Abstract.A new, empirical model for NO densities is developed, to include physically reasonable variations with local time, season, latitude and solar cycle. Model calculations making full allowance for secondary production, and ionising radiations at wavelengths down to 25 A s , then give values for the peak density N K E that are only 6% below the empirical IRI values for summer conditions at solar minimum. At solar maximum the difference increases to 16%. Solar-cycle changes in the EUVAC radiation model seem insufficient to explain the observed changes in N K E, with any reasonable modifications to current atmospheric constants. Hinteregger radiations give the correct change, with results that are just 2% below the IRI values throughout the solar cycle, but give too little ionisation in the E-F valley region. To match the observed solar increase in N K E, the high-flux reference spectrum in the EUVAC model needs an overall increase of about 20% (or 33% if the change is confined to the less well defined radiations at (150 A s ). Observed values of N K E show a seasonal anomaly, at mid-latitudes, with densities about 10% higher in winter than in summer (for a constant solar zenith angle). Composition changes in the MSIS86 atmospheric model produce a summer-to-winter change in N K E of about !2% in the northern hemisphere, and #3% in the southern hemisphere. Seasonal changes in NO produce an additional increase of about 5% in winter, near solar minimum, to give an overall seasonal anomaly of 8% in the southern hemisphere. Near solar maximum, reported NO densities suggest a much smaller seasonal change that is insufficient to produce any winter increase in N K E. Other mechanisms, such as the effects of winds or electric fields, seem inadequate to explain the observed change in N K E. It therefore seems possible that current satellite data may underestimate the mean seasonal variation in NO near solar maximum. A not unreasonable change in the data, to give the same 2:1 variation as at solar minimum, can produce a seasonal