TO ADDRESS THE SCIENCE QUESTIONS PROPOSED ABOVE REQUIRES A SYSTEMS SCIENCE APPROACH THAT CAN TAKE INTO ACCOUNT THE COUPLING AMONG THE DIFFERENT REGIONS IN THE NEAR-EARTH SPACE SYSTEM AS WELL AS TAKING ADVANTAGE OF THE SYNERGIES BETWEEN ADVANCED NUMERICAL MODELS AND MULTI-INSTRUMENT OBSERVATIONS. A SUITE OF STATE-OF-THE-ART NUMERICAL MODELS AVAILABLE THROUGH THE UNIVERSITY OF MICHIGAN S SPACE WEATHER MODELING FRAMEWORK (SWMF) WILL BE EMPLOYED IN THIS PROJECT. IN ADDITION COMPREHENSIVE OBSERVATIONS FROM THE NASA HELIOPHYSICS SYSTEM OBSERVATORY (HSO) SUCH AS ACE WIND GOLD GUVI AND TWINS AND GROUND-BASED INSTRUMENTS IN PARTICULAR GNSS RECEIVERS AND RADARS WILL BE ANALYZED TO OBTAIN PHYSICAL INSIGHTS INTO THE UNDERLYING PROCESSES RESPONSIBLE FOR IONOSPHERIC STORMS AND BE UTILIZED AS INPUT AND AS CONSTRAINTS FOR MODEL BENCHMARK AND VALIDATION PURPOSES. DATA FROM THE ICON MISSION WILL ALSO BE USED WHEN AVAILABLE. OUR SCIENCE OBJECTIVE IS DIRECTLY RELEVANT TO TWO SCIENCE GOALS IN THE HELIOPHYSICS DECADAL SURVEY: 2. DETERMINE THE DYNAMICS AND COUPLING OF EARTH S MAGNETOSPHERE IONOSPHERE AND ATMOSPHERE AND THEIR RESPONSE TO SOLAR AND TERRESTRIAL INPUTS 4. DISCOVER AND CHARACTERIZE FUNDAMENTAL PROCESSES (E.G. ION-NEUTRAL COUPLING) THAT OCCUR BOTH WITHIN THE HELIOSPHERE AND THROUGHOUT THE UNIVERSE. RESULTS OBTAINED FROM THIS WORK WILL DIRECTLY CONTRIBUTE TO NASA GEOSPACE DYNAMICS COUPLING (GDC) MISSION. IN ADDITION IONOSPHERIC DISTURBANCES AND THERMOSPHERIC EXPANSION ARE TWO OF THE FIVE SPACE WEATHER DISTURBANCES HIGHLIGHTED IN THE PRESIDENT S SPACE WEATHER ACTION PLAN (SWAN). OUR PROPOSED EFFORTS WILL RESULT IN IMPROVED SCIENTIFIC KNOWLEDGE ABOUT THEM WHICH WILL LEAD TO IMPROVED FORECASTS AND THUS HAVE IMPORTANT PRACTICAL BENEFITS."