Follow scientists and engineers at NASA’s Goddard Space Flight Center as they build the X-ray Telescopes and an X-ray Spectrometer for the Japanese X-ray Observatory Astro-E2 mission. These instruments use unique technologies to provide light-weight but sensitive instruments. We see the team face and overcome challenges, as well as their interactions with the Japanese colleagues. This program also describes the science of spectroscopy and what the satellite helps us to learn about objects such as black holes. The included educator guide provides instructions for using the “Building the Coolest X-ray Satellite” DVD in the classroom. The guide includes discussion questions and activities related to the program content. The topics covered include science careers, optics, cryogenics, X-ray astronomy and working on an international project.