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HOUSTON, Dec. 3 /PRNewswire-FirstCall/ — Input/Output, Inc. (NYSE: IO)
announced today its intention to sell, subject to market and other conditions,
$50 million aggregate principal amount of its Convertible Senior Notes due
2008 in a private, unregistered offering pursuant to Rule 144A under the
Securities Act of 1933, as amended (the “Securities Act”). IO intends to
grant the initial purchaser an option to purchase an additional $10 million
aggregate principal amount of the notes. The notes will be convertible into
shares of IO’s common stock, subject to certain conditions.

IO intends to use approximately $16 million of the net proceeds of the
offering to repay existing indebtedness and to use the balance of the net
proceeds for potential acquisitions.

The notes will be offered only to “qualified institutional buyers” in
accordance with Rule 144A. In addition, Laitram, L.L.C., one of IO’s largest
shareholders and an affiliate of IO’s Chairman of the Board, has informed IO
of its intention to purchase up to $7.5 million of IO’s common shares sold
short by purchasers of the notes in negotiated transactions concurrently with
the notes offering.

The notes to be offered and the shares of common stock issuable upon
conversion of the notes have not been registered under the Securities Act and
may not be offered or sold in the United States absent registration or an
applicable exemption from registration requirements. This press release does
not constitute an offer to sell or the solicitation of an offer to buy any of
the notes or the shares of common stock issuable upon conversion of the notes,
and shall not constitute an offer, solicitation or sale in any jurisdiction in
which such offer, solicitation or sale is unlawful. This press release is
being issued pursuant to Rule 135c under the Securities Act.

IO is a leading provider of seismic acquisition imaging technology for
exploration, production and reservoir monitoring in land and marine, as well
as shallow water and marsh, environments.

CONTACT: Brad Eastman

Chief Administrative officer


(281) 879-3605

Jack Lascar, Partner

Karen Roan, Vice President

DRG&E / (713) 529-6600

SOURCE Input/Output, Inc. 12/03/2003

CONTACT: Brad Eastman, Chief Administrative officer of Input-Output,
Inc., +1-281-879-3605; or Jack Lascar, Partner, or Karen Roan, Vice President,
both of DRG&E, +1-713-529-6600, for Input-Output, Inc.


CO: Input/Output, Inc.; Laitram, L.L.C.

ST: Texas