SPANSION INC.
                                POWER OF ATTORNEY

        Know all by these presents, that the undersigned hereby constitutes and
appoints each of Randy W. Furr, Katy Motiey and Roberto Hernandez, signing
singly, the undersigned's true and lawful attorney-in-fact, to:

1.      Execute and deliver for and on behalf of the undersigned, the Form ID
(Uniform Application for Access Codes to File on EDGAR) and any amendments or
renewals thereto;

2.      Execute for and on behalf of the undersigned, in the undersigned's
capacity as an officer and/or director of Cypress Semiconductor Corporation (the
Company), any reports or forms, including but not limited to Forms 3, 4, and 5,
in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the
rules thereunder;

3.      Do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to complete and execute any such reports or
forms, complete and execute any amendment or amendments thereto, and timely file
such reports or forms with the United States Securities and Exchange Commission
and any stock exchange or similar authority;

4.      Seek or obtain, as my representative and on my behalf, information
concerning transactions in or with respect to the Company's securities from any
third party, including brokers, employee benefit plan administrators and
trustees, knowing that I hereby authorize any such person to release any such
information to the attorney-in fact and approve any such release of information;
and

5.      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.

        This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file any such reports or forms 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 foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 1st day of December, 2014.

/s/ Clifton Thomas Weatherford
-----------------------------------
        Clifton Thomas Weatherford