UNICO INC /NM/
10-K405/A, 1996-06-27
COGENERATION SERVICES & SMALL POWER PRODUCERS
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                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                   FORM 10-K/A

               Annual Report Pursuant to Section 13 or 15(d) of
                      the Securities Exchange Act of 1934


                  For the fiscal year ended February 29, 1996

                        Commission file number 0-14973

                                  UNICO,INC.
            (Exact name of Registrant as specified in its charter)

                 New Mexico                       85-0270072
          (State of Incorporation)           (IRS Employer ID #)

     Registrant's address: 1921 Bloomfield Blvd.,
                        Farmington, New Mexico 87401

     Registrant's telephone number, including area code:   505-326-2668

     Securities registered pursuant to Section 12(g) of the Act:

                                                 Name of exchange
               Title of class                   on which registered

          $0.20 par value common stock                  NASDAQ

     Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes   X    No        .

     Indicate by check mark if disclosure of delinquent filers in response to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of Registrants knowledge, in definitive proxy or information
statements incorporated by reference in part III of this Form 10-K or any
amendment to this From 10-K   X  .

     The aggregate market value of the registrant's $0.20 par value common
stock held by non-affiliates at April 30, 1996, was $2,590,000.

     On April 30, 1996, there were 986,590 shares of Registrant's $0.20 par
value common stock outstanding.

     Documents incorporated by reference:  Portions of the Registrant's annual
report to shareholders for the year ended February 28, 1996 are incorporated by
reference to Parts I and II.
<PAGE>
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.

(a) Financial Statements and Schedules:

         The financial statements and schedules listed in the accompanying
    Index to Financial Statements and Schedules are filed as part of this
    report.

         All other schedules for which provision is made in the applicable
    accounting regulation of the Securities and Exchange Commission are not
    required under the related instructions, are inapplicable, or have been
    provided elsewhere in this report, and therefore have been omitted.

(b) No reports on Form 8-K were filed by the Registrant during the fiscal year
    ended February 29, 1996 except as follows:

    (a)  On December 8, 1996, the Registrant filed a Form 8-K with respect to
         the settlement of legal proceedings as described in Part I, Item 3(a)
         of this Form 10-K.

    (b)  On January 15, 1996, the Registrant filed a Form 8-K with respect to
         the acquisition of 50,000 shares of Chatfield Dean & Co. series B
         Preferred Stock for $500,000 and with respect to the reporting of the
         execution of a Letter of Intent for the proposed acquisition of
         Chatfield Dean & Co. by the Registrant as described in Part III.
         Item 12(c) of this Form 10-K.

(c)          (3) Exhibits required by Rule 601 of Regulation S-K

             3.  Articles of Incorporation and bylaws are incorporated by
                 reference to the Registrant's registration statement on Form
                 10 filed September 9, 1986 and amendments thereto filed on
                 July 29, 1994 on Form 8-K.

             4.  Instruments defining the rights of security holders including
                 indentures are incorporated by reference to the Registrant's
                 registration statement on Form 10 filed September 9, 1986.

<PAGE>
             10. 401(k) Profit Sharing Plan adopted effective March 1, 1993 is
                 incorporated by referral to the Registrants Form 10-K filed
                 for the year ended February 28, 1995.  Other material
                 contracts are incorporated by reference to the Registrant's
                 Form 8-K filed on June 13, 1990.

             11.    Statement regarding computation of per share earnings.


             13. The Annual Report to Stockholders of the Registrant for the
                 fiscal year ended February 29, 1996 (except for pages and
                 information thereof expressly incorporated by reference in
                 this report is provided solely for the information of the
                 Securities and Exchange Commission and is not deemed "filed"
                 as part of this report).

             22. Subsidiaries of the Registrant.

             24. (a) Report of Atkinson & Co., Ltd., dated May  3,  1996, on
                 the consolidated financial statements and schedules of
                 Registrant for the three years ended February 29, 1996 as
                 listed in Item 14(a) of this report.

             All other exhibits required by Rule 601 are not applicable to this
             Registrant or this report.

             Incorporated by reference are the following documents:

             a.  Quarterly Reports on Form 10-Q for the quarters ended May 31,
                 August 31, and
                 November 30, 1995.

(d)          (1) Separate financial statements of unconsolidated entities:

                 (a)              Audited financial statements of Sand Creek
                                  Chemical Ltd. for the fourteen months ended
                                  February 29, 1996.

<PAGE>
                                   SIGNATURES

             Pursuant to the requirements of Section 13 or 15d of the
Securities Exchange Act of 1934, the Registrant has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized:

                                  UNICO, INC
                                  June 27, 1996


                                  By William N. Hagler
                                     William N. Hagler, President


             Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons on behalf of
the Registrant and in the capacities and on the dates indicated:




               By:   William N. Hagler                  Date: June 27, 1996
                  William N. Hagler, President,
                  Director and Chief Executive
                  Officer




               By:   Rick L. Hurt                       Date: June 27, 1996
                  Rick L. Hurt, Controller,
                  Secretary, Treasurer,
                  Director, and Chief Financial
                  Officer.



<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
Exhibit 27 Financial Data Schedule
</LEGEND>
       
<S>                             <C>                     <C>
<PERIOD-TYPE>                   3-MOS                   12-MOS
<FISCAL-YEAR-END>                          FEB-29-1996             FEB-29-1996
<PERIOD-END>                               FEB-29-1996             FEB-29-1996
<CASH>                                          232409                  232409
<SECURITIES>                                    356858                  356858
<RECEIVABLES>                                   106251                  106251
<ALLOWANCES>                                         0                       0
<INVENTORY>                                      36316                   36316
<CURRENT-ASSETS>                                731834                  731834
<PP&E>                                         2992757                 2992757
<DEPRECIATION>                                 1746015                 1746015
<TOTAL-ASSETS>                                 4421748                 4421748
<CURRENT-LIABILITIES>                           559010                  559010
<BONDS>                                          55555                   55555
                                0                       0
                                          0                       0
<COMMON>                                        197318                  197318
<OTHER-SE>                                     2042576                 2042576
<TOTAL-LIABILITY-AND-EQUITY>                   4421748                 4421748
<SALES>                                         364562                 1814905
<TOTAL-REVENUES>                               1198813                 2649156
<CGS>                                           680029                 1835237
<TOTAL-COSTS>                                   440115                 1933790
<OTHER-EXPENSES>                              (335775)                       0
<LOSS-PROVISION>                                     0                       0
<INTEREST-EXPENSE>                              (9259)                  (5991)
<INCOME-PRETAX>                                1299217                  916842
<INCOME-TAX>                                    496967                  374926
<INCOME-CONTINUING>                             802250                  541916
<DISCONTINUED>                                       0                       0
<EXTRAORDINARY>                                      0                       0
<CHANGES>                                            0                       0
<NET-INCOME>                                    802250                  541916
<EPS-PRIMARY>                                     .813                    .549
<EPS-DILUTED>                                     .813                    .549
        


</TABLE>


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