A fairing for protecting a payload from excessive acoustic energy is disclosed. The fairing can be used with a launch vehicle for launching payloads such as satellites or the like. The invention provides structure to surround a payload and absorbs acoustic energy so that the noise is suppressed to acceptable levels and the payload is not damaged. The fairing comprises a two dimensional honeycomb core having composite face sheets and load skins bonded to each side of the core. A water barrier is connected to the inner side of the fairing to prevent moisture from entering the payload area. The fairing wall further includes a liquid which is added to the two dimensional honeycomb layer. The liquid is jettisoned during the launch of the vehicle at a predetermined time when the additional acoustic suppression provided by the mass of liquid is no longer needed. The fairing may also include an energy absorbing blanket connected to the inner side of the fairing to further suppress the energy generated by a launch vehicle.