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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)<F*>
Unified Financial Services, Inc.
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(Name of Issuer)
Common Stock, $0.01 par value
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(Title of Class of Securities)
N/A
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(CUSIP Number)
December 31, 1998
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(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ ] Rule 13d-1(b)
[ X ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
<F*>The remainder of this cover page shall be filled out for
a reporting person's initial filing on this form with respect to the
subject class of securities, and for any subsequent amendment containing
information which would alter the disclosures provided in a prior cover
page.
The information required in the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section 18 of the
Securities Exchange Act of 1934 ("Act") or otherwise subject to the
liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
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CUSIP No. N/A Page 2 of 5 Pages
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1 NAMES OF REPORTING PERSONS/
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Thomas G. Napurano
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5 SOLE VOTING POWER
NUMBER OF 89,789
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY -0-
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 95,191
WITH
8 SHARED DISPOSITIVE POWER
-0-
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
95,191<F1>
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES / /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.2%<F2>
12 TYPE OF REPORTING PERSON
IN
[FN]
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<F1> Includes (i) 24,840 shares of common stock, $0.01 par value
("Unified Common Stock"), of Unified Financial Services, Inc.
("Unified") that may be received upon the conversion of 184 shares of
Series C 6.75% Cumulative Convertible Preferred Stock, $0.01 par value,
of Unified, which shares of Series C 6.75% Cumulative Convertible
Preferred Stock were purchased by the reporting person on May 8, 1998,
(ii) 500 and 1,500 shares of Unified Common Stock which the reporting
person may acquire upon the exercise of an employee stock option granted
to the reporting person on August 26, 1998 and May 20, 1998,
respectively, and (iii) 5,401.973 shares of Unified Common Stock held by
the Unified Regional Prototype 401(k) and Profit Sharing Plan.
<F2> Based upon 2,262,306 shares of Unified Common Stock which were
issued and outstanding as of December 31, 1998.
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CUSIP No. N/A Page 3 of 5 Pages
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ITEM 1. (a) Name of Issuer:
Unified Financial Services, Inc.
(b) Address of Issuer's Principal Executive Offices:
431 North Pennsylvania Street
Indianapolis, Indiana 46204-1873
ITEM 2. (a) Name of Person Filing:
Thomas G. Napurano
(b) Address of Principal Business Offices or, if none,
Residence:
431 North Pennsylvania Street
Indianapolis, Indiana 46204-1873
(c) Citizenship:
United States
(d) Title of Class of Securities:
Common Stock, $0.01 par value
(e) CUSIP Number:
Not Applicable
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO SECTION 240.13d-1(b)
OR SECTION 240.13d-2(b) OR (c), CHECK WHETHER THE PERSON
FILING IS A:
(a) [ ] Broker or Dealer registered under Section
15 of the Act (15 U.S.C. 78o)
(b) [ ] Bank as defined in Section 3(a)(6) of the
Act (15 U.S.C. 78c)
(c) [ ] Insurance Company as defined in Section
3(a)(19) of the Act (15 U.S.C. 78c)
(d) [ ] Investment Company registered under
Section 8 of the Investment Company Act
of 1940 (15 U.S.C. 809-8)
(e) [ ] An investment adviser in accordance with
Section 240.13d-1(b)(1)(ii)(E)
(f) [ ] An employee benefit plan or endowment fund
in accordance with
Section 240.13d-1(b)(1)(ii)(F)
(g) [ ] A parent holding company or control
person, in accordance with
Section 240.13d-1(b)(ii)(G)
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CUSIP No. N/A Page 4 of 5 Pages
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(h) [ ] A savings association as defined in
Section 3(b) of the Federal Deposit
Insurance Act (12 U.S.C. 1813)
(i) [ ] A church plan that is excluded from the
definition of an investment company under
section 3(c)(14) of the Investment
Company Act of 1940 (15 U.S.C. 80-a-3)
(j) [ ] Group, in accordance with Section
240.13d-1(b)(1)(ii)(J)
ITEM 4. OWNERSHIP.
(a) Amount Beneficially Owned:
95,191<F1>
(b) Percent of Class:
4.2%<F2>
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote
89,789
(ii) Shared power to vote or to direct the vote
-0-
(iii) Sole power to dispose or to direct the disposition of
95,191
(iv) Shared power to dispose or to direct the disposition
of
-0-
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
If this statement is being filed to report the fact that as
of the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, check the following: /X/
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CUSIP No. N/A Page 5 of 5 Pages
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ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON.
Not Applicable
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT
HOLDING COMPANY.
Not Applicable
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not Applicable
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not Applicable
ITEM 10. CERTIFICATIONS.
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were not
acquired and are not held for the purpose of or with the
effect of changing or influencing the control of the issuer
of the securities and were not acquired and are not held in
connection with or as a participant in any transaction
having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth on this statement is true,
complete and correct.
2/8/99
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Date
/s/ Thomas G. Napurano
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Signature
Thomas G. Napurano
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Name/Title
