This is a fun, meaningful, and concise lesson plan that will engage your students completely. It was inspired by Felix Baumgartner and the Red Bull Stratos Mission. It was written by Ted Goerner, an 18 year veteran science teacher. Students will measure the lift capacity of a helium balloon and calculate how many balloons would be required to lift the Stratos capsule off the ground. Students will measure the mass and volume of their balloon and calculate its density. This lesson will compliment any thorough discussion of density but can also be used to teach the following: buoyancy, gravity, unbalanced forces, air pressure at different elevations, free fall, acceleration due to gravity, wind resistance, terminal velocity, G forces, and weight vs. mass. Small helium tanks are easily procured through most party stores or through Target stores. This is a three page lesson plan that includes a student copy and a full page of teacher notes. It will require approximately 50 minutes to perform including introductory explanation by teacher. It is suitable for middle school and high school physical science classes.