ARTICLES OF AMENDMENT
                              to the
                    ARTICLES OF INCORPORATION
                                of
                       UNICO, INCORPORATED

     Pursuant to the provisions of the Arizona Code, the undersigned
corporation adopts the following Articles of Amendment to its Articles of
Incorporation:

     FIRST:  The name of the corporation is Unico, Incorporated.

     SECOND:  Article IV of the Articles of Incorporation is amended in its
entirety in the manner prescribed by the Arizona Code so as to read as
follows:

              ARTICLE IV.  The authorized capital stock of
              this corporation shall consist of five hundred
              million (500,000,000) shares of common stock,
              $0.10 par value, said stock to be paid for at
              such time and in such manner as the Board of
              Directors may designate, and twenty million
              (20,000,000) shares of preferred stock, $0.001
              par value, said stock to be issued in such
              manner and having such preferences, limitations
              and relative rights as the board of directors
              may designate, as permitted by the Arizona Code.
              Such stock shall be issued as fully paid and
              shall be forever non-assessable. The judgment
              of the board of directors as to the value of
              the property taken, or services rendered in
              exchange for stock, shall be conclusive in the
              absence of fraud.  No stockholder shall have
              pre-emptive rights as to any stock now or
              hereinafter authorized to be issued, but the
              issuance of stock shall be in the sole discretion
              of the Board of Directors.

     THIRD:  The foregoing amendment was adopted by the vote of the
shareholders on May 21, 2004.

     FOURTH:  The number of shares of the Corporation outstanding at the time
of such adoption was 93,462,974; and the number of shares entitled to vote
thereon was 93,462,974. The only class of shares outstanding was Common Stock,
$.10 par value, which is entitled to one vote per share.  The number of shares
indisputably represented at the meeting where the vote occurred was
57,708,240.

     FIFTH:  The number of shares voted for such amendment was 55,844,878; and
the number of shares voted against such amendment was 1,798,287.  65,075
shares abstained.  The number of shares voted for the amendment was sufficient
for approval of the amendment.

     SIXTH: The foregoing amendment does not effect an exchange,
reclassification or cancellation of shares.

     SEVENTH. The amount of stated capital after the amendment is $50,000,000.

     Dated this 1st day of June, 2004

                              UNICO, INCORPORATED


                              By /s/ Ray C. Brown
                                 --------------------------------------
                                 Ray C. Brown, Chairman of the Board of
                                 Directors and Chief Executive Officer


                             and /s/ C. Wayne Hartle
                                 --------------------------------------
                                 C. Wayne Hartle, Secretary


STATE OF UTAH           )
                        : ss.
COUNTY OF SALT LAKE     )

     I, Mary Hart, Notary Public, do hereby certify that on this 1st day of
June, 2004 personally appeared before me Ray C. Brown who being by me first
duly sworn, declared that he is the Chairman of the Board of Directors and
Chief Executive Officer of Unico, Incorporated, that he signed the foregoing
document as the Chairman of the Board of Directors and Chief Executive Officer
the Corporation, and that the statements therein contained are true.


                                 /s/ Mary Hart
                                 ---------------------------------------
                                 Notary Public
                                 Residing at: Salt Lake City, Utah
                                 My Commission Expires: 3-12-05