We present an initial report on the first direct, concurrent measurements of solar wind oxygen (O) charge state variations inside and outside Earth's magnetosphere. On 10--11 Jan 1997 a magnetic cloud, with a spatial scale of at least ~100 RE engulfed the magnetosphere. At ~1200 UT on 10 Jan 1997, the Wind/SWICS ion charge-state spectrometer, at ~90 RE upstream of Earth, detected an increase in the solar wind O charge state ratio &Ggr;0=(O+7+O+8)/O+6 at ~0.5--30 keV/e which persisted until ~2400 UT on 10 Jan 1997. After ~1110 UT on 10 Jan 1997, Geotail was in and near the mid-afternoon to dusk magnetosphere. The ~9.4--210 keV/e &Ggr;0 value from the Geotail/STICS spectrometer showed a longer-term, gradual increase over ~8--10 hr. Then, after ~0600 UT on 11 Jan 1997, Wind observed a &Ggr;0 decrease at a high speed solar wind stream onset. About 6 hr later &Ggr;0 decreased promptly at Geotail during a plasma sheet substorm injection. Both instances are long durations compared to nominal 3-hr substorm time-scales. ¿ 1998 American Geophysical Union