POWER OF ATTORNEY



     KNOW ALL MEN BY THESE PRESENTS, that the undersigned does hereby constitute

and appoint each of Joseph Brucchieri, Sharon O'Leary and Henry Pickens, signing

singly, the undersigned's true and lawful attorneys-in-fact to:



(1)  execute for and on behalf of the undersigned, in the undersigned's capacity

     as an officer, director and/or ten-percent owner of Vonage Holdings

     Corporation (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 Forms 3, 4

     or 5, complete and execute any amendment or amendments thereto, 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 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 to 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 the 26th day of May, 2006.





                                         /s/ Michael F. Snyder

                                         ---------------------

                                             Michael F. Snyder