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                                  EXHIBIT 4(c)

                       ARTICLES OF AMENDMENT TO THE SECOND
                      RESTATED ARTICLES OF INCORPORATION OF
                                   TEAM, INC.



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                              ARTICLES OF AMENDMENT
                                     TO THE
                    SECOND RESTATED ARTICLES OF INCORPORATION
                                       OF
                                   TEAM, INC.

         Pursuant to the provisions of Article 4.04 of the Texas Business
Corporation Act, the undersigned Corporation adopts the following Articles of
Amendment to its Second Restated Articles of Incorporation:

                                   ARTICLE ONE

         The name of the Corporation is Team, Inc.

                                   ARTICLE TWO

         The following amendment to the Second Restated Articles of
Incorporation was adopted by the shareholders of the Corporation on October 16,
1998. The Second Restated Articles of Incorporation are amended to increase the
authorized common shares of the Corporation.

         The amendment alters the first sentence of Article IV of the Second
Restated Articles of Incorporation and the full text as altered is as follows:

                  "The aggregate number of shares which the
         Corporation shall have the authority to issue is Thirty
         Million Five Hundred Thousand (30,500,000) shares, of which
         Thirty Million (30,000,000) shares shall be common shares of
         Thirty Cents ($0.30) par value each and Five Hundred Thousand
         (500,000) shares shall be preferred shares of One Hundred
         Dollars ($100.00) par value each, issuable in series."

                                  ARTICLE THREE

         The number of shares of the Corporation outstanding at the time of such
adoption was 7,294,952 shares of common stock; and the number of shares entitled
to vote thereon was 7,294,952 shares of common stock.

                                  ARTICLE FOUR

         The number of shares voted for the amendment was 5,650,271; and the
number of shares voted against the amendment was 1,644,681.

Dated:  October 16, 1998

                                                      TEAM, INC.



                                                   
[Filed with Texas Secretary of State 10-23-98]        By: /s/ Kenneth M. Tholan
                                                         -----------------------
                                                          Kenneth M. Tholan
                                                          President and Chief Operating Officer