POWER OF ATTORNEY
Published on June 13, 2007
POWER OF ATTORNEY
The undersigned, as a Section 16 reporting person of Rexahn
Pharmaceuticals, Inc. (the "Company"), hereby constitutes and appoints Tae Heum
Jeong, the undersigned's true and lawful attorney-in-fact to:
1. Complete and execute Forms 3, 4, 5 and Form ID (Uniform Application
for Access Codes to File on EDGAR) and other forms and all amendments thereto as
such attorney-in-fact shall in his or her discretion determine to be required or
advisable pursuant to Section 16(a) of the Securities Exchange Act of 1934 , as
amended, and the rules and regulations promulgated thereunder, or any successor
laws and regulations, as a consequence of the undersigned's ownership,
acquisition or disposition of securities of the Company;
2. Do and perform any and all acts for and on the behalf of the
undersigned which may be necessary or desirable in order to complete and execute
any such form, complete and execute any amendments thereto, and timely file such
forms with the Securities and Exchange Commission, any securities exchange or
national association, the Company and such other person or agency as the
attorney-in-fact shall deem appropriate; and
3. Take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.
The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this Power of Attorney and the
rights and powers herein granted. The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of the
undersigned, 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, as amended.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
Company and the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be executed as of this 7th day of June, 2007.
Signature: /s/ Dr. Freddie Ann Hoffman
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Print Name: Dr. Freddie Ann Hoffman