Confirming Statement



This Confirming Statement ("Statement") confirms that the undersigned,

Robert B. Ladd, has authorized, directed and designated each of Barbra

Keck, Peter Graham, and Graham Miao (each a "Designee" and

together, the "Designees"), or either of them acting singly, to: (1) prepare,

 execute and file for and on behalf of the undersigned with the U.S.

Securities and Exchange Commission (the "SEC") a Form ID, including

 amendments thereto, enabling the undersigned to make electronic filings

with the SEC of reports required by Section 16(a) of the Securities Exchange

Act of 1934 and any rule or regulation thereunder; and (2) prepare, execute

 and file for and on behalf of the undersigned with the SEC and any stock

 exchange or similar authority, all Forms 3, 4, and 5, including any

amendments thereto, that the undersigned is required to file as an officer

 and/or director of Delcath Systems, Inc. (the "Company") in accordance

 with Section 16(a) of the Securities Exchange Act of 1934 and any rule

 or regulation thereunder.



The authority of the Designees under this Statement shall continue until the

 undersigned is no longer required to file Forms 3, 4, and 5 with

respect to the undersigned's holdings of and/or transactions in securities of

 the Company, unless earlier revoked by the undersigned in a signed writing

 delivered to the Designees.  The undersigned acknowledges that the

Designees 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 Statement is not intended to be a power

of attorney as defined in the New York General Obligations Law,

Article 5, Title 15, Section 5-1501, and in the event this Statement is

determined to be a power of attorney under such statute, this Statement

shall not revoke any power of attorney previously executed by the

undersigned and shall not be revoked by any subsequent power of attorney

 unless such subsequent power of attorney expressly provides that it

 revokes this Statement by referring to the date and subject hereof.





Date: December 16, 2011



 Undersigned's Name:   Robert B. Ladd





   Undersigned's Signature:  /s/ Robert B. Ladd















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