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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
Timothy L. Ashburn
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 121,936
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY -0-
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 126,616.6
WITH
8 SHARED DISPOSITIVE POWER
-0-
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
126,616.6<F1>
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES / /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.6%<F2>
12 TYPE OF REPORTING PERSON
IN
[FN]
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<F1> Includes (i) 4,680.613 shares of common stock, $0.01 par value
("Unified Common Stock"), of Unified Financial Services, Inc. held by
the Unified Regional Prototype 401(k) and Profit Sharing Plan and (ii)
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.
<F2> Based upon 2,262,306 shares of Unified Common Stock 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:
Timothy L. Ashburn
(b) Address of Principal Business Offices or, if none,
Residence:
1104 Buttonwood Court
Lexington, Kentucky 40515
(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:
126,616.6<F1>
(b) Percent of Class:
5.6%<F2>
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote
121,936
(ii) Shared power to vote or to direct the vote
-0-
(iii) Sole power to dispose or to direct the
disposition of
126,616.6
(iv) Shared power to dispose or to direct the
disposition of
-0-
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
Not Applicable
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON.
Not Applicable
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CUSIP No. N/A Page 5 of 5 Pages
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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.
2/9/99
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Date
/s/ Timothy L. Ashburn
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Signature
Timothy L. Ashburn
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Name/Title
