Sordal proposes to design a lightweight passive fire protection system that is 200% lighter than current fiberglass or mineral wool products used by US Navy, thermally stable to more than 600F (316C), non-flammable, and non-combustible. It will have an exceptionally high limiting oxygen index (LOI=68%) and will be nontoxic in a fire, yet very strong. This material is designed to pass UL-1709 and ISO-9705 based on previous testing in related standards such as the ? room scale fire test per Navy Chapter 635 requirement, as well as testing completed by NASA where Sordals material is a candidate insulation for the next generation space shuttle. Sordals lightweight insulation can be fabricated as: - Neat foam, open cell (flexible), closed cell (rigid) or combination thereof. - Structural foam barriers (foam-filled honeycomb core or sandwich pins to +1,000 psi loading). - Combined with non-flammable PBO fabric blanket to stop fire spread. - Chalking compound for repairs in-situ (hollow microspheres with proprietary adhesive). Unlike Sordals proposed system, many commercially available passive fire protective systems fail in an ocean environment due to water regain and retention and cracking during routine thermal cycles. Additionally, Sordals system doesnt "dust" or release fibers like fiberglass and mineral wools. Benefit Light weight composite construction of ships, offshore oil and gas platforms, high rise buildings and other structures where low fire, smoke and toxicity are needed to improve the well being and safety of life on land, sea, air and space. Keywords Fire Resistance, Thermal protection system, composites, Fire Growth, Fire insulation