Edgar Filing: HINES WILLIAM A

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

SCHEDULE 13D
(RULE 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)

UNIFAB International, Inc.
(Name of Issuer)

COMMON STOCK, PAR VALUE $.01 PER SHARE
(Title of Class of Securities)

90467L 20 9
(CUSIP Number)

William A. Hines
3636 N. Causeway, Suite 300, Metairie, Louisiana 70002
504-837-5766
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

Copy to:
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Virginia Boulet, Esq.
Adams and Reese LLP
4500 One Shell Square
New Orleans, Louisiana 70139
(504) 581-3234

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July 24, 1998
(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G
to report the acquisition that is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box. [_]

Note. Schedules filed in paper format shall include a signed original
and five copies of the schedule, including all exhibits. See Rule 13d-7 for
other parties to whom copies are to be sent.

(Continued on following pages)

CUSIP No. 90467L 20 9 13D
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1. Names of Reporting Person.
I.R.S. Identification Nos. of above person (entities only).

William A. Hines
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2. Check the Appropriate Box if a Member of a Group (a) [ ]
(b) [x]
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3. SEC Use Only

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4. Source of Funds
SC
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5. Check if Disclosure of Legal Proceedings Is Required Pursuant
to Items 2(d) or 2(e) [_]
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6. Citizenship or Place of Organization
United States
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Number of 7. Sole Voting Power
Shares 700,000
Beneficially -------------------------------------------------
Owned by 8. Shared Voting Power
Each 0
Reporting -------------------------------------------------
Person 9. Sole Dispositive Power
With 700,000
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10. Shared Dispositive Power
0
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11. Aggregate Amount Beneficially Owned by Each Reporting Person

700,000
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12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares [_]

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13. Percent of Class Represented by Amount in Row (11)

11.7%
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14. Type of Reporting Person
IN
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ITEM 1. SECURITY AND ISSUER.

This statement on Schedule 13D relates to the common stock, par value
$0.01 per share (the "Common Stock"), of UNIFAB International, Inc. (the
"Company"). The principal executive offices of the Company are located at 5007
Port Rd. New Iberia, LA 70562.

ITEM 2. IDENTITY AND BACKGROUND

(a) This Schedule 13D is being filed by William A. Hines.

(b) The business address of Mr. Hines is 3636 N. Causeway Blvd., Suite
300, Metairie, LA. 70002.

(d) & (e) Mr. Hines had not, during five years prior to July 24, 1998, been (i)
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors) or (ii) a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such proceeding
was or is subject to a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to, federal or
state securities laws on finding any violation with respect to such laws.

(f) United States

ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATIONS

In July 1998, the Company acquired all the capital stock of Allen
Tank, Inc. ("Allen Tank") and LATOKA USA Inc. ("LATOKA") by means of mergers of
those corporations with subsidiaries of the Company. Mr. Hines, who became a
director of the Company in satisfaction of a condition to the completion of the
acquisitions, was a director and an executive officer of Allen Tank and LATOKA
and owned 70% of the capital stock of Allen Tank and approximately 89% of the
capital stock of LATOKA.

In exchange for his Allen Tank shares, Mr. Hines obtained a total of
630,000 shares of Company Common Stock. In exchange for his shares of LATOKA,
Mr. Hines received 70,000 shares of Company Common Stock. The consideration the
Company paid for the outstanding shares of Allen Tank and LATOKA was determined
by the Company and the shareholders of Allen Tank and LATOKA in arm's length
negotiations.

ITEM 4. PURPOSE OF TRANSACTION

Mr. Hines acquired the securities herein reported in consideration for
the exchange of other business interests in a merger and for investment
purposes. As of the date of the event which required filing this statement, July
24, 1998, Mr. Hines had no plans or proposals which related to or would have
resulted in: (a) the acquisition by any person of additional securities of the
Company or the disposition of securities of the Company; (b) an extraordinary
corporate transaction, such as a merger, reorganization or liquidation,
involving the Company; (c) a sale or transfer of a material amount of assets of
the Company; (d) any change in the present board of directors or management of
the issuer, including any plans or proposals to change the number of term
directors or to fill an existing vacancy on the board; (e)any material change in
the present capitalization or dividend policy of the Company; (f) any other
material change to the Company's business or corporate structure; (g) changes in
the Company's charter or bylaws or other actions which may impede the
acquisition of control of the Company by any person; (h) the Common Stock or any
other class of securities of the Company to be de-listed from the New York Stock
Exchange; (i) the

Common Stock or any other class of equity securities of the Company becoming
eligible for termination of registration pursuant to Section 12(g)(4) of the
Securities Exchange Act of 1934, as amended; or (j) any action similar to any of
those enumerated above.

ITEM 5. INTEREST IN SECURITIES OF THE ISSUER

(a) As of July 24, 1998, the Company had approximately 5,980,013
outstanding shares of Common Stock. Mr. Hines beneficially owned 700,000 shares
of Common stock, representing approximately 11.7% of the outstanding shares of
Common Stock.

(b) Mr. Hines had the sole power to vote or to direct the vote of and
sole power to dispose or direct the disposition of 700,000 shares of the Common
Stock that he was deemed to beneficially own as indicated above.

(c) Except as provided herein, in the 60 days prior to July 24, 1998,
Mr. Hines effected no transactions in the securities of the Company.

(d) Not applicable.

(e) Not applicable.

ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER

In consideration of the Allen Tank acquisition, Mr. Hines agreed that,
during his initial term as a member of the Company's board of directors (which
expired in 2000), he would not, without the consent of the Company, sell or
dispose of any of his shares of the Company Common Stock except in a registered
offering in accordance with his registration rights or by gift to a donee who
agreed to be bound by the same restrictions. Mr. Hines received registration
rights pursuant to the terms of the merger agreements included as Exhibits to
this Schedule 13D.

ITEM 7. MATERIAL TO BE FILED AS EXHIBITS

Exhibit A Agreement and Plan of Merger among UNIFAB International, Inc. ATI
Acquisition, LLC. and Allen Tank, Inc., Vincent J. Cuevas, Walter L.
Hampton, William A. Hines, Allen C. Porter, Jr., and Joseph G.
Weisberger dated July 24, 1998.

Exhibit B Agreement and Plan of Merger among UNIFAB International, Inc.,
LATUSA Acquisition, LLC, and LATOKA, USA, William A. Hines, and Allen
Porter, Jr., dated July 24, 1998.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this Statement is true, complete and correct.

Date: March 1, 2005

/s/ William A. Hines
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William A. Hines, Director

The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is signed
on behalf of a person by his authorized representative (other than an executive
officer or general partner of the filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement: provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.

Attention: Intentional misstatements or omissions of fact constitute Federal
criminal violations (see 18 U.S.C. 1001).