SC 13D/A
1
lemelsongeos2018form13dexv2.txt


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No.2)


GEOSPACE TECHNOLOGIES CORPORATION
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
37364X109
(CUSIP Number)
Brett M. Logan
Lemelson Capital Management, LLC
Chief Compliance Officer
225 Cedar Hill Street, Suite 200
Marlborough, MA 01752
(770) 420-8448
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
October 1, 2018
(Date of Event Which Requires Filing of This Statement)


If the filing person has previously filed a statement
on Schedule 13G to report the acquisition that is the
subject of this Schedule 13D, and is filing this
schedule because of Section 240.13d-1(e), 240.13d-1(f)
or 240.13d-1(g), check the following box.  [x]
Note: Schedules filed in paper format shall include a
signed original and five copies of the schedule,
including all exhibits. See Rule 13d-7 for other
parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out
for a reporting person's initial filing on this form
with respect to the subject class of securities, and
for any subsequent amendment containing information
which would alter disclosures provided in a prior cover
page
The information required on the remainder of this cover
page shall not be deemed to be "filed" for the purpose
of section 18 of the Securities Exchange Act of 1934
("Act") or otherwise subject to the liabilities of that
section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).

SCHEDULE 13D
CUSIP No. 37364X109
1
Names of reporting persons

Lemelson Capital Management, LLC
2
Check the appropriate box if a
member of a group (see
instructions)

[  ]
3
SEC use only


4
Source of funds (see
instructions)

00
5
Check if disclosure of legal
proceedings is required pursuant
to Items 2(d) or 2(e)

[  ]
6
Citizenship or place of
organization

MA
Number of
shares
beneficially
owned by
each
reporting
person with:
7
Sole voting power


0

8
Shared voting power


1,124,362 shares of Common Stock

9
Sole dispositive power


0

10
Shared dispositive power


1,124,362 shares of Common Stock
11
Aggregate amount beneficially
owned by each reporting person

1,124,362 shares of Common Stock
12
Check if the aggregate amount in
Row (11) excludes certain shares
(see instructions)


13
Percent of class represented by
amount in Row (11)

8.3%
14
Type of reporting person (see
instructions)

IA




ITEM 1. SECURITY AND ISSUER

Common Stock, $0.01 par value
Geospace Technologies Corporation
7007 Pinemont Drive
Houston, Texas 77040-6601


ITEM 2. IDENTITY AND BACKGROUND

This statement is filed by the entities and persons
listed below, who are collectively referred to herein
as "Reporting Persons" with respect to the shares of
Common Stock defined in Item 5 below of the Company

Identity of Reporting Persons
Lemelson Capital Management, LLC ("Investment
Manager"), a Massachusetts Limited Liability
Company, with respect to the shares of Common
Stock held by The Amvona Fund, LP (the "Fund"),
Anjeza Lemelson, and Rev. Fr. Emmanuel
Lemelson, and underlying the Reported Common
Stock (as defined below), held by, the Fund and
individual to which the Investment Manager
serves as investment manager.

Rev. Fr. Emmanuel Lemelson is a citizen of the
United States, the Investment Manager and is an
investor.

Anjeza Lemelson is a principal of Lemelson
Capital Management, LLC., a citizen of the
United States and is an investor.

Address of Principal Business Office or Residence
         Lemelson Capital Management, LLC
         225 Cedar Hill Street, Suite 200
         Marlborough, MA 01752

         Rev. Fr. Emmanuel Lemelson
         225 Cedar Hill Street, Suite 200
         Marlborough, MA 01752

         Anjeza Lemelson
         225 Cedar Hill Street, Suite 200
         Marlborough, MA 01752


ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER
CONSIDERATION

The Fund utilized its own available net assets to
purchase the securities referred to in this Schedule.


ITEM 4. PURPOSE OF TRANSACTION

The securities referred to in this Schedule were
originally acquired by the Fund for investment purposes
and not with the purpose or effect of changing or
influencing control of the Issuer.  The Fund had
acquired the securities in the ordinary course of
business and is holding the securities for the benefit
of its investors.  The securities referred to in this
Schedule have been previously reported on SC13G/A,
however, this SC13D/A is being filed due to a certain
prior letter issued by Lemelson Capital Management, LLC
which called for replacement of the management of the
Company and exploration of strategic alternatives with
an investment bank, and a change in the total number of
shares which have been acquired.  As a result of the
prior letter, the investment intent had changed from a
passive investor to attempting to influence a change in
the direction of the Company.


ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
The Amvona Fund, LP owns 1,124,362 shares of Common
Stock or 8.3% of the shares outstanding. Anjeza
Lemelson, principal of Lemelson Capital Management, LLC
owns 72,792 of the shares outstanding or .4% of the
shares outstanding individually, and the Reporting
Person disclaims beneficial ownership of the 72,792
shares held in her name.  Rev. Fr. Emmanuel Lemelson
owns 0 shares of Common Stock or 0% of the shares
outstanding.  Lemelson Capital, LLC has the power to
vote and direct the disposition of all shares of Common
Stock owned by the Fund and Anjeza Lemelson.  Lemelson
Capital Management, LLC is deemed to beneficially own a
total of 1,124,362 shares of Common Stock or 8.3% of
the outstanding shares.

ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR
RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER

No contracts, arrangements, understandings or similar
relationships exist with respect to the securities of
the Company between Lemelson Capital, LLC, The Amvona
Fund, LP, or Rev. Fr. Emmanuel Lemelson and any other
individual or entity.


ITEM 7. MATERIAL TO BE FILED AS EXHIBITS

Joint Filing Exhibit
October 1, 2018 letter from Lemelson Capital
Management, LLC to the Company

SIGNATURE

After reasonable inquiry and to the best of my
knowledge and belief, I certify that the information
set forth in this statement is true,
complete and correct.

12/12/2018


Date

/s/ John Zoraian


Signature

John Zoraian, Chief Financial Officer
Name/Title


The original statement shall be signed by each person
on whose behalf the statement is filed or his
authorized representative. If the statement is signed
on behalf of a person by his authorized representative
(other than an executive officer or general partner of
the filing person), evidence of the representative's
authority to sign on behalf of such person shall be
filed with the statement; provided, however, that a
power of attorney for this purpose which is already on
file with the Commission may be incorporated by
reference. The name and any title of each person who
signs the statement shall be typed or printed beneath
his signature.
  This is a joint filing by Lemelson Capital Management, LLC, Anjeza Lemelson
(principal of Lemelson Capital Management, LLC), and Gregory Emmanuel
Lemelson (Investment Manager of Lemelson Capital Management, LLC) share
sole voting and investment power over 1,124,362 shares of Common Stock.
Gregory Emmanuel Lemelson is also known as Rev. Fr. Emmanuel Lemelson and
is hereinafter referred to as Fr. Emmanuel Lemelson.  Includes 72,792 shares
owned by the Reporting Person's principal in her name alone. The Reporting
Person disclaims beneficial ownership of the 72,792 shares held by Anjeza
Lemelson in her name.  See Items 2 and 5 of this Schedule 13D for additional
information.
  This is a joint filing by Lemelson Capital Management, LLC, Anjeza Lemelson,
and Rev. Fr. Emmanuel Lemelson share sole voting and investment power over
1,124,362 shares of Common Stock.  Includes 72,792 shares owned by the
Reporting Person's principal in her name alone.  The Reporting Person disclaims
beneficial ownership of the 72,792 shares held by Anjeza Lemelson in her name.
See Items 2 and 5 of this Schedule 13D for additional information.
  Based on 13,597,041 shares of Common Stock outstanding filed by the Issuer
with the Securities and Exchange Commission (the "SEC") on their most recent
quarterly filing statement.




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