<PAGE>
            UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C. 20549

                              FORM 10-KSB

       [X]   Annual Report Pursuant to Section 13 or 15(d) of the
                     Securities Exchange Act of 1934
                 For the fiscal year ended June 30, 1998

        [ ]   Transition Report Under Section 13 or 15(d) of the
                     Securities Exchange Act of 1934
         For the transition period from June 1 to June 30, 1998


                     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 No.)

          2925 Bayview Drive, Fremont, CA                94538
         ------------------------------------------------------
        (Address of principal executive offices)      (Zip Code)

Issuer's telephone number, including area code:     510/770-3990
                                                   -------------------


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

      Title of class                Name of exchange on which registered
----------------------------        ------------------------------------
$0.20 par value common stock                       NASDAQ

Securities registered pursuant to Section 12(g) of the Act:    None

Check whether the issuer (1) has filed all reports required to be filed by 
Section 13 or 15(d) of the Exchange Act during the past 12 months (or 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[ ]

Check if there is no disclosure of delinquent filers in response to Item 405 
of Regulation S-B is not 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 [ ]

State issuer's revenues for its most recent fiscal year:   $ 24,638,000
                                                          --------------
                                     i


<PAGE>
State the aggregate market value of the voting and non-voting common equity 
held by non-affiliates computed by reference to the price at which the common 
equity was sold, or the average bid and asked price of such common equity, as 
of a specified date within the past 60 days. (See definition of affiliate in 
Rule 12b-2 of the Exchange Act.)

   As of September 30, 1998, the Registrant had 7,539,418 shares of common
   stock outstanding, excluding 3,699 treasury shares.  4,525,756 shares of
   the common, restricted by Rule 144, were held by affiliates who controlled
   more than 5% of the outstanding common.  Of the remaining shares,
   2,058,450 are restricted by Rule 144.  The balance of 955,212 non-
   restricted shares would have an aggregate value of $1,880,574 if
   transacted at the average of the bid (1 13/16) and asked (2 1/8) prices at
   market close on September 30, 1998 (or the day when shares traded
   immediately before). 

Note: If determining whether a person is an affiliate will involve an 
unreasonable effort and expense, the issuer may calculate the aggregate 
market value of the common equity held by non-affiliates on the basis of 
reasonable assumptions, if the assumptions are stated.

                 (ISSUERS INVOLVED IN BANKRUPTCY)

Check whether the issuer has filed all documents and reports required to be 
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution 
of securities under a plan confirmed by a court.  Yes    No N/A
                                                     ----  ----

           (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: September 30, 1998

    As of September 30, 1998, the Registrant had 7,539,418 shares of the
    Registrant's $0.20 par value common stock outstanding, excluding 3,699
    shares held by the Registrant for resale (see Item 5 of this Form 10-
    KSB).





                                     ii

<PAGE>

               DOCUMENTS INCORPORATED BY REFERENCE

If the following documents are incorporated by reference, briefly describe 
them and identify the part of the Form 10-KSB (e.g. Part I, Part II, etc.) 
into which the document is incorporated: (1) any annual report to security 
holders; (2) any proxy or information statement; and (3) any prospectus 
filed pursuant to Rule 424(b) or (c) of the Securities Act of 1933 
("Securities Act").  The list of documents should be clearly described for 
identification purposes (e.g., annual report to security holders for fiscal 
year ended December 24, 1990).

     Documents incorporated by reference: 
     Portions of the Form 8-K filed on July 14, 1998(1) incorporated into
     Parts I and II.  Form 8-K/A filed on September 28, 1998(1), amending the
     Form 8-K of July 14, with the audited financial statements into Part II.
     Form 8-K filed on August 27, 1998(1) is incorporated by reference into
     Part III.  Form 8-K filed on October 6, 1998(1) is incorporated by
     reference into Part II.  Form 10-K and Annual Report filed on June 15,
     1998(1) is incorporated by reference into Parts II and III. Form 10-Q
     filed on July 15, 1998 (1) is incorporated by reference into Part II.
     Form S-8 filed on September 14, 1998 is incorporated by reference into
     Part III. 

----------      
(1) pursuant to Section 13 or 15(d) of the Securities Act of 1934


Transitional Small Business Disclosure Format (check one):
Yes        No  X
   ------    ------














                                     iii

<PAGE>

INDEX
TO REPORT ON FORM 10-KSB
UNICO, INC.


Item in Form 10-KSB                                                Page


                                PART I

Item 1.   Description of business                                     1

Item 2.   Description of property                                     4

Item 3.   Legal proceedings                                           5

Item 4.   Submission of matters to a vote of security 
          Holders                                                     5


                                PART II

Item 5.   Market for common equity and related
          stockholder matters                                         5

Item 6.   Management's discussion and analysis or 
          plan of operations                                          8

Item 7.   Financial statements                                       13

Item 8.   Changes in and disagreements with accountants
          on accounting and financial disclosure                     41


                                PART III

Item 9.   Directors, executive officers, promoters and
          Control persons; compliance with Section (16)
          of the Exchange Act                                        42

Item 10.  Executive compensation                                     45

Item 11.  Security ownership of certain beneficial owners            
          and Management                                             46

Item 12.  Certain relationships and related transactions             46

Item 13.  Exhibits and reports on Form 8-K                           47




                                     iv

<PAGE>
                                   PART I


ITEM 1.   DESCRIPTION OF BUSINESS

Profile

On June 30, 1998, the Registrant (the Company) completed the acquisition of 
all outstanding shares of Paradise Innovations, Inc. (formerly known as 
Starlicon International corporation) by issuing 5,476,190 new shares of 
common stock and 5,476 new shares of convertible preferred stock.  The 
Company accounted for this acquisition as a reverse acquisition.  The new 
shares are owned by Paradise Innovations, Inc.'s (Paradise) former 
stockholders.  The terms "Old Unico" will be used to refer to Unico, Inc. 
prior to the June 30, 1998 acquisition.

Starlicon International Corporation (Starlicon) was incorporated under the 
laws of the State of California on October 3, 1996.  On July 31, 1997, 
Starlicon acquired certain assets, including the Paradise trademark, owned by 
the Relialogic Technologies Corporation, a subsidiary of Osicom Technologies, 
Inc.  On August 4, 1998, Starlicon changed its name to Paradise Innovations, 
Inc. in order to obtain better brand recognition and to facilitate future 
acquisitions. Throughout this Form 10-KSB, the Company's Starlicon subsidiary 
will be referred to as Paradise.

On February 21, 1998, Old Unico entered into a Stock Purchase Agreement (the 
Agreement) with Starlicon Group, Inc. (SGI) to acquire 100% of the 
outstanding stock of privately-held Paradise.  The acquisition was ultimately 
completed pursuant to a Novation Agreement (see Form 8-K filed on July 14, 
1998).  Under the terms of the Novation Agreement, the Company issued 
5,476,190 shares of $0.20 par value restricted Common Stock and 5,476 shares 
of Series A Convertible Preferred Stock to the shareholders of SGI in 
exchange for 100% of the outstanding stock of Paradise.

As part of the Novation Agreement, all of Old Unico's assets not owned by 
Intermountain Refining Co., Inc. (IRC) were transferred to IRC in 
satisfaction of certain inter-company obligations and as a contribution to 
IRC's capital.  IRC is operated and managed at the sole discretion of IRC's 
management with a nominee holding Old Unico's proxy to vote IRC's shares.

As a result of the acquisition, the Company has two operating entities in 
unrelated industries, Paradise and IRC.  IRC was incorporated as a New Mexico 
corporation in July 1985.  It conducts three categories of business: 
petroleum product refining and processing, electrical energy production and 
natural gas production(1).


---------
(1) IRC and "Old Unico" are more fully disclosed in Note 18 of Item 7.


                                      1

<PAGE>

Through its wholly-owned subsidiary Paradise, the Company markets computer 
memory chips, central processing units and other computer components.  The 
Company also markets a proprietary line of computer peripherals under the 
Paradise trademarked brand name.  The products marketed include internet 
products, multimedia products, video adapter cards and communication products 
including modems.  Paradise's customer base includes private label computer 
manufacturers and major technology distributors, such as Tech Data, Ingram 
Micro, D&H Distributing, Almo Distributing, Comark and SED. 

Paradise sources from suppliers in Asia and the U.S. for chips (memory and 
CPU) and for component products.  The Company resells the chip products and 
OEMs the component products.  Despite buying in large quantities from certain 
suppliers, the Company does not believe it is dependent on any single 
supplier.  It currently changes the volumes and suppliers depending on a 
variety of factors, such as price, availability and timeliness of shipping.  
Should one supplier be unable to conduct business with the Company, it could 
source from many other suppliers.  

Paradise's largest customers are Comark, Liuski, Southern Electronic 
Distributors, Tech Data and D&H, who are large distributors.  The Company 
presently does not have significant sales through the retail channel nor 
directly to OEMs.

Competition in both the chip and computer component businesses is intense.  
Over the last year, there has been significant erosion of margins due to 
competition.  The Company has formulated a strategy, described below, with 
which to compete.

Paradise employs 13 people on a full-time basis.  IRC employs 3 people on a 
full-time basis.

The Company acquired the rights to the Paradise brand.  The trademark is 
registered in several countries in Europe and Asia with various expiration 
dates.  The registrations are renewable for differing periods.  The Company 
is in the process of changing the registration to its name.  The Company has 
no other licenses, patents, franchises, etc.

The Company does not require government approval to conduct any aspect of its 
business, with the exception of normal federal, state and city regulation.  
It does not incur nor foresee incurring material costs to comply with any 
environmental laws.  The Company believes it is adequately covered by 
insurance for its employees, assets (including inventory), cargo, etc.

The Company has reviewed the potential impact of Year 2000 issues and 
believes that the cost to replace and or modify equipment, computer hardware, 
and computer software will not be material and that Year 2000 issues will not 
have a material impact on the Company's ability to operate into the next 
century.


                                      2

<PAGE>


Strategy 

The Company shifted its focus to its newly acquired hi-tech subsidiary, 
Paradise.  Paradise currently has two primary business segments: marketing 
and sales of proprietary computer components and peripherals, and chip 
distribution.

In the marketing and sales of proprietary computer components, the Company is 
re-orienting its focus to new products such as internet products and consumer 
electronic products.  This is part of on-going efforts to create, identify 
and bring new products to market.  As is typical in distribution businesses, 
new products offer the highest margins and returns on investor equity. 

The Company is establishing worldwide distribution and partnerships with 
global manufacturing companies, either through acquisitions or through 
internal efforts, to bring exciting new products to market in the very short 
time frames required by the hi-tech industry.  The Company is contemplating 
acquisitions that fit its strategy of identifying and creating products that 
can be distributed in high volumes around the world.

The Company's primary efforts in chip distribution are improving operating 
margins.  The Company is improving internal and external management 
information.  Improved internal management information systems (MIS) will 
permit better pricing and inventory management of the chips, critical 
capabilities in a market where prices fluctuate rapidly.  External MIS 
improvements will facilitate the sales process, using the Internet initially 
for pricing and eventually for sales.

The Company considers acquisitions an integral component of its growth 
strategy.  Opportunities that fit the Company's strategy will be considered 
for acquisition, acquisition or alliance. 

Sales and Customer Support

To implement its strategy of increasing sales volume and rebuilding the 
Paradise brand name, the Company is augmenting its sales force and its 
customer support staff.  The increase in sales force has the primary purpose 
of better leveraging the Company's distribution network.  Management is 
confident that the increased sales force can use the distribution network to 
rapidly increase sales.

The Company is increasing its technical support staff and improving its 
capabilities.  It believes that quality technical support is a critical 
component in re-building its Paradise brand image.



                                      3

<PAGE>

ITEM 2.   DESCRIPTION OF PROPERTY

The Company's Fremont headquarters consists of leased warehouse and office 
space.  These are also the operating offices of Paradise.  The lease expires 
July 31, 2003 and has escalating provision for rental expenses.  Minimum rent 
payments due under the lease are $131,000 for year ending June 30, 1999, 
$146,000 for 2000, $150,000 for 2001, $154,000 for 2002, $159,000 for 2003, 
and $13,000 for 2004.  Management deems the space to be adequate for the 
Company's operations.  Should it become necessary, it will seek additional 
space for expansion.

On September 21, 1998, the Company leased a Lucent Definity telephone system 
from Fidelity Leasing.  Under the terms of this lease agreement, the Company 
will pay $9,000 per year for three years for the installed system.  At the 
end of the lease term, the Company has a purchase option of one dollar.  The 
telephone system has the features and capacity to accommodate any growth 
envisioned by the Company.

Paradise has no investments in securities or properties that are not used in 
conducting its business.  

All properties used by IRC in the conduct of its business are owned in fee. 
There are no outstanding mortgages on any of the properties owned by IRC. 

IRC owns an interest in and operates 19 producing natural gas wells located 
in Southwestern Kansas.  Developed proven reserves are estimated at 2,839 
MMCF gross and 2,121 MMCF net to IRC's interest as of June 30, 1998.  No 
reserve estimates have been filed with any Federal authorities or agencies. 

IRC owns a 7,000 square foot office building in Farmington, New Mexico.  
Approximately 33 percent of the office building is utilized by IRC for its 
corporate office, tenants are leasing another 55 percent, while the rest is 
currently vacant and offered for lease to others.  

IRC owns a petroleum refinery located on approximately 21 acres of fee-owned 
land in Fredonia, Arizona.  Facilities include: a 4,000 barrel per day crude 
and vacuum distillation unit, a 3,000 kilowatt co-generation plant, boilers, 
cooling towers, offices, shops, control and electrical buildings, loading 
racks, storage tanks and associated ancillary facilities.  In addition, the 
plant contains a reforming unit which is not currently employed in the
refining operation.

IRC's investments are further described in Note 18 to Item 7 - Financial 
Statements. 




                                      4

<PAGE>

ITEM 3.   LEGAL PROCEEDINGS

Other than collection actions or other actions arising in the ordinary course 
of the Company's business, no material legal proceedings to which the Company 
is a party or of which any of its property is subject are pending or known to 
be contemplated, and the Company knows of no legal proceedings pending or 
threatened, or judgment against any director or officer of the Company in his 
or her capacity as such.
                                      

ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

No matters were submitted to a vote by security holders in the fourth quarter 
covered by this Form 10-KSB.

In the next shareholder meeting planned, matters submitted to a vote by 
security holders will be the election of directors and consideration of an 
employee benefit plan for management and key employees and a stock option 
plan for outside directors.

                                   PART II

ITEM 5.   MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
          STOCKHOLDER MATTERS

------------------------------------------------------------------------
Calendar                      High                         Low
Quarter Ended                Price                       Price
------------------------------------------------------------------------
  Dec 96                     3 1/2                       2
  Mar 97                     2 1/2                       1 3/4  
  Jun 97                     2 15/16                     1 3/4
  Sep 97                     2 1/8                       1 1/2
  Dec 97                     1 1/2                       1
  Mar 98                     3 1/4                       1 7/32
  Jun 98                     3                           1
  Sep 98                     3                           1 1/4
------------------------------------------------------------------------
Source: Nasdaq Online

The Company's common stock is traded on the Nasdaq SmallCap Market under the 
symbol "UNRC".  The price range of the shares is reflected in the table 
above. The Company's present policy is to retain its earnings to finance 
future growth.  The Company has no intention to declare or pay cash 
dividends.  The common shares have a par value of $0.20.  At September 30, 
1998, the Company estimates that there were approximately 502 shareholders, 
258 of record and the balance in street name.  There were approximately 428 
round lot (100 or more shares) shareholders.



                                      5

<PAGE>
The Series A preferred stock has a par value of $0.01.  It provides non-
cumulative dividends, if such are declared by the Company's Board of 
Directors.  The Series A preferred stock has both dividend and liquidation 
preference over the company's common stock.

The Company was advised by Nasdaq on September 30, 1998 that in the opinion 
of Nasdaq staff, based on the staff's review of the Company's public filings, 
the Company does not fit the criteria for listing of its common stock on the 
Nasdaq SmallCap Market.  The Company believes that further discussions with 
Nasdaq may assist in clarifying certain issues that have been raised.  
Accordingly, it is seeking a review of the staff's findings.  The Company was 
advised by Nasdaq that trading in its securities on the Nasdaq SmallCap 
Market will continue during the pendency of the review of the staff's 
findings.  Should delisting from the Nasdaq SmallCap Market occur, the 
Company would seek to have its shares traded on the Nasdaq Bulletin Board 
market.

The Company's management believes it can satisfactorily address most of the  
issues raised by Nasdaq.  As to any issues it cannot immediately address, the 
Company believes it can develop a plan to satisfy Nasdaq's requirements and 
it intends to submit such plan to Nasdaq during the review process.  The 
Company is optimistic that any such plans submitted to Nasdaq will be 
sufficient to allow it to continue its listing on the Nasdaq SmallCap Market, 
pending execution of the plan, but there can be no assurance that Nasdaq will 
allow the Company's continued listing.

The Novation Agreement, dated June 30, 1998, has certain impacts on 
stockholder matters.  As part of the Novation Agreement, all of Old Unico's 
assets not owned by IRC, the Company's wholly-owned subsidiary, was 
transferred to IRC to satisfy certain inter-company obligations and as a 
contribution to IRC's capital. IRC is operated and managed at the sole 
discretion of IRC's management with a nominee holding the Company's proxy to 
vote IRC's shares. 

Upon the occurrence of certain events relating to Unico seeking and obtaining 
a new listing with Nasdaq, but no sooner than November 30, 1998 and no later 
than April 1, 1999, IRC may, at its management's sole discretion, consider a 
transaction involving IRC's stock, assets or business prospects.  However, if 
as of November 30, 1998, the Company has not commenced the listing 
application process as required by the Novation Agreement then, as of 
December 1, 1998, the directors of IRC may, in their sole discretion, 
consider such transaction.

The Company was advised by Nasdaq, after the September 30, 1998 notice, that 
pursuing the review process would be more effective than commencing a new 
listing application at this time.  The Company, in order to satsify the terms 
of the Novation Agreement, may or may not file a new listing application to 
be prosecuted simultaneously with the review process.

In the event such a transaction contemplates a distribution of IRC's stock or 
assets to holders of shares of Unico Common Stock, such distribution would be 
at the Record Date and as defined below.  The Record Date to determine which 
holders of shares of Unico common stocks shall be entitled to the 
distribution is the earliest applicable date of November 30, 1998 or April 1, 
1999.
                                      6


<PAGE>
All shareholders of record on the Record Date shall be entitled to 
participate, pro rata, in any such distribution except those shareholders 
acquiring shares through and as a result of the Stock Purchase Agreement, as 
modified by the Novation Agreement, and holders of shares issued by Unico 
between June 1, 1998 and the Record Date.

If it is subsequently determined by counsel to IRC or Unico that approval of 
the New Unico shareholders is required to effect any such distribution, the 
Record Date for determining the shareholders entitled to vote shall be the 
Record Date. For purposes of such vote, the shareholders receiving shares 
pursuant to the Stock Purchase agreement as modified by the Novation 
Agreement and all shares issued between June 1, 1998 and the Record Date by 
Unico will be voted by proxy in favor of such distribution or at the  
discretion of the IRC Board of Directors.

The Company has not determined whether the different rights held by the 
holders of the common stock as a result of the Novation Agreement should 
constitute different classes of common stock.  The Company will endeavor to 
make this determination with the assistance of appropriate counsel.  If so 
determined, the Company will take necessary steps for the separation of the 
common stock into appropriate distinct classes.

The Stock Purchase Agreement and the Novation Agreement (attached as Exhibits 
2.1 and 2.2 respectively to the Form 8-K filed on July 14, 1998) provided 
that the Series A Preferred Shares have a "$400 par value".  During the 
course of preparation of the audited financial statements and this Form 10-K, 
the Company has become aware the $400 par value designation may have been in 
error.  The Company believes that this $400 par value designation may have
been 
intended only to give a stated value of $400 for dividend and liquidation 
preferences and not a true par value.  Once the Company evaluates this and
other 
issues related to this par value further, the Company may seek appropriate 
measures to remedy the possible error.

The Company issued unregistered shares to effect the June 30, 1998 
acquisition.  It issued 5,476,190 shares of common and 5,476 shares of 
preferred to Paradise stockholders on June 30, 1998, in exchange for their 
holdings of Paradise shares.  It issued 547,619 shares of common to Azemuth, 
Inc., a firm controlled by an affiliate of the Company for consulting 
services in connection with the acquisition.

The preferred stock can be converted to 1,000 shares of common.  Pursuant to 
the Novation Agreement, the initial date for conversion of preferred stock to 
common is January 1, 1999.  No more than 1,825 shares of preferred can be 
converted between January 1 and May 31, 1999.  No more than 3,650 shares of 
preferred in total can be converted between June 1 and August 31, 1999.  All 
shares can be converted as of September 1, 1999.

The Company believes it is exempt for issuing this restricted stock in 
connection with the acquisition under Section 4(2) of the Securities Act of 
1933.

On September 14, 1998, the Company issued and registered 390,000 shares of 
common stock with which it paid consultants for various services.

                                      7


<PAGE>
The Company has authorized 50 million shares of the $0.20 par value common 
stock and 8 million shares of $0.01 par value preferred stock.  The Company 
holds 3,699 shares of common as treasury stock.

ITEM 6.   MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

Disclaimer

The discussion and analysis below contains trend analysis and other forward-
looking statements within the meaning of Section 27A of the Securities 
Exchange Act of 1934 and Section 21E of the Securities Exchange Act of 1934.  
Actual results could differ materially from those projected in the forward 
looking statements as a result of the risk factors set forth under "Certain 
Factors That May Affect Future Performance" and elsewhere in this report.

Net Sales and Gross Margins.

Paradise's net sales for the year ended June 30, 1998 were $24.6 million 
yielding a gross margin of $409,000 or 1.7%.  The low margin is in part a 
result of the market segment focus.  Prior to June 30, 1998, 92% of sales 
were of chips (memory and CPU) where the Company has traditionally obtained 
gross margins of around 2%.  Since June 30, 1998, the sales mix has been 
closer to 50% in chips and 50% in branded components, where gross margins, 
net of co-op advertisement and other discounts are about 8%.

Efforts are underway to improve gross margins for both chips and components.  
A management process is being launched where gross margins are reviewed 
weekly.

Sales volumes in July, August and September, 1998 increased significantly for 
two reasons.  First, sales through the Company's distribution network 
increased. Management believes that the Company's distribution network has a 
far greater capacity than is currently being utilized.  The augmented sales 
force discussed under Item 1 above will be able to more effectively use this 
capacity.

Second, the Company identified product lines with good market acceptance.  
For example, the Company introduced the new V.90 Lucent 56K b.p.s. modem 
which was responsible for a significant portion of sales volume.  Management 
has identified other products, in the market segments of internet 
communications and personal digital information systems, it plans to 
introduce to its customers at the COMDEX trade show to be marketed beginning 
in the second or third quarters of the current fiscal year.

The Company is targeting sales volume of over $50 million in the fiscal year 
ended June 30, 1999.




                                      8


<PAGE>
Operating Results

Sales increased $9,580,000 from 1997 to 1998 or by 63.6%.  Annualizing 1997's 
sales accounts for $5,019,000 of this increase.  $1,356,000 of the increase 
is due to including Old Paradise's (Paradise before it merged operations with 
Starlicon which changed its name to Paradise) sales for the 11 months ending 
June 30, 1998.  The remaining $3,205,000 increase is a result of increased 
monthly sales, representing a 16.0% increase over 1997's annualized sales.

Gross margins as a percentage of sales did not vary significantly from 1997 
to 1998.  Operating expenses increased by $741,000 or 349.5% from 1997 to 
1998.  $289,000 of this increase was due to Paradise's increased expenses and 
$452,000 to Old Paradise's expenses from August 1, 1997.  Annualizing 
Paradise's 1997 expenses accounts for $71,000 of the increase.  $126,000 of 
the increase is due to increased headcount at Paradise from 9 to 14 from 1997 
to 1998.  Rent expenses increased by $33,000 due to higher occupancy charges 
at the same premises.  Paradise had $24,000 in trademark amortization in 1998 
which it did not have in 1997 which is included in the $452,000.  There were 
no other individually significant items which increased from 1997 to 1998.

The table below compares the Company's operating results from 1997 to 1998 
(dollars in thousands).
                                              1997                1998
                                       -----------------    -----------------
Net sales                              $  15,058  100.0%    $ 24,638   100.0%
Cost of goods sold                        14,844   98.6       24,229    98.3
                                       ---------  ------    ---------  ------ 
Gross profit                                 214    1.4          409     1.7
                                       ---------  ------    ---------  ------

Salaries and wages                           128    0.9          498     2.0
Rent                                          17    0.1           50     0.2
Trademark amortization                                            24     0.1
Other expenses                                67    0.4          381     1.6
                                       ---------  ------    ---------  ------
                                             212    1.4          953     3.9
                                       ---------  ------    ---------  ------
Operating income (loss)                        2    0.0         (544)   (2.2)
Interest income                                2    0.0            8     0.0
                                       ---------  ------    ---------  ------
Net income (loss)                      $       4    0.0%    $   (536)  (2.2%)
                                       =========  ======    =========  ======

Financial Position

Accounts receivable increased by $313,000 or 43.4% from 1997 to 1998.  
$145,000 of this increase is due to Paradise's sales, $168,000 from Old 
Paradise's sales.  Days sales in receivables went from 13 to 15 from 1997 to 
1998, all of which increase was due to including Old Paradise's sales which 
have a slower turnover rate.  Inventories increased by $421,000 or 3,238% 
from 1997 to 1998.  $417,000 of this increase is due to the inclusion of Old 
Paradise's inventories in 1998.


                                      9

<PAGE>
Working Capital, Liquidity and Capital Resources

At June 30, 1998, net working capital was 10% of total assets.  While the  
Company's business is working capital intensive, management is attempting to 
reduce working capital requirements and the Company's financing costs.  A 
program to review accounts receivable and payable terms was launched.  The 
Company expects that the results of this effort will show in the second 
fiscal quarter.  This effort is critical to enable the high growth that 
management envisions for the Company in the current fiscal year.

In September, the Company signed an agreement with Silicon Valley Bank (SVB) 
to sell its accounts receivable from time-to-time to SVB.  The terms of these 
sales are 1.5% per month for receivables from OEM/End User customers and 
1.25% for receivables from Distributor/Reseller customers, plus a 0.5% 
service fee. 

The amount of receivables sold is limited to $800,000 in receivables sold and 
outstanding at any time.  The Company believes that this agreement will 
provide liquidity while it reviews its accounts receivable and payable terms.  
The Company is planning a privately placement to obtain equity capitalization 
in its second fiscal quarter.  The Company has initiated conversations with 
financial institutions to assist in this transaction.  The funds raised, if 
any, will be used for working capital, capital improvements, and to increase 
its capital resources for possible future acquisitions.

The Company has approached banks to obtain asset-based lines of credit.  It 
anticipates that the growth in operations targeted by the Company will 
require financing above normal operating requirements.  The  Company is 
attempting to ensure that this financing will be available for the growth 
envisioned.

The Company believes that its cash balances and available credit are 
sufficient to meet anticipated operating requirements for the foreseeable 
future.  There can be no assurance that additional capital beyond the amounts 
currently forecasted by the Company will not be required nor that any such 
required additional capital will be available on reasonable terms, if at all.

The Multiwave Acquisition

The Company signed a letter of intent to acquire all outstanding shares of 
Multiwave Innovation Pte, Ltd. (Multiwave), a Singapore company.  Multiwave 
is an engineering company with a focus on research and development with 
operations in Singapore, China, and the U.S.  The acquisition will provide 
the Company's distribution subsidiary, Paradise, with rapid access to new and 
exciting products.  Multiwave is a pioneer in the design, development, 
production, and marketing of high performance multimedia and Internet related 
products for brand name sales or OEM contracts.  Its products are modem 
cards, sound cards, and various other multimedia upgrade kits and 
accessories.  It markets products on a transcontinental scale with sales in 
Japan, Australia, Malaysia, Korea, Hong Kong, and Europe, North America and 
Latin America.


                                      10


<PAGE>

Multiwave's largest shareholders are NatSteel Electronics Ltd. (NatSteel), a 
publicly listed company on the Singapore Stock Exchange with contract 
manufacturing operations in Singapore, Malaysia, Indonesia, Hungary, China 
and Mexico, and Uraco Holdings Ltd. (Uraco), a publicly listed company on the 
Singapore Stock Exchange that is a precision manufacturer of disk drives and 
semiconductor equipment components.  NatSteel and Uraco will become 
significant owners of the Company's common shares following the completion of 
the acquisition.

The acquisition would enable the Company to design its own products and have 
them manufactured at the location closest to the market.  This ability would  
reduce the time to market for new products, a key requirement imposed by the 
markets for hi-tech products.

Should the acquisition take place, the Company's reach will be extended 
worldwide for both sourcing and marketing.  The potential acquisition will 
open lower cost sources for component parts in Asia and give the Company a 
worldwide reach for its Paradise branded products.  This will be a 
significant capability for the Company as the Paradise brand is recognized 
worldwide.  The Company's management expects an improvement in margins as a 
result of both improved sourcing and marketing.  If and when completed, the 
acquisition with Multiwave will add about 70 employees to the Company's 
staff, about 50 of whom will be located in the Singapore subsidiary of the 
Company.

Certain Factors That May Affect Future Performance

The Company's future performance may be affected by a number of factors 
described below and in other parts of this Form 10-KSB, which should be 
considered in evaluating the Company and its business.

The Company's future operating results may vary significantly from period to 
period as a result of these factors.  The Company's revenues depend on 
products sold, customer satisfaction and support, timing of sales, timing of 
new product introductions by the Company and by its competitors, product 
cycle maturation, price competition and decline, availability of components, 
design of new products, changes in product or distribution channel mix, the 
level of inventory carried by the Company and its distributors and retail 
customers, product returns, co-op advertising programs and price protection 
agreements with its customers.

Gross margins depend on the same factors as revenues, as well as some other 
factors: the availability and cost of components, component price change, 
end-of-life inventory write downs and distribution channel mix.  Technology 
content is also a major factor influencing gross margins.  Margins typically 
are higher for products with high technology content than products with lower 
technology.  Thus, design and new product introduction are critical factors 
impacting the Company's gross margins.

Perhaps most importantly, the Company's revenues and gross margins are highly 
impacted by product life cycles, where margins are higher for newer products 
and decline with increased competition and diminishing market excitement.  

                                      11          


<PAGE>
The Company's hi-tech market is characterized by frequent new product 
introductions and rapid product obsolescence.  The Company depends on new 
product introduction in short time frames.  Despite its strategy to enable a 
short time frame to market, there is no assurance that the Company will be 
successful in its execution nor that successful execution will assure high 
margins.

Management and staff impact the success of the Company's performance, in the 
present and the future.  The Company is located in the heart of Silicon 
Valley, in the San Jose, California region where many hi-tech companies are 
located.  Competition for key personnel is intense, particularly in this 
area. There is no assurance that the Company will be successful in attracting 
and retaining such key personnel, despite the Employee Benefit Plan its 
management is implementing.

Many factors are beyond the Company's control.  Price levels and unit volumes 
are often determined by competition, consumer preferences and general 
economic conditions.  In the hi-tech industry, frequently a new technology is 
introduced which causes existing technologies, perhaps those on which the 
Company is dependent, to become obsolete.

The Company's stock price has been subject to wide fluctuations to date and 
may be subject to even wider fluctuations in the future.  All the factors 
discussed in this section and elsewhere in this Form 10-KSB will influence 
the Company's stock price.  Moreover, the stock market, particularly the 
technology sector, has been subject to very high levels of volatility in 
1998's third calendar quarter.  

The Company does not endorse nor accept responsibility for estimates and 
recommendations made by stock analysts.

Accounting Treatment of the June 30, 1998 Acquisition

On September 24, 1998, the Company's board of directors changed its fiscal 
year to end on June 30.  (See Form 8-K filed October 6, 1998.)

The Company believes the June 30, 1998 acquisition should be recorded as a 
reverse merger.  It considers the company resulting from the acquisition a 
new company, beginning July 1, 1998 (following the end of its previous fiscal 
year).  

Continuity in the reporting of its financial statements is provided by Old 
Unico's Form 10-K for the year ending February 28, 1998, its Form 10-Q for 
the quarter ending May 31, 1998, and this Form 10-KSB.  Old Unico is 
discussed in Note 18 to the Financial Statements, below.  The four-month 
period from March 1 to June 30, 1998 is covered, providing financial 
statement continuity.




                                      12


<PAGE>

ITEM 7.   FINANCIAL STATEMENTS


     UNICO, INC.
     FINANCIAL STATEMENTS
     JUNE 30, 1997 AND 1998

                   
     TABLE OF CONTENTS



Independent Accountants' Report                               14

Balance Sheets                                             15-16

Statements of Operations                                      17

Statements of Stockholders' Equity                            18

Statements of Cash Flows                                      19

Notes to Financial Statements                              20-41







                           
















                                      13

<PAGE>
Independent Accountants' Report
Weinbaum & Yalamanchi








The Stockholders
Unico, Inc.

     We audited the accompanying balance sheets of Unico, Inc. (Unico) as of 
June 30, 1997 and 1998 and the related statements of operations and 
stockholders' equity and cash flows for the nine months and year then ended. 
These financial statements are the responsibility of Unico's management. Our 
responsibility is to express an opinion on these financial statements based 
on our audits.  "Old" Unico's financial statements, summarized in Note 18 
were audited by other auditors through February 28, 1998 whose May 14, 1998 
report expressed an unqualified opinion on them.
     
     We conducted our audits in accordance with generally accepted auditing 
standards. Those standards require that we plan and perform the audit to 
obtain reasonable assurance that the financial statements are free of 
material misstatement. An audit also includes examining, on a test basis, 
evidence supporting the amounts and disclosures in the financial statements. 
An audit also includes assessing the accounting principles used and 
significant estimates made by management, as well as evaluating the overall 
financial statement presentation. We believe our audits provide a reasonable 
basis for our opinion.

     In our opinion, the financial statements referred to above present
fairly in all material respects, Unico's financial position as of June 30, 
1997 and 1998 and the results of its operations and cash flows for the nine 
months and year then ended in conformity with generally accepted accounting 
principles.

                                             /s/ Weinbaum & Yalamanchi
                                             Weinbaum & Yalamanchi

Los Angeles, California
September 9, 1998 (Except for Note 11 for which the date is October 8, 1998.)










                                      14


<PAGE>


     UNICO, INC.
     Balance Sheets
     June 30, 1997 and 1998
                                    
     ASSETS           
     (Dollars In Thousands)       

                                                 1997           1998

Current Assets
Cash                                         $              $     30
Accounts receivable, less $30 and $84                            
 allowances for doubtful accounts and
 returns, allowances and discounts in 1998        721          1,034
Inventories (Note 12)                              13            434
Prepaid expenses                                    9              4 
                                               -------       --------
   Total current assets                           743          1,502 
                                               -------       --------

Property and Equipment
 Furniture and equipment                           10             38
 Leasehold improvements                             9             25
                                               -------       -------- 
                                                   19             63
Accumulated depreciation                            1             11 
                                               -------       --------
                                                   18             52 
                                               -------       --------

Trademark, less $24 
 accumulated amortization                                        106
Due from Luna                                                     14
Due from Hwang                                                    17
Hwang note (Note 6)                                              116 
Old Unico Investment (Note 18)                                 3,163
                                               -------       --------
                                                               3,416 
                                               -------       --------
                                               $  761        $ 4,970 
                                               =======       ========

                                                       

     



          The accompanying notes are an integral
          part of these financial statements.      
                                   
                                     15

<PAGE>

     UNICO, INC.
     Balance Sheets
     June 30, 1997 and 1998


     LIABILITIES AND STOCKHOLDERS' EQUITY
     (Dollars In Thousands)


                                                1997         1998

Current Liabilities
Bank overdrafts                              $      48      $   211
Accounts payable                                   109          433
Deferred revenues (Note 5)                                      210
Due RTC (Note 5)                                                 32
Due Yin (Note 13)                                               100
Accrued payroll                                                  25 
                                             ---------      --------
  Total current liabilities                        157        1,011 
                                             ---------      --------

Commitments and contingencies
(Notes 5, 8, 10, 11 and 18)                        

Stockholders' Equity (Notes 6, 7, 9 and 10)        604        3,959  
                                             ---------       -------
                                             $     761      $ 4,970  
                                             =========       =======


















          The accompanying notes are an integral
          part of these financial statements.

                                
                                      16
                          


<PAGE>

     UNICO, INC.
     Statements of Operations
     Nine Months Ended June 30, 1997 and Year Ended June 30, 1998
     (Dollars In Thousands)


                                             1997           1998

Net sales (Note 4)                      $  15,058      $  24,638
Cost of goods sold (Note 12)               14,844         24,229 
                                        ---------      ----------
Gross profit                                  214            409 
                                        ---------      ----------

Salaries and wages                            128            498
Rent                                           17             50
Trademark amortization (Note 5)                               24
Other expenses                                 67            381 
                                        ---------      ----------
                                              212            953
                                        ---------      ----------
Operating income (loss)                         2           (544)
Interest income (Note 6)                        2              8 
                                        ---------      ----------
Net income (loss) (Note 16)             $       4      $    (536)
                                        =========      ==========




Basic earnings (loss) per share         $  0.0004      ($ 0.0489) 
                                        =========      ==========



Average shares used in computation      10,952,190     10,952,190
                                        













          The accompanying notes are an integral
          part of these financial statements.

                                      17

<PAGE>
     UNICO. INC.
     Statements of Stockholders' Equity (continued)
     Nine Months Ended June 30, 1997 and Year Ended June 30, 1998
     (Dollars In Thousands)
                                                                     Total
     Dollar Amounts             New       Old     Add'l    Opera-   Stock-
     --------------          Common    Common   Paid-In      ting  holders'
                                Par       Par   Capital    Result   Equity
                         --------------------------------------------------

Balance October 3, 1996      $    0    $    0    $    0    $    0   $    0

Common stock issued           1,095                (495)               600
Net income                                                      4        4
                         --------------------------------------------------
Balance June 30, 1997         1,095         0      (495)        4      604
                         --------------------------------------------------

SGI capital contribution                            588                588
Luna payable contribution                           100                100
Stockholder contribution                             40                 40
Net loss                                                     (536)    (536)
                         --------------------------------------------------
Balance June 30, 1998         1,095         0       233      (532)     796
                         --------------------------------------------------
  
Old common outstanding                    225     1,744              1,969
New common issued               110                 848                958
Warrants issued                                     236                236
                         --------------------------------------------------
Balance June 30, 1998        $1,205      $225    $3,061     $(532)  $3,959
                         ==================================================
     Share Amounts
     -------------                New                  Old
                               Common               Common       Preferred
                         --------------------------------------------------
Balance October 3, 1996             0                    0               0
Stock Issued                5,476,190                                5,476(1)
Old Common Outstanding                           1,125,609
                         --------------------------------------------------
Balance June 30, 1997       5,476,190            1,125,609           5,476
Stock Issued                  547,619                    0               0
                         --------------------------------------------------
Balance June 30, 1998       6,023,809            1,125,609           5,476
                         ==================================================

Unico has 8 million shares of $0.01 par value preferred stock authorized and 
50 million shares of $0.20 par value common stock authorized.  Old common 
stock is net of 3,699 shares of Treasury stock.

(1)  The impact on the Company's equity of the par value from the issuance of 
the $0.01 preferred stock is not material.

          The accompanying notes are an integral
          part of these financial statements.
                                     18

<PAGE>


     UNICO, INC.
     Statements of Cash Flows
     Nine Months Ended June 30, 1997 and Year Ended June 30, 1998
     (Dollars In Thousands)

                                                  1997           1998 

Operating cash flows (Notes 5 and 9)               
Net income (loss)                            $       4      $    (536)
Depreciation and amortization                        1             30
Receivables change                                (721)          (313)
Inventory change                                   (13)           (70)
Prepaid expenses change                             (9)            66 
Accounts payable change                            109            (28)
Deferred revenues change                                           65
Accrued payroll change                                             25 
                                             ----------     ----------
Cash used by operations                           (629)          (761)
                                             ----------     ----------

Investing cash flows (Notes 5, 9 and 10)              
Property acquisitions                               19              1 
Luna advance                                                       14
Other assets                                                        4
Paradise cash acquired                                            (42) 
                                             ----------     ----------
Cash used (provided) by investing activities        19            (23)
                                             ----------     ----------

Financing cash flows (Notes 5, 6, 7, 9 and 10)
Common stock issued                                600              0
RTC receivables collected                                         588
Yin advance                                                       100
Shareholders' capital contribution                                 40 
Reduction in due RTC                                             (123)
Bank overdrafts                                     48            163 
                                             ----------     ----------
Cash provided by financing activities              648            768 
                                             ----------     ----------


Change in cash                                     Nil             30
Cash - beginning of period                         Nil            Nil 
                                             ----------     ----------
Cash - end of period                         $     Nil      $      30 
                                             ==========     ==========

          The accompanying notes are an integral
          part of these financial statements.


                                      19



<PAGE>

     UNICO, INC.
     Notes To Financial Statements
     June 30, 1997 and 1998

NOTE 1. Accounting Policies and Operations

Basis of Presentation - The financial statements include the assets and 
liabilities of Paradise Innovations, Inc. (Paradise), a California 
Corporation.  Paradise was incorporated on October 3, 1996. These financial 
statements also include Old Paradise's assets, liabilities and operations 
(Note 5) from August 1, 1997. All dollar amounts are in thousands.  Unico's 
old operations, held by Intermountain Refining Corp. (IRC) are included in 
the investment in Old Unico (Note 18).  The Company accounts for this 
investment at cost as it cannot use IRC's assets for corporate purposes, has 
no control over IRC's operations nor board of directors.

Business Description - Paradise markets computer memory chips, central 
processing units and other basic computer components.  The Company also
markets a proprietary line of computer peripherals under the Paradise brand 
name.  Some of the products marketed include PC video conferencing products, 
video adapter cards, multimedia products and modems.  Paradise's customer 
base includes private label computer manufacturers and major technology 
distributors, such as Tech Data, Ingram Micro, D&H, Almo, Comark and SED.

IRC, incorporated under the laws of the State of New Mexico in July 1985, is 
wholly-owned by Unico.  In conjunction with Unico's acquisition of Starlicon 
during 1998, Unico transferred all of its operating resources to IRC. IRC is 
managed by previous officers and directors of Unico.  IRC's resources are 
segmented into three categories of business: petroleum product refining and 
processing, electrical energy production and natural gas production. 
Additionally, until August 31, 1997,  Intermountain Chemical, Inc., a now 
dissolved subsidiary of Unico, managed and operated a methanol production 
facility, owned by others, in Commerce City, Colorado.  The facility was sold 
as of September 1, 1997 and its associated operations were classified as 
discontinued operations in the financial statements of Old Unico, (Note 18).

Refining - IRC's refinery is capable of processing low-cost, heavy crude oil 
and other low gravity refined products into diesel fuel, fuel oils, and 
asphalt that have traditionally been marketed on a wholesale basis in the 
intermountain region.  Approximately 6 years ago, IRC experienced a sharp 
reduction in the availability of crude oil from it's traditional sources and 
has not operated the refinery for several years.  IRC is presently exploring 
alternative sources of raw materials and is hopeful that a long term solution 
to the supply shortage can be resolved.  IRC periodically provides certain 
asphalt terminalling services wherein IRC receives fees and reimbursement of 
certain operating expenses directly related to the service provided.

Co-Generation - IRC's co-generation plant is capable of producing up to 3,000 
kilowatts of electrical energy that has been sold to electric companies in 
the local area.  When in operation, the plant produces all electricity and a 
portion of the steam used in the refining process thereby contributing some 
savings in refinery operating costs.  The generators are not presently in 
operation but are available for use if needed for operation of the refinery 
or if an electrical energy market is developed in the area.
                                      20

<PAGE>
     UNICO, INC.
     Notes To Financial Statements (Continued)
     June 30, 1997 and 1998

NOTE 1. Accounting Policies and Operations (continued)

Natural Gas Production - IRC owns an interest in and operates 19 natural gas 
wells located in the Hugoton basin in Southwestern Kansas.  Natural gas and 
helium produced is sold, under exclusive contract, to K.N. Energy, of 
Lakewood, Colorado.

IRC's business is further described in Note 18.

Property and Equipment - Paradise's property and equipment are recorded at 
cost.  Depreciation and amortization are recorded by the straight-line method 
over the related assets' estimated useful lives.  Capitalized costs carrying 
value is reviewed annually.

Accounts Receivable - Paradise records an allowance for doubtful accounts to 
reduce receivables to net realizable value. Paradise does not require 
collateral from its customers. Paradise's customers include wholesalers and 
value added retailers. Paradise's four largest June 30, 1998 customer 
receivables and July and August 1998 cash collections were: 

     Customer      Balance                        Collections
                                          July                 August
        A           $395                  $395                   $0
        B            239                   163                   76
        C            173                   142                   22
        D            105                    29                    1
 
Revenue Recognition - Revenue is recognized when products are shipped.  
Paradise records an allowance for returns, allowances and discounts when 
sales are recorded.

Inventories - Inventories are valued at the lower of cost, first-in, first-
out method, or market.

Trademark - The trademark is amortized over five years by the straight-line 
method.  Its carrying value is reviewed annually.

Advertising - Paradise expenses advertising as incurred. 

Accounting Estimates - Preparing financial statements in conformity with 
generally accepted accounting principles requires management to make 
estimates and assumptions that affect the reported amounts of assets and 
liabilities and disclosure of contingent assets and liabilities at the 
financial statement date and the reported amounts of revenue and expense 
during the reported periods.  Actual results could differ from those 
estimates.


                                      21



<PAGE>
     UNICO, INC.
     Notes To Financial Statements (Continued)
     June 30, 1997 and 1998

NOTE 1. Accounting Policies and Operations (continued)

Fair Value of Financial Instruments - Accounts receivable, cash, accounts 
payable and accrued expenses carrying value approximates fair value because 
of the short-term maturity of those instruments.  The Hwang note (Note 6) is 
believed to be at fair value.  Unico's investment in IRC (Note 18) is carried 
at cost which may differ from market value.

Income Taxes - Paradise will file a consolidated tax return for 1998 with 
Starlicon Group, Inc. (SGI), Paradise's holding company (Note 9). The 1998 
tax disclosures were computed as if Paradise filed a separate company tax 
return.

Cash - Cash includes short-term instruments with original maturities of 90 
days or less.

Service Contracts - Service contracts are amortized by the straight-line 
method over the related contract term.

Earnings per Share - Earnings (loss) per common share is computed as if Unico 
had issued 5,476,190 of its 6,023,809 common shares issued to acquire Old 
Unico on October 3, 1996 and they had been continuously outstanding.  The 
5,476 shares of Unico preferred were converted to 5,476,000 shares of Unico 
common for purposes of this calculation and were also treated as if they had 
been continuously outstanding from October 3, 1996.  No operations of Old 
Unico (Note 18) are included in the calculation as Old Unico is carried at 
cost.

NOTE 2. Relialogic Technology Inc.(RTC) Advance

On June 9, 1997 RTC advanced Paradise $50, which Paradise repaid on June 18.

NOTE 3. Supplemental Cash Flow Disclosures

Interest paid and received and taxes paid were not material for the periods. 
The statement of cash flows excludes the effects of Unico's acquisition of 
Old Paradise (Note 5) and Old Unico (Note 18).

NOTE 4. Sales and Expenses

Sales and expenses included these amounts by period:

                                                 1997      1998 

Sales to customer A                           $ 2,479   $ 7,313
Sales to customer B                             1,262     2,402
Sales to customer C                             1,258     1,688
Sales to customer D                             1,196     2,167
Sales to Old Paradise                             393
Purchases from Luna International, Inc. (Luna)    323

                                      22

<PAGE>

     UNICO, INC.
     Notes To Financial Statements (Continued)
     June 30, 1997 and 1998

NOTE 5. Old Paradise Acquisition

On July 31, 1997 Paradise purchased the business and certain assets 
comprising the Paradise Multimedia operations of RTC, a subsidiary of Osicom 
Technologies, Inc. (Osicom).  John Hwang (Hwang), a Paradise stockholder and 
officer resigned his position as an RTC officer on June 30, 1998. The assets 
acquired and related liabilities assumed were: 

Cash                                                   $   42
Inventory                                                 351
Prepaid expenses                                           19
Hwang note (Note 6)                                       109
Other assets                                               58
Property and equipment                                     43
Trademark                                                 130  
                                                       -------
                                                          752
Less: Accounts payable                                   (452)
      Deferred revenues                                  (145) 
                                                       -------
                                                       $  155  
                                                       =======

The $155 sale price was paid to RTC as follows: $100 on February 23, 1998, 
and $25 on April 3, 1998.  The balance will be paid at $20 per month.  
Paradise believes RTC improperly computed its deferred revenues and that it 
owes RTC $70 less than RTC currently believes it is owed.  Following the 
acquisition, Paradise collected $588 of RTC's July 31, 1997 receivables (Note 
9). 

NOTE 6. Hwang Note and Shareholders' Capital Contribution

This amount is Hwang's $100 demand note to RTC dated February 29, 1996 plus 
interest at 8%.  Paradise recorded $7 in interest income from this note in 
1998.  On March 30, 1998 Hwang and other shareholders contributed $40 to 
Paradise's capital.

NOTE 7. Stockholders' Equity

Paradise issued 1,000 shares of its stock for $600.  In November 1997 Luna, a
company controlled by Hwang, contributed $100 of Paradise's accounts payable 
to Paradise's equity.  As this transaction neither provided nor used cash it 
was excluded from the statement of cash flows.

NOTE 8.  Operating Leases

Paradise leased its facilities on a month-to-month basis from Meret 
Communications, Inc., an Osicom subsidiary.  At June 30, 1998, Paradise's 
operating lease commitments were $10 through June 30, 1999, for a vehicle.

                                     23

<PAGE>
     UNICO, INC.
     Notes To Financial Statements (Continued)
     June 30, 1997 and 1998

NOTE 9. Starlicon Group Inc. (SGI)

In November 1997, Paradise's stockholders formed SGI as a holding company for 
Paradise's common stock.  SGI assumed $588 of Paradise's RTC debt as a 
capital contribution to Paradise.  Since the transaction neither provided nor 
used cash it was excluded from the statement of cash flows.

NOTE 10. Purchase of Paradise

On June 30, 1998 Unico, Inc. (Unico) purchased Paradise from SGI for
5,476,190 shares of Unico common stock and 5,476 shares of Unico convertible 
preferred stock, convertible into 5,476,000 shares of Unico common stock.  
Unico also issued warrants to two of its shareholders to purchase a total of 
150,000 shares of Unico common at $1.40 per share expiring on December 1, 
2006.  Before the acquisition, 1,125,609 shares of Unico common stock were 
outstanding.

Since Paradise's shareholders own the majority of Unico's shares, this 
transaction is accounted for as if Paradise purchased Unico, or by reverse 
acquisition accounting. Despite the transaction being a stock for stock swap 
it will be recorded using purchase accounting since Paradise was not an 
autonomous entity within two years before combination.

On June 30, 1998, Unico dismissed an action brought in May 1998 against SGI 
and Paradise.  Paradise's recorded cost for Unico's purchase was $3,163 which 
consisted of $1,969 for 1,125,609 shares of Unico common issued to old Unico 
shareholders valued at $1.75 per share, $958 for 547,169 shares issued to a 
Paradise shareholder, plus $236 which was the estimated value of the warrants 
issued assuming a risk-free interest rate of 5.5%, 0% dividend, 100% 
volatility and an 8-year, 5-month life.

NOTE 11. Subsequent Events

On August 1, 1998 Unico leased premises which Paradise moved into. The lease 
expires July 31, 2003 and has escalation provisions for operating expenses. 
Minimum payments due under the lease are as follows by year ending June 30:

     1999                          $ 131
     2000                            146
     2001                            150
     2002                            154
     2003                            159
     2004                             13  
                                  -------
                                   $ 753 
                                  =======

                                      24



<PAGE>
     UNICO, INC.
     Notes To Financial Statements (Continued)
     June 30, 1997 and 1998

NOTE 11. Subsequent Events (Continued)

On September 4, 1998, Unico signed an agreement with Silicon Valley Bank 
(SVB) wherein Unico would sell, from time-to-time, at its and SVB's 
discretion, selected invoices from its accounts receivables to SVB.  Terms of 
the sales are 1.5% per month for receivables from OEM/End Users, and 1.25% 
per month for receivables from Distributor/Resellers, plus 0.5% per month 
service fee for either type of receivables during the period the receivables 
are purchased and outstanding.  The term of the agreement is for one year and 
then from year-to-year unless terminated by either the Company or SVB at any 
time.

On September 14, 1998, the Company issued and registered 390,000 shares of 
common stock in payment for consulting services to three individuals.  
130,000 shares were issued to a major shareholder and 130,000 were to the 
Company's President.  The Company is currently reviewing whether this 
transaction was appropriate.

On September 21, 1998, the Company leased a telephone system for $9 per year 
for a period of three years.  At the conclusion of the lease, the Company has 
an option to purchase the system for one dollar.

On October 2, 1998, Osicom notified Paradise it owes $109 for various 
expenses Paradise supposedly incurred while occupying Osicom's premises.  
Management disputes this bill and denies any liability for the amount 
claimed.

On October 8, 1998, Luna International paid the Company $14 liquidating its 
debt to the Company as shown in its financial statements of June 30, 1998.

NOTE 12. Inventory

On June 30, 1998 Paradise recorded a $15 reserve for certain items it 
acquired in the Old Paradise (Note 5) acquisition to reduce their carrying 
value to current market value.  It carries 75,000 integrated  circuits  
acquired in the Old Paradise acquisition at $179 which it believes it will 
use in the normal course of business.  On June 30, 1998 Paradise recorded a 
$16 inventory valuation reserve for other items.

NOTE 13. Chan Pui Yin (Yin) Advance

On June 30, 1998 Yin advanced Paradise $100 intending to buy Paradise stock. 
Paradise repaid the $100 on July 9, 1998 after deciding not to consummate the 
transaction.


                                      25


<PAGE>
     UNICO, INC.
     Notes To Financial Statements (Continued)
     June 30, 1997 and 1998

NOTE 14. Name Change

On August 4, 1998 Starlicon International Corporation changed its name to 
Paradise Innovations, Inc.


NOTE 15. Segment Information

During fiscal 1997 Paradise engaged in one business segment, distributing 
computer hardware.  Effective August 1, 1997 with the Old Paradise 
acquisition (Note 5), Paradise began distributing proprietary products and 
operating in two segments. Paradise is organized by product.  At June 30, 
1998 $207 of Paradise's inventory was located in Asia.

All of Unico's oil and gas related operations are held by IRC and disclosed 
in Note 18.

Segment assets were as follows:

                  Proprietary           Old
Distribution         Products         Unico     Eliminations        Total
------------      -----------        ------     ------------      -------
   $1,018             $893           $3,163         $104           $4,970

Segment operating results were as follows:

                    Distri-   Proprietary         Elimi-         Total
                    bution    Products            nations                
                    -------   -----------         ------        --------

Revenues            $23,310   $  1,356            $  28         $24,638
Interest income           1          7                                8
Depreciation              2          4                                6
Amortization              0         24                               24 
Operating loss          (94)      (450)                            (544)


NOTE 16. Income Taxes

A reconciliation of Paradise's 1998 tax provision to that which would have 
been recorded at the applicable federal rate is:

Loss as recorded                             $  536
Applicable rate                                  35 % 
                                            ---------
Computed tax benefit                            188
Tax benefit not recorded                       (188)
                                            ---------
Tax provision                                $  Nil  
                                            ========= 
                                      26

<PAGE>
     UNICO, INC.
     Notes To Financial Statements (Continued)
     June 30, 1997 and 1998

NOTE 16. Income Taxes (Continued)
 
At June 30, 1998 Paradise had a net operating loss carryover (NOL) of $501 
expiring 2013, the $190 benefits of which were not recorded in the financial 
statements due to uncertainty as to their realizability.  The only material 
item giving rise to differences between the book and tax basis of Paradise's 
assets is the inventory valuation reserve.

NOTE 17. Pro Forma Financial Information (Unaudited)

The following pro forma financial information presents the effects of the Old 
Paradise acquisition as if it occurred on June 30, 1997.  The pro forma 
financial information is not necessarily indicative of the results of 
operations and financial position which will be attained in the future.  The 
pro forma information should be read in conjunction with the historical 
financial statements of Paradise as reported on Form 8-K for nine months and 
the year ended June 30, 1997 and 1998.


























                                      27

<PAGE>
     UNICO, INC.
     Notes To Financial Statements (Continued)
     June 30, 1997 and 1998

NOTE 17. Pro Forma Financial Information (Unaudited, Continued)


     Unico, Inc.
     Pro Forma Condensed Balance Sheet
     June 30, 1997

                         Paradise
                         Before                    Old
Assets                   acquisition          Paradise      Pro forma
                         -----------         ---------      ---------
Cash                                         $      42      $     42
Accounts receivable      $      721                              721
Inventories                      13                351           364
Property and equipment
 -net                            18                 43            61
Trademark                                          130           130
Hwang note                                         109           109
Other assets                      9                 77            86   
                         ---------------------------------------------
                         $      761          $     752     $   1,513  
                         =============================================

Liabilities and
Stockholders' equity     

Bank overdrafts          $       48          $               $    48
Accounts payable                109               452            561
Acquisition liability                             155            155
Deferred revenues                                 145            145
                         ---------------------------------------------
Total liabilities               157               752            909
                         ---------------------------------------------   
Common stock                    600                              600
Retained earnings                 4                                4 
                         ---------------------------------------------
Total stockholders'
 equity                         604                              604    
                         ---------------------------------------------
                  
                          $     761          $    752        $ 1,513  
                         =============================================



                                      28



<PAGE>

     UNICO, INC.
     Notes To Financial Statements (Continued)
     June 30, 1997 and 1998

NOTE 17. Pro Forma Financial Information (Unaudited, continued)

These pro forma statements of operations presents the effects of the Paradise 
acquisition as if it occurred on October 3, 1996.
               
                  Paradise   
                  Before      Old         Pro forma
                  Acquisition Paradise    adjustments  Consolidated
                  ----------- ----------  -----------  ------------
           
Revenues           $ 15,058     $ 2,841    $             $ 17,899
Cost of sales        14,844       2,368                    17,212 
                  ----------- ----------  -----------  ------------
Gross profit            214         473                       687
Operating expenses      212         742     (267)(a)          687 
                  ----------- ----------  -----------  ------------
Operating income
 (loss)                   2        (269)     267                0
Other income
 (charges)                2                  (19)(b)          (17)
                  ----------- ----------  -----------  ------------
Net income (loss)  $      4     $  (269)   $ 248          $   (17) 
                  =========== ==========  ===========  ============

Basic earnings 
(loss)per share    $ 0.0004    ($0.0246)   $0.0226       ($0.0016)
                  =========== ==========  ===========  ============

Weighted average shares outstanding 10,952,190

(a) To reverse goodwill amortization and write-off.
(b) To record interest on acquisition indebtedness at 11%.



NOTE 18.  Old Unico

Old Unico's assets, liabilities and operations are summarized as follows as 
of February 28, 1998 and June 30, 1998 and for the two years and four months 
ended June 30, 1998:


                                      29



<PAGE>

     UNICO, INC.
     Notes To Financial Statements (Continued)
     June 30, 1997 and 1998

NOTE 18.  Old Unico (Continued)

OLD UNICO
CONSOLIDATED CONDENSED BALANCE SHEETS

                                                  June 30,           Feb 28,
                                                     1998              1998
                                               -----------       ------------
ASSETS

CURRENT ASSETS
     Cash and cash equivalents                    $ 1,134          $ 1,237 
     Other current assets                              82               51
      Notes receivable from related      
        parties - Note C                               84              102
                                              ------------         --------
     TOTAL CURRENT ASSETS                           1,300            1,390 
                                              ------------         --------

PROPERTY, PLANT AND EQUIPMENT, at cost
     Land, buildings and improvements                 434              434 
     Equipment                                        165              165 
     Crude oil refining equipment                   1,183            1,183 
     Co-generation facilities - Note B                290              290 
     Oil and gas properties, 
      (successful efforts method)
          - Notes D and E                             895              895 
                                              ------------         --------
                                                    2,967            2,967 
     Less accumulated depletion 
                and depreciation                   (2,005)          (1,960)
                                              ------------         --------
                                                      962            1,007 
                                              ------------         --------

OTHER ASSETS
     Investment in Chatfield Dean - Note F            301              601  
     Other assets & deferred charges - Note A         176              176 
                                              ------------         --------
                                                      477              777
                                              ------------         --------
                                                  $ 2,739          $ 3,174 
                                              ============         ========
 


                                      30

<PAGE>

     UNICO, INC.
     Notes To Financial Statements (Continued)
     June 30, 1997 and 1998


NOTE 18.  Old Unico (Continued)


OLD UNICO
CONSOLIDATED CONDENSED BALANCE SHEETS, (Continued)
                                                  June 30,            Feb 28,
                                                     1998               1998
                                              ------------      -------------

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
     Accounts payable                         $        49         $       63
     Taxes other than income taxes                      3                  9 
     Income taxes payable                                                 25
                                              ------------        ----------- 
        TOTAL CURRENT LIABILITIES                      52                 97 
                                              ------------        ----------- 
DEFERRED TAXES                                         52                 58 
      Commitments and contingencies (Note G)

STOCKHOLDERS' EQUITY
     Preferred stock, $0.01 par value,
       authorized 8,000,000 shares, none
       outstanding
     Common stock, $0.20 par value,
       authorized 50,000,000 shares,
       issued and outstanding 1,129,308
       shares - Note C                                226                226 
     Additional paid in capital                     2,214              2,214 
     Less: Treasury stock 3,699 shares                 (9)                (9)
     Retained earnings                                204                588
                                              ------------       ------------
                                                    2,635              3,019 
                                              ------------       ------------
                                                  $ 2,739            $ 3,174
                                              ============       ============





                                      31


<PAGE>
     UNICO, INC.
     Notes To Financial Statements (Continued)
     June 30, 1997 and 1998

NOTE 18.  Old Unico (Continued)

OLD UNICO
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
                                               Four       
                                       months ended          Year ended      
                                        June 30, 98    Feb 28,98    Feb 28,97
                                       -------------   ---------    ---------
REVENUES
     Natural gas sales                      $    79      $  216      $   245 
     Electrical capacity and energy               -           -          215 
     Petroleum product sales                      -           -          478 
     Rent and other income                       26          20           13
                                        ------------ ----------- ------------
                                                105         236          951
                                        ------------ ----------- ------------
COSTS AND EXPENSES
     Cost of sales                               55         102          677 
     General and administrative                 135         318          293
     Depletion, depreciation  
             and amortization                    45         132          135
     Investment loss (Note F)                   300
     Interest, net                              (19)        (28)           7 
                                        ------------  ---------- -----------
                                                516         524        1,112 
                                        ------------  ---------- -----------
LOSS FROM CONTINUING OPERATIONS 
  BEFORE INCOME TAXES                         (411)        (288)        (161)
                                        ------------  ---------- -----------
     Benefit for income taxes 
      Current                                  (21)         (80)         (39)
      Deferred                                  (6)         (16)         (16)
                                        ------------  ---------- -----------
                                               (27)         (96)         (55)
                                        ------------  ---------- -----------
LOSS FROM CONTINUING OPERATIONS               (384)        (192)        (106)
                                        ------------  ---------- -----------
DISCONTINUED OPERATIONS (Note C)

Income (loss) from investment in 
IC Partners, Ltd. (Less applicable 
income taxes of $80, and $(264) for
1998, and 1997                                   -          265         (620)

Loss on disposal of investment in
IC Partners, Ltd. (Less applicable
income tax credit of $(14)                       -          (48)           - 
                                        ------------  ----------  -----------
NET INCOME (LOSS)                          $  (384)       $  25       $ (726)
                                        ============  ==========  ===========

                                      32

<PAGE>

     UNICO, INC.
     Notes To Financial Statements (Continued)
     June 30, 1997 and 1998

NOTE 18.  Old Unico (Continued)

OLD UNICO
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS 

NOTE A - OTHER ASSETS AND DEFERRED CHARGES    

Other assets and deferred charges consist of the following:

                                              June 30,            Feb 28,
                                                 1998               1998
                                             ---------          ---------

     Cash value of life insurance contracts     $ 168              $ 168
     Utility and license deposits                   8                  8
                                             ----------         ---------
                                                $ 176              $ 176
                                             ==========         =========


NOTE B - CO-GENERATION  FACILITIES

IRC installed energy co-generation facilities at its refinery and commenced 
operations of the co-generation equipment in February 1986. The co-generation 
facilities and certain ancillary equipment had been acquired under an 
operating lease with the manufacturer of the equipment.  In January 1993, the 
original lease of the co-generation facilities expired and a new operating 
lease was negotiated.  The new lease had a term of three years with fixed 
monthly lease payments of $7.  As of February 29, 1996, the lease had expired 
and continued on a month to month basis pending re-negotiation of the lease. 
In April 1996, Old Unico acquired the generators from the lessor for $27. 

In conjunction with the operation of the co-generation facilities, IRC had 
entered into an agreement with a local utility company for the sale of 
electrical capacity and energy.  The agreement was terminated in 1997.  
Revenues from the sale of electrical generating capacity and energy were 
approximately $0 for the four months ended June 30, 1998, $0 in fiscal 1998, 
and $215 in fiscal 1997.  Rental expense under the operating lease was 
approximately $7 in 1997. 

NOTE C - RELATED PARTY TRANSACTIONS

Old Unico was obligated under debentures payable to an officer, director and 
stockholder totaling $178 at February 28, 1997 and during the year ended 
February 28, 1998.  Interest expense on the debentures was $19 in 1998 and 
1997.  As of February 28, 1998, the debentures, along with accrued interest 
of $22, were converted into 142,718 shares of Old Unico's common stock.


                                      33

<PAGE>

     UNICO, INC.
     Notes To Financial Statements (Continued)
     June 30, 1997 and 1998

NOTE 18.  Old Unico (Continued)

OLD UNICO
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Continued)

In conjunction with Old Unico's management of SCCLP's Commerce City, Colorado 
methanol production facilities, Old Unico received certain payments and 
reimbursements of payroll and related costs.  All payments, with the 
exception of a basic monthly management fee were based on actual costs 
accrued by Old Unico.  Management fees paid to Old Unico were $21 per month 
from December 1995 through August 1997.  Old Unico sold it's partnership 
interest in SCCLP in September 1997 and no longer manages the facility. 

Management fees and cost reimbursements as well as Old Unico's share of 
partnership income and loss allocations are included in the accompanying 
statements of operations for the years ended February 28, 1998 and 1997 as 
discontinued operations.  Amounts received from SCCLP for management fees and 
cost reimbursements for the years ended February 28, 1998 and 1997 are as 
follows: 
                                              1997           1998
                                         ----------   ------------

     Direct payroll and benefits             $   -        $ 1,045 
     Management fees and overhead costs        240            466 
                                         ----------   ------------
                                             $ 240        $ 1,511 
                                         ==========   ============

In addition to payments received from SCCLP in conjunction with Old Unico's 
management of SCCLP, Old Unico has also received cash distributions 
associated with its investment in SCCLP.  Old Unico received $319 in 1997 
representing the estimated tax liabilities associated with taxable 
partnership income allocations through February 1996.  During fiscal 1998 Old 
Unico received $179 representing estimated tax liabilities for operations 
through August 31, 1997 and the liquidation of IC-PL.

On November 1, 1996, IRC issued an 8%, $325 revolving line of credit to Red 
Hills Manufacturing, Inc. ("RHMCO") a New Mexico Corporation controlled by 
certain current and former officers and employees of IRC.  The revolving line 
of credit was established to facilitate the purchase of certain woodworking 
equipment and to fund start-up working capital requirements of RHMCO.  The 
revolving credit line was scheduled to terminate on December 31, 1997 but was 
extended until December 31, 1998.  The credit line is secured by cash, 
accounts receivable, inventories and equipment owned by RHMCO.  The balance 
outstanding on the revolving credit line was $84 as of June 30, 1998, and 
$102 as of February 28, 1998.  RHMCO is currently occupying un-utilized 
building space owned by IRC in exchange for certain maintenance and 
monitoring services required by IRC.   

                                      34

<PAGE>

     UNICO, INC.
     Notes To Financial Statements (Continued)
     June 30, 1997 and 1998

NOTE 18.  Old Unico (Continued)

OLD UNICO
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Continued)

NOTE D - OIL AND GAS PROPERTIES

Kansas Gas Properties:  On July 1, 1988, Old Unico acquired certain natural 
gas producing properties from Methanol Production Corporation (MPC), a 
privately held Denver firm.  The assets, valued at $902, included an 
estimated 2,850,000 Mcf, net to Old Unico's interest, of proven and developed 
natural gas reserves and related production equipment located in Southwestern 
Kansas. In exchange for the assets, Old Unico gave $180 in cash, issued 
106,851 shares of its common stock, and incurred a $290 note payable to a 
bank.

Capitalized Costs:  Capitalized costs relating to oil and gas producing 
activities, as of June 30 and February 28, 1998 are as follows:

                                            June 30            Feb 28
                                          ----------        ----------
     Proved gas properties                    $ 895             $ 895
     Less accumulated depletion                (553)             (541)
                                          ----------        ----------
     Net capitalized costs                    $ 342             $ 354 
                                          ==========        ==========

Old Unico uses the successful efforts method of accounting for the 
acquisition, exploration, development and production of oil and gas 
properties. Costs of acquiring undeveloped oil and gas leases are 
capitalized. All development costs of proved properties are capitalized as 
incurred and all exploration costs are expensed. The capitalized costs of oil 
and gas wells and related equipment are amortized by the units-of-production 
method based on the estimated proved oil and gas reserves.






                                      35

<PAGE>
     UNICO, INC.
     Notes To Financial Statements (Continued)
     June 30, 1997 and 1998

NOTE 18.  Old Unico (Continued)

OLD UNICO
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Continued)

NOTE D - OIL AND GAS PROPERTIES (Continued)

Results of Operations:  Results of operations of oil and gas producing 
activities, excluding overhead and interest allocations, for the four months 
ended June 30, 1998 and the years ended February 28, 1998 and February 28, 
1997 are as follows:
                                 June 30,          Feb 28,         Feb 28,
                                    1998             1998            1997
                                 --------        ---------        --------
     Revenues
       Natural gas sales           $  79            $ 216           $ 245
                                 --------        ---------        --------
     Costs and Expenses
       Operating costs                55              103              73
       General and administrative      1                2               3
       Depletion, depreciation 
              and amortization        12               35              34
                                 --------         --------        --------
                                      68              140             110 
                                 --------         --------        --------

     Pre-tax income                   11               76             135
     Income tax expense                4               26              46
                                 --------         --------        --------  
     Net income                     $  7             $ 50            $ 89
                                 ========         ========        ======== 

NOTE E - GAS RESERVE DATA AND SUPPLEMENTAL DATA (UNAUDITED)

In accordance with Statement of Financial Accounting Standards No. 69, the 
following unaudited information is presented with regard to Old Unico's 
proved gas reserves. Information for gas is presented in million cubic feet 
(MMcf) except where otherwise indicated in thousand cubic feet (Mcf).

Production:  Old Unico's net gas production, average sales price and 
production cost for the four months ended June 30, 1998 and the years ended 
February 28, 1998 and February 28, 1997 are as follows:

                                      June 30,         Feb 28,        Feb 28,
                                         1998            1998           1997
                                     ---------       ---------     ---------
    Net gas production (Mcf)           76,699         211,528        211,723 
    Average sales price ($/Mcf)      $ 1.0298        $ 1.0218       $ 1.1556
    Average production cost ($/Mcf)  $ 0.5754        $ 0.4994       $ 0.3569 

                                      36

<PAGE>

     UNICO, INC.
     Notes To Financial Statements (Continued)
     June 30, 1997 and 1998

NOTE 18.  Old Unico (Continued)

OLD UNICO
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Continued)

Reserves:  On July 1, 1988 Old Unico acquired certain natural gas producing 
properties, (See Note D).  The gas reserves are located primarily in Western 
Kansas and are based upon the Jerry R. Bergeson & Associates Petroleum 
Engineers Reserve Report dated May 10, 1991 and reserve information developed 
internally by Old Unico.  Estimated net quantities of proved developed and 
proved undeveloped gas reserves as of June 30 and February 28, 1998 are:

                                        June 30        Feb 28
                                      ----------     ---------
                                          (MMcf)        (MMcf)

     Proved developed                     2,121         2,198 
     Proved undeveloped                      -             -
                                      ----------     ---------
                                          2,121         2,198 
                                      ==========     =========

Statement of Changes in Quantities of Proved Developed and Undeveloped Gas 
Reserves for the four months ended June 30, 1998 and the years ended February 
28, 1998 and February 28, 1997 are as follows:

                                         June 30,     Feb 28,     Feb 28,
                                            1998        1998        1997
                                         --------     -------     -------
                                           (MMcf)      (MMcf)      (MMcf)
  
     Proved reserves - 
          beginning of period              2,198       2,422       2,634
     Adjustment to reserves                    -         (13)          -
     Production                              (77)       (211)       (212)
                                         --------    --------    --------
     Proved reserves - end of period       2,121       2,198       2,422
                                         ========    ========    ========






                                      37

<PAGE>

     UNICO, INC.
     Notes To Financial Statements (Continued)
     June 30, 1997 and 1998

NOTE 18.  Old Unico (Continued)

OLD UNICO
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Continued)

NOTE E - GAS RESERVE DATA AND SUPPLEMENTAL DATA (UNAUDITED, Continued)

The Standardized Measure of Discounted Future Net Cash Flows relating to 
Proved Gas Reserves as of June 30 and February 28, 1998 are:

                                          June 30        Feb 28
                                        ----------     ---------       

     Future cash inflows                $   2,184     $   2,246
     Future production costs               (1,220)       (1,098)
     Future income tax expense               (218)         (278)
                                        ----------    ----------
     Future net cash flow                     746           870 
     Ten percent discount factor             (293)         (371)
                                        ----------    ----------
     Standardized measure of discounted
       future net cash flows            $     453     $     499 
                                        ==========    ==========

Changes in the Standardized Measure of Discounted Future Net Cash Flows From 
Proved Gas Reserve Quantities for the four months ended June 30, 1998 and the 
years ended February 28, 1998 and February 28, 1997 are:

                                          June 30,     Feb 28,     Feb 28,
                                             1998        1998        1997
                                         ---------    --------    --------
     Standardized measure - 
           beginning of period            $   499      $  759      $  353 
     Adjustment to reserves                     -          (2)          -
     Sales, net of production 
           costs and income taxes             (20)        (84)       (122)
     Accretion of discount
           (including changes in 
           present value due to 
           price changes)                     (26)       (174)        528
                                          --------     -------     -------
     Standardized measure - 
            end of period                 $   453      $  499      $  759 
                                          ========     =======     =======

Developed and Undeveloped Acreage:  The following summarizes Old Unico's 
gross and net undeveloped and developed acreage at June 30 and February 28, 
1998:
                                      38

<PAGE>
     UNICO, INC.
     Notes To Financial Statements (Continued)
     June 30, 1997 and 1998

NOTE 18.  Old Unico (Continued)

OLD UNICO
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Continued)

NOTE E - GAS RESERVE DATA AND SUPPLEMENTAL DATA (UNAUDITED, Continued)

                              June 30                          February 28
                        -------------------                 -----------------
                        Gross          Net                  Gross        Net
                        -----         -----                 -----       -----
Developed Acreage
  Kansas               11,088         9,040                11,088       9,040 
Undeveloped Acreage         -             -                     -           -

"Gross Acres" refers to the number of acres in which Old Unico owns a working 
interest.  "Net Acres" refers to the sum of the fractional working interest 
owned by Old Unico in gross acres.

Other:  Old Unico held interests, at June 30 and February 28, 1998, in the 
following wells, none of which are multiple completion wells:

                              June 30                          February 28
                        -------------------                 -----------------
                        Gross          Net                  Gross        Net
                        -----         -----                 -----       -----

Producing gas wells        19         15.49                    19       15.49 

NOTE F - INVESTMENT IN CHATFIELD DEAN

On January 15, 1996 Old Unico executed a Letter of Intent with Chatfield Dean 
& Co., (Chatfield) setting out the terms of a proposed acquisition, by Old 
Unico, of all of the outstanding Common and Preferred stock of Chatfield.  On 
July 20, 1996, Old Unico and Chatfield executed a definitive acquisition 
agreement. On February 10, 1997, Old Unico filed a Form S-4 with the 
Securities and Exchange Commission ("SEC") and received comments on the Form 
S-4 from the SEC on March 27, 1997.  On May 14, 1997, the acquisition 
agreement was terminated by mutual agreement of the parties.  There are no 
current plans to re-negotiate the acquisition agreement and the Form S-4 was 
withdrawn.






                                      39

<PAGE>
     UNICO, INC.
     Notes To Financial Statements (Continued)
     June 30, 1997 and 1998

NOTE 18.  Old Unico (Continued)

OLD UNICO
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Continued)

NOTE F - INVESTMENT IN CHATFIELD DEAN (Continued)

Investment in Chatfield: On January 13, 1996, Old Unico acquired 50,000 
shares of Chatfield Series B 7% commutative preferred stock directly from 
Chatfield for $500.  The shares have not been registered with the SEC and are 
therefore restricted.  The shares are redeemable by Chatfield upon the 
occurrence of certain events for an amount equal to $10 per share, plus 
unpaid accumulated dividends plus a premium ranging from $1 to $5 per share 
depending upon the length of time the shares are outstanding.  In addition to 
the shares acquired, Old Unico received 50,000 warrants to purchase 50,000 
shares of Chatfield common stock with an exercise price of $0.01 per share.  
On September 12, 1997 Old Unico exercised all of the warrants and received 
50,000 shares of Chatfield common stock for $1.

On March 8, 1996, Old Unico purchased 10,000 shares of Chatfield Series A 7% 
cumulative, convertible preferred stock directly from Chatfield for $100.  
The shares have not been registered with the SEC and are therefore 
restricted.  The shares are convertible into Chatfield common stock at any 
time at the option of Old Unico at the ratio of 1 share for 3.33 shares of 
common stock subject to certain events.  The shares may be redeemed by 
Chatfield for the original issue price of $1 per share plus $1 per share for 
each year after issuance up to a maximum of $15 per share.  During the fiscal 
year ended February 28, 1997, Old Unico received $2 in dividends on this 
investment.  No dividends were received during the four months ended June 30, 
1998 or the fiscal year ended February 28, 1998.

Both the 50,000 shares of Series B and the 10,000 shares of Series A 
preferred stock were, under the now terminated acquisition agreement, to be 
sold to a third party prior to closing of the acquisition.  In the absence of 
the agreement, Old Unico, through the assistance of Chatfield, intends to 
seek a buyer for or other disposition of the shares.  As the shares are not 
publicly traded and there is currently no apparent market for the shares, the 
liquidity of this investment is questionable.  On June 30, 1998 management 
recorded a $300 valuation allowance to reduce this investment to estimated 
net realizable value.

NOTE G - COMMITMENTS AND CONTINGENCIES

Reservation of Common Stock: At February 28, 1998, Old Unico had 11,125 
shares of common stock reserved for issuance under stock purchase warrants 
outstanding.  Holders of convertible debentures were issued warrants to 
purchase common stock at $5.00 per share that expired on September 17, 1990. 


                                      40

<PAGE>
     UNICO, INC.
     Notes To Financial Statements (Continued)
     June 30, 1997 and 1998

NOTE 18.  Old Unico (Continued)

OLD UNICO
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Continued)

NOTE G - COMMITMENTS AND CONTINGENCIES (Continued)

In consideration to those holders that agreed to extend the maturity date of 
debentures held by them, Old Unico extended the expiration date on the 
associated warrants to purchase 11,125 shares of common stock, until 
September 17, 1997.  In conjunction with the conversion of the debentures on 
February 28, 1998, Old Unico agreed to reduce the exercise price on the 
warrants to $1.40 per share and extend the expiration date to December 31, 
1999.

Guarantee of Debt of Others:  In January 1994, Old Unico agreed to provide 
credit support to Consolidated Oil and Transportation, Inc. ("COTI") in the 
form of guarantees of commercial credit and stand-by letters of credit.  COTI 
is a marketer and transporter of heavy fuel oils and asphalt.  The agreement 
between the parties provided for Old Unico to obtain a collateral position 
in COTI, subordinated to commercial lenders to COTI.  In exchange for credit 
support provided to COTI, Old Unico received a commission of 8.75% of the 
gross profits of COTI.  Old Unico does not have an ownership interest in 
COTI.  The Agreement expired on December 31, 1995 and has not been renewed.  
However, Old Unico continues to be the guarantor on one account.  As of the 
date of this report, commitments to creditors of COTI are $1,296 under a 
railcar lease agreement.  The railcar lease guarantee relates to a 5-year 
lease of 100 railcars and the limit of the guarantee is reduced by $648 
annually as long as COTI is not in default under the terms of the lease.  Old 
Unico believes that COTI has sufficient working capital to satisfy its 
outstanding obligations secured by the guarantee.

Environmental Matters:  Old Unico has been involved in the manufacture, 
storage, and sale of petroleum products since 1979, which exposes Old Unico 
to potential claims for environmental remediation costs, if any, of sites 
previously operated by Old Unico. Old Unico is not aware of any claims 
pending for such sites.  

ITEM 8.   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING 
          AND FINANCIAL DISCLOSURE

On August 24, 1998, the Company's Board of Directors voted to engage Weinbaum 
& Yalamanchi of Los Angeles, California, to act as the Company's independent 
certified public accountants.  In view of the stock transaction dated June 
30, 1998 which in effect represented a change in control of the Company, its 
management determined it best to conform its accountants to its own 
accountants with whom it has an ongoing relationship.  As a result, the 
Company dismissed and replaced Atkinson & Co. Ltd., the former independent 
certified public accountant.
                                      41

<PAGE>
The former accountant's reports for the Company's last two fiscal years did 
not contain any adverse opinion, nor disclaimer of opinion, nor were any such 
reports modified as to uncertainty, audit scope or accounting principles.  
There were no disagreements between the Company and the former accountants 
with regard to any matters which would have caused such accountants to make 
reference to the subject matter thereof with their report.  

The former accountants did not advise the Company regarding any of the 
following: the inadequacy of internal controls, the unreliability of 
management representations, the need to expand the scope of audits, the 
fairness or reliability of previous audits.  The Company, nor anyone on its 
behalf, consulted Weinbaum & Yalamanchi regarding its views on the 
application of accounting principles to a specified transaction before it was 
retained.


                                   PART III

ITEM 9.   DIRECTORS AND EXECUTIVE OFFICERS OF THE COMPANY

The directors and executive officers of the Company, their ages and positions 
held in the Company are as follows:
                                                                   Held
       Name            Age                     Position           Since
------------------    ----               ----------------------  -------

John S. Hwang(1)        37                President and            1998
45541 Claret Court                        Director
Fremont, CA 94539

William N. Hagler       66                President                1998
603 Merino Kraal                                Intermountain
Farmington, NM 87401                            Refining Co., Inc.

Henry Tang(2)           49                Vice President,          1998
2900 Pierce Street                              Finance & Operations
San Francisco, CA 94123                   Secretary

Rick L. Hurt            45                Controller & Treasurer   1998
5701 Tee Drive                                  Intermountain
Farmington, NM 87401                            Refining Co., Inc. 

Wing Po Szeto           48                Vice President           1998
801 Franklin Street #414                        Sales, and
Oakland, CA 94607                         Director

Rodger Sykes(1)(3)      42                Director                 1998
1113 Foxhunt Way
San Jose, CA 95120


                                      42

<PAGE>

Directors and Executive Officers (Continued)

                                                                   Held
       Name            Age                     Position           Since
------------------    ----               ----------------------  -------
Augustine Fung(1)(3)    35                Director                 1998
Hilder Centre
2 Sung Ping Street
Hunghom, Kowloon 
Hong Kong

-----------
(1)  Member of Audit Committee
(2) Appointed officer and Secretary on September 24, 1998
(3) Outside Director

The business backgrounds of the Directors and Officers of the Company follow:

John Hwang was employed by Samsung America Inc. as a manager and Vice 
President of Sales and Marketing for computer and monitor products from 1984 
to 1991.  He was responsible for building brand name recognition for the 
Samsung's monitors and computers in the United States.  During his tenure, 
Samsung achieved brand recognition and had annual sales of over $100 million 
in monitors and $120 million in computers.  Mr. Hwang was also responsible 
for the successful introduction of the Samtron brand in the U.S. achieving 
first-year sales of over $100 million.  Mr. Hwang served as Vice President of 
Sales and Marketing for Relialogic Technology Corporation (RTC).  He was 
responsible for establishing the Relialogic brand of computer peripherals.  
Mr. Hwang also served as the Vice President of Sales and Marketing of 
Builders Warehouse Association, Inc., as a result of its acquisition with 
RTC.  He was appointed the executive-in-charge of the Commercial and 
International Sales divisions after Builders merged with Osicom Technologies, 
Inc., and was instrumental in establishing distribution channels around the 
world.

William N. Hagler received a B.S. degree in Industrial Engineering from North 
Carolina State University in 1955.  From 1955 to 1968, he was employed by 
Esso Standard Oil, Cities Service Oil Co. and Riffe Petroleum Co. in various 
phases of the petroleum refining and marketing industry.  In July of 1968, he 
became assistant to the president and later vice president of Plateau, Inc., 
of Farmington, New Mexico, a regional refining and marketing firm.  His 
responsibilities have included refinery management, marketing, corporate 
development, economics and planning, crude oil supply, negotiation and 
administration of processing arrangements, labor relations, coordination of 
refinery acquisition and expansion programs, and relations with state and 
federal regulatory bodies.  In 1979 Mr. Hagler organized the Company and has 
served as its president and as a director until June, 1998.  Mr. Hagler is 
Chairman, President and CEO of the Company's subsidiary, Intermountain 
Refining Co., Inc. (IRC).  He is a director of Saba Petroleum Company (AMEX: 
SAB) and Petrominerals Corporation (Nasdaq:PTRO).


                                       43

<PAGE>
Henry Tang received an A.B. degree in Economics and Political Science from 
the University of California at Berkeley in 1972 and a MBA in finance from 
the Stern School of Business at New York University in 1982.  From 1972 to 
1980, he worked in urban planning, with a specialty in transportation 
planning, working both in Brazil and the U.S.  In 1982, he worked for General 
Mills, Inc. on the staff of the CFO, developing and implementing a new 
management information system for five subsidiary companies in Europe.  From 
1984 to 1991, he worked for Citibank in both treasury management consulting 
and in capital markets, where he originated auction preferred stock.  From 
1991 to 1996, he then advised companies on operational and strategic issues 
such as Levi Strauss & Co. and McKesson & Co.  He was the CFO of a startup 
managed health care company, Preferred Health Care of California.  From 1996 
to 1998, Mr. Tang was a senior strategic planner for Visa International.  He 
joined the Company in August of 1998 and was appointed Secretary of the 
corporation on September 24, 1998.

Rick L. Hurt received a BBA degree in Accounting from the University of New 
Mexico in 1979.  From 1979 to 1982, he was employed as a staff accountant and 
later as a senior accountant by the accounting firm of Fox & Company in its 
Albuquerque, New Mexico, offices.  From 1982 until March of 1985 he was 
employed as chief accountant for the law firm of Davis and Davis in Austin, 
Texas.  Mr. Hurt is certified as a public accountant in the states of New 
Mexico and Texas.  Mr. Hurt joined the Company as Assistant Controller in 
March of 1985, and became its Controller, Secretary, Treasurer, and a 
Director on May 20, 1985. Mr. Hurt resigned as a Director in 1998.

Mr. Wing Po Szeto received an engineering degree from the Kong Man 
Professional Engineering Academy in Kong Man, China in 1969.  In 1996, he 
joined Paradise as Vice President, Sales and Marketing, where he and his 
staff is responsible for the purchasing and sales memory and CPU chips.  
Prior to Paradise, Mr. Szeto was a sales representative for Comptech 
Resources (USA), Inc. where he established and developed new customer 
relations.  Prior to Comptech, he was the Managing Director for Coover 
International (H.K.) in Hong Kong where he opened new markets for the 
company's products and ran day-to-day operations of the company.  He started 
several new companies in China and ran them.  Mr. Szeto managed a staff of 
over 100 employees.

Dr. Rodger W. Sykes received his EE Bachelors degree and Device Physics Ph.D. 
from Durham Univeristy.  He joined Texas Instruments Ltd. (T.I.) in the U.K. 
initially in an engineering role, moving on to engineering management, 
marketing and later business general management.  During his years with T.I. 
he spent time in various parts of Europe and Asia.  Born and educated in the 
U.K., Dr. Sykes moved to the U.S. in 1990.  He is currently Marketing and 
Business Development Director for the Windows Systems IC business unit of 
Philips Semiconductors in Mountain View, California.  He moved to Philips

                                      44

<PAGE> 
Semiconductors in 1994 initially as Strategic Product Marketing Director for 
the standard IC division, and later as General Manager of the Paradise 
Multimedia business unit.  Prior to joining Philips, Dr. Sykes was worldwide 
ASIC business manager at T.I. in Dallas, Texas.  With a total of over 
seventeen years experience in the semiconductor industry, he has broad 
expertise in integrated circuit design, manufacturing, operations, 
applications, marketing and general business management.  Dr. Sykes was 
appointed to Unico's board of directors in 1998.

Mr. Augustine Fung  is a Director of Icon Systems, Ltd. where he is 
responsible for developing and manufacturing point of sale terminals.  Mr. 
Fung also markets terminals to China, Taiwan and Hong Kong.  Prior to Icon, 
he was a director of Spectra Systems, Ltd., marketing to China.  Mr. Fung 
received his Honour Diploma in Marketing from Lingnan College, Hong Kong, in 
1985.

There are no family relationships between and among the officers and 
directors of the Company.  All officers and directors conform to the 
requirements made by Regulation S-K under Item 401.

ITEM 10.  EXECUTIVE COMPENSATION

The following table sets forth certain information concerning the 
remuneration paid by the Company for the three most recent fiscal years 
ending June 30, 1998.

Name and                            Annual Compensation            
Principal              ---------------------------------------------
Position                Year         Salary       Bonus        Other
---------              -----      ---------      ------       ------
John Hwang              1998              0          $0           $0(1)
President               1997              0           0            0(1)
                        1996              0           0            0(1)

William Hagler          1998        101,163           0            0
President               1997         99,827           0            0
IRC                     1996         96,740           0        1,441(2)

---------
(1) Mr. Hwang joined the Company as President on July 1, 1998.
(2) Includes discretionary employer 401(k) contributions totaling $2,222 for
    all officers including $1,441 for Mr. Hagler during 1996.  There were no
    401(k) contributions during 1997 and 1998.


                                      45

<PAGE>
ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

Beneficial owners of more than 5% of the outstanding common stock of the 
Registrant are as follows:

Name and Address                   Amount and                     Percentage
      of                            Nature of                         of
Beneficial Owner              Beneficial Ownership               Ownership(1)
-----------------             --------------------               ------------
 
William N. Hagler             560,397 shares common                   7.43%
603 Merino Kraal              of record and beneficially
Farmington, NM 87401

John Hwang                    827,500 shares common                  10.98%
45541 Claret Court            710 shares preferred
Fremont CA 94539              of record and beneficially

Kelvin Li                     697,500 shares common                   9.25%
1803 Napa Court               710 shares preferred
Fremont, CA 94539             of record and beneficially

Maurer Trust & Carol Maurer(3)1,065,240 shares common                14.13%
264 S. La Cienega Blvd.       710 shares preferred
Beverly Hills, CA 90221       of record and beneficially

Ike Suri                      1,375,119 shares common                18.24%
1601 N. Sepulveda Blvd.       710 shares preferred
Suite 243                     of record and beneficially(2)
Manhattan Beach, CA 90266

(1) Percentage of ownership based on voting rights associated with 7,539,418
(excluding 3,699 held by Registrant for resale) common shares and 5,474 
Series A Preferred shares issued and outstanding.

(2) Holdings attributed to Mr. Suri consist of shares issued to two Companies 
of which Mr. Suri is the owner or holds a controlling interest, and to him. 
Shares issued to the two entities include 697,500 common shares and 710 
Series A Preferred shares to Corinthian Partners, and 547,619 common shares 
to Azemuth, Inc.  Both companies report the same address as that shown for 
Mr. Suri.  130,000 common shares were issued to Mr. Suri personally in 
accordance to a consulting contract.

(3) Ms. Carol Maurer is the trustee of the Maurer Trust.

ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

On June 9, 1997, Relialogic Technology Corporation advanced Paradise $50,000 
which Paradise repaid on June 18, 1997.  During the nine months ended June 
30, 1997, Paradise sold $393,000 in products to RTC and purchased $323,000 in 
products from Luna International, Inc.

                                      46

<PAGE>
In conjunction with the Paradise acquisition, the Company assumed a $100,000 
note by John Hwang to Osicom.  On March 30, 1998 certain stockholders 
contributed $40,000 to the Company's capital.

In November 1997, Luna International, Inc. contributed $100,000 to the 
Company's capital.  

In November 1997, Starlicon Group Inc. assumed $588,000 of the Company's debt 
to Osicom.  The Company recorded this as a contribution to capital.

In September 1997, the Company issued and registered 390,000 shares for 
payment of consulting services.  130,000 shares were paid to Mr. John Hwang, 
President of the Company.  130,000 shares were paid to Mr. Ike Suri, a major 
shareholder.

On November 1, 1996, IRC issued an 8%, $325 revolving line of credit to Red 
Hills Manufacturing, Inc. ("RHMCO") a New Mexico Corporation controlled by 
certain current and former officers and employees of IRC.  The revolving line 
of credit was established to facilitate the purchase of certain woodworking 
equipment and to fund start-up working capital requirements of RHMCO.  The 
revolving credit line was scheduled to terminate on December 31, 1997 but was 
extended until December 31, 1998.  The credit line is secured by cash, 
accounts receivable, inventories and equipment owned by RHMCO.  The balance 
outstanding on the revolving credit line was $84 as of June 30, 1998, and 
$102 as of February 28, 1998.  RHMCO is currently occupying un-utilized 
building space owned by IRC in exchange for certain maintenance and 
monitoring services required by IRC.   

ITEM 13.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON 
          FORM 8-K

Exhibit
------- 
2.1 Stock Purchase Agreement dated November 30, 1997, filed on July 14, 
    1998 on Form 8-K.
2.2 Novation Agreement dated June 26, 1998, filed on July 14, 1998 on 
    Form 8-K.
3.0 Articles of Incorporation and bylaws are incorporated by reference to
    the Company's registration statement on Form 10 filed September 9,
    1986 and amendments thereto filed on July 29, 1994 on Form 8-K.
4.1 Instruments defining the rights of security holders including
    Indentures are incorporated by reference to the Company's 
    registration statement on Form 10 filed September 9, 1986.
4.2 Instrument defining rights of holders of Series A preferred stock.
4.3 Warrant issued to William N. Hagler
4.4 Warrant issued to Rick L. Hurt



                                      47

<PAGE>

Exhibit (Continued)
-------
 
10.1 401(k) profit sharing plan adopted effective March 1, 1993 for
     employees of IRC is incorporated by reference to the Company's Form
     10-K filed for the year ended February 28, 1995.
10.2 Other IRC material contracts are incorporated by reference to the 
     Company's Form 8-K filed on June 13, 1990.
10.3 Lease for premises at 2925 Bayview Drive, Fremont, CA (P)
10.4 Lease for telephone equipment (P)
10.5 Contract with Silicon Valley Bank (P)
10.6 Service contracts are incorporated by reference to Form S-8 filed on
     September 14, 1998.
11.0 Statement regarding computation of per share earnings in Form 10-K
     filed on June 15, 1998.
13.1 Form 10-K filed on June 15, 1998 incorporated by reference
13.2 Form 10-Q filed on July 15, 1998 incorporated by reference
16.0 Form 8-K filed August 27, 1998 incorporated by reference
21.0 (a) Intermountain Refining Co., Inc. incorporated under the laws of 
     the State of New Mexico in 1984.
     (b) Paradise Innovations, Inc. incorporated under the laws of the
     State of California on October 3, 1996
23.0 Consent from Weinbaum & Yalamanchi, the Company's independent
     accountants in the form of their report dated September 9, 1998 in 
     Item 7 of this Form 10-KSB
27.0 Financial data schedule pursuant to Item 601(c) of Regulation S-B in
     Item 7 of this Form 10-KSB
     







                                      48

<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.

(Registrant)                Unico, Inc.
            ---------------------------------------------------------------

By (Signature and Title)    /s/ John Hwang
                        ---------------------------------------------------
                            John Hwang
                            President and Chief Executive Officer


Date                        October 15, 1998
    -----------------------------------------------------------------------


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.


By (Signature and Title)    /s/ John Hwang
                        ---------------------------------------------------
                            John Hwang
                            President

By (Signature and Title)    /s/ Henry Tang
                        ---------------------------------------------------
                            Henry Tang
                            Vice President-Finance & Operations, & Secretary

By (Signature and Title)    /s/ Rodger Sykes
                        ---------------------------------------------------
                            Rodger Sykes
                            Director and Member of Audit Committee

By (Signature and Title)    /s/ Augustine Fung
                        ---------------------------------------------------
                            Augustine Fung
                            Director and Member of Audit Committee








                                      49

<PAGE>

  Supplemental Information to be Furnished With Reports Filed Pursuant to
        Section 15(d) of the Exchange Act By Non-reporting Issuers


(a)  Except to the extent that the materials enumerated in (1) and/or (2) 
below are specifically incorporated into this Form by reference (in which 
case, see rule 12b-23(b)), every issuer which files an annual report on this 
Form under Section 15(d) of the Exchange Act shall furnish the Commission for 
its information, at the time of filing its report on this Form, four copies 
of the following:
 
(1)  Any annual report to security holders covering the Registrant's last
     fiscal year; and
(2)  Every proxy statement, form of proxy or other proxy soliciting material
     sent to more than ten of the Registrant's security holders with respect
     to any annual or other meeting of security holders.

(b) The Commission will not consider the material to be "filed" or subject to 
the liabilities of Section 18 of the Exchange Act, except if the issuer 
specifically incorporates it in its annual report on this Form by reference.

(c) If no such annual report or proxy material has been sent to security 
holders, a statement to that effect shall be included under this caption.  If 
such report or proxy material is to be furnished to security holders 
subsequent to the filing of the annual report on this Form, the Registrant 
shall so state under this caption and shall furnish copies of such material 
to the Commission when it is sent to security holders.

    Copies of the Annual Report and the Proxy Statement will be furnished to
    security holders subsequent to the filing of this Form.  The Registrant
    will furnish such material to the Commission when it is sent to security
    holders.




                                      50