Over Northern FL at FL 380 my first officer pointed out 2 lights circling each other at about our 10 o'clock position. I observed the lights circling at about 10 RPM relative to each other for about 20 seconds and then saw one of the lights turn red and disappear to the northwest. The second light came toward the aircraft still at our 10 o'clock position and stopped directly over my left window. After about 10 seconds the object turned red, went straight up and disappeared from sight after about 4 seconds. It is impossible for me to estimate a size or initial altitude of the object due to the lack of any reference points. very cool though.