A satellite experiment has obtained nadir-viewing atmospheric radiance measurements in the 1100 to 2900 angstrom wavelength region from the polar orbiting satellite S3-4. This report describes the instrumentation, measurement techniques, and initial results. The observed emission is from airglow, solar scatter, and auroral regions. Spectral and spatial measurements previously unavailable have been made for the nitrogen Lyman-Birge-Hopfield emission, vacuum ultraviolet aurora, hydrogen geocorona, tropical ultraviolet airglow, twilight fluorescence nitric oxide spectrum, and night oxygen Herzberg band emission. Low values of the day and night background radiance values have been found; these values can be applied to improved missile detection techniques. Spatial resolution down to about one kilometer will enable possible variability to be sought. Observations were made in the period March to September 1978. Correlations with other geophysical factors such as solar flux, magnetic index, and seasonal variations will be made after the data base from the experiment is completed.