An empirical model of the three-dimensional Earth's magnetosphere which will provide specification of magnetic and electric fields as well as plasma parameters will be constructed. This effort involves extending the existing three-dimensional magnetic field model of the magnetosphere by (1) providing plasma distribution in force equilibrium with the magnetic forces, (2) determining electric field pattern in the magnetosphere by mapping its pattern from the ionospheric level, and (3) implementing realistic representation of global changes during the substorm growth phase. The resulting model will provide a global specification of magnetic and electric fields together with plasma parameters (number density, convective flow velocity, and temperature) without any constraint on the spatial scale size. The effort will be extended to include a representation of the substorm growth phase. The model will be useful in providing initial setup parameter values for numerical (MHD, hybrid, or full particle) simulation to investigate on subsequent dynamical changes.