Our proposed innovation is a specially formulated, inexpensive syntactic foam insulation for cryogenic applications that can be applied with commercial spray guns. This new organic syntactic foam will combine the insulating capability and low thermal expansion of inorganic syntactic foams with the adhesive strength and sealant properties of organic binders. In addition, agents and fillers will be added to reduce cure time and maximize durability. The Phase I objective is to produce a baseline formulation of this new syntactic cryogenic foam. Under this Phase I effort the spray application process will be demonstrated and proof-of-concept screening tests will be conducted to verify that the formulation is suited for insulating cryogenic equipment subjected to multiple thermal cycles in an ambient environment. The resulting baseline formulation will be carried into a Phase II final formulation qualification test program. This new syntactic foam insulation will provide NASA, the Air Force, and the commercial aerospace industry with a low-cost, easy to apply and maintain cryogenic insulation for engine test stands, launch pads, and ground support equipment facilities. This new syntactic foam insulation will provide NASA, the Air Force, and the entire cryogenics industry with a low-cost, easy to apply and maintain cryogenic insulation for engine test stands, launch pads, and ground support equipment facilities. In addition to applications in aerospace the syntactic foam would be used to meet the insulation requirements of the liquefied natural gas industry and commercial manufacturing processes that use cryogenics.