POWER OF ATTORNEY
The undersigned hereby constitutes and appoints Philip D. Ankeny,
David C. Grorud and Melodie R. Rose ("Attorney-in-Fact"), or any one of
them acting alone, the undersigned's true and lawful attorney-in-fact and
agent with full power of substitution and resubstitution, for the undersigned
and in the undersigned's name, place and stead, in any and all capacities, to
sign any or all Forms 4 or Forms 5 relating to beneficial ownership of
securities of SurModics (the "Issuer"), to file the same, with all exhibits
thereto and other documents in connection therewith, with the Securities and
Exchange Commission and to deliver a copy of the same to the Issuer,
granting unto said attorney-in-fact and agent full power and authority to do
and perform each and every act and thing requisite and necessary to be done
in and about the premises, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
said attorney-in-fact and agent, or his substitute or substitutes, may lawfully
do or cause to be done by virtue thereof. The undersigned acknowledges
that the foregoing attorney-in-fact, in serving in such capacity at the request
of the undersigned, is not 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 effect until such time as the
undersigned is no longer subject to the provisions of Section 16 of the
Securities Exchange Act of 1934 with respect to securities of the Issuer or
until this Power of Attorney is replaced by a later dated Power of Attorney or
revoked by the undersigned in writing.
The undersigned hereby indemnifies the Attorneys-in-Fact for all
losses and costs the Attorneys-in-Fact may incur in connection with or
arising from the Attorneys-in-Fact's execution of their authorities granted
hereunder.
IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed as of this 17th day of November, 2003.
/s/ Patrick E. Guire
Patrick E. Guire