U. S. Securities and Exchange Commission
                     Washington, D. C.  20549

                          FORM 10-KSB/A
                         Amendment No. 1

[X]   ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
      OF 1934

      For the fiscal year ended February 28, 2002

[ ]   TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
      ACT OF 1934

      For the transition period from _____________ to ____________

     Commission File No. 000-30239


                       UNICO, INCORPORATED
            ------------------------------------------
          (Name of Small Business Issuer in its Charter)

          ARIZONA                                86-0205130
-------------------------------            --------------------------
(State or Other Jurisdiction of            (I.R.S. Employer I.D. No.)
 Incorporation or Organization)

                      6475 Grandview Avenue
                           P.O. Box 777
                    Magalia, California 95954
             ----------------------------------------
             (Address of Principal Executive Offices)

            Issuer's Telephone Number:  (530) 873-4394

                               N/A
  (Former Name or Former Address, if changed since last Report)

Securities Registered under Section 12(b) of the Exchange Act:   None

Name of Each Exchange on Which Registered:                       None

Securities Registered under Section 12(g) of the Exchange Act:

                  Common Stock, $0.10 par value
                  -----------------------------
                         (Title of Class)

Check whether the Issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the Company was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.

     Yes [X]    No [ ]

Check if there is no disclosure of delinquent filers in response to Item 405
of Regulation S-B contained in this form, and no disclosure will be contained,
to the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB.  [X]

State Issuer's revenues for its most recent fiscal year: February 28, 2002 -
$0.00.

State the aggregate market value of the voting stock held by non-affiliates
computed by reference to the price at which the stock was sold, or the average
bid and asked prices of such stock, as of a specified date within the past 60
days.

As of May 28, 2002, the aggregate market value of the voting stock held by
non-affiliates was $9,637,725, based on approximately 59,309,074 shares of
voting common stock of the registrant held by non-affiliates and the average
bid and asked prices ($0.1625) of the stock.

     ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS

     Not Applicable.

     APPLICABLE ONLY TO CORPORATE REGISTRANTS

State the number of shares outstanding of each of the Issuer's classes of
common equity, as of the latest practicable date: As of May 21, 2002 there
were 72,062,974 shares of the issuer's common stock issued and outstanding.

     DOCUMENTS INCORPORATED BY REFERENCE

     Not Applicable.

Transitional Small Business Disclosure Format   Yes [ ] No [ X ]



<PAGE>


     Note: this Annual Report has been amended for the purpose of filing the
two Mining Lease and Option to Purchase documents attached hereto as Exhibits
10.4 and 10.5.



Item 13. Exhibits and Reports on Form 8-K.

Exhibits
---------

     Exhibit
     Number       Description
     --------     ------------

      3.1         Articles of incorporation
      3.2         Amendment to articles of incorporation, dated
                  November 8, 1967
      3.3         Amendment to articles of incorporation, dated
                  December 6, 1972
      3.4         Amendment to articles of incorporation, dated
                  May 29, 1973
      3.5         Amendment to articles of incorporation, dated
                  December 1, 1979
      3.6         Amendment to articles of incorporation, dated
                  May 12, 1992
      3.7         Amendment to articles of incorporation, dated
                  November, 1999
      3.8         By-laws
      3.9         Board of directors' resolution amending Unico's
                  by-laws, dated April 1, 1992
     10.1         Mining Lease and Option to Purchase dated March
                  20, 1992
     10.2         Deer Trail Mine Development Agreement dated
                  October 5, 1998
     10.3         Sales Agreement (for purchase of real estate)
     10.4         Mining Lease and Option to Purchase (Deer Trail
                  Mine) dated December 1, 2001
     10.5         Mining Lease and Option to Purchase (Bromide
                  Basin Mine) dated July 20, 2001


          *    Summaries of all exhibits contained within this
               report are modified in their entirety by reference
               to these Exhibits.

Reports on Form 8-K
-------------------

Unico filed no reports on Form 8-K during the last quarter of the period
covered by this report.

<PAGE>



                            SIGNATURES

     In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

                                 UNICO, INCORPORATED


                                     /s/ Ray C. Brown
Date: May 29, 2002                By ______________________________________
                                     Ray C. Brown, Director & Chief Executive
                                     Officer


     In accordance with the Exchange Act, this report has been signed below by
the following persons on behalf of the registrant and in the capacities and on
the dates indicated.



                                   /s/ Ray C. Brown
Date: May 29, 2002              By _______________________________________
                                   Ray C. Brown, Director, Chief Executive
                                   Officer, Chief Financial Officer and Chief
                                   Accounting Officer


Date: May __, 2002              By _____________________________________
                                   Kiyoshi Kasai, Director


                                   /s/ Kenneth R. Brown
Date: May 29, 2002              By _____________________________________
                                   Kenneth R. Brown, Director


                                   /s/ David F. Poisson
Date: May 29, 2002              By _____________________________________
                                   David F. Poisson, Director



Date: May __, 2002              By _____________________________________
                                   Walter W. Harpst, Director



                                   /s/ C. Wayne Hartle
Date: May 28, 2002              By _____________________________________
                                   C. Wayne Hartle, Director


<PAGE>



                          EXHIBIT INDEX


Exhibit               Exhibit
Number            Description                                 Location
--------       -----------------------                        ---------
   3.1         Articles of incorporation                         *
   3.2         Amendment to articles of incorporation,           *
               dated November 8, 1967
   3.3         Amendment to articles of incorporation,           *
               dated December 6, 1972
   3.4         Amendment to articles of incorporation,           *
               dated May 29, 1973
   3.5         Amendment to articles of incorporation,           *
               dated December 1, 1979
   3.6         Amendment to articles of incorporation,           *
               dated May 12, 1992
   3.7         Amendment to articles of incorporation,           *
               dated November, 1999
   3.8         By-laws                                           *
   3.9         Board of directors' resolution amending           *
               Unico's by-laws, dated April 1, 1992
  10.1         Mining Lease and Option to Purchase               *
               dated March 20, 1992
  10.2         Deer Trail Mine Development Agreement             *
               dated October 5, 1998
  10.3         Sales Agreement (for purchase of real       Incorporated by
               estate)                                     Reference from
                                                           Form 8-K filed
                                                           September 1, 2000

  10.4         Mining Lease and Option to Purchase           Filed
               (Deer Trail Mine) dated December 1, 2001      Herewith

  10.5         Mining Lease and Option to Purchase           Filed
               (Bromide Basin Mine) dated July 20, 2001      Herewith

         *    Summaries of all exhibits contained within this
              Report are modified in their entirety by reference
              to these Exhibits which are incorporated by
              reference from Unico's Registration Statement on
              Form 10-SB filed on April 6, 2000.