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
(713) 331-6154
(Address and telephone number of principal executive office)

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

TEAM, INC. SALARY DEFERRAL PLAN
(Full Title of Plan)

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

Ted W. Owen
Vice President, Chief Financial Officer,
Secretary and Treasurer
TEAM, INC.
200 Hermann Drive
Alvin, Texas 77511
(713) 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
- --------------------------------- ------------------- --------------------- --------------------- ------------------

Common Stock, par value $0.30
per share 400,000 $5.70 $2,280,000 $570
---- --------- ----
Plan Interests Indeterminate N/A N/A N/A
amount
- --------------------------------------------------------------------------------------------------------------------
</Table>

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

PART II

INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3. INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE.

The following documents are hereby incorporated by reference into this
registration statement:

(a) The registrant's Annual Report on Form 10-K for the year ended May
31, 2001.

(b) Team Inc. Salary Deferral Plan Annual Report on Form 11-K for the
year ended December 31, 2000.

(c) All other reports filed by the registrant pursuant to sections
13(a) or 15(d) of the Securities Exchange Act of 1934 since May 31, 2001.

(d) The description of registrant's Common Stock in registrant's
Registration Statement on Form S-2, File No. 33-31663.

(e) All other documents filed by the registrant since May 31, 2001
pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Securities Exchange Act
of 1934 and prior to the termination of the offering pursuant hereto, from the
date of filing of such documents.

Any statement contained in a document incorporated or deemed to be
incorporated by reference herein shall be deemed to be modified or superseded
for purposes of this registration statement to the extent that a statement
contained herein or in any other subsequently filed document which also is or is
deemed to be incorporated by reference herein modifies or supersedes such
statement. Any such statement so modified or superseded shall not be deemed,
except as so modified or superseded, to constitute a part of this registration
statement.

ITEM 4. DESCRIPTION OF SECURITIES.

Not applicable.

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.

Sidney B. Williams, a director of the registrant, is the sole owner of
a professional corporation which is a partner in the law firm which delivered
the legal opinion included as Exhibit 5 hereto. Such firm provides legal
services to the registrant from time to time. As of the date of filing hereof,
Mr. Williams beneficially owned 172,765 shares of registrant's common stock,
including 100,000 shares that may be acquired by exercise of options. Mr.
Williams participates in a stock option plan for non-employee directors
maintained by the registrant.

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS.

Applicable provisions of the Texas Business Corporation Act and the
Articles of Incorporation and Bylaws of the registrant authorize indemnification
of directors and officers. A description of such provisions and the general
effect thereof regarding the registrant is hereby incorporated herein by
reference to "Item 15. Indemnification of Directors and Officers" in Part II of
registrant's Registration Statement on Form S-2, File No. 33-31663.

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.

Not applicable.

ITEM 8. EXHIBITS.

4(a) Second Restated Articles of Incorporation of the registrant
are incorporated herein by reference to Exhibit 4.1 to the
registrant's Registration Statement on Form S-2, File No.
33-31663.

4(b) Articles of Amendment to the Second Restated Articles of
Incorporation of Team, Inc. incorporated by reference to
Exhibit 4(b) to the registrant's Registration Statement on
Form S-8, File No. 333-72331.

4(c) Bylaws of the registrant are incorporated herein by reference
to Exhibit 4.2 to the registrant's Registration Statement on
Form S-2, File No. 33-31663.

5 Opinion of Messrs. Chamberlain, Hrdlicka, White, Williams &
Martin regarding the legality of the securities being
registered.

23(a) Consent of Deloitte & Touche. LLP.

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

99(a) Team, Inc. Salary Deferral Plan.

99(b) 2001 Amendment No. 1 to Team, Inc. Salary Deferral Plan.

The registrant hereby undertakes to submit the Team, Inc. Salary
Deferral Plan, and any amendments thereto, to the U.S. Internal Revenue Service
("IRS") in a timely manner and will make all changes required by the IRS in
order to qualify the Plan.

ITEM 9. UNDERTAKINGS.

(a) The undersigned registrant hereby undertakes:

(1) To file, during any period in which offers or sales are
being made, a post-effective amendment to this
registration statement:

(i) to include any prospectus required by Section
10(a)(3) of the Securities Act of 1933 subject to
applicable regulations;

(ii) to reflect in the prospectus any facts or
events arising after the effective date of this
Registration Statement (or the most recent post-effective
amendment thereof) which, individually or in the
aggregate, represent a fundamental change in the
information set forth in this Registration Statement; and

(iii) to include any material information with
respect to the plan of distribution not previously
disclosed in this Registration Statement or any material
change to such information in this Registration Statement.

Provided, however, that paragraphs (a)(1)(i) and
(a)(1)(ii) do not apply if the information required to be
included in a post-effective amendment by those paragraphs
is contained in periodic reports filed by the Registrant
pursuant to Section 13 or Section 15(d) of the Securities
Exchange Act of 1934 that are incorporated by reference in
this Registration Statement.

(2) That, for the purpose of determining any liability under
the Securities Act of 1933, each such post-effective
amendment shall be deemed to be a new registration
statement relating to the securities offered herein, and
the offering of such securities at that time shall be
deemed to be the initial bona fide offering thereof.

(3) To remove from registration by means of a post-effective
amendment any of the securities being registered which
remain unsold at the termination of the offering.

(b) The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Securities Exchange Act of 1934, and each filing of the Team, Inc. Salary
Deferral Plan's annual report pursuant thereto, that is incorporated by
reference in this registration statement shall be deemed to be a new
registration statement relating to the securities offered herein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

(c) The undersigned registrant hereby undertakes to deliver or cause to
be delivered to each person to whom the prospectus issued pursuant to this
registration statement is sent or given, the latest annual report to security
holders that is incorporated by reference in the prospectus and furnished
pursuant to and meeting the requirements of Rule 14a-3 or Rule 14c-3 under the
Securities Exchange Act of 1934; and, where interim financial information
required to be presented by Article 3 of Regulation S-X is not set forth in the
prospectus, to deliver, or cause to be delivered to each person to whom the
prospectus is sent or given, the latest quarterly report that is specifically
incorporated by reference in the prospectus to provide such interim financial
information.

(d) Insofar as indemnification for liabilities arising under the
Securities Act of 1933 ("Act") may be permitted to directors, officers and
controlling persons of the registrant, the registrant has been advised that in
the opinion of the Securities and Exchange Commission such indemnification is
against public policy as expressed in the Act and is, therefore, unenforceable.
In the event that a claim for indemnification against such liabilities (other
than the payment by the registrant of expenses incurred or paid by a director,
officer or controlling person of the registrant in the successful defense of any
action, suit or proceedings) is asserted by such director, officer or
controlling person in connection with the securities being registered, the
registrant will, unless in the opinion of its counsel the matter has been
settled by controlling precedent, submit to a court of appropriate jurisdiction
the question whether such indemnification by it is against public policy as
expressed in the Act and will be governed by the final adjudication of such
issue.

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 effective as of the date indicated.

<Table>
<Caption>
Signature Title Date
--------- ----- ----

/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>

EXHIBIT INDEX