Transmissions of the Global Positioning System (GPS) satellites can be used to measure the total electron content (TEC) between a receiver and several GPS satellites in view. This simple observable is yielding a wealth of new scientific information about ionosphere and plasmasphere dynamics. Data available from thousands of ground-based GPS receivers are used to image the large-scale and mesoscale ionospheric response to geospace forcings at high-precision covering all local times and latitudes. Complementary measurements from space-borne GPS receivers in low-Earth orbit provide information on both vertical and horizontal structure of the ionosphere/plasmasphere system. New flight hardware designs are being developed that permit simultaneous measurement of integrated electron content along new raypath orientations, including zenith, cross-track and nadir antenna orientations (the latter via bistatic reflection of the GPS signal off ocean surfaces). We will discuss a new data assimilation model of ionosphere, the Global Assimilative Ionosphere Model (GAIM), capable of integrating measurements from GPS and other sensors with a physics-based ionospheric model, to provide detailed global nowcasts of ionospheric structure, useful for science and applications. Finally, we discuss efforts underway to combine GPS space-based observations of plasmaspheric TEC, with ground-based magnetometer measurements, and satellite-based images from NASA's IMAGE satellite, to produce new dynamic models of the plasmasphere.© (2004) COPYRIGHT SPIE--The International Society for Optical Engineering. Downloading of the abstract is permitted for personal use only.