Abstract. An exoplanet mission based on a high-altitude balloon is a next logical step in humanity's quest to explore Earthlike planets in Earthlike orbits orbiting Sunlike stars. The mission described here is capable of spectrally imaging debris disks and exozodiacal light around a number of stars spanning a range of infrared excesses, stellar types, and ages. The mission is designed to characterize the background near those stars, to study the disks themselves, and to look for planets in those systems. The background light scattered and emitted from the disk is a key uncertainty in the mission design of any exoplanet direct imaging mission, thus, its characterization is critically important for future imaging of exoplanets. © The Authors. Published by SPIE under a Creative Commons Attribution 3.0 Unported License. Distribution or reproduction of this work in whole or in part requires full attribution of the original publication, including its DOI.