POWER OF ATTORNEY


      KNOW ALL PERSONS BY THESE PRESENTS that the undersigned
hereby constitutes, designates and appoints Robert A. Kelly and Katherine
Kendrick, and each of them, as such person's true and lawful attorney-in-fact and
agent, with full power of substitution, for the undersigned and in  the
undersigned's name, place and stead, in any and all capacities, to execute,
acknowledge, deliver and file any and all filings required by the Securities
Exchange Act of 1934, as amended (the "Exchange Act"), including Section 16 of
the Exchange Act, and the rules and regulations thereunder, and requisite
documents in connection with such filings, respecting securities of DreamWorks
Animation SKG, Inc., a Delaware corporation, including but not limited to Forms
3, 4 and 5 under the Exchange Act and any amendments thereto.

      This power if attorney shall be valid from the date hereof until revoked by
      the undersigned.

      IN WITNESS WHEREOF, the undersigned has executed this instrument as
       of this 20th day of April, 2009.






							   /s/ Dan Satterthwaite
							---------------------------
   							   Dan Satterthwaite




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