POWER OF ATTORNEY


	Know all by these presents, that the undersigned hereby constitutes and
	appoints each of Lindsey Stibbard and Chris Johnson, signing singly,
	the undersigned's true and lawful attorney-in-fact to:

(1)	execute for and on behalf of the undersigned, in the undersigned's capacity
	as an officer and/or director of LION, Inc. (the Company), Forms 3, 4, and 5
	in accordance with Section 16(a) of the Securities
	Exchange Act of 1934 and the rules thereunder;

(2)	do and perform any and all acts for and on behalf of the undersigned which
	may be necessary or desirable to complete and execute any such Form 3, 4,
	or 5 and timely file such form with the United States
	Securities and Exchange Commission and any stock exchange or similar
	authority; and

(3)	take any other action of any type whatsoever in connection with the
	foregoing which, in the opinion of such attorney-in-fact, may be of the
	benefit to, in the best interest of, or legally required by,
	the undersigned, it being understood that the documents executed by such
	attorney-in-fact on behalf of the undersigned pursuant to this Power of
	Attorney shall be in such form and shall contain such terms
	and conditions as such attorney-in-fact may approve in such
	attorney-in-fact's discretion.

	The undersigned hereby grants to each such attorney-in-fact full power
	and authority to do and perform any and every act and thing whatsoever
	requisite, necessary, or proper to be done in the exercise of
	any of the rights and powers herein granted, as fully to all intents
	and purposes as the undersigned might or could do if personally present,
	with full power of substitution or revocation, hereby ratifying
	and confirming all that such attorney-in-fact, or such
	attorney-in-fact's
	substitute or substitutes, shall lawfully do or cause to be done by
	virtue of this power of attorney and the rights and powers herein
	granted.  The undersigned acknowledges that the foregoing
	attorneys-in-fact,in serving in such capacity at the request of the
	undersigned, are not assuming, nor is the Company assuming, any of the
	undersigned's responsibilities to comply with Section 16 of the
	Securities Exchange Act of 1934.

	This Power of Attorney shall remain in full force and effect until the
	undersigned is no longer required to file Forms 3, 4, and 5 with
	respect to the undersigned's holdings of and transactions in securities
	issued by the Company, unless earlier revoked by the undersigned in a
	signed writing delivered to the foregoing attorneys-in-fact.

	IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
	to be executed as of this 15th day of June, 2005.


_/s/ John A. McMillan
Signature

John A. McMillan_______________________________________
Print Name

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