Airborne observations of auroral activity at midnight were conducted for a period of 9 hours by employing an ionospheric sounder and all-sky cameras. During the observation period, two substorms occurred. The first substorm was assciated with a compression of the magnetosphere (as measured by Dst) and with oscillations of the earth's bow shock. At this time, auroral activity was characterized by a series of poleward and equatorward motions and by the absence of a breakup phase. Magnetic disturbances were confined to a small region in the midnight sector. The second auroral substorm displayed many of the features assocated with a large-scale polar magnetic substorm. For selected times the locations of the eastward and westward electrojets were inferred from a number of high-latitude magnetic records. All-sky photographs and ionosonde data indicate that the poleward edge of the westward electrojet was bounded by a westward moving auroral surge accompanied by a strong sporadic E ionization. The equatorward electrojet boundary was less well defined by visual auroral forms. Soft particle spectrometer measurements from the Isis 2 satellite were made in conjunction with the aircraft measurements and indicate that large fluxes of field-aligned electrons gave rise to the bright auroral surge, more isotropic fluxes of less energetic electrons contributing to the auroral E layer.