Thermospheric winds and temperatures were observed from Fritz Peak, Colorado and Calgary, Alberta during the 23 October 1981 Stable Auroral Red Arc (SAR-arc) and aurora event. Ground-based photometer observations during the SAR-arc event allowed the position, 630.0 nm emission rate, and width of the SAR-arc over Fritz Peak to be monitored throughout the night. Data from the DE-2 satellite overflight near 0400UT allowed the structure of the SAR-arc near Fritz Peak and the aurora in Canada to be determined. The measurements made from Fritz Peak Observatory during the early evening hours showed a thermospheric response to heating within the SAR-arc with meridional winds flowing away from the region of maximum heating at velocities less than 50 m s-1. Later during the night the meridional winds measured over Fritz Peak shifted equatorward. The neutral gas temperature decreased from about 1700 ¿K in the early evening to about 1200 ¿K before sunrise. The wind measurements made from Calgary indicated a more complex flow pattern. During the early evening hours the winds were directed poleward, increasing in velocity with latitude from about 50 to 300 m s-1. Near local midnight the winds reversed to equatorward and also became irregular in the vicinity of the station. The winds in the vicinity of Calgary are under the influence of intense particle precipitation and enhanced ion drag associated with magnetospheric convection that give rise to considerable variablity.