Kleinheubacher Tagung, Main, Germany, Sept. 28 - Oct. 2, 1998. Invited Paper Radio Sounding in the Magnetosphere and Topside Ionosphere B. W. Reinisch (1), D. M. Haines (1), R. F. Benson (2), K. Bibl (1), W. Calvert (1), G. Cheney (1), S. F. Fung (2), J. L. Green (2), J. Grebowsky (2), X. Huang (1), R. Manning (3) and W. W. L. Taylor (4) (1) University of Massachusetts Lowell, (2) NASA Goddard Space Flight Center, (3) Observatoire Paris-Meudon, (4) Raytheon STX/GSFC. Two new space borne probes are being developed to remotely sense plasma distributions in the magnetosphere and the topside ionosphere. The Radio Plasma Imager (RPI), a low frequency sounder designed to sweep from 3 kHz to 3 MHz, will be part of the NASA's IMAGE satellite mission to be launched in January 2000. While in the magnetospheric cavity (7 Re altitude), RPI will receive echoes from the magnetopause and the plasmasphere and will measure the direct response of the magnetosphere’s configuration to changes in the solar wind. With three orthogonal dipole antennas (two 500 m tip-to-tip antennas in the spin plane used for transmission and reception, one 20 m antenna along the spin axis for reception only) the angle of arrival of returning echoes can be determined with high accuracy. Similar to modern groundbased ionosondes, RPI will operate like a low-frequency radar system measuring range, location, plasma density, and motion of the reflecting plasma structures. The TOPside Automated Doppler Sounder (TOPADS) is being developed for the Ukrainian WARNING mission scheduled for launch in 2001. At a high inclination circular orbit (600 km altitude), TOPADS will measure the topside electron density profiles every 75 km. Three orthogonal 20 m tip-to-tip dipole antennas will be used for reception, one of them for transmission. Operating as an HF radar, TOPADS will be providing for the first time topside plasma velocities by tracking the motions of plasma irregularities. Automatic processing of the ionogram data will provide real time electron density profiles that will be made freely available as a space weather diagnostics tool. IMAGE and WARNING will be flying at a most propitious time, that of near maximum and declining solar activity, to understand coupling between the ionosphere and the magnetosphere and the solar wind.