<PAGE>

Exhibit 10.7

                        TERMINATION AND RELEASE AGREEMENT

     THIS  TERMINATION  AND RELEASE  AGREEMENT  is made and  entered  into as of
January 6, 2007 (this  "Agreement"),  by and among (i) DGSE  Companies,  Inc., a
Nevada  corporation   (together  with  its  successors  and  permitted  assigns,
"Parent"),  (ii)  DGSE  Merger  Corp.,  a  Delaware  corporation  and  a  direct
wholly-owned  subsidiary of Parent  (together  with its successors and permitted
assigns,  "Merger Sub"), (iii) Superior Galleries,  Inc., a Delaware corporation
(f/k/a Tangible Asset Galleries,  Inc., a Nevada corporation) (together with its
predecessors  and  successors,  the  "Company" or  "Superior"),  (iv) Silvano A.
DiGenova,  an individual resident of the State of California  (together with his
heirs and  legatees,  "DiGenova"),  (v) solely with  respect to Section 3(b) and
Section 3(c),  Stanford  International Bank, Ltd., a company organized under the
laws of Antigua and Barbuda (together with its successors,  "SIBL"), (vi) solely
with respect to Section 3(b),  Stanford  Financial Group Company,  a corporation
organized under the laws of the State of Florida  (together with its successors,
"SFG"),  and (vii) solely with respect to Section 3(a), Section 3(b) and Section
3(c), Stanford Venture Capital Holdings, Inc., a corporation organized under the
laws of the  State of  Delaware  (together  with its  successors,  "SVCH",  and,
together with SIBL and SFG, the "Stanford Parties").  Capitalized terms used but
not defined herein shall have the respective  meanings  ascribed thereto in that
certain  Amended and Restated  Agreement and Plan of Merger and  Reorganization,
made and entered  into as of the date hereof (the  "Merger  Agreement"),  by and
among Parent, Merger Sub, Superior, and the stockholder agent.

                                 R E C I T A L S
                                 ---------------

     WHEREAS,  the respective Boards of Directors of Parent,  Merger Sub and the
Company have approved and declared advisable the Merger Agreement and the merger
of Merger Sub with and into the Company (the  "Merger"),  with the Company being
the surviving corporation;

     WHEREAS,  SIBL and DiGenova are key  stockholders  of Superior,  SFG is the
primary  lender to  Superior,  DiGenova is a principal  executive  officer and a
director of Superior, and SVCH is a consultant to Superior;

     WHEREAS,   Parent  has  requested  various  Parties  to  terminate  various
Contracts  in place among  various of them and Superior as a condition to Parent
consummating the Merger;

     WHEREAS,  DiGenova and each  Stanford  Party desires to execute and deliver
this  Agreement to induce  Parent,  Merger Sub and the Company to enter into the
Merger Agreement and consummate the Merger and the other Transactions; and

     WHEREAS,  the  execution  and delivery of this  Agreement by DiGenova,  the
Stanford  Parties and the Company is a condition  precedent to Parent and Merger
Sub entering into the Merger Agreement.

                                A G R E E M E N T
                                -----------------

     NOW,  THEREFORE,  in  consideration  of the  foregoing  and the  respective
covenants and  agreements  set forth in this  Agreement,  and for other good and
valuable   consideration,   the  receipt  and   adequacy  of  which  are  hereby
acknowledged, the parties hereto (collectively,  the "Parties"), intending to be
legally bound, hereby agree as follows as of the Effective Time:

     Section 1.  Resignations.  Effective at the Effective  Resignation Time (as
defined below),  DiGenova  hereby  resigns,  voluntarily and without cause, as a
director of the Company Board,  from all offices of the Company held by him, and
as an employee of the Company. The Company hereby accepts such resignations.


                                      -1-
<PAGE>

Section 2.        Release.

         (a) Definitions.  The following terms, whenever used in this Agreement,
shall have the meanings ascribed to them below:

          "Immediate  Family"  means,  with  respect  to  any  individual,  such
     individual's   (i)   children,   stepchildren,    grandchildren,   parents,
     stepparents,   grandparents,  spouse,  former  spouses,  siblings,  nieces,
     nephews, or current or former mothers-in-law,  fathers-in-law, sons-in-law,
     daughters-in-law, brothers-in-law or sisters-in-law, including in each case
     by  adoption,  and (ii) any  other  individual  sharing  such  individual's
     household (other than a tenant or employee).

          "Improper  Conduct" means, with respect to any Person,  acts taken, or
     omissions made, by such Person (i) other than in good faith, (ii) which are
     clearly   inconsistent  with,  or  outside  the  scope  of,  such  Person's
     employment,  offices and duties,  or (iii) which  involve (A) breach of any
     fiduciary duties,  (B) ultra vires acts, (C) breach of any Contract of such
     Person  with  the  Company  or  any  of  its  subsidiaries,  including  any
     employment agreement, confidentiality agreement or assignment of inventions
     agreement,  (D) gross negligence,  reckless conduct or willful  misconduct,
     (E) fraud or material misrepresentation,  (F) material, reckless or willful
     violation of applicable Law, (G)  self-dealing or any conflicting  interest
     transaction,  including  a  transaction  with any  member of such  Person's
     Affiliates or Immediate Family, or (H) knowledge, or reckless disregard for
     the  fact,  that  any of the  representations  and  warranties  made by the
     Company in the Merger  Agreement  on the date  hereof (as  modified  by the
     Superior  Disclosure  Schedules),  contain,  on the date hereof, any untrue
     statement of a material  fact,  or omit to state,  on the date hereof,  any
     material fact  necessary in order to make the  statements,  representations
     and  certifications  contained  in Article IV of the Merger  Agreement,  in
     light of the  circumstances  under  which  they are made,  not  misleading,
     without properly reporting such untrue statement or material fact to Parent
     in writing prior to the date hereof.

         (b) Release by DiGenova. DiGenova, on behalf of himself and each member
of his Immediate Family,  and their respective heirs,  legatees,  successors and
assigns (all of the foregoing,  individually,  a "Releasor",  and, collectively,
the "Releasors"), hereby irrevocably and forever releases and discharges Parent,
the Company and Merger Sub, and each of their  respective  individual,  joint or
mutual, past, present and future stockholders,  Affiliates, controlling persons,
directors,  officers, managers,  employees,  consultants,  contractors,  agents,
financial,  banking  and  legal  advisors  and  other  representatives,  and the
respective  successors  and  assigns  of each of  them,  (all of the  foregoing,
individually, a "Releasee" and, collectively,  the "Releasees") from any and all
claims, demands, actions, orders, obligations, contracts, debts, and Liabilities
whatsoever,  whether absolute or contingent,  matured or unmatured,  disputed or
undisputed,  secured or  unsecured,  conditional  or  unconditional,  accrued or
unaccrued, liquidated or unliquidated, vested or unvested, joint or several, due
or to become due, executory, determined,  determinable or otherwise, both at law
and in equity, (collectively, "Claims") which DiGenova or any other Releasor now
has or has ever had against the respective  Releasees arising  contemporaneously
with or prior to the date  hereof or on account of or arising out of any matter,
cause or event occurring, whether in DiGenova's or any other Releasor's capacity
as a direct or indirect  stockholder  of the Company,  as a beneficial  owner or
record holder of any Equity Interests of the Company,  as an officer,  employee,
director,  consultant or adviser to the Company or in any other  capacity or due
to  any   relationship   with   the   Company   or  any  of  its   Subsidiaries,
contemporaneously  with  or  prior  to  the  date  hereof,   including  (A)  any
dissenter's, appraisal or similar rights under applicable Law, (B) any rights to
bring any lawsuit or claim action against any Person in the name or on behalf of
Parent, the Company or Merger Sub, (C) any right pursuant to any Contract or any
Releasee's  Organizational  Documents,  (D) any claim pursuant to the Securities
Act, Exchange Act, the SEC Rules or other securities or "blue sky" Laws, (E) any
rights to indemnification  or reimbursement from any Releasee,  whether pursuant


                                      -2-
<PAGE>

to their  respective  Organizational  Documents  or pursuant  to any  Contracts,
applicable  Law or otherwise,  and whether or not relating to claims pending on,
or  asserted  after,  the date  hereof,  and (F) any claims  arising  out of his
employment  with the Company or the  termination of such  employment,  including
claims for severance,  termination,  separation,  "golden  parachute" or similar
payments;  provided,  however,  that nothing  contained  herein shall operate to
release any of the following Claims:  (i) any contractual  Liabilities of Parent
or Merger Sub under the Merger  Agreement  or any  Related  Agreement;  (ii) any
statutory  Liabilities of Parent under the Securities  Act,  Exchange Act or the
SEC Rules in connection with that certain Securities  Exchange  Agreement,  made
and entered into as of the date hereof (the "Securities Exchange Agreement"), by
and between Parent and DiGenova;  (iii) any claims for indemnification  from the
Company by  DiGenova in his  capacity as an officer or director of the  Company,
but only to the extent such claims are not based on Improper  Conduct;  and (iv)
any  claims  that may not be  released  as a matter  of  public  policy or other
applicable Law. Without limiting the generality of the foregoing,  DIGENOVA ALSO
SPECIFICALLY  AGREES AND  ACKNOWLEDGES HE IS WAIVING ANY RIGHT TO RECOVERY BASED
ON STATE OR FEDERAL  SEX,  PREGNANCY,  RACE,  COLOR,  NATIONAL  ORIGIN,  MARITAL
STATUS,  RELIGION,  VETERAN  STATUS,  DISABILITY,  SEXUAL  ORIENTATION,  MEDICAL
CONDITION  OR OTHER  ANTI-DISCRIMINATION  LAWS,  INCLUDING  UNDER TITLE VII, THE
AMERICANS WITH  DISABILITIES  ACT AND THE CALIFORNIA FAIR EMPLOYMENT AND HOUSING
ACT,  ALL AS  AMENDED,  WHETHER  SUCH  CLAIM BE BASED  UPON AN  ACTION  FILED BY
EMPLOYEE  OR BY A  GOVERNMENTAL  AGENCY;  provided  that this  release  does not
release claims that cannot be released as a matter of law.

         (c) Release by the Company.  Merger Sub and Superior, each on behalf of
itself and its  predecessors,  successors and assigns,  hereby  irrevocably  and
forever releases and discharges DiGenova,  and his successors and assigns,  from
any  and  all  Claims  which  Merger  Sub  or  Superior,   or  their  respective
predecessors,  successors and assigns,  now has or has ever had against DiGenova
or his heirs, successors and assigns arising  contemporaneously with or prior to
the date hereof or on account of or arising  out of any  matter,  cause or event
occurring  in  DiGenova's  capacity  as an  employee,  officer  or  director  of
Superior;  provided,  however,  that nothing  contained  herein shall operate to
release  (i) any Claims  based on  Improper  Conduct,  (ii) any Claims for money
borrowed from the Company or any subsidiary,  (iii) any Claims for the return of
property of Superior,  the Company or any  subsidiary,  (iv) any Claims under or
arising from any Contract with Superior or any  Subsidiary  thereof which is not
being  terminated  hereby,  or (v) any Claims for  indemnification  pursuant  to
Article VIII of the Merger  Agreement or the Escrow Agreement (as defined in the
Merger Agreement) or pursuant to any Transaction Document to which DiGenova is a
party or signatory.

         (d) No Actions.  Upon the Closing,  DiGenova  irrevocably  covenants to
refrain,  and to cause his Affiliates and each member of his Immediate Family to
refrain,  from,  directly  or  indirectly,  asserting  any claim or  demand,  or
commencing,  instituting  or  causing  to be  commenced,  any Action of any kind
against any Releasee,  based upon any matter purported to be released by Section
2(b);  provided  that this Section 2 does not preclude  filing a charge with the
Equal Employment Opportunity Commission.  Without limiting the generality of the
foregoing,  DiGenova hereby agrees not to bring any action or make any claim for
indemnification  against  the  Company  or Merger Sub or any other  Releasee  by
reason of the fact that  DiGenova was a director,  officer,  manager,  employee,
consultant,  agent or other  Representative  of the  Company or any  predecessor
thereto or any of their respective  Subsidiaries or Affiliates or was serving at
the  request  of the  Company or any such  other  Person as a  partner,  member,
manager, trustee,  director,  officer, manager, employee,  consultant,  agent or
other  Representative  of another  Entity  (whether  such claim or action is for
judgments, damages, penalties, fines, costs, amounts paid in settlement, losses,
expenses  or  otherwise   and  whether  such  claim  is  pursuant  to  any  law,
organizational  document,  contract  or  otherwise)  with  respect to any Action
brought  by  Parent  or  the  Surviving  Corporation  against  DiGenova  or  his


                                      -3-
<PAGE>

successors or assigns (whether such action is pursuant to the Merger  Agreement,
applicable  law or  otherwise),  except to the  extent  DiGenova  proves in such
Action brought by Parent or the Surviving  Corporation  that  DiGenova's acts or
omissions  in  respect of which  DiGenova  is  seeking  indemnification  did not
constitute Improper Conduct.  For avoidance of doubt,  nothing in this Section 2
shall  prevent or limit the right of Parent or any  Releasee  to seek  indemnity
pursuant to the  provisions  of the Merger  Agreement  and Escrow  Agreement  in
respect  of any  claim or  demand  brought  by  DiGenova  against  Parent or any
Releasee, or otherwise.

         (e)  Indemnity.  Without  in any way  limiting  any of the  rights  and
remedies otherwise available to any Releasee,  DiGenova shall indemnify,  defend
and hold  harmless  each  Releasee  from and against  all  Losses,  Liabilities,
Claims,  damages  (including  incidental and consequential  damages) or expenses
(including  costs of  investigation  and defense and reasonable  attorney fees),
whether or not involving third party claims, arising directly or indirectly from
or in  connection  with (i) the  assertion  by or on behalf of  DiGenova  or any
Releasor of any Claim or other matter sought to be released  pursuant to Section
2(b),  (ii) the assertion by any third party of any Claim or demand  against any
Releasee  which  Claim or demand  arises  directly  or  indirectly  from,  or in
connection with, any assertion by or on behalf of DiGenova or any other Releasor
against  such third party of any Claims or other  matters  sought to be released
pursuant  to  Section  2(b),  or (iii) the  breach by  DiGenova  of the terms of
Section 2(d).

         (f) Unknown Claims. It is the intention of the Parties that the release
provisions  in Section 2(b) and Section 2(c) shall be effective as a bar to each
and every  Claim,  demand and action  specified in Section 2(b) and Section 2(c)
(whether known or unknown).  In furtherance of this  intention,  DiGenova hereby
waives and  relinquishes all rights and benefits under Section 1542 of the Civil
Code of the State of California, and any and all statutes of other jurisdictions
to the same or similar  effect.  Section  1542 of the Civil Code of the State of
California provides:

         A  GENERAL  RELEASE  DOES NOT  EXTEND  TO  CLAIMS  WHICH THE
         CREDITOR  DOES  NOT KNOW OR  SUSPECT  TO EXIST IN HIS OR HER
         FAVOR AT THE TIME OF EXECUTING  THE RELEASE,  WHICH IF KNOWN
         BY HIM OR HER  MIGHT  HAVE  MATERIALLY  AFFECTED  HIS OR HER
         SETTLEMENT WITH THE DEBTOR.

DiGenova  acknowledges that he may, after execution of this Agreement,  discover
facts  different  from or in  addition to those now known or believed to be true
with  respect to such  claims,  demands or action,  and agrees  that the release
provisions  in Section  2(b) and Section  2(c) shall be and remain in full force
and effective in all respects notwithstanding any such differences or additional
facts.

     Section 3. Terminations. Without limitation of Section 2, the Parties agree
as follows:

         (a)  Shareholders'  Agreement.  SVCH,  DiGenova and the Company  hereby
consent and agree (i) to terminate that certain  Shareholders'  Agreement,  made
and  entered  into as of  April 3,  2002  (as  Amended  from  time to time,  the
"Shareholders Agreement"), by and between DiGenova, SVCH and the Company, in its
entirety,  (ii) to cancel and terminate any Liens or  Encumbrance on any Company
Common Shares,  Company  Preferred Shares or any other "Covered  Securities" (as
defined in the Shareholders Agreement) created by or based upon the Shareholders
Agreement,  and (iii)  that the  Company  has no  Liabilities  in respect of the
Shareholders  Agreement  to any other party  thereto.  Each of SVCH and DiGenova
represents and warrants that it or he has not  Transferred  any rights under the
Shareholders Agreement to any Person.

         (b)  Securities  Purchase  Agreements.  (i) SIBL,  SFG and the  Company
hereby  consent and agree to  terminate  that certain  Series E Preferred  Stock


                                      -4-
<PAGE>

Purchase Agreement, dated as of March 29, 2005, by and between the Company, SIBL
and SFG, in its entirety,  including Section 11 thereof, (ii) SVCH, on behalf of
itself and the Stanford  Assignees (as defined  below),  SIBL,  DiGenova and the
Company  hereby  consent and agree to terminate  that certain Series D Preferred
Stock Purchase and Warrant Exercise Agreement,  dated as of January 31, 2003, by
and among  the  Company,  SVCH,  DiGenova  and the  Stanford  Assignees,  in its
entirety,  including  Section 11 thereof,  and SVCH represents and warrants that
each  Stanford  Assignee  has  granted  it the  right,  power and  authority  to
terminate  such  agreement  on his behalf,  (iii) SVCH,  SIBL,  DiGenova and the
Company hereby consent and agree to terminate that certain  Securities  Purchase
Agreement,  dated  as of April 3,  2002,  by and  among  the  Company,  SVCH and
DiGenova, in its entirety,  and (iv) the Company, each Stanford Party, on behalf
of itself and its Affiliates and assignees,  and DiGenova,  on behalf of himself
and his Affiliates,  Immediate Family and assignees,  hereby consents and agrees
to terminate any other securities  purchase,  subscription or similar  Contract,
including all its or his rights  thereunder,  in effect  between any such Person
and  the  Company  (all  of the  foregoing  agreements  in  this  Section  3(b),
collectively,  each as  Amended  from  time to time,  the  "Securities  Purchase
Agreements"). The Stanford Parties and DiGenova each agrees that the Company has
no Liabilities in respect of any of the Securities  Purchase Agreements to it or
him or its or his  respective  assignees  or  Affiliates.  Each of the  Stanford
Parties  and  DiGenova  hereby  represents  and  warrants  that it or he has not
Transferred  or  assigned  any  rights  under  any  of the  Securities  Purchase
Agreements to any Person.

         (c)  Registration  Rights  Agreements.  (i) SIBL and the Company hereby
consent and agree to terminate that certain Registration Rights Agreement, dated
as of March 29, 2005, by and between the Company and SIBL, in its entirety, (ii)
SVCH,  on behalf of itself and the Stanford  Assignees,  SIBL,  DiGenova and the
Company  hereby  consent and agree to terminate  (A) that  certain  Registration
Rights  Agreement,  dated as of  January  31,  2003,  by and among the  Company,
DiGenova, SVCH and the Stanford Assignees, in its entirety, and (B) that certain
Registration  Rights  Agreement,  dated as of April 3,  2002,  by and  among the
Company,  DiGenova,  SVCH and the Stanford Assignees,  in its entirety; and SVCH
represents  and warrants that each  Stanford  Assignee has granted it the right,
power and  authority to terminate  such  Registration  Rights  Agreements on his
behalf, and (iii) the Company,  each Stanford Party, on behalf of itself and its
Affiliates and assignees, and DiGenova, on behalf of himself and his Affiliates,
Immediate  Family and assignees,  hereby consents and agrees to terminate all of
its rights under any other  registration  rights or similar Contract,  in effect
between any such Person and the Company (all of the foregoing agreements in this
Section 3(c), collectively, each as Amended from time to time, the "Registration
Rights Agreements").  The Company,  each Stanford Party, on behalf of itself and
its  Affiliates  and  assignees,  and  DiGenova,  on behalf of  himself  and his
Affiliates,  Immediate  Family  and  assignees,  hereby  consents  and agrees to
terminate,  and to the extent such termination is ineffective hereby irrevocably
waives,  all of its  registration  (whether  demand,  "piggyback"  or otherwise)
rights  contained in any other Contract.  The Stanford Parties and DiGenova each
agrees that the Company has no Liabilities in respect of any of the Registration
Rights  Agreements to any other party thereto or their  respective  assignees or
Affiliates.  Each of the Stanford  Parties and DiGenova  hereby  represents  and
warrants  that it has not  Transferred  or assigned  any rights under any of the
Registration  Rights  Agreements  to any  Person,  except for  assignments  by a
Stanford Party to any Person listed on Schedule 3(c) hereto  (collectively,  the
"Stanford Assignees").

         (d)  Employment  Agreement.  DiGenova  represents  and warrants to, and
agrees with the Company,  that the amount of  Forty-Seven  Thousand Five Hundred
Sixty-Four  Dollars and Ninety-Nine  Cents  ($47,564.99)  (the "Total Separation
Amount")  represents  the  payment  and  satisfaction  in full  of all  amounts,
including  accrued  base  salary,  bonuses,  commissions,  options,  sick leave,
vacation, comp time, reimbursements, benefits or other wages or benefits, due or
to become due to him in  respect of his  employment  and other  services  to the
Company and its  Affiliates  prior to and including  the date hereof,  including
pursuant to his Employment Agreement;  provided, that the Company shall, subject
to compliance of such charges with the Company's reimbursement policies, pay the


                                      -5-
<PAGE>

amounts  charged by DiGenova to Company credit cards or charge cards for Company
business since the last  statement  date and prior to the date hereof.  DiGenova
and  the  Company  hereby  consent  and  agree  (i) to  terminate  that  certain
Employment Agreement, effective as of June 1, 2001 (the "Employment Agreement"),
by and between  DiGenova and the  Company,  in its  entirety,  and (ii) that the
Company  has no  Liabilities  in  respect  of the  Employment  Agreement  or his
employment to DiGenova,  including  under any  severance or similar  provisions,
except  for the Total  Separation  Amount.  Notwithstanding  the  sentence  next
preceding,  DiGenova  represents  and warrants to, and agrees with,  the Company
that (A) the  Employment  Agreement has not been  Amended,  except to the extent
specified in the first paragraph of Section 4.10(l)(3) of the Company Disclosure
Schedules,  (B) his  resignations of his employment and offices with the Company
as provided in Section 1 are  voluntary and without "Good Reason" (as defined in
the  Employment  Agreement)  or  other  cause,  (C)  he is not  entitled  to any
severance,  termination,  separation,  "golden  parachute" or similar payment in
connection  with his  separation  from the Company,  pursuant to the  Employment
Agreement or otherwise,  and (D) he will comply with his obligations  under that
certain Proprietary Information and Invention Assignment Agreement, effective as
of April 30,  2001,  by and between the Company and  DiGenova,  that survive the
termination  of his  employment  with  the  Company.  DiGenova  and the  Company
acknowledge  and agree that DiGenova shall  immediately  cease using,  and shall
promptly cancel and close, all credit card,  debit card,  charge card or similar
accounts  which are the  direct  or  indirect  obligation  of the  Company  (and
DiGenova hereby  authorizes the Company to cancel and close each such account in
his name and on his behalf).

         (e)  DiGenova  Note.  DiGenova  hereby  agrees  that the amount of Four
Hundred Thousand Seven Hundred  Eighty-Nine Dollars and Four Cents ($400,789.04)
(the  "Payoff  Amount")   represents  the  entire  indebtedness  and  all  other
Liabilities  owed by the Company to  DiGenova,  including  principal,  interest,
charges,  and  prepayment or other fees,  in respect of that certain  Promissory
Note,  dated April 10, 2002,  in the original  principal  amount of  $1,000,000,
issued by the Company to DiGenova (as Amended, the "DiGenova Note"), and that he
has received a check from the Company in such amount in payment and satisfaction
in full thereof.  Upon verification of receipt by DiGenova of the Payoff Amount,
(i) all  obligations  and  Liabilities  of the  Company  and its  Affiliates  to
DiGenova under the DiGenova Note and each other agreement,  document,  financing
statement or instrument  entered into in connection  therewith or with any other
Indebtedness  shall be satisfied in full,  (ii) the DiGenova  Note and all other
evidences of Indebtedness from the Company to DiGenova shall be fully repaid and
cancelled,  and (iii)  DiGenova  agrees  promptly  to return to the  Company the
DiGenova Note, stamped "PAID IN FULL".

         (f) Security  Agreements.  (i) DiGenova and the Company  hereby consent
and agree to terminate that certain (A) Loan and Security Agreement, dated as of
December  31,  2000,  by and between the Company and  DiGenova,  in its entirety
(including the terms and provisions of Section 7 and Section 8 thereof), and (B)
Loan and  Security  Agreement,  dated as of April 3, 2002,  by and  between  the
Company and DiGenova, in its entirety,  (ii) the Company and DiGenova, on behalf
of himself and his Affiliates,  Immediate Family and assignees,  hereby consents
and agrees to terminate all rights of DiGenova and his assignees under any other
security,  guaranty,  credit support or similar Contract executed by the Company
in favor of DiGenova  (all of the  foregoing  Contracts  in this  Section  3(f),
collectively,  each as Amended from time to time,  the  "Security  Agreements"),
except for any  obligations  of DiGenova  fully to release all collateral and to
terminate all security  interests and Liens,  and (iii) all Liens and all right,
title and  interest in and to the  Properties  and rights of the Company and its
Affiliates that have been granted, pledged, conveyed,  hypothecated,  delivered,
transferred  or set over to DiGenova or any of his  Affiliates or members of his
Immediate Family pursuant to the DiGenova Note or any Security  Agreement or any
related  Contract or otherwise to secure  repayment  of any  Indebtedness  shall
automatically be released, terminated and of no further force and effect without
requiring further action of the Company,  DiGenova or any other Person. DiGenova
agrees  that the Company has no  Liabilities  in respect of any of the  Security
Agreements  to  any  other  party  thereto  or  their  respective  assignees  or
Affiliates.  The Company and DiGenova,  on behalf of himself and his Affiliates,


                                      -6-
<PAGE>

Immediate Family and assignees,  hereby consents and agrees to terminate, and to
the extent such termination is ineffective  hereby  irrevocably  waives,  all of
security,  pledge,  hypothecation  or other  Encumbrances on any Property of the
Company contained in any other Contract. DiGenova hereby represents and warrants
that he has not  Transferred  or assigned  any rights  under any of the Security
Agreements to any Person.

         (g)  Release of  Collateral.  DiGenova  hereby  agrees,  as promptly as
practicable,  to (and  authorizes  the  Company to take any such  actions on his
behalf):

                  (1) execute and deliver  any UCC  termination  statements  and
         other similar discharge or release documents that Parent or the Company
         may  reasonably  request  to  release,  as  of  record,  any  financing
         statements,   and  all  other  notices  relating  to  any  Indebtedness
         previously  filed  by or on  behalf  or for the  benefit  of  DiGenova,
         previously  filed in respect  of any  Security  Agreement  or any other
         Indebtedness  of the Company to DiGenova or any  Liabilities in respect
         thereof;

                  (2) execute and  deliver any and all other lien  releases  and
         other similar  discharge or release  documents (and if  applicable,  in
         recordable  form) that Parent or the Company  reasonably may request to
         release,  as of record and  without  any  recourse,  representation  or
         warranty,  the security  interests and other Encumbrances and all other
         notices of security interests and other  Encumbrances  previously filed
         by  DiGenova  or his assigns or their  respective  Representatives,  in
         respect of any Security  Agreements or such other  Indebtedness  or any
         Liabilities in respect thereof; and

                  (3) release and return (without  recourse,  representation  or
         warranty)  to the  Company any and all  pledged  collateral,  including
         stock  certificates  and related stock powers  previously  delivered to
         DiGenova  or his  assignees  or their  respective  Representatives,  in
         connection with any Security Agreement.

DiGenova   hereby   irrevocably   appoints  the  Company  his  true  and  lawful
attorney-in-fact  for  the  purposes  of  carrying  out any of the  actions  and
accomplishing any of the purposes  specified in this Section 3(g) and taking any
action and  executing  any  instruments  that the Company may deem  necessary or
advisable in connection therewith.  The foregoing appointment is coupled with an
interest  and  may  be  exercised  from  time  to  time  by the  Company  or its
Representatives.

     Section 4.  Representations.  Each Party hereby  represents and warrants to
each other Party that:

         (a) It has the full power, capacity, authority and right to execute and
deliver this Agreemen t and to perform its obligations hereunder,  and under the
Merger Agreement as affected hereby.

         (b) This Agreement has been duly authorized by all necessary action and
constitutes such Party's valid and binding agreement,  enforceable  against such
Party in accordance with its terms, except as such enforceability may be limited
by bankruptcy, insolvency, fraudulent transfer,  reorganization,  moratorium and
other similar laws of general applicability  relating to or affecting creditors'
rights and to general equity principles.

         (c) No  approval,  authorization,  consent  or filing  (other  than any
obligation to file certain  information  pursuant to the Securities Exchange Act
of 1934, as amended, and the regulations  promulgated thereunder) is required in
connection with its execution,  delivery and performance of this Agreement which
has not heretofore been obtained or made.


                                      -7-
<PAGE>

         (d) No portion of any Claim or Action that such Party has or might have
arising out of the  transactions,  omissions or acts referred to herein has been
assigned,  transferred  or conveyed to any third party,  by way of  subrogation,
operation of law or otherwise, and no other agreement, release, or settlement is
necessary  from any other Person to release and discharge  completely  the other
Party and other releasees from the claims  specified herein which may be held by
such Party.

     Section  5.  Effectiveness.  Notwithstanding  any  provision  hereof to the
contrary,  it is the intention of the Parties that this  Agreement  shall become
effective  on the date  hereof,  and the terms and  provisions  of Section 2 and
Section 3 shall apply as of the date hereof.

     Section 6.  Voluntary  Execution of Agreement.  This  Agreement is executed
voluntarily  and without any duress or undue  influence on the part or behalf of
the Parties.  Each of the Parties hereby  acknowledges,  represents and warrants
that (i) it has read and fully  understood  this Agreement and the  implications
and  consequences  thereof;  (ii) it has been  represented  in the  preparation,
negotiation, and execution of this Agreement by legal counsel of its own choice,
or it has made a  voluntary  and  informed  decision  to  decline  to seek  such
counsel;  and (iii) it is fully  aware of the legal and  binding  effect of this
Agreement.

     Section 7. CIRCULAR 230 DISCLAIMER.  DIGENOVA ACKNOWLEDGES AND AGREES THAT:
(1) NO  PROVISION OF THIS  AGREEMENT  OR ANY RELATED  AGREEMENT TO WHICH HE IS A
PARTY OR SIGNATORY,  AND NO WRITTEN COMMUNICATION OR DISCLOSURE BETWEEN OR AMONG
THE PARTIES HERETO OR THERETO OR THEIR RESPECTIVE  ATTORNEYS AND OTHER ADVISERS,
IS OR WAS  INTENDED  TO BE,  NOR  SHALL  ANY SUCH  COMMUNICATION  OR  DISCLOSURE
CONSTITUTE  OR BE CONSTRUED OR BE RELIED UPON AS, TAX ADVICE  WITHIN THE MEANING
OF UNITED STATES TREASURY  DEPARTMENT  CIRCULAR 230 (31 CFR PT. 10, AS AMENDED);
(2) DIGENOVA (A) HAS RELIED EXCLUSIVELY UPON HIS OWN,  INDEPENDENT LEGAL AND TAX
COUNSEL FOR ADVICE  (INCLUDING TAX ADVICE) IN CONNECTION WITH THIS AGREEMENT AND
EACH RELATED AGREEMENT TO WHICH HE IS A PARTY OR SIGNATORY,  (B) HAS NOT ENTERED
INTO THIS AGREEMENT OR ANY RELATED AGREEMENT TO WHICH HE IS A PARTY OR SIGNATORY
BASED  UPON THE  RECOMMENDATION  OF ANY OTHER  PARTY  HERETO OR  THERETO  OR ANY
ATTORNEY  OR ADVISOR TO ANY SUCH OTHER  PARTY,  AND (C) IS NOT  ENTITLED TO RELY
UPON ANY  COMMUNICATION  OR  DISCLOSURE  BY ANY ATTORNEY OR ADVISER TO ANY OTHER
PARTY  HERETO  OR  THERETO  TO AVOID  ANY TAX  PENALTY  THAT MAY BE  IMPOSED  ON
DIGENOVA;  AND (3) NO ATTORNEY  OR ADVISER TO ANY OTHER PARTY  HERETO OR THERETO
HAS  IMPOSED  ANY  LIMITATION  THAT  PROTECTS  THE  CONFIDENTIALITY  OF ANY SUCH
ATTORNEY'S OR ADVISER'S TAX STRATEGIES (REGARDLESS OF WHETHER SUCH LIMITATION IS
LEGALLY  BINDING)  UPON  DISCLOSURE  BY  DIGENOVA  OF THE TAX  TREATMENT  OR TAX
STRUCTURE OF ANY  TRANSACTION,  INCLUDING ANY  TRANSACTION  CONTEMPLATED BY THIS
AGREEMENT OR ANY RELATED AGREEMENT TO WHICH HE IS A PARTY OR SIGNATORY.

     Section 8.  Prevailing  Party.  In the event of any Action  concerning  any
controversy, claim or dispute between the Parties, arising out of or relating to
this  Agreement or the breach  hereof,  or the  construction  or  interpretation
hereof,   the   prevailing   party  shall  be  entitled  to  recover   from  the
non-prevailing party reasonable  attorneys' fees and costs incurred therein. The
"prevailing party" means the party determined by the court, arbitrator, mediator
or other  authority  to have most nearly  prevailed,  even if such party did not
prevail in all  matters,  not  necessarily  the one in whose favor a judgment or
decision is rendered.  In determining  if either party is the prevailing  party,
such authority shall compare the award amount, with interest (if any is awarded)
and any fees or costs of the Action awarded,  with the last settlement  position
of the  respective  parties  (offers  or  demands  prior to each  parties'  last


                                      -8-
<PAGE>

settlement position shall not be considered). If such authority fails or refuses
to make a determination of the prevailing  party, the party who is awarded costs
of suit shall also be deemed to be the prevailing party for purposes of awarding
attorneys'  fees.  Further,  in the event of any  default by a party  under this
Agreement,  such defaulting party shall pay all the  out-of-pocket  expenses and
reasonable  attorneys'  fees incurred by the other party in connection with such
default, whether or not any Action is commenced.

     Section 9. Effectiveness. The Parties acknowledge that, on the date hereof,
DiGenova is executing and  delivering the Merger  Agreement and the  Transaction
Documents to which the Company or DiGenova,  as an officer of the Company,  is a
party or  signatory.  The Company and DiGenova  agree that DiGenova is executing
and delivering each of such  Transaction  Documents as an authorized  officer of
the Company,  for and on behalf of the Company,  that the execution and delivery
of each such Transaction  Documents has been duly and validly  authorized by the
Company,  that  each  such  Transaction  Document  is being  duly  executed  and
delivered to the other  parties  thereto,  and that the  resignations  and other
provisions  of  this  Agreement  shall  become  effective  on  the  date  hereof
immediately after the execution and delivery of the Transaction  Documents being
executed by DiGenova on the date hereof (such  effective  time,  the  "Effective
Resignation Time").

     Section  10.  Miscellaneous.  The terms and  provisions  of Section 1.3 and
Article X of the Merger  Agreement are hereby  incorporated by reference  herein
and shall apply to this Agreement  mutatis  mutandis,  as if expressly set forth
herein.

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                                      -9-
<PAGE>

     IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as
of the date first above written.

                                       DGSE COMPANIES, INC.


                                       By:  /s/ Dr. L.S. Smith
                                          --------------------------------------
                                          Dr. L.S. Smith
                                          Chairman and Chief Executive Officer


                                       DGSE MERGER CORP.


                                       By:  /s/ William H. Oyster
                                          --------------------------------------
                                          William H. Oyster
                                          Chief Executive Officer
                                          SUPERIOR GALLERIES, INC.


                                       By:  /s/ Silvano DiGenova
                                          --------------------------------------
                                          Silvano DiGenova
                                          Chief Executive Officer


                                       SILVANO DIGENOVA






                  [ ADDITIONAL SIGNATURES FOLLOW ON NEXT PAGE ]




<PAGE>

AGREED AS TO SECTION 3(B) AND SECTION 3(C)

STANFORD INTERNATIONAL BANK, LTD.


By:  /s/ James M. Davis
   ---------------------------------------
   James M. Davis
   Chief Financial Officer


AGREED AS TO SECTION 3(B)

STANFORD FINANCIAL GROUP COMPANY


By:  /s/ James M. Davis
   ---------------------------------------
   James M. Davis
   Chief Financial Officer


AGREED AS TO SECTION 3(A), SECTION 3(B) AND SECTION 3(C)

STANFORD VENTURE CAPITAL HOLDINGS, INC.


By:  /s/ James M. Davis
   ---------------------------------------
   James M. Davis
   Chief Financial Officer




<PAGE>

                                                                   SCHEDULE 3(C)

[ OMITTED ]















<PAGE>

                                                                       EXHIBIT A

                 SUPPLEMENT TO TERMINATION AND RELEASE AGREEMENT

     THIS  SUPPLEMENT TO TERMINATION  AND RELEASE  AGREEMENT is made and entered
into as of _________, 2007 (this "Agreement"), by and among DGSE Companies,
Inc., a Nevada corporation  (together with its successors and permitted assigns,
"Parent"),  and  Silvano A.  DiGenova,  an  individual  resident of the State of
California (together with his heirs and legatees, "DiGenova"). Capitalized terms
used but not defined herein shall have the respective  meanings ascribed thereto
in that certain  Termination and Release Agreement,  made and entered into as of
the date hereof (the "Termination Agreement"),  by and among Parent, DGSE Merger
Corp., a Delaware  corporation  and a direct  wholly-owned  subsidiary of Parent
(together  with its successors and permitted  assigns,  "Merger Sub"),  Superior
Galleries, Inc., a Delaware corporation (f/k/a Tangible Asset Galleries, Inc., a
Nevada  corporation)  (together  with  its  predecessors  and  successors,   the
"Company" or "Superior"), and several other parties thereto.

                                 R E C I T A L S
                                 ---------------

     WHEREAS,  the respective Boards of Directors of Parent,  Merger Sub and the
Company have approved and declared advisable the Merger Agreement and the merger
of Merger Sub with and into the Company (the  "Merger"),  with the Company being
the surviving corporation;

     WHEREAS,  DiGenova is a key stockholder of Superior,  and prior to the date
of the Termination Agreement was a principal executive officer and a director of
Superior;

     WHEREAS,  DiGenova  desires to execute and deliver this Agreement to induce
Parent,  Merger  Sub and the  Company to enter  into the  Merger  Agreement  and
consummate the Merger and the other Transactions;

     WHEREAS,  the  execution  and  delivery of this  Agreement by DiGenova is a
condition precedent to Parent and Merger Sub having to consummate the Merger.

                                A G R E E M E N T
                                -----------------

     NOW,  THEREFORE,  in  consideration  of the  foregoing  and the  respective
covenants  and  agreements  set forth in this  Agreement,  and  intending  to be
legally bound hereby,  the parties hereto  (collectively,  the "Parties") hereby
agree, as of the Effective Time, as follows:

     Section  1.  Release.  The  terms  and  provisions  of  Section  2  of  the
Termination  Agreement are hereby incorporated by reference into this Agreement,
and DiGenova, on behalf of himself and each Releasor, agrees to the releases and
discharges,  covenants,  indemnities and other provisions thereof as of the date
hereof, as if such Section 2 were fully set forth herein.

     Section 2. Other. DiGenova hereby reaffirms and agrees to the provisions of
Section 4, Section 5, Section 6 and Section 10 of the Termination Agreement.

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                                      -1-
<PAGE>

     IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as
of the date first above written.

                                       DGSE COMPANIES, INC.


                                       By:  /s/ Dr. L.S. Smith
                                          --------------------------------------
                                          Dr. L.S. Smith
                                          Chairman and Chief Executive Officer


                                       SILVANO DIGENOVA

                                       -----------------------------------------