LIMITED POWER OF ATTORNEY FOR
      SECTION 16 REPORTING OBLIGATIONS

        Know all by these presents, that the undersigned hereby makes,
constitutes and appoints each of Donald R. Rench, Samuel K. Rosenthal, Darlene
M. Hinds Morris and Lisa Leitner, each acting individually, as the undersigned's
  true and lawful attorney-in-fact, with full power and authority as hereinafter
  described on behalf of and in the name, place and stead of the undersigned to:

        (1)	prepare, execute, acknowledge, deliver and file Forms 3, 4, and 5
(including any amendments thereto) with respect to the securities of Outerwall
Inc., a Delaware corporation (the "Company"), with the U. S. Securities and
Exchange Commission, any national securities exchanges and the Company, as
considered necessary or advisable under Section 16(a) of the Securities Exchange
  Act of 1934 and the rules and regulations promulgated thereunder, as amended
from time to time (the "Exchange Act") and a Form ID, Uniform Application for
Access Codes to File on Edgar;

        (2)	seek or obtain, as the undersigned's representative and on the
undersigned's behalf, information furnished orally or in writing on transactions
  in the Company's securities from any third party, including brokers, employee
benefit plan administrators and trustees, and the undersigned hereby authorizes
any such person to release any such information to any of the attorneys-in-fact
and approves and ratifies any such release of information; and

        (3)	perform any and all other acts which in the discretion of such
attorney-in-fact are necessary or desirable for and on behalf of the undersigned
  in connection with the foregoing.

       The undersigned acknowledges that:

        (1)	this Limited Power of Attorney authorizes, but does not require,
each such attorney-in-fact to act in his or her discretion on information
provided to such attorney-in-fact without independent verification of such
information;

        (2)	any documents prepared and/or executed by any such attorney-in-fact
on behalf of the undersigned pursuant to this Limited Power of Attorney will be
in such form and will contain such information and disclosure as such
attorney-in-fact, in his or her discretion, deems necessary or desirable;

        (3)	neither the Company nor any of such attorneys-in-fact assumes (i)
any liability for the undersigned's responsibility to comply with the
requirements of the Exchange Act, (ii) any liability of the undersigned for any
failure to comply with such requirements, or (iii) any obligation or liability
of the undersigned for profit disgorgement under Section 16(b) of the Exchange
Act;

        (4)	although the Company will use commercially reasonable best efforts
to timely and accurately file Section 16 reporting forms on behalf of the
undersigned within the required reporting deadlines, the Company does not
represent or warrant that it will be able to do so at all times due to various
factors, including but not limited to the shorter reporting deadlines mandated
by the Sarbanes-Oxley Act of 2002, possible time zone differences, and the
Company's need to rely on others, including brokers; and

        (5)	this Limited Power of Attorney does not relieve the undersigned from
  responsibility for compliance with the undersigned's obligations under the
Exchange Act, including without limitation the reporting requirements under
Section 16 of the Exchange Act.

        The undersigned hereby agrees to indemnify and hold harmless the Company
  and each such attorney-in-fact against any losses, claims, damages or
liabilities (or actions in these respects) that arise out of or are based upon
any untrue statements or omission of necessary facts in the information provided
  by the undersigned to such attorney-in-fact for purposes of executing,
acknowledging, delivering or filing Forms 3, 4 or 5 (including amendments
thereto) or Form ID and agrees to reimburse the Company and such
attorney-in-fact for any legal or other expenses reasonably incurred in
connection with investigating or defending against any such loss, claim, damage,
  liability or action.

        The undersigned hereby gives and grants each of the foregoing
attorneys-in-fact full power and authority to do and perform all and every act
and thing whatsoever requisite, necessary or appropriate to be done in and about
  the foregoing matters as fully to all intents and purposes as the undersigned
might or could do if present, hereby ratifying all that each such
attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or
cause to be done by virtue of this Limited Power of Attorney.

        This Limited Power of Attorney supersedes any power of attorney
previously executed by the undersigned regarding the purposes outlined in the
first paragraph hereof ("Prior Powers of Attorney"), and the authority of the
attorneys-in-fact named in any Prior Powers of Attorney is hereby revoked.

        This Limited 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 (a) earlier revoked by the undersigned in a signed
writing delivered to each such attorney-in-fact or (b) superseded by a new power
  of attorney regarding the purposes outlined in the first paragraph hereof as
of a later date.

        IN WITNESS WHEREOF, the undersigned has caused this Limited Power of
Attorney to be executed as of this 2nd day of December, 2015.

					/s/ Jeffrey W. Kist



SUBSCRIBED AND SWORN to before me
this 2nd day of December, 2015.


/s/ Debbie B. Burnett
NOTARY PUBLIC in and for the state of Washington
My commission expires: December 10, 2015