EX-24 2 attachment1.htm EX-24 DOCUMENT

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS


        Know all by these presents, that the undersigned hereby makes,
constitutes and appoints James J. O'Connor and John Wejman as the undersigned's
true and lawful attorney-in-fact, with full power and authority as hereinafter
described, on behalf of and in the name, place and stead of the undersigned to:

(1)     prepare, execute, acknowledge, deliver and file Forms 3, 4, and 5
(including any amendments thereto) with respect to the securities of Bravo Brio
Restaurant Group, Inc., an Ohio corporation (the "Company"), with the United
States Securities and Exchange Commission, any national securities exchanges and
the Company as considered necessary or advisable under Section 16(a) of the
Securities Exchange Act of 1934 and the rules and regulations promulgated
thereunder, as amended from time to time (the "Exchange Act");

(2)     seek or obtain, as the undersigned's representative and on the
undersigned's behalf, information on transactions in the Company's securities
from any third party, including brokers, employee benefit plan administrators
and trustees, and the undersigned hereby authorizes any such person to release
any such information to the undersigned and approves and ratifies any such
release of information; and

(3)     perform any and all other acts which in the discretion of such
attorney-in-fact are necessary or desirable for and on behalf of the undersigned
in connection with the foregoing.

The undersigned acknowledges that:

(1)     this Limited Power of Attorney authorizes, but does not require, such
attorney-in-fact to act in their discretion on information provided to such
attorney-in-fact without independent verification of such information;

(2)     any documents prepared and/or executed by such attorney-in-fact on
behalf of the undersigned pursuant to this Limited Power of Attorney will be in
such form and will contain such information and disclosure as such
attorney-in-fact, in his discretion, deems necessary or desirable;

(3)     neither the Company nor such attorney-in-fact assumes (i) any liability
for the undersigned's responsibility to comply with the requirements of the
Exchange Act, (ii) any liability of the undersigned for any failure to comply
with such requirements, or (iii) any obligation or liability of the undersigned
for profit disgorgement under Section 16(b) of the Exchange Act; and

(4)     this Limited Power of Attorney does not relieve the undersigned from
responsibility for compliance with the undersigned's obligations under the
Exchange Act, including without limitation the reporting requirements under
Section 16 of the Exchange Act.

        The undersigned hereby gives and grants the foregoing attorney-in-fact
full power and authority to do and perform all and every act and thing
whatsoever requisite, necessary or appropriate to be done in and about the
foregoing matters as fully to all intents and purposes as the undersigned might
or could do if present, hereby ratifying all that such attorney-in-fact of, for
and on behalf of the undersigned, shall lawfully do or cause to be done by
virtue of this Limited Power of Attorney.

        This Limited Power of Attorney shall remain in full force and effect
until revoked by the undersigned in a signed writing delivered to such
attorney-in-fact.

        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to

be executed as of this 20th day of October, 2010.




                                                       /s/ David B. Pittaway
                                                     David B. Pittaway




STATE OF NEW YORK

COUNTY OF QUEENS



        On this 20th day of October 2010, David B. Pittaway personally appeared
before me, and acknowledged that s/he executed the foregoing instrument for the
purposes therein contained.


        IN WITNESS WHEREOF, I have hereunto set my hand and official seal.

Signature: /s/ Sandra S. O'Connor

My Commission Expires: 6-12-2011