UNICO,  INC.

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS

To Be Held December 30, 1997


The Annual Meeting of Shareholders of UNICO, Inc. 
(the "Company") will be held at the  Company's offices, 
8380 Alban Road, Springfield, Virginia on Tuesday, 
December 30, 1997 at 9:00 a.m. EST, to act on the following 
matters:

1. The election of Directors;

2. The reverse split of all outstanding shares of the Company's 
stock on the basis of one (1) share for each four (4) shares 
outstanding;

3. The ratification of selection of principal accountants;

4. Such other matters as may properly come before the Annual 
Meeting or adjournments thereof.

Shareholders of record at the close of business on November 
25, 1997 shall be entitled to notice of and to vote at the 
Annual Meeting or any adjournment thereof.

By order of the Board of Directors,


Gerard R. Bernier
Chairman

PRELIMINARY MATERIALS

UNICO, Inc.
8380 Alban Road
Springfield, Virginia 22150

PROXY STATEMENT

ANNUAL MEETING OF SHAREHOLDERS
December 30, 1997

This Proxy Statement is furnished in connection with the 
solicitation by the Board of Directors and management of 
UNICO, Inc. (the "Company") of proxies for use at the 
Annual Meeting of Shareholders to be held at the Company's 
offices, 8380 Alban Road, Springfield, Virginia on Tuesday, 
December 30, 1997 at 9:00 a.m. EST, or any adjournments 
thereof, for the purposes set forth in the accompanying 
Notice of Meeting.

This Proxy Statement, Notice of Meeting, and accompanying 
Proxy Card were first mailed to shareholders on or about 
November 26, 1997.


General Information
- -------------------

Only shareholders of record at the close of business on 
November 25, 1997 will be entitled to notice of and to vote 
the shares of Stock of the Company held by them on such 
date at the Annual Meeting or any adjournment thereof.  On 
November 25, 1997, 8,476,289 shares of Common Stock, 280 
shares of Series A and Series B Redeemable Preferred Stock 
and 1,757,569 Series C Voting Convertible Preferred Stock 
of the Company were outstanding and entitled to vote at the 
meeting.  The Redeemable Preferred Stock will be voted as a 
class, with a majority determining the position of the 
class with respect to issues upon which they are entitled 
to vote.

If the accompanying Proxy Card is properly signed and 
returned to the Company and not revoked, it will be voted 
in accordance with the instructions contained therein.  
Unless contrary instructions are given, the persons 
designated as proxy holders in the accompanying proxy card 
will vote in favor of the matters presented in this Proxy 
Statement, and as recommended by the Board of Directors 
with regard to all other matters.  Each such proxy granted 
may be revoked by the shareholder giving such proxy at any 
time before it is exercised, by filing with the Secretary 
of the Company a revoking instrument or a duly executed 
proxy bearing a later date.  The powers of the proxy 
holders will be suspended if the person executing the proxy 
attends the Annual Meeting in person and so requests.  
Attendance at the Annual Meeting will not in itself 
constitute revocation of the proxy.

The presence at the meeting, in person or by proxy, of a 
majority of the shares of Common Stock outstanding on 
November 25, 1997, will constitute a quorum.  Each share of 
Common Stock and Redeemable Preferred Stock entitles the 
holder thereof to one vote on each matter to be voted upon 
at the meeting.  Each share of Series C Voting Convertible 
Preferred Stock entitles the holder thereof to four (4) 
votes on each matter to be voted upon at the meeting.

THE COMPANY'S BOARD OF DIRECTORS RECOMMENDS THAT THE 
SHAREHOLDERS VOTE FOR EACH OF THE PROPOSALS PRESENTED IN 
THIS PROXY STATEMENT.  THE ENCLOSED PROXY IS SOLICITED ON 
BEHALF OF THE BOARD OF DIRECTORS.

Directors and Executive Officers
- --------------------------------

The Directors and Executive Officers of the Company are set 
forth below.  All Directors hold office until the 
expiration of their term or until their successors have 
been elected and qualified.  Executive Officers of the 
Company serve at the will of the Board of Directors.


Name & Age           With Company Since  Director/Position
Gerard R. Bernier-47        1987         Chairman of the Board, 
                                         Chief Executive Officer 
                                         and President
- ----------------------------------------------------------------
Gerald Bomstad, Jr.-70      1993         Director

Leon Zajdel-49              1990         Director

Steven Kronzek-48           1997         Director

Subhash Ghei-53             1994         Secretary, 
                                         Chief Financial Officer

GERARD R. BERNIER was founder and has been a Director of 
United Coupon Corporation since November 1981 and has 
served as Chief Executive Officer and President since 
August 1985.  Mr. Bernier held the position of Vice 
President and Vice Chairman of the Board of Directors of 
UNICO, Inc. from November 1991 until his appointment as 
Chief Executive Officer, President and Chairman of the 
Board in April 1996.

GERALD BOMSTAD, JR. was an investor and a Director of the 
Company's former wholly-owned subsidiary, Cal-Central 
Marketing Corporation, since Cal-Central's inception in 
1983.  Mr. Bomstad held various positions with Automation 
Industries, Inc. from 1951 to 1986.  In 1951, he began his 
career as a staff accountant.  In 1960, he became the 
General Manager of the Aerospace Division.  In 1962, he was 
appointed Vice President, Treasurer and Controller.  From 
1968 to 1978, he served as Senior Vice President and 
Controller.  From 1978 to 1986, after Automation Industries 
became a subsidiary of Penn Central Corporation, Mr. 
Bomstad served as President of the Manufactured Productions 
Group.  In 1986, he led a group of investors and management 
in a spinoff of three divisions of Penn Central and was 
appointed President and Chief Executive Officer of the new 
operation.  He has been active as a consultant and investor 
in various enterprises.  He became a Director of the 
Company on October 26, 1993, when the Company acquired Cal-
Central Marketing Corporation.

LEON ZAJDEL was founder and President of Energy Guard 
Corp., a manufacturer and retailer of replacement windows, 
located in Beltsville, Maryland.  Mr. Zajdel served as a 
Director of United Coupon Corporation from April 1985 to 
November 1991, and has served as a Director of the Company 
since July 1990.

STEVEN KRONZEK was a founding partner in November 1977 and 
has continued as partner of the accounting firm of Kronzek 
& Company located in Washington, DC.  Mr. Kronzek was 
elected to the Company's Board of Directors in June 1997.  
Mr. Kronzek has served as the independent accountant for 
the Company's wholly-owned subsidiary, United Coupon 
Corporation, since January 1982.

SUBHASH GHEI has been Secretary and Treasurer of UNICO, 
Inc. and was appointed its Chief Financial Officer in July 
1996.  He has also served as Secretary and Treasurer of 
United Coupon Corporation since August 1994, and as 
Controller since June 1994.  He served as Administrative 
Manager for the Burnham Service Company in Upper Marlboro, 
Maryland from December 1993 to June 1994.  He served as 
Senior Operations Analyst, Manager Administrative Support 
and Special Projects Accountant for PRC, Inc. in McLean, 
Virginia from February 1988 to February 1991.  Mr. Ghei has 
served in various accounting/consulting positions since he 
began his career in 1972.

Certain Business Relationships and Related Transactions
- -------------------------------------------------------

No business relationship between the Company and any 
business or professional entity, for which a Director of 
the Company has served during the last fiscal year or 
currently serves as an executive officer of, or has owned a 
10% record or beneficial interest, has existed since the 
beginning of the Company's last fiscal year, or currently 
exists, which represented or will represent payments for 
property or services in excess of 5% of the Company's gross 
revenues for its last full fiscal year or of the other 
entity's consolidated revenues for its last full fiscal 
year.

In addition, except as noted below, the Company did not 
owe, at the end of its last fiscal period, to any business 
or professional entity for which a Director of the Company 
has served during the last fiscal year or currently owns a 
10% record or beneficial interest, an aggregate amount in 
excess of 5% of the Company's total assets at the end of 
its last fiscal period.  No Director of the Company has 
served as a partner or executive officer of any investment 
banking firm that performed services for the Company 
during the last fiscal year or that the Company proposes to 
have perform services during the current year except as 
noted below.

At the end of the 1995 fiscal year, the Company had an 
outstanding Convertible Debenture in the amount of One 
Million Two Hundred Fifty Thousand dollars ($1,250,000) 
issued to Renaissance Capital Partners, Ltd.  Russell 
Cleveland, who served as a Director of the Company in prior 
years, is a major owner and Managing General Partner of 
Renaissance Capital Partners, Ltd.  Mr. Cleveland did not 
serve as a Director of the Company at the time the 
debenture was issued.  During 1996, the Company 
borrowed $150,000 from Renaissance Capital Partners, Ltd. 
in the form of a Subordinated Convertible Debenture.  Mr. 
Cleveland did not initiate the establishment of this 
debenture, nor did he participate in the authorization 
thereof, on behalf of the Company.  Effective July 30, 
1996, the Subordinated Convertible Debenture plus accrued 
interest related thereto was exchanged for 1,589,220 shares 
of Series C Voting Convertible Preferred Stock of the 
Company.

On September 3, 1997, the President and Chief Executive 
Officer of UNICO, Inc.'s wholly-owned subsidiary, United 
Coupon Corporation, Gerard R. Bernier, executed a guarantee 
and pledged a Certificate of Deposit as collateral in order 
for United Coupon Corporation to receive a One Hundred 
Thousand dollar ($100,000) bank line of credit for that 
company.

In prior periods, the Company advanced One Hundred Seventy 
Five Thousand dollars ($175,000) to a former officer of its 
now dissolved subsidiary, Cal-Central Marketing 
Corporation, and current Director of the Company, Gerald 
Bomstad, Jr.  This advance was evidenced by a note which 
was payable on demand by the Company and which originally 
bore interest at 4%, but subsequent to October 26, 1995, 
bore interest at an annual rate of 10%.  Redeemable 
preferred stock, with cash redemption value of an amount 
equal to the principal value of this advance was pledged as 
security for the advance. This note was deemed 
uncollectible and was fully reserved during 1996.

Board Participation and Structure
- ---------------------------------

Each Director attended at least 75% of the total regular 
and special meetings of the Board and the meetings of 
committees on which he served during the past year.  During 
that period, the Board met in regular session six times.

Below is a list of committees of the Board of Directors of 
the Company, the functions performed, and their current 
members.  The Board has not appointed a standing Audit 
Committee.  The entire Board performs the functions 
associated with an Audit Committee.

Compensation Committee:
- -----------------------

Members - Gerald Bomstad, Jr. and Leon Zajdel
Number of Meetings - One meeting with all members present.
Functions - Recommending to the Board of Directors stock 
option awards to be granted pursuant to the Omnibus Equity 
Compensation Plan, and cash and other compensation for 
executive management of the Company and its subsidiaries.

Nominating Committee:
- ---------------------

Members - Gerard R. Bernier, Gerald Bomstad, Jr. and Leon Zajdel
Number of Meetings - One meeting with all members present.
Functions - Recommending to the Board of Directors nominees 
for election as Directors and to fill vacant positions.  
The Nominating Committee also considers recommendations 
presented to the Corporate Secretary by shareholders, which 
identify the name and qualifications of the proposed 
nominee, and which are received by July 30th following the 
Annual Shareholders' Meeting.

Executive Compensation
- ----------------------

The following information relates to compensation received 
by the executive officers whose salary and bonus during 
fiscal years 1994, 1995 and 1996 exceeded $100,000.

Summary Compensation Table Annual Compensation
- ----------------------------------------------

Name and 
Principal Position   Year  Salary  Bonus (1)     Restricted     All Other
- -------------------  ----   ----   ---------     Stock Award    Compensation
                                                 -----------    ------------

W. Douglas Frans     1996   $ 0      $ 0         $ 0     
Chief Executive 
 Officer and 
 President           1995   $115,890 $ 0         $ 0
 (during FY 1995)    1994   $103,322 $ 0         $ 0


Gerard R. Bernier    1996   $124,403  $ 0        250,000(2)     $3,461.52(3)
Chief Executive 
Officer and          1995   $124,403  $50,347(4)                $3,461.52(3)
President of 
UNICO, Inc. and      1994   $106,635  $0                        approx
United Coupon Corp.                                             $3,000.00(3)

- -------------------------------------


(1)	Bonus amounts are reflected in the year received by 
the employee.  All bonus payments relate to services 
performed and incentive goals met by the employee during 
the year.  All expenses for such compensation were accrued 
and reflected in the operating statements of the prior 
year.

(2)	Stock issued as compensation for services during 
initial two-year term of appointment as President and CEO 
of UNICO, Inc.  Shares are subject to forfeiture of ratable 
amount of such shares if officer does not serve the full 
two years of that initial term. 

(3)	Company's contribution to employee's 401K Retirement 
Plan.

(4)	See further explanation of Mr. Bernier's bonus plan 
in section entitled "Employment Agreements"

Aggregated Option Exercises in Fiscal Year Ending December 
31, 1996 and Fiscal Year-End Option Values
- ----------------------------------------------------------
                            # of Unexercised       Value of 
                               Options at        Unexercised In-
                              12/31/96 (1)         the-Money  
                            -----------------      Options at 
                                                    12/31/96
                                                 ----------------


Name         Shares        Value     Exercisable/    Exercisable/
           Acquired on    Realized   Unexercisable   Unexercisable
- ---------- -----------    --------   -------------   -------------
Gerard R. 
 Bernier        -             -       185,000 Exer.   0 Exer. (2)
____________________

(1)	There were no options granted to Officers or 
Directors during fiscal year 1996.

(2)	This amount reflects the difference between the 
market value of the Company's Common Stock and the exercise 
price of the options on December 31, 1996.

Compensation Pursuant to Plans - Omnibus Equity Compensation Plan.
The Company has adopted an Omnibus Equity Compensation Plan (the 
"Plan") under which 1,000,000 shares of Common Stock have been 
reserved for issuance upon exercise of options granted pursuant 
to the Plan. Under the Plan, incentive stock options may be 
granted to employees, and non-qualified stock options may be 
granted to employees, Directors, Franchisees, and other persons 
as the Compensation Committee determines will assist the Company's 
business endeavors, at exercise prices equal to at least 100% of 
the fair market value of the Common Stock on the date of the grant.  
In addition to selecting the optionee, the Compensation Committee 
determines the number of shares subject to each option and otherwise 
administers the Plan.  Options granted under the Plan are not 
exercisable until six months after grant and expire a minimum of 
three years or maximum of five years after the date of the grant. 
As of this Proxy Statement, options to purchase 627,042 shares are 
outstanding under the Plan, including options for 185,000 shares 
o officers of the Company.  These options have been granted at 
exercise prices ranging from $ .25 to $1.16.  The average price 
for all outstanding options is approximately $ .45 per share.

Compensation of Directors.	Directors were not compensated for 
attendance at meetings of the Board or its committees, but they 
were reimbursed for out of pocket expenses associated with such 
meetings.

Employment Agreements.	The Company's wholly-owned subsidiary, 
United Coupon Corporation, has entered into an Employment Agreement 
with Gerard R. Bernier to serve as the Chief Executive Officer 
and President.  The Agreement was entered into on April 1, 1996 
and expires, if not renewed, on April 1, 1999.  The major terms 
of  this Agreement provide a base salary of One Hundred Twenty 
Five Thousand dollars ($125,000) plus a company-provided 
automobile or monthly allowance, and an incentive bonus based 
upon the pre-tax profitability of United Coupon Corporation.  
Pursuant to this incentive bonus, Mr. Bernier is to receive a 
cash payment of 5% of United Coupon Corporation's pre-tax profits 
to the extent those profits exceed Three Hundred Fifty Thousand 
dollars ($350,000).  For the purposes of this calculation, pre-tax 
profits are determined in accordance with generally accepted 
accounting principles consistently applied, before deduction 
of any federal, state or local income taxes and excluding charges 
or credits of an extraordinary or non-operating nature, unless 
agreed to by Mr. Bernier and United Coupon Corporation.  The 
Agreement provides for an annual cost of living increase 
based upon annual increases in the Consumer Price Index of 
the general area surrounding the home office of the Company.

In the event Mr. Bernier is terminated prior to the expiration 
date of his employment contract with United Coupon Corporation, 
he shall be entitled to the following compensation:  (a) the 
salary and benefits he would have received throughout the entirety 
of his employment agreement but for his termination; (b) the 
incentive bonus he would have received for the fiscal year in 
which he was terminated, but for the termination, pro-rated 
through the date of termination; and (c) in the event of either 
his termination prior to the expiration date of his employment 
contract or non-renewal thereof, Mr. Bernier shall receive a 
cash payment in the amount of Five Thousand dollars ($5,000) 
multiplied by the number of years he was employed with United 
Coupon Corporation, as of his termination date.

In addition, UNICO entered into an agreement with Mr. Bernier 
to serve as CEO and President of the Company on April 1, 1996.  
Mr. Bernier was granted 250,000 restricted shares of UNICO, Inc. 
Common Stock upon execution of the Agreement.  Such shares vest 
to Mr. Bernier over a two year period of continued employment.

Security Ownership of Certain Beneficial Owners and Management.		
The following table sets forth, as of  November 25, 1997, 
information with respect to the beneficial ownership of the 
Company's Common Stock by (i) each person known by the Company 
to own beneficially 5% or more of such stock, (ii) each Director of 
the Company who owns any Common Stock, and (iii) all Directors 
and Officers as a group, together with their percentage holding 
of the outstanding shares.

Name of Beneficial Owner/        # of Shares of Common    % of Beneficial
Identity of Group                  Stock Beneficially       Ownership (1)
- -------------------------         ---------------------    ---------------

Renaissance Capital Partners, Ltd.     6,356,880(2)             42.85%
8080 North Central Expressway
Suite 210-LB 59
Dallas,  TX  75206-1857

Gerard R. Bernier                        856,728(3)              9.68%
8380 Alban Road
Springfield, VA  22150

Gerald Bomstad, Jr.                      823,600(4)              9.65%
5420 NW 33rd Avenue
Fort Lauderdale, FL  33309

Duncan-Smith Company                     728,396(6)              7.91%
311 Third
San Antonio, TX  78205

Officers and Directors As a Group      1,711,328(3)(4)(5)       19.04% 
               
____________________________________

(1)	Percent is rounded to two decimal places.  The 
percentage of beneficial ownership reflects the currently 
issued and outstanding Common Stock ownership adjusted by 
common shares which may be issued, as noted in the specific 
footnote references for each owner.

(2) Includes 6,356,880 shares, the maximum amount that 
Renaissance is entitled to receive upon conversion of the 
Series C Convertible Preferred Stock issued July 30, 1996.

(3) Includes 185,000 shares, which may be purchased at 
$ .25 per share pursuant to the Company's Omnibus Equity 
Compensation Plan.

(4)	Includes 50,000 shares, which may be purchased 
at $ .97 per share pursuant to the Company's Omnibus 
Equity Compensation Plan and 55,000 shares which are 
issued, but restricted from sale until certain profit 
performance tests are met by Cal-Central Marketing 
Corporation.

(4) Includes shares underlying stock options granted 
to Mr. Bernier, as well as 25,000 shares which may be 
purchased at $ .25 per share by Leon Zajdel, a Director 
of the Company, and 50,000 shares which may be purchased 
at $ .97 by Gerald Bomstad, Jr., a Director of the Company, 
pursuant to the Company's Omnibus Equity Compensation Plan.

(5) Includes 673,396 shares that may be received upon 
conversion of Series C Convertible Preferred Stock issued 
July 30, 1996, plus 55,000 stock purchase warrants which 
entitle the holder to purchase 55,000 shares of Common Stock 
at $ .90 per share.

Independent Public Accountants
- ------------------------------

The name of the principal accountant being recommended to 
the Company's shareholders is Aronson, Fetridge & Weigle, 
P.C.  Aronson, Fetridge & Weigle was the Company's principal 
accountant for the last fiscal year.  Aronson, Fetridge & 
Weigle is not currently expected to be present at the December 
30, 1997 Annual Meeting of Shareholders but if present will be 
afforded the opportunity to make a statement if they desire to 
do so and will be asked to be available to respond to appropriate 
questions.

As previously reported in the Company's Form 8-K/A filed on 
December 12, 1996, the Board of Directors of UNICO, Inc. 
approved the selection of Aronson, Fetridge & Weigle to 
replace Arthur Andersen, LLP as the Company's independent 
accountants effective November 26, 1996.  Arthur Andersen, LLP 
served as the Company's independent accountants for all fiscal 
years between 1994 and the date of their dismissal.

The reports from Arthur Andersen, LLP on the Company's consolidated 
financial statements for the fiscal years 1994 and 1995 did not 
contain any adverse opinions or disclaimer of opinion, nor were 
they modified as to uncertainty, audit scope, or accounting 
principle, except that the audit opinion for the year ended 
December 31, 1995 was qualified as to the Going Concern status of 
the Company.  There were not any disagreements between the Company 
and Arthur Andersen, LLP on any matter of accounting principles or 
practices, consolidated financial statement disclosure or audit scope 
or procedure.

The decision to retain the services of Aronson, Fetridge & Weigle 
and to dismiss Arthur Andersen, LLP on November 26, 1996 was based
on the economic savings related to the use of Aronson, Fetridge & 
Weigle over Arthur Andersen, LLP.  Prior to the selection of Aronson, 
Fetridge & Weigle as its independent accountants, the Company had not 
requested nor obtained any advice from Aronson, Fetridge & Weigle 
concerning any material accounting, auditing, or financial reporting 
issue regarding the application of accounting principles to a 
specified transaction or the type of audit opinion that might be 
rendered on the Company's consolidated financial statements.

PROPOSAL 1.  ELECTION OF DIRECTORS
- ----------------------------------

The Nominating Committee, pursuant to authority delegated by the 
Board of Directors, proposes the election of the following person 
for re-election to the Company's Board of Directors for the term 
noted and until his successor is duly elected and qualified:

Nominee              Term (Years)
- -----------------    ------------
Steven Kronzek             2

Mr. Kronzek was appointed to fill an open position on 
the Company's Board of Directors in June 1997.

The Nominating Committee has no reason to believe that the 
foregoing nominee will not serve, if elected, but if he 
should become unavailable to serve as a Director, and if 
the Nominating Committee shall designate a substitute nominee, 
the proxy will vote for the substitute nominee designated by 
the Nominating Committee.

The following information is submitted concerning the nominee 
named for election as Director:

Steven Kronzek was a founding partner in November 1977 and has 
continued as partner of the accounting firm of Kronzek & Company 
located in Washington, DC.  He was elected to the Company's 
Board of Directors in June 1997.  Prior to this time, Mr. Kronzek 
has served as the independent accountant for the Company's 
wholly-owned subsidiary, United Coupon Corporation, since January 
1982.  

Each Director serves until the next annual meeting of the 
shareholders following completion of the elected term or until 
his successor is duly elected and qualified.  All officers serve 
at the discretion of the Board of Directors.  There are no family 
relationships among Directors or Executive Officers of the Company.  
Individual elected terms may not exceed three years.
 
Election of the Director nominee will be by plurality vote.  The 
election inspector(s) (the "Inspector(s)"), as appointed by the 
Chairman, shall decide the qualification of the voters and shall 
report the number of shares represented at the meeting and entitled 
to vote on any question, shall conduct and accept the votes, and, 
when the Stockholders have completed voting, ascertain and report 
the number of shares voted respectively for and against the question.  
The Inspector(s) shall prepare a subscribed, written report and shall
deliver the report to the Secretary of the Corporation.  Abstentions 
shall be treated as having neither voted for nor against the 
Proposal.  Broker non-voted shall be treated as abstentions.

The Board of Directors recommends a vote FOR the election of the 
nominee named above. 

PROPOSAL 2. REVERSE SPLIT OF COMMON AND PREFERRED STOCK
- -------------------------------------------------------

To appropriately capitalize the Company and to initiate efforts 
to regain listing of the Company's Common Stock on the NASDAQ 
Exchange, the Company believes it is appropriate to reduce the 
number of Common Shares outstanding.  To insure that the relative 
rights of all stockholders remain the same, an identical reduction
is required as to all shares of Preferred Stock, as well. This 
reduction of shares outstanding would have no impact on the 
relative percentage ownership of any shareholder or otherwise 
impact any voting rights or other rights of any shareholder.  
To accomplish this action, each four (4) shares of Common and Preferred 
Stock outstanding on the record date would be exchanged for one (1) 
share of Common or Preferred Stock, respectively.  All fractional 
shares are to be rounded to the nearest whole share.

This Proposal shall be decided by a majority of the outstanding 
stock entitled to vote thereon.  The election inspector(s) (the 
"Inspector(s)"), as appointed by the Chairman, shall decide the 
qualification of the voters and shall report the number of shares 
represented at the meeting and entitled to vote on any question, 
shall conduct and accept the votes, and, when the Stockholders 
have completed voting, ascertain and report the number of shares 
voted respectively for and against the question.  The Inspector(s) 
shall prepare a subscribed, written report and shall deliver the 
report to the Secretary of the Corporation.  Abstentions shall be 
treated as having neither voted for nor against the Proposal.  
Broker non-voted shall be treated as abstentions.

The Board of Directors recommends a vote FOR this proposal.

PROPOSAL 3. RATIFICATION OF SELECTION OF PRINCIPAL ACCOUNTANTS
- --------------------------------------------------------------

The Board of Directors proposes that its selection of 
Aronson, Fetridge & Weigle as the Company's principal 
independent accountants be ratified.

This Proposal shall be decided by a majority of the 
outstanding stock present in person or by proxy and 
entitled to vote thereon.  The election inspector(s) 
(the "Inspector(s)"), as appointed by the Chairman, shall 
decide the qualification of the voters and shall report the 
number of shares represented at the meeting and entitled to 
vote on any question, shall conduct and accept the votes, 
and, when the Stockholders have completed voting, ascertain 
and report the number of shares voted respectively for and 
against the question.  The Inspector(s) shall prepare a 
subscribed, written report and shall deliver the report to 
the Secretary of the Corporation.  Abstentions shall be treated 
as having neither voted for nor against the Proposal.  Broker 
non-voted shall be treated as abstentions.

The Board of Directors recommends a vote FOR this proposal.
- -----------------------------------------------------------

All Other Matters Which May Come Before the Meeting
- ---------------------------------------------------

As of this Proxy Statement, the Company knows of no 
business that will be presented for consideration at the 
meeting, other than that which has been referred to above.  
As to other business, if any, that may come before the meeting, 
it is intended that proxies in the enclosed form will be voted 
in respect thereof, in accordance with the judgment of the 
person or persons voting the proxies.

Compliance with the Securities Exchange Act
- -------------------------------------------

The Company's Executive Officers and Directors are required 
under the Securities Exchange Act of 1934 to file reports of 
ownership and changes in ownership with the Securities and 
Exchange Commission and NASDAQ.  Copies of those reports must 
also be furnished to the Company.

Based solely on a review of the copies of reports furnished to 
the Company, the Company believes that all filing requirements 
applicable to Executive Officers and Directors have been complied 
with during the past year.

Shareholder Proposals for the Next Annual Meeting
- -------------------------------------------------

Any proposal of a shareholder intended to be presented at the 
Company's 1998 Annual Meeting of Shareholders must be received 
by the Secretary of the Company for inclusion in the Company's 
Proxy, Notice of Meeting and Proxy Statement relating to the 
1998 Annual Meeting by July 30, 1998.

Additional Information
- ----------------------

The cost of soliciting proxies in the enclosed form will be 
borne by the Company.  Officers and regular employees of the 
Company may, but without compensation other than regular 
compensation, solicit proxies by further mailing, personal 
conversations, by telephone or by telegraph.  The Company will, 
upon request, reimburse brokerage firms and others for their 
reasonable expenses in forwarding solicitation material to the 
beneficial owners of stock.


By Order of the Board of Directors,

Gerard R. Bernier
Chairman



APPENDIX A
UNICO, INC.
8380 Alban Road, Springfield, Virginia 22150

PROXY               THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF 
DIRECTORS The undersigned hereby appoints Gerard R. Bernier proxy of 
the undersigned, with full power of substitution, to represent and to 
vote, as designated hereby, all shares of UNICO, Inc. held of record 
by the undersigned on November 25, 1997 at the adjourned Annual 
Meeting of Stockholders to be held on December 30, 1997, or any 
adjournment thereof.

Name of Stockholder          Date: 
TOTAL SHARES                 Signature: 
                             Signature if Jointly Held:
                             Please sign exactly as name or 
                             names appear to the left.  When 
                             signing as Trustee, Executor, 
                             Administrator, Officer of a 
                             Corporation or Partner of a 
                             Partnership, give title as such.
                             PLEASE VOTE. YOU MUST SIGN, DATE 
                             AND RETURN YOUR PROXY FOR IT TO BE 
                             VOTED.

THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED AS SPECIFIED BELOW.  
IF EXECUTED AND NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED FOR 
THE FOLLOWING PROPOSALS.The Board of Directors recommends a vote FOR 
the following proposals:

1. To vote for the election of the following nominee and 
his term:	Steven Kronzek - Two (2) years	
FOR                  AGAINST                ABSTAIN  
   ----------------          --------------         ---------------

2. To vote for the reduction of current outstanding shares of 
Common and Preferred Stock through the combination of each four
(4) shares of Common or Preferred Stock into one (1) share of 
Common or Preferred Stock, respectively.
FOR                  AGAINST                ABSTAIN  
   ----------------         ---------------         ---------------

3. To vote for the ratification of the Board of Directors' selection 
of Aronson, Fetridge and Weigle as the Company's principal independent 
accountants.
FOR                  AGAINST                ABSTAIN  
   ----------------          --------------         ------------------

Please mark, sign and date (on the other side), and return this 
Proxy card promptly, using the enclosed envelope.