EX-24 2 attach_1.htm CONFIRMING STATEMENT

CONFIRMING STATEMENT









 This Statement confirms that the undersigned, Jose M. Gutierrez, has authorized and designated

J. Scott Melton to execute and file on the undersigned's behalf all Forms 3, 4, and 5 (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 Denny's Corporation.  The authority of J. Scott Melton under this Statement shall

continue until the undersigned is no longer required to file Forms 3, 4, and 5 with regard to the

undersigned's ownership of or transactions in securities of Denny's Corporation, unless earlier

revoked in writing.  The undersigned acknowledges that J. Scott Melton is not assuming any of

the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of

1934.

























                    Dated: 01/23/13                                                                             /s/ Jose M. Gutierrez

                                                                                                               Jose M. Gutierrez