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. 1998 INCENTIVE 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
- ---------------------------------------------------------------------------------------------------------------
Common Stock,
par value $0.30
per share 500,000 $5.70 $2,850,000 $712.50
===============================================================================================================
</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.
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. 333-72331, registering shares of registrant's common stock
underlying options to purchase such common stock under the Team, Inc. 1998
Incentive 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 November 3, 1998 to Team, Inc. 1998 Incentive
Stock Option Plan.
2.
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/ PHILIP J. HAWK Chairman of the Board November 26, 2001
- --------------------------------------- and Chief Executive
Philip J. Hawk Officer (Principal
Executive Officer)
/s/ TED W. OWEN Vice President, Chief November 26, 2001
- --------------------------------------- Financial Officer,
Ted W. Owen Secretary 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.
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 November 3, 1998 to Team, Inc. 1998 Incentive
Stock Option Plan.