[en] In the first part of this paper, the basic physical and chemical processes controlling the thermospheres and ionospheres of the inner planets, Venus and Mars, are described. The neutral composition and temperature structure of Venus and Mars are compared with the earth's. Chemical and diffusion processes in the ionosphere are then considered. Ionospheric energetics and heat sources are treated briefly. The mechanisms responsible for the maintenance of the nightside ionosphere of Venus are reviewed. The upper atmospheres and ionospheres of the major planets, Jupiter and Saturn, are described in part 2. The temperature structure and composition of the thermospheres of the major planets are considered, including a description of the physical and chemical processes controlling the hydrocarbons and atomic hydrogen. The ionospheres of the major planets are then compared to the ionospheres of the inner planets. Io and Titan, satellites of Jupiter and Saturn, respectively, also have atmospheres and ionospheres and will be treated briefly in this lecture. Comets cannot be categorized as planets, but they do have atmospheres and ionospheres which are not gravitationally confined. (Auth.)