UNIMARK GROUP INC
SC 13D/A, 1999-09-15
CANNED, FRUITS, VEG, PRESERVES, JAMS & JELLIES
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                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13D
                                 (Rule 13d-101)

                 INFORMATION TO BE INCLUDED IN STATEMENTS FILED
                PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO
                         FILED PURSUANT TO RULE 13d-2(a)

                               (Amendment No. 5)*

                             THE UNIMARK GROUP, INC.
                             -----------------------
                                (Name of Issuer)

                     Common Stock, Par Value $0.01 Per Share
                     ---------------------------------------
                         (Title of Class of Securities)

                                    904789104
                                 --------------
                                 (CUSIP Number)

                              Stephen M. Vine, Esq.
                    Akin, Gump, Strauss, Hauer & Feld, L.L.P.
                               590 Madison Avenue
                            New York, New York 10022
                                 (212) 872-1000
                -------------------------------------------------
                  (Name, Address and Telephone Number of Person
                Authorized to Receive Notices and Communications)

                                September 8, 1999
                      ------------------------------------
                      (Date of Event which Requires Filing
                               of this Statement)




If the filing person has previously  filed a statement on Schedule 13G to report
the  acquisition  that is the subject of this  Schedule  13D, and is filing this
schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box
[ ].

Note:  Schedules  filed in paper format shall include a signed original and five
copies of the  schedule,  including  all  exhibits.  See Rule 13d-7(b) for other
parties to whom copies are to be sent.

*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
disclosures provided in a prior cover page.

The information required on 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 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).





                         (Continued on following pages)
                                Page 1 of 6 Pages


<PAGE>


                                                               Page 2 of 6 Pages

                                  SCHEDULE 13D

CUSIP No. 904789104


1        Name of Reporting Person
         I.R.S. Identification No. of Above Persons (Entities Only)

                  MEXICO STRATEGIC ADVISORS LLC

2        Check the Appropriate Box If a Member of a Group*
                                                     a.  [ ]
                                                     b.  [ ]

3        SEC Use Only

4        Source of Funds*

                  AF

5        Check Box If Disclosure of Legal  Proceedings  Is Required  Pursuant to
         Items 2(d) or 2(e)        [ ]

6        Citizenship or Place of Organization

                  Delaware

                           7        Sole Voting Power
  Number of                                 6,299,959
   Shares
Beneficially               8        Shared Voting Power
  Owned By                                  0
    Each
  Reporting                9        Sole Dispositive Power
   Person                                   6,299,959
    With
                           10       Shared Dispositive Power
                                            0

11       Aggregate Amount Beneficially Owned by Each Reporting Person

                                            6,299,959

12       Check Box If the Aggregate Amount in Row (11) Excludes Certain
         Shares*                                       [ ]

13       Percent of Class Represented By Amount in Row (11)

                                    43.33%

14       Type of Reporting Person*

                  OO; IA

                      *SEE INSTRUCTIONS BEFORE FILLING OUT!



<PAGE>


                                                               Page 3 of 6 Pages

         This Amendment No. 5 to Schedule 13D relates to shares of Common Stock,
par value  $0.01 per share (the  "Shares"),  of The  UniMark  Group,  Inc.  (the
"Issuer").  This Amendment No. 5 supplementally  amends the initial statement on
Schedule 13D dated July 7, 1998 and all amendments  thereto  (collectively,  the
"Initial  Statement")  filed by the Reporting  Person (as defined  below).  This
Amendment  No. 5 is being filed by the  Reporting  Person to report  that,  as a
result of the recent  acquisition of Shares of the Issuer,  the number of Shares
of which the Reporting Person currently may be deemed to be the beneficial owner
has  increased  by more  than  one  percent  of the  total  outstanding  Shares.
Capitalized  terms used but not defined herein shall have the meanings  ascribed
to them in the  Initial  Statement.  The  Initial  Statement  is  supplementally
amended as follows.

Item 3.  Source and Amount of Funds or Other Consideration.

                  M&M expended  approximately $216,750 of its working capital to
purchase the Shares  reported  herein as being  acquired since July 17, 1999 (60
days prior to the date hereof).

                  The  securities  which are held for the  account of M&M may be
held through margin accounts maintained with brokers, which extend margin credit
as and when required to open or carry positions in its margin accounts,  subject
to applicable federal margin  regulations,  stock exchange rules and such firm's
credit  policies.  The  positions  which  may be  held in the  margin  accounts,
including the Shares,  are pledged as  collateral  security for the repayment of
debit balances in the respective accounts.

Item 4.  Purpose of Transaction.

                  All of the Shares  reported herein acquired for the account of
M&M were acquired for investment purposes.  Neither the Reporting Person nor, to
the best of its  knowledge,  any of the other persons  identified in response to
Item 2, has any plans or proposals  that relate to or would result in any of the
transactions  described in  subparagraphs  (a) through (j) of Item 4 of Schedule
13D.  The  Reporting  Person  reserves  the  right  to  acquire,  or cause to be
acquired,  additional  securities  of the Issuer,  to dispose of, or cause to be
disposed,  such securities at any time or to formulate other purposes,  plans or
proposals  regarding the Issuer or any of its  securities,  to the extent deemed
advisable in light of general  investment and trading  policies of the Reporting
Person, MSIF, Madera and/or M&M, market conditions or other factors.

Item 5.  Interest in Securities of the Issuer.

                  (a) The Reporting Person may be deemed the beneficial owner of
the 6,299,959  Shares held for the account of M&M  (approximately  43.33% of the
total number of Shares outstanding).

                  (b) The Reporting Person (by virtue of the Advisory  Contract)
has the sole power to direct the voting and  disposition  of the Shares held for
the account of M&M.

         (c) Except for the transactions disclosed in Annex A hereto (which were
effected in routine  brokerage  transactions on the NASDAQ  Market),  there have
been no transactions effected with respect to the Shares since July 17, 1999 (60
days prior to the date hereof) by the Reporting Person, Madera, MSIF and/or M&M.



<PAGE>


                                                               Page 4 of 6 Pages

                  (d) The members of M&M,  including  Madera and MSIF,  have the
right to participate in the receipt of dividends from, or proceeds from the sale
of, the Shares held for the account of M&M in accordance  with their  membership
interests in M&M.

                  (e) Not applicable.



<PAGE>


                                                               Page 5 of 6 Pages

                                   SIGNATURES

         After  reasonable  inquiry and to the best of my knowledge  and belief,
the  undersigned  certifies that the  information set forth in this statement is
true, complete and correct.

Date: September 15, 1999

                                  MEXICO STRATEGIC ADVISORS LLC



                                  By: /S/ MIRIAM REBLING
                                      ------------------------------------------
                                      Miriam Rebling
                                      Manager



<PAGE>


                                                               Page 6 of 6 Pages


                                     ANNEX A

                           RECENT TRANSACTIONS IN THE
                     COMMON STOCK OF THE UNIMARK GROUP, INC.



<TABLE>
<CAPTION>

                                            Date of                                  Number of           Price Per
For the Account of                        Transaction            Activity             Shares              Share
- ------------------                        -----------            --------             ------              -----
<S>                                       <C>                    <C>                  <C>                 <C>
M&M Nominee LLC                             8/31/99                BUY                40,000              $1.5200
                                             9/2/99                BUY                10,000              $1.5200
                                             9/3/99                BUY                10,000              $1.5200
                                             9/7/99                BUY                30,000              $1.3950
                                             9/8/99                BUY                60,000              $1.3950



</TABLE>


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