FORM 10-QSB

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE     
     SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended				              
September 30, 1998

OR

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

For the Quarter Ended September 30, 1998			             
Commission File # 0-15303

UNICO, Inc.
(Exact name of Registrant as specified in its Charter)

Delaware	
(State or other jurisdiction of incorporation or organization)

73-1215433										
(IRS Employer Identification Number)

8380 Alban Road, Springfield, VA            22150
(Address of principal executive offices)  (Zip Code)
  
(703) 644-0200
(Registrant's telephone number, including area code)			
	    

Indicate by check mark whether the Registrant (1) has filed all 
reports required to be filed by Section 13 or 15 (d) of the 
Securities Exchange Act of 1934 during the preceding 12 months 
(or for such shorter period that the Registrant was required to 
file such reports), and (2) has been subject to such filing 
requirements for the past 90 days.				

Yes  [X]  	No  __

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer's 
classes of common stock, as of the latest practicable date.

Class:  Common Stock, $.01 Par Value

Number of shares outstanding as of November 9, 1998

3,831,817

UNICO, Inc.


INDEX
                                                               
                                                          Page No.


PART 1 - FINANCIAL INFORMATION

Item 1    Consolidated Balance Sheets
          September 30, 1998 and December 31, 1997          3 & 4

          Consolidated Statements of Operations
          For the Quarter Ended September 30, 1998
          and the Quarter Ended September 30, 1997            5

          For the Nine Months Ended September 30, 1998
          And the Nine Months ended September 30, 1997        6

          Consolidated Statements of Cash Flow
          For the Nine Months Ended September 30, 1998
          and the Nine Months ended September 30, 1997        7

          Notes to Interim Consolidated Financial Statements  8

Item 2    Management's Discussion and Analysis of Financial
          Condition and Results of Operations                11


PART 11 - OTHER INFORMATION                                  13

SIGNATURE PAGE                                               15

PART 1.  FINANCIAL INFORMATION

UNICO, Inc.

CONSOLIDATED BALANCE SHEETS                              1 of 2

ASSETS                                                             

                                September 30,        December 31,
                                     1998                 1997
                                -------------        ------------
CURRENT:

Cash and Cash Equivalents        $  228,131           $  129,860
Accounts Receivable:
Trade(net of allowance 
for uncollectible accounts 
of $140,000 and $60,000)            370,008              292,003
Inventory                           129,837              119,203
Other Receivables                     3,043                2,877
Prepaid Expenses                          0                9,140
                                    -------              -------
Total current assets                731,019              553,083

PROPERTY:

Printing and office equipment	    3,513,286            3,428,274
Computer equipment and software     672,617              604,591
Transportation equipment            138,693              138,693
Leasehold improvements               63,063               63,063
                                  ---------            ---------
Total                             4,387,659            4,234,621

Less accumulated depreciation    (2,597,412)          (2,166,065)

Net property and equipment        1,790,247            2,068,556

DEPOSITS AND OTHER ASSETS             8,105               18,302
     	                           -----------          -----------
TOTAL                            $2,529,371           $2,639,941
                                 ===========          ===========




The accompanying Notes To Financial Statements are an integral 
part of these financial statements.

UNICO, Inc.

CONSOLIDATED BALANCE                           2 of 2

                                    September 30,    December 31,
LIABILITIES & STOCKHOLDERS' EQUITY       1998            1997
                                    -------------    ------------
CURRENT LIABILITIES:
Accounts payable                     $  612,729       $1,307,198
Accrued liabilities                     238,273          485,433
Notes payable, current portion          357,026        1,449,384
Deferred revenue                         11,290          120,509
                                     ----------       ----------
Total current liabilities             1,219,318        3,362,524

LONG TERM LIABILITIES:
Notes payable                           652,898          360,622
Deferred rent                           354,544          320,874
                                     ----------       ----------
Total long term liabilities           1,007,442          681,496

Total liabilities                     2,226,760        4,044,020

COMMITMENTS AND CONTINGENCIES (Note 2)

DEFICIENCY IN STOCKHOLDERS' EQUITY:
Preferred stock, $.01 par value:  
5,000,000 shares authorized; 
designated as: Redeemable Preferred; 
70 shares issued and outstanding              1                1
Series A Convertible Preferred                -                -
Series B Preferred                            -                -
Series C Preferred stock, $.01 par 
value; voting on the basis of 4 votes 
to 1 vote for the common stock, 
preferred in liquidation at $1 per 
share over common shareholders, 
convertible into common stock 
on the basis of 4 common shares 
for each preferred share, with 
automatic conversion on August 1, 
1998; authorized, 2,000,000 shares, 
issued and outstanding, 428,185 
shares at December 31, 1997 and zero 
at September 30, 1998                          -           4,282
Common stock - $.01 par value; 
20,000,000 shares authorized; 
3,831,817 shares issued and 
outstanding                                25,473          21,191
Additional paid-in capital              6,801,008       6,801,008
Deferred Compensation                      (4,557)         (4,557)
Accumulated deficit                    (6,519,314)     (8,226,004)
                                       -----------     -----------
Total stockholders'                       302,611      (1,404,079)
                                       -----------     -----------
TOTAL LIABILITIES AND 
STOCKHOLDERS' EQUITY                   $2,529,371      $2,639,941

The accompanying Notes To Financial Statements are an integral part 
of these financial statements.

UNICO, Inc.

CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE QUARTERS ENDED SEPTEMBER 30, 1998 AND 1997


                                        1998                 1997

REVENUES:

Coupon and advertising sales,
net of discounts and                  $      0            $1,185,345
Franchise                                    0                 4,847
Other                                        0               118,768
                                     ----------           ----------
TOTAL REVENUES                               0             1,308,960

EXPENSES:

Production                                   0             1,258,648
General and administrative             110,717               354,679
Franchise development                        0                24,082
Interest expense - affiliate                 0                22,800
Interest expense - other                11,183                30,366
                                     ----------            ---------
TOTAL EXPENSES                         121,900             1,690,575

NET INCOME (LOSS) BEFORE 
INCOME TAXES                          (121,900)             (381,615)
DEFERRED INCOME TAX EXPENSE                  0                 9,000
                                     ----------            ----------
NET INCOME (LOSS) BEFORE 
EXTRAORDINARY ITEM                    (121,900)             (390,615)

EXTRAORDINARY GAIN FROM 
FORGIVENESS OF DEBT                          0                     0

EXTRAORDINARY GAIN FROM BUSINESS 
DISSOLUTION                            335,167                64,001
                                    ----------             ----------
NET INCOME (LOSS)                   $  213,267             $(326,614)
                                    ==========             ==========
WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING                   2,677,579             2,119,077
                                    ----------            -----------
NET INCOME (LOSS) PER COMMON SHARE  $      .08            $     (.15)
                                    ==========            ===========



The accompanying Notes To Financial Statements are an integral 
part of these financial statements.

UNICO, Inc.

CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997


                                                                 
                                       1998                   1997    
REVENUES:

Coupon and advertising sales,
net of discounts and allowances      $      0              $ 4,218,532
Franchise fees                              0                   82,965
Other                                   7,973                  344,714
                                    ----------             ------------
TOTAL REVENUES                          7,973                4,646,211

EXPENSES:

Production                                  0                3,309,720
General and administrative            155,446                1,509,625
Franchise development                       0                  165,587
Interest expense - affiliate                0                   69,222
Interest expense - other               23,912                   85,240
                                    ----------              -----------
TOTAL EXPENSES                        179,358                5,139,394
                                    ----------              -----------
NET (LOSS) BEFORE INCOME TAXES       (171,385)                (493,183)
DEFERRED INCOME TAX EXPENSE                 0                   27,000
                                    ----------              -----------
NET (LOSS) BEFORE 
EXTRAORDINARY ITEM                   (171,385)                (520,183)

EXTRAORDINARY GAIN FROM 
FORGIVENESS OF DEBT                 1,314,248                        0

EXTRAORDINARY GAIN FROM 
BUSINESS DISOLUTION                   563,827                  493,386
                                  ------------             ------------
NET INCOME                        $ 1,706,690              $   (26,797)
                                  ============             ============
WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING                  2,307,290                2,119,077
                                  ------------             ------------
NET INCOME PER COMMON SHARE       $       .74              $      (.01)
                                  ============             ============



The accompanying Notes To Financial Statements are an integral 
part of these financial statements.

UNICO, Inc.

CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997

                                                                 
                                        1998                  1997    
CASH FLOWS FROM OPERATING 
ACTIVITIES:
Net income                           $1,706,690            $ (26,797)
Adjustments to reconcile 
net income to net cash
provided by operating activities:
Depreciation and amortization           431,347               344,124
Provision for bad debts                  80,000                83,114
Deferred income taxes                    54,000                27,000

Changes in operating assets 
and liabilities:
Accounts and notes receivable           (78,171)             (118,138)
Prepaid expenses and inventory           (1,494)               (6,856)
Deposits and other                       10,197               (30,682)
Accounts payable and accrued 
Liabilities                            (941,629)              147,838
Deferred revenue and rent               (75,549)             (124,788)
Net Cash Provided by (Used in)       -----------            ----------
Operating Activities                 $1,185,391               294,815

CASH FLOWS FROM 
INVESTING ACTIVITIES:
Territory Buy Back Allowance 
credits granted                               0               (59,250)
Purchase of property                   (153.038)             (118,271)
Net Cash Provided by (Used in) 
Investing Activities                   (153,038)             (177,521)

CASH FLOWS FROM FINANCING 
ACTIVITIES:
Proceeds from notes payable             420,500                31,894
Payment of notes payable               (174,582)             (259,897)
Debt forgiveness regarding 
notes payable                        (1,180,000)                    0
Net Cash Provided (Used In)          -----------             ---------
Financing Activities                   (934,082)             (228,003)
                                     -----------             ---------
CHANGE IN CASH AND CASH 
EQUIVALENTS:                             98,271              (110,709)
Cash and Cash Equivalents - 
Beginning of Period                     129,860               233,971
Cash and Cash Equivalents -           ----------            ----------
End of Period                         $ 228,131             $ 123,263
                                      ==========            ==========
SUPPLEMENTAL CASH FLOW 
DISCLOSURES:
Cash paid for income taxes            $       0             $       0
Cash paid for interest                $  19,689             $  85,240


The accompanying Notes To Financial Statements are an integral 
part of these financial statements.
UNICO, Inc.


NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIODS ENDED SEPTEMBER 30, 1998 and 1997

1. BASIS OF PRESENTATION

The interim consolidated financial statements 
at September 30, 1998 and for the three month 
and six month periods ended September 30, 1998 
and 1997 are unaudited, but include all 
adjustments which the Company considers necessary 
for a fair presentation.  The December 31, 1997 
balance sheet was derived from the Company's 
audited financial statements.
 
The accompanying unaudited financial statements 
are for the interim periods and do not include 
all disclosures normally provided in annual 
financial statements, and should be read in 
conjunction with the Company's audited financial 
statements included in the Company's Form 10-KSB 
for the year ended December 31, 1997.  The 
accompanying unaudited interim financial 
statements for the three month and six month 
periods ended September 30, 1998 are not necessarily 
indicative of the results which can be expected for 
the entire year.

The preparation of 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 date 
of the financial statements and the reported amounts of 
revenues and expenses during the reporting period.  Actual 
results could differ from those estimates.

2.  COMMITMENTS & CONTINGENCIES

The Company is exposed to various legal matters encountered 
in the normal course of business.  In the opinion of 
management, the resolution of these matters will not have a 
material adverse effect on the Company's consolidated 
financial position or results of operations.

3.  INCOME TAXES

The Company accounts for income taxes in accordance with 
the provisions of Statement of Financial Accounting 
Standards No. 109, "Accounting for Income Taxes" ("SFAS 
109"), which requires an asset and liability approach to 
accounting for income taxes.  Under SFAS 109, deferred tax 
assets or liabilities are computed on the difference 
between the financial statement and income tax bases of 
assets and liabilities ("temporary differences") using the 
enacted marginal tax rate.  Deferred income tax expenses or 
benefits are based on the changes in the deferred tax 
asset or liability from period to period.

Management has determined that it is not more likely than 
not that the Company will be able to realize all the tax 
benefits from available net operating loss carryforwards 
and has, therefore, provided a valuation allowance of an 
equal amount.  The deferred income tax expense of $36,000 
and $54,000, reflected in the Statements of Operations for 
the quarter and nine month periods ended September 30, 
1998, represent state income taxes payable by United 
Marketing Solutions, Inc. on operating profits that are not 
impacted by available net operating loss carryforwards.

4.  SUBSIDIARY RESTRUCTURING 

Certain amounts in the 1997 financial statements as 
reported herein have been reclassified to conform to the 
1998 presentation.  These reclassifications relate 
primarily to reporting discontinued operations.  These 
reclassifications had no effect on the net income or loss, 
total current assets or total current liabilities as 
previously reported.

During the fourth quarter of 1997, the Company decided to 
dispose of its principal operating subsidiary United 
Marketing Solutions, Inc. (formerly United Coupon 
Corporation), by sale if a suitable purchaser could be 
obtained.  Accordingly, the results of operations 
subsequent to that date have been presented showing the 
results of continuing operations and discontinued 
operations, net of applicable income taxes.  A summary of 
the subsidiary's operations for the three-month and nine-
month periods ended September 30, 1998 are as follows:

                               3 Months Ended      9 Months Ended
                             September 30, 1998	  September 30, 1998
REVENUE                      ------------------   ------------------
Printing, design and 
advertising sales, net	         $   854,752          $  3,286,108
Franchise fees			                  	 59,200          	    197,985
Other                               168,792               588,723
                                ------------         -------------
Total revenue                     1,082,744             4,072,816

EXPENSES
Cost of sales                       437,036             2,205,714
Franchise development                60,360               190,404
General and administrative          214,181             1,058,871
                                ------------          ------------
Total expenses                      711,577             3,454,989
                                ------------          ------------		
NET INCOME BEFORE INCOME TAX
(PROVISION)                         371,167               617,827

INCOME TAX PROVISION                 36,000                54,000
                                ------------           -----------
NET INCOME                      $   335,167		          $  563,827

5.  CORPORATE RESTRUCTURING

On May 12, 1998, $1,314,248 of subordinated notes 
previously owed to various third parties,were acquired, 
along with all issued and outstanding shares of 
the Company's Series C Preferred Stock, in connection with 
a series of agreements among Renaissance Capital Partners 
I, a Texas limited partnership ("Renaissance"), Duncan-
Smith Company, a Texas corporation ("Duncan-Smith"), and 
Next Generation Media Corporation, a Nevada corporation 
("NexGen"), between the Company and NexGen and between 
NexGen and T.C. Equities..  As a component of these 
agreements, the subordinated notes were forgiven, resulting 
in an extraordinary gain of $1,314,248 for the Company.  
This gain is reflected in the accompanying financial 
statements.

Item 2.  Management's Discussion and Analysis of Financial 
Condition and Results of Operations

Certain matters discussed herein (including the documents 
incorporated herein by reference) are forward-looking 
statements intended to qualify for the safe harbors from 
liabilities established by the Private Litigation Reform 
Act of 1995.  These forward-looking statements can 
generally be identified as such because the context of the 
statement will include words such as the Company 
"believes," "plans," "intends," "anticipates," "expects," 
or words of similar import.  Similarly, statements that 
describe the Company's future plans, objectives, estimates, 
or goals, are also forward-looking statements.  Such 
statements address future events and conditions concerning 
capital expenditures, earnings, litigation, liquidity, 
capital resources and accounting matters.  Actual 
results in each case could differ materially from those 
currently anticipated in such statements by reason of 
factors such as future economic conditions, including 
changes in customer demands; future legislative, regulatory 
and competitive developments in markets in which the 
Company operates; and other circumstances affecting 
anticipated revenues and costs.

Liquidity and Capital Resources

The Company's principal measures of liquidity are cash, 
certificates of deposit, accounts receivable and salable 
inventory.  Also, management deems appropriately managed 
and collateralized bank lines of credit as a proper 
supplement to its liquidity.

The Company's working capital was a deficit $488,299 at 
September 30, 1998, an 82% improvement from December 31, 
1997.  This change reflects:  an increase in Cash and 
Equivalents of $98,271 resulting primarily from operating 
profits and supplemental borrowings for the period; a net 
increase of $78,171 in Trade and Other Accounts Receivable; 
an increase of $10,634 in paper and work in process 
Inventory at United Marketing Solutions, Inc. ("United 
Marketing"); a decrease of $9,140 in Prepaid Expenses 
related to utilization of annual insurance renewals and 
similar contracts;  These changes were impacted by a 
decrease of $694,469 in Accounts Payable and a $247,160 
decrease in Accrued Liabilities related to utilization of 
seasonally accrued operating costs at United Marketing.  
Working capital was also aided by a $1,092,358 reduction in 
the current portion of Notes Payable related to principal 
payments made on bank debt and write-off of $1,314,248 of 
debenture debt that was forgiven during the period.  These 
amounts were partially offset by $175,000 of additional 
borrowings during the period.  Deferred Revenue also 
decreased by $109,219 during the period.

Long term liabilities increased by $325,946 during the 
period.

Management adopted a restructuring plan for its subsidiary 
Cal-Central Marketing Corporation during 1995.  Management 
abandoned its restructuring plan for Cal-Central during the 
fourth quarter of 1996 and wrote off remaining accounts 
receivable and goodwill associated with this operation. 

Results of Operations - Quarter Ended September 30, 1998
as Compared to the Quarter Ended September 30, 1997

Total revenues for the Company decreased by 17% during the 
three month period ended September 30, 1998, compared to 
the same period in 1997, after restatement of both periods 
to reflect the plan to discontinue, through potential sale, 
the operations of the Company's remaining operating 
subsidiary, United Marketing.  This decline reflects a 
reduction of $330,593 in printing, advertising and design 
sales to third parties and a $54,353 increase in franchise 
fees.  These items were coupled with a $50,024 increase in 
other revenue during the 1998 period.  Overall, the decline 
in total revenue reflects the dilution of management's 
efforts related to negotiations to sell United Marketing 
and to restructure UNICO.

Production Expenses, which include art development, 
printing, bindery, delivery, product development, 
distributor support and selling expenses, decreased by 
$821,612, during the 1998 quarter in contrast to 
the same period in 1997.  This decrease is directly related 
to the decline in printing advertising and design 
sales as well as elimination of marginally profitable 
business activities encountered during the 1997 
period.

General and Administrative Expense decreased by $29,781 
from the same period last year primarily as a result of 
lower overall level of business and required administrative 
functions.

Franchise Development Cost, which includes the cost of 
developing, advertising, selling, training and supporting 
United Marketing franchises, was $36,278 higher than 
the prior year, reflecting higher levels of activity in 
franchise sales and support.

Interest Expense decreased $41,983 over the same period 
last year as a result of conversion of convertible 
debenture debt to equity during the past year.

An extraordinary gain of $1,314,248 was recorded during May 
1998, as a result of forgiveness of an equal amount of 
subordinated debenture debt by the holder.  No income tax 
provision was deemed necessary for this gain due to 
available net operating loss carryforward amounts.

Extraordinary gain related to Business Dissolution of 
United Marketing was $335,167 for the current period 
compared to $64,001 for the same period in 1997.  The gain 
in 1997 was related to discontinuation of Cal-Central 
Marketing business activities.  The gain for 1998 includes 
gain from the discontinued operations of United Marketing.  
There was no Cal-Central Marketing activity during the 
1998 period.

Consolidated Net Income for the current quarterly period 
was $213,267 compared to a net loss of $326,614 for the 
prior year. 

Results of Operations - Nine Months Ended September 30, 
1998 as Compared to the Nine Months Ended September 30, 
1997

Total revenues for the Company decreased by 9% during the 
nine month period ended September 30, 1998, compared to the 
same period in 1997, after restatement of both periods to 
reflect the plan to discontinue, through potential sale, 
the operations of the Company's remaining operating 
subsidiary, United Marketing.  This decline reflects a 
reduction of $932,424 in printing, advertising and design 
sales to third parties and a $115,020 increase in franchise 
fees.  These changes were impacted by a $251,982 increase 
in other revenue during the 1998 period.  Overall, the 
decline in total revenue reflects the dilution of 
management's efforts related to negotiations to sell 
United Marketing and to restructure UNICO.

Production Expenses, which include art development, 
printing, bindery, delivery, product development, 
distributor support and selling expenses, decreased by 
$1,104,006, during the 1998 period in contrast to 
the same period in 1997.  This decrease is directly related 
to the decline in printing advertising and design 
sales, as well as elimination of marginally profitable 
business addressed during the 1997 period.

General and Administrative Expense decreased by $234,948 
over the same period last year primarily as a result of 
lower overall level of business and required administrative 
functions.

Franchise Development Cost, which includes the cost of 
developing, advertising, selling, training and supporting 
United Marketing franchises, was $35,543 lower than 
the prior year, reflecting attention directed to 
restructuring activities, as opposed to new franchise 
sales during the early portion of 1998.  Such activities 
have increased during the third quarter of 1998.

Interest Expense decreased $130,550 from the same period 
last year as a result of conversion of convertible 
debenture debt to equity during the past year.

An extraordinary gain of $1,314,248 was recorded during May 
1998, as a result of forgiveness of an equal amount of 
subordinated note debt by the holders.  No income 
tax provision was deemed necessary for this gain due to 
available net operating loss carryforward amounts.

Extraordinary gain related to Business Dissolution was 
$563,827 for the current period compared to $493,386 for 
the same period in 1997.  The 1997 period was aided 
by approximately $403,000 of non-recurring income related 
to the write-off of Cal-Central obligations that were 
deemed extinguished during the period.  The gain during 
1998 is related to the operations of United Marketing 
Solutions which was designated to be sold during the fourth 
quarter of 1997.

Consolidated Net Income for the current nine-month period 
was $1,706,690 compared to a net loss of $26,797 for the 
prior year. 


PART II - OTHER INFORMATION

Item 1.  Legal Proceedings

Omitted from this report as inapplicable.

Item 2.  Changes in Securities

Omitted from this report as inapplicable.

Item 3.  Default Upon Senior Securities

Omitted from this report as inapplicable.

Item 4.  Submission of Matters to Vote of Securities 
Holders

Omitted from this report as inapplicable.

Item 5.  Other Information

On May 12, 1998, 428,185 shares of the Company's Series C 
Preferred Stock (the "Preferred Shares") were delivered to 
Shane Sutton, Esquire, 689 Fifth Avenue, Sixth Floor, New 
York, New York 10022, as Escrow Agent (the "Escrow Agent"), 
for the account of T.C. Equities, Ltd., a Bahamas 
corporation ("T.C. Equities"), pursuant to a series of 
agreements between Renaissance Capital Partners I, a Texas 
limited partnership, ("Renaissance"), Duncan-Smith Company, 
a Texas corporation ("Duncan-Smith") and Next Generation 
Media Corporation, a Nevada corporation ("NexGen"), between 
the Company and NexGen and between NexGen and T. C. 
Equities.  Pursuant to these agreements, T. C. Equities 
acquired effective control of the Company through its 
ownership of the preferred shares, which represent 44.7% of 
the total votes entitled to be cast by the holders of all 
classes of the Company's capital stock, and the agreement 
of the Company's current Board of Directors to resign 
from office, appointing T. C. Equities' nominees to fill 
the vacancies thereby created, upon the consummation of the 
sale of the Company's sole operating subsidiary, United 
Marketing Solutions, Inc., formerly United Coupon 
Corporation, ("United") to NexGen (the "United 
Acquisition").  The Preferred Shares were acquired from 
Renaissance and Duncan-Smith by NexGen, simultaneously with 
its acquisition of all of the Company's subordinated debt, 
in exchange for an aggregate consideration to the holders 
of the Preferred Shares and Subordinated Debt consisting 
of:  (i) cash in the amount of $100,000; (ii) 250,000 
shares of NexGen Series A Callable, Convertible Cumulative 
Preferred Stock; and (iii) ten year warrants to purchase 
166,667 shares of NexGen's' common stock (subject to 
adjustment) at an exercise price of $.16 per share.  As 
part of that transaction, all of the Company's subordinated 
debt obligations were forgiven and the dividend preference 
of the Preferred Shares upon liquidation was canceled.  The 
source of the cash portion of the consideration paid by 
NexGen for the Preferred Shares, was T. C. Equities, which 
invested $350,000 in NexGen in exchange for:  (x) 70,000 
shares of NexGen Series B Callable Convertible Cumulative 
Preferred Stock; (y) five year warrants to purchase 
250,000 shares of NexGen's Common Stock (subject to 
adjustment) at an exercise price of $.16 per share; and (z) 
an agreement to transfer and deliver the Preferred Shares 
and certain shares of the Company's Common Stock (and the 
cancellation of any options to purchase shares of the 
Company's common stock) currently held by certain 
members of the Company's Board of Directors (the "Director 
Shares") to T.C. Equities.  Pursuant to agreements between 
NexGen and directors, Leon Zadel, Gerard R. Bernier and 
Gerald Bomstad, Jr., these individuals agreed to surrender 
the Director Shares to be conveyed to T.C. Equities (and in 
the case of director, Bomstad, a promissory note from UNICO 
having a principal balance of $12,000, and accrued interest 
of $1,400, to be forgiven by NexGen) to NexGen in exchange 
for 8,747, 329 and 37,600 shares of NexGen common stock, 
respectively (and in the case of director, Bomstad, five 
year options to purchase 1,787 shares of NexGen common 
stock at an exercise price of $.16 per share).  The 
Director Shares represent 10.3% of the total votes 
entitled to be cast by the holders of all classes of the 
Company's capital stock.  Accordingly, upon the 
consummation of the sale of United to NexGen, T.C. 
Equities will control 55% of the total votes entitled to be 
cast by the holders of all classes of the Company's capital 
stock.  Until the United Acquisition is completed, after 
submission to and approval by the UNICO stockholders at a 
special meeting to be called for such purpose, the 
Preferred Shares and the Director Shares are held in escrow 
by the Escrow Agent who is required to vote affirmatively 
therefor, but to otherwise refrain from any other voting of 
such shares.

Effective September 1, 1998, the 428,185 shares 
of Series C Preferred Stock automatically                 
converted to 1,712,740 shares of Common Stock of 
the Company pursuant to its terms.

Item 6.  Exhibits and Reports on Form 8-K

A. Exhibits
27 Financial Data Schedule - Pursuant to EDGAR filing 
requirements for the period ended September 30, 1998, filed 
herewith this form 10-QSB dated November 18, 1998.

B. Reports on Form 8-K
Form 8-K was filed June 19, 1998 to reflect the resignation 
of the Registrant's Certifying Accountants.

Form 8-KA was filed June 29, 1998 to reflect the 
acknowledgment and approval of the Registrant's Certifying 
Accountants to the content of Form 8-K filed on June 19, 
1998.


SIGNATURES



Pursuant to the requirements of the Securities and Exchange 
Act of 1934, the Registrant has duly caused this report to 
be signed on its behalf by the Undersigned.

UNICO, INC.
		
		
		
November 18, 1998	By:	/s/  Gerard R. Bernier  
                      Chief Executive Officer
                      and President
		
		
		
		
		
November 18, 1998	By:	/s/  Gerard R. Bernier     
                  				Acting Chief Financial Officer