POWER OF ATTORNEY


Know all by these presents, that the undersigned hereby constitutes and
appoints each of John M. Clark III, Nancy Lucke Ludgus,  Rose Hoffman and
Piyawan Lee signing singly, the undersigned's true and lawful attorney-in-fact
to:

1. execute  for  and  on  behalf  of the undersigned, in the undersigned's
capacity as  an  officer  and/or  director  of  National  Semiconductor
Corporation  (the  "Company"),  Forms  3,  4  and  5 in accordance with Section
16(a) of the Securities Exchange Act  of  1934  and  the  rules thereunder;

2. 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 Form 3,
4 or  5  and  timely  file  such form with the United States Securities and
Exchange Commission and any stock  exchange  or  similar authority; 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
evocation, 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 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 by delivery of a revised power of
attorney or otherwise 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 18th day of July, 2007.

/s/ Edward R. McCracken

Print Name: Edward R. McCracken