RELEASE AGREEMENT

Exhibit 10.2

RELEASE AGREEMENT

     This Release Agreement is entered into this 30th day of December, 2008 by and among (i) ION Geophysical Corporation, a Delaware corporation (“ ION ”), (ii) 3226509 Nova Scotia Company, a Nova Scotia unlimited liability company (“ Buyer ”), (iii) ARAM Systems Ltd., an Alberta corporation (“ ARAM ”), (iv) Canadian Seismic Rentals Inc., an Alberta corporation (“ CSRI ” and, together with ARAM, the “ Acquired Entities ”), (v) Maison Mazel Ltd. (formerly known as 1236929 Alberta Ltd.) an Alberta corporation (“ Maison Mazel ”) and (vi) the individuals and entities (including Maison Mazel) designated as “Sellers” on the signature pages of this Release Agreement (each individually, a “ Seller ” and collectively, “ Sellers ” and, together with the Acquired Entities, the “ Seller Parties ”). ION, Buyer and the Seller Parties are sometimes referred to herein as the “ Parties .” Capitalized terms used herein, unless otherwise defined herein, shall have the respective meanings ascribed thereto in the Purchase Agreement (as defined below).

W I T N E S S E T H :

     WHEREAS, the Parties entered into that certain Amended and Restated Share Purchase Agreement, dated as of September 17, 2008 (the “ Purchase Agreement ”), whereby ION agreed to purchase from the Sellers certain issued and outstanding shares of ARAM and CSRI;

     WHEREAS, pursuant to that certain Assignment and Assumption Agreement dated as of September 17, 2008 by and between ION and Buyer, ION assigned all of its rights and delegated all of its obligations under the Purchase Agreement to Buyer, but remained liable to the Sellers for all of such delegated obligations;

     WHEREAS, contemporaneously with the execution and delivery of this Release Agreement, (i) Buyer and Maison Mazel are amending and restating the terms of the Buyer Note pursuant to the terms and conditions of that certain Amended and Restated Subordinated Promissory Note bearing even date herewith (the “ Amended and Restated Note ”), (ii) ION and Maison Mazel are amending and restating the terms of the Guaranty pursuant to the terms and conditions of that certain Amended and Restated Guaranty bearing even date herewith (herein so called) and (iii) ION, Buyer and the Acquired Entities are assigning to Maison Mazel their rights, title and interests in and to the Income Tax Receivables in payment and satisfaction of Buyer’s and ION’s obligations under and related to the Buyer Additional Note and the Additional Guaranty pursuant to the terms and conditions of that certain Assignment Agreement bearing even date herewith (the “ Assignment Agreement ”);

     WHEREAS, the Parties desire to modify certain of their respective rights and obligations with respect to the requirement to deposit Escrow Funds, purchase price adjustments and indemnification, under the Purchase Agreement; and

     WHEREAS, in furtherance of the Parties’ intentions, Buyer, on its own behalf and on behalf of each of the Buyer Indemnified Parties, desires to release the Sellers of and from their obligations to indemnify the Buyer Indemnified Parties for breaches of the representations and warranties contained in the Purchase Agreement;

     NOW, THEREFORE, in consideration of the premises and for good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the Parties agree as follows:

1. Termination of Escrow Agreement . Concurrently with the execution and delivery of this Release Agreement, ION, Buyer and Maison Mazel, acting through their respective Representatives, shall deliver joint written instructions to the Escrow Agent to terminate the Escrow Agreement in accordance with its terms; provided that the fees and expenses of the Escrow Agent are paid in full in accordance with the terms of the Escrow Agreement. The Parties shall do all things necessary or appropriate, and shall execute and deliver any and all such documents, instruments or certificate, as may be reasonably required to evidence the termination of the respective parties’ obligations under the Escrow Agreement and the satisfaction of the parties’ liabilities thereunder. Without limitation of the generality of the foregoing, (a) Buyer shall have no obligation to, and shall not, deposit any amounts in escrow with the Escrow Agent; and (b) no principal, interest or any other amounts payable on the Buyer Note (as such Buyer Note is amended and restated) shall be deposited by the Buyer in escrow with Escrow Agent.

2. Release from Indemnification Provisions of Purchase Agreement . Effective as of the date hereof, none of the Seller Parties shall have any liability for any Breach of their respective representations and warranties contained in Section 2.2 or Article 3 of the Purchase Agreement or in any certificate related to such representations and warranties (except any liability for any fraudulent act or willful misconduct) and, without limiting the generality of the foregoing:

3. Final Adjustment of Aggregate Purchase Price under Purchase Agreement. The Purchase Agreement currently provides in Section 1.5 thereof for the adjustment of the Aggregate

Purchase Price as more particularly set out therein. The Parties agree that the Aggregate Purchase Price will be finally adjusted as follows: