Nanofog is a highly advanced nanotechnology which the Technocratic Union has developed as the ultimate multi-purpose tool. It is a user-friendly, completely programmable collection of avogadro (6 x1023) numbers of nanomachines that can form a vast range of machinery, from wristwatches to spaceships. It can simulate any material from gas, liquid, and solid, and it can even be used in sufficient quantities to implement the ultimate in virtual reality. ITx researchers suggest that more complex applications could include uploading human minds into planet-sized collections of Utility Fog. Active, polymorphic material, Utility Fog can be designed as a conglomeration of 100-micron robotic cells called foglets. Such robots could be built with the techniques of molecular nanotechnology. Controllers with processing capabilities of 1000 MIPS per cubic micron, and electric motors with power densities of one milliwatt per cubic micron are assumed. Utility Fog should be capable of simulating most everyday materials, dynamically changing its form and proper ties, and forms a substrate for an integrated virtual reality and telerobotics. This paper will examine the concept, and explore some of the applications of this material.