CONFIRMING STATEMENT


This Statement confirms that the undersigned, Michael Weiss, has authorized
and designated each of Thomas D. Carney, Ruth A. Kumaus, Roger L. Esterwood
and Mark D. Schairer, acting individually, to execute and file on the
undersigned's behalf Form ID and all Forms 3, 4, 5 and 144 (including any
amendments thereto) that the undersigned may be required to file with the U.S.
Securities and Exchange Commission as a result of the undersigned's ownership
of or transactions in securities of Borders Group, Inc.  The authority of
Thomas D. Carney, Ruth A. Kumaus, Roger L. Esterwood and Mark D. Schairer
under this Statement shall continue until the undersigned is no longer
required to file Forms 3, 4, 5 and 144 with regard to the undersigned's
ownership of or transactions in securities of Borders Group, Inc., unless
earlier revoked in writing.  The undersigned acknowledges that Thomas D.
Carney, Ruth A. Kumaus, Roger L. Esterwood and Mark D. Schairer are not
assuming any of the undersigned's responsibilities to comply with: (1) Section
16 of the Securities Exchange Act of 1934; (2) requirements relating to the
filing of Form 144; or (3) any other Federal or State Securities or other Laws
or Regulations.

Date: 12/8/2006                       Michael Weiss
                                     __________________
                                      Michael Weiss