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. OFFICERS RESTRICTED STOCK OPTION PLAN
PERFORMANCE VESTED RESTRICTED STOCK OPTION AWARD AGREEMENT
STOCK OPTION AGREEMENT BETWEEN TEAM, INC. AND B. DAL MILLER
(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

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 170,000 $5.70 $969,000 $242.25
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(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.

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

The contents of registrant's prior Registration Statement on Form S-8,
Registration No. 333-29997, registering shares of registrant's common stock
underlying options to purchase such common stock under the Team, Inc. Officers
Restricted Stock Option Plan, are incorporated herein by reference.

INDEX OF EXHIBITS

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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 June 26, 1997 to Team, Inc. Officers Restricted
Stock Option Plan.

99(b) Performance Vested Restricted Stock Option Award Agreement
between Team, Inc. and Geoffrey P. Gilmore.

99(c) Stock Option Agreement between Team, Inc. and B. Dal Miller.
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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.

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
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