Wavefront Research Inc. will establish the feasibility of constructing high performance devices based on a novel Liquid Crystal (LC) composite material. The composite nature of the material decreases the switching speed of the devices made with nematic liquid crystals by a factor of 100-1000. These materials are also capable of grey scale response, and can achieve a half-wave retardance at IR wavelengths in just a single layer, several microns thick. During this effort, variable beamsplitters will be constructed and characterized, and the materials formulation and fabrication process will be engineered to optimize device performance. The electrooptic devices developed in the project will combine the best features available in nematic- and ferroelectric LC-based devices.