The FASTSAT spacecraft, which was launched on November 19, 2010 on the DoD STP-S26 mission, carries three instruments developed in joint collaboration by NASA GSFC and the US Naval Academy: PISA, TTI, and MINI-ME.1,2 As part of a rapid-development, low-cost instrument design and fabrication program, these instruments were a perfect match for FASTSAT, which was designed and built in less than one year. These instruments, while independently developed, provide a collaborative view of important processes in the upper atmosphere relating to solar and energetic particle input, atmospheric response, and ion outflow. PISA measures in-situ irregularities in electron number density, TTI provides limb measurements of the atomic oxygen temperature profile with altitude, and MINI-ME provides a unique look at ion populations by a remote sensing technique involving neutral atom imaging. Together with other instruments and payloads on STP-S26 such as the NSF RAX mission, FalconSat-5, and NanoSail-D (launched as a tertiary payload from FASTSAT), these instruments provide a valuable “constellation of opportunity” for following the flow of energy and charged and neutral particles through the upper atmosphere. Together, and for a small fraction of the price of a major mission, these spacecraft will measure the energetic electrons impacting the upper atmosphere, the ions leaving it, and the large-scale plasma and neutral response to these energy inputs. The result will be a new model for maximizing scientific return from multiple small, distributed payloads as secondary payloads on a larger launch vehicle.