We present an apatite fission-track (AFT) study of five plutonic rocks and seven metamorphic rocks across 310 km of the Yukon-Tanana Upland in east-central Alaska. Samples yielding ???40 Ma AFT ages and mean confined track lengths > 14 ??m with low standard deviations cooled rapidly from >120??C to <50??C during a 3-5 Ma period, beginning at about 40 Ma. Data from samples yielding AFT ages >40 Ma suggest partial annealing and, therefore, lower maximum temperatures (???90-105??C). A few samples with single-grain ages of ???20 Ma apparently remained above ???50??C after initial cooling. Although the present geothermal gradient in the western Yukon-Tanana Upland is ???32??C/km, it could have been as high as 45??C/km during a widespread Eocene intraplate magmatic episode. Prior to rapid exhumation, samples with ???40 Ma AFT ages were >3.8-2.7 km deep and samples with >50 Ma AFT ages were >3.3-2.0 km deep. We calculate a 440-320 m/Ma minimum rate for exhumation of all samples during rapid cooling. Our AFT data, and data from rocks north of Fairbanks and from the Eielson deep test hole, indicate up to 3 km of post-40 Ma vertical displacement along known and inferred northeast-trending high-angle faults. The predominance of 40-50 Ma AFT ages throughout the Yukon-Tanana Upland indicates that, prior to the post-40 Ma relative uplift along some northeast-trending faults, rapid regional cooling and exhumation closely followed the Eocene extensional magmatism. We propose that Eocene magmatism and exhumation were somehow related to plate movements that produced regional-scale oroclinal rotation, northward translation of outboard terranes, major dextral strike-slip faulting, and subduction of an oceanic spreading ridge along the southern margin of Alaska.