This thesis addresses a new technique of foaming on polymer-paperboard composites which combines the advantages of traditional polymeric foam with the environmental benefits of paperboard. Paperboard is sandwiched between two extruded polymeric layers of different densities. On application of heat, one face is foamed by the evaporating moisture in the board; the other face serves as a barrier. This work is directed at gaining a better understanding of the fundamental processes in foaming polymers on paperboard. The ultimate goal is to be able to produce uniform bubbles of a predetermined size on the surface so as to give optimum heat insulation and good tactile properties. Bubble growth was studied as a function of paperboard properties, polymer melt index, extrusion speed, polymer thickness, temperature and moisture content. The foam quality (thickness) is also related to the cell size distribution and various factors affecting it are identified. A combination of experimental techniques such as high speed imaging, infrared thermography and scanning electron microscopy is used for this purpose. Foaming on paper-polymer composites is caused by water vapor escaping through the pores present in the paperboard substrate and then foaming the polymer. The vapor driving force which dominates foaming and overcomes the less significant viscoelastic and surface tension opposition forces depends on the paperboard properties as well as on the ability of the polymer to bond with the paperboard. It was found that the bubble size distribution directly relates to the pore size distribution on the paperboard. The bubble size was also controlled by the thickness of the polymer layer and its ability to bond with the paperboard. Coalescence subsequently led to thicker foams due to the formation of larger sized bubbles.