<SUBMISSION>
<ACCESSION-NUMBER>0000950129-01-504288
<TYPE>S-8
<PUBLIC-DOCUMENT-COUNT>4
<FILING-DATE>20011128
<EFFECTIVENESS-DATE>20011128
<FILER>
<COMPANY-DATA>
<CONFORMED-NAME>TEAM INC
<CIK>0000318833
<ASSIGNED-SIC>7600
<IRS-NUMBER>741765729
<STATE-OF-INCORPORATION>TX
<FISCAL-YEAR-END>0531
</COMPANY-DATA>
<FILING-VALUES>
<FORM-TYPE>S-8
<ACT>33
<FILE-NUMBER>333-74060
<FILM-NUMBER>1800604
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>200 HERMANN DRIVE
<CITY>ALVIN
<STATE>TX
<ZIP>77056
<PHONE>2813316154
</BUSINESS-ADDRESS>
<MAIL-ADDRESS>
<STREET1>1019 SOUTH HOOD STREET
<CITY>ALVIN
<STATE>TX
<ZIP>77551
</MAIL-ADDRESS>
</FILER>
<DOCUMENT>
<TYPE>S-8
<SEQUENCE>1
<FILENAME>h92578s-8.txt
<DESCRIPTION>TEAM INC - NON-EMPLOYEE DIRECTORS' STOCK OPTION
<TEXT>
<PAGE>

   As Filed with the Securities and Exchange Commission on November 28, 2001

                                                 Registration No. 333-__________


                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                                   TEAM, INC.
             (Exact name of registrant as specified in its charter)

                                200 Hermann Drive
                               Alvin, Texas 77511
                                 (281) 331-6154
          (Address and telephone number of principal executive office)

         Texas                                         74-1765729
(State of Incorporation)                 (I.R.S. Employer Identification Number)


          TEAM, INC. RESTATED NON-EMPLOYEE DIRECTORS' STOCK OPTION PLAN
                            (Full Title of the Plan)

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

                                   Ted W. Owen
                    Vice President, Chief Financial Officer,
                             Secretary and Treasurer
                                   TEAM, INC.
                                200 Hermann Drive
                               Alvin, Texas 77511
                                 (281) 331-6154
            (Name, address and telephone number of agent for service)

                                    Copy to:

                 CHAMBERLAIN, HRDLICKA, WHITE, WILLIAMS & MARTIN
                          Attention: Byron L. Willeford
                          1200 Smith Street, Suite 1400
                              Houston, Texas 77002

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

                         CALCULATION OF REGISTRATION FEE

<Table>
<Caption>
====================================================================================================================
                               Number of              Proposed               Proposed
      Title of                  shares                 maximum                maximum               Amount of
  securities being               being             offering price            aggregate            registration
     registered               registered            per share(1)          offering price               fee
--------------------------------------------------------------------------------------------------------------------
<S>                           <C>                  <C>                    <C>                     <C>
Common Stock,
par value $0.30                 100,000                $5.70                 $570,000                $142.50
per share
====================================================================================================================
</Table>

(1)      Estimated solely to determine the registration fee in accordance with
         Rule 457(h) under the Securities Act of 1933 based on stock option
         exercise price and market price on November 26, 2001 as reported on the
         American Stock Exchange.


<PAGE>


                 INCORPORATION BY REFERENCE OF CONTENTS OF PRIOR
                           S-8 REGISTRATION STATEMENTS



         The contents of registrant's prior Registration Statements on Form S-8,
Registration No. 33-74382, Registration No. 333-30003 and Registration No.
333-72329 registering shares of registrant's common stock underlying options to
purchase such common stock under the Team, Inc. Restated Non-Employee Directors'
Stock Option Plan, are incorporated herein by reference.






                                INDEX OF EXHIBITS

        5         Opinion of Chamberlain, Hrdlicka, White, Williams & Martin.

    23(a)         Consent of Deloitte & Touche LLP.

    23(b)         Consent of Chamberlain, Hrdlicka, White, Williams & Martin is
                  included in Exhibit 5 hereto.

    99(a)         Amendment of September 27, 2001 to Team, Inc. Restated
                  Non-Employee Directors' Stock Option Plan.



                                       2.

<PAGE>


                                   SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in Alvin, Texas, effective November 26, 2001.

                                          TEAM, INC.


                                          By: /s/ PHILIP J. HAWK
                                             -----------------------------------
                                              Philip J. Hawk
                                              Chairman of the Board and Chief
                                              Executive Officer

         Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and as of the dates indicated.

<Table>
<Caption>

                     Signature                                     Title                           Date
                     ---------                                     -----                           ----
<S>                                                   <C>                                   <C>

            /s/ PHILIP J. HAWK                        Chairman of the Board and             November 26, 2001
-------------------------------------------------     Chief Executive Officer
                Philip J. Hawk                        (Principal Executive Officer)



              /s/ TED W. OWEN                         Vice President, Chief                 November 26, 2001
-------------------------------------------------     Financial Officer, Secretary
                  Ted W. Owen                         and Treasurer
                                                      (Principal Financial and
                                                      Accounting Officer)



            /s/ GEORGE W. HARRISON                    Director                              November 26, 2001
-------------------------------------------------
                George W. Harrison



           /s/ SIDNEY B. WILLIAMS                     Director                              November 26, 2001
-------------------------------------------------
               Sidney B. Williams



           /s/ E. THEODORE LABORDE                    Director                              November 26, 2001
-------------------------------------------------
               E. Theodore Laborde
</Table>


                                       3.
<PAGE>


                                INDEX OF EXHIBITS

        5         Opinion of Chamberlain, Hrdlicka, White, Williams & Martin.

    23(a)         Consent of Deloitte & Touche LLP.

    23(b)         Consent of Chamberlain, Hrdlicka, White, Williams & Martin is
                  included in Exhibit 5 hereto.

    99(a)         Amendment of September 27, 2001 to Team, Inc. Restated
                  Non-Employee Directors' Stock Option Plan.



</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-5
<SEQUENCE>3
<FILENAME>h92578ex5.txt
<DESCRIPTION>OPINION OF CHAMBERLAIN, HRDLICKA, WHITE, WILLIAMS
<TEXT>
<PAGE>


                                    EXHIBIT 5

                        OPINION OF CHAMBERLAIN, HRDLICKA,
                            WHITE, WILLIAMS & MARTIN



<PAGE>



          [CHAMBERLAIN, HRDLICKA, WHITE, WILLIAMS & MARTIN LETTERHEAD]


                                November 26, 2001

Team, Inc.
200 Hermann Drive
Alvin, Texas 77511

Gentlemen:

         You have requested that we furnish to you our legal opinion with
respect to the legality of 100,000 shares of common stock, par value $0.30 per
share, of Team, Inc. (the "Company") covered by a Form S-8 Registration
Statement filed with the Securities and Exchange Commission by the Company near
the date hereof, for the purpose of registering the above common stock under the
Securities Act of 1933. The above shares of common stock are subject to issuance
pursuant to the exercise of stock purchase options by certain directors of the
Company acquired pursuant to the Team, Inc. Restated Non-Employee Directors'
Stock Option Plan ("Plan").

         We are furnishing in this letter our legal opinion concerning the
above. In connection with this opinion, we have examined the Articles of
Incorporation, as amended, and Bylaws, as amended, of the Company, the Plan,
applicable Board of Directors resolutions of the Company, the above Registration
Statement, the applicable statutes of the State of Texas, and such other
documents and records which we deemed relevant in order to render this opinion.

         Based upon the foregoing, it is our opinion that:

         1. The Company was duly and validly organized and is validly existing
in good standing as a corporation under the laws of the State of Texas.

         2. When sold and issued in accordance with the Plan and the above
Registration Statement and Prospectus thereunder, the above 100,000 shares of
the Company's common stock will be legally issued, fully paid and
non-assessable.

         We hereby consent to the filing of this opinion as an exhibit to the
above Registration Statement and to the use of our name wherever it appears
therein.

                                              Very truly yours,

                                              CHAMBERLAIN, HRDLICKA, WHITE,
                                                WILLIAMS & MARTIN, P.C.


                                              /s/ BYRON L. WILLEFORD

                                              By: Byron L. Willeford



</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-23.A
<SEQUENCE>4
<FILENAME>h92578ex23-a.txt
<DESCRIPTION>CONSENT OF DELOITTE & TOUCHE LLP
<TEXT>
<PAGE>



                                  EXHIBIT 23(a)

                        CONSENT OF DELOITTE & TOUCHE LLP



<PAGE>


                          INDEPENDENT AUDITOR'S CONSENT




We consent to the incorporation by reference in this Registration Statement of
Team, Inc. on Form S-8 of our report dated July 12, 2001, appearing in the
Annual Report on Form 10-K of Team, Inc. for the year ended May 31, 2001.



/s/ DELOITTE & TOUCHE LLP

DELOITTE & TOUCHE LLP


Houston, Texas
November 26, 2001





</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.A
<SEQUENCE>5
<FILENAME>h92578ex99-a.txt
<DESCRIPTION>AMEND.TO NON-EMPLOYEE DIRECTORS' STOCK OPTION PLAN
<TEXT>
<PAGE>



                                  EXHIBIT 99(a)

                  AMENDMENT OF SEPTEMBER 27, 2001 TO TEAM, INC.
                        RESTATED NON-EMPLOYEE DIRECTORS'
                                STOCK OPTION PLAN





<PAGE>


                         AMENDMENT OF SEPTEMBER 27, 2001

                                  TO TEAM, INC.

               RESTATED NON-EMPLOYEE DIRECTORS' STOCK OPTION PLAN
                       (As amended through March 28, 1996)


         WHEREAS, the Board of Directors of Team, Inc. during a meeting held on
September 27, 2001, adopted a resolution amending the Team, Inc. Restated
Non-Employee Directors' Stock Option Plan ("Plan") to increase the maximum
number of shares which may be offered pursuant to the Plan from 310,000 to
410,000.

         NOW, THEREFORE, by order of the Board of Directors, Paragraph 4 of the
Plan has been amended in its entirety to read as follows:

         "4. Common Stock Subject to Options. The aggregate number of shares of
         the Company's Common Stock which may be issued upon exercise of Options
         granted under the Plan shall not exceed 410,000, subject to adjustment
         under the provisions of Paragraph 7. The shares of Common Stock to be
         issued upon the exercise of Options may be authorized but unissued
         shares, shares issued and reacquired by the Company or shares bought on
         the market for the purposes of the Plan. In the event any Option shall,
         for any reason, terminate or expire or be surrendered without having
         been exercised in full, the shares subject to such Option but not
         purchased thereunder shall again be available for Options to be granted
         under the Plan."

EFFECTIVE as of September 27, 2001.


</TEXT>
</DOCUMENT>
</SUBMISSION>
