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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1 )*
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Aurora Environmental Inc.
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(Name of Issuer)
Common Stock, $.001 Par Value
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(Title of Class of Securities)
051694107
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(CUSIP Number)
Steven Morse, Esq.
111 Great Neck Road
Great Neck, New York 11021
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
June 29, 1995
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(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 which is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(b)(3) or (4), check the following box / /.
Check the following box if a fee is being paid with this statement / /. (A
fee is not required only if the reporting person: (1) has a previous statement
on file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.
(See Rule 13d-7.)
NOTE: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are to
be sent.
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
(Continued on following page(s))
Page 1 of 2 Pages
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CUSIP No. 051694107 13-D Page 2 of 4 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
George Rubin ###-##-####
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
Not Applicable
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5 CHECK BOX 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
U.S.A.
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NUMBER OF 7 SOLE VOTING POWER
SHARES None
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BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY None
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EACH 9 SOLE DISPOSITIVE POWER
REPORTING None
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PERSON 10 SHARED DISPOSITIVE POWER
WITH None
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
None
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN / /
SHARES*
None
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
None
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14 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTION BEFORE FILLING OUT!
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Page 3 of 4 Pages
SCHEDULE 13D
THIS SCHEDULE 13D IS BEING FILED AS A RESULT OF AURORA ENVIRONMENTAL INC.
("AURORA") ENTERING INTO AN AGREEMENT AND PLAN OF MERGER WITH ATC ENVIRONMENTAL
INC. ("ATC") PURSUANT TO WHICH AURORA WAS MERGED INTO AND WITH ATC AS THE
SURVIVING CORPORATION EFFECTIVE JUNE 29, 1995. EACH AURORA COMMON STOCKHOLDER
WILL RECEIVE .545 OF A SHARE OF ATC COMMON STOCK IN EXCHANGE FOR EACH 1.0 SHARE
OF AURORA COMMON STOCK. FURTHER, EACH OPTION/WARRANT HOLDER OF AURORA WILL
RECEIVE A NEW ATC OPTION/WARRANT ENTITLING THE HOLDER TO PURCHASE .545 OF A
SHARE OF ATC COMMON STOCK FOR EACH 1.0 SHARE OF AURORA COMMON STOCK REPRESENTED
BY THE OPTION/WARRANT. FOR COMPLETE DETAILS OF THE PROPOSED MERGER, REFERENCE
IS MADE TO ATC'S FORM S-4 REGISTRATION STATEMENT FILED WITH THE SECURITIES AND
EXCHANGE COMMISSION ON OR ABOUT JANUARY 11, 1995, FILE NO. 33-88380.
ITEM 1. Security and Issuer.
This statement relates to the shares of common stock, $.001 par value,
of Aurora Environmental Inc. ("Aurora"). Aurora's principal executive office is
located at 1515 East 10th Street, Sioux Falls, SD 57103.
ITEM 2. Identity and Background.
(a) George Rubin
(b) 104 East 25th Street, 10th floor, New York, NY 10010
(c) principal stockholder of Aurora
(d) Not applicable
(e) Not applicable
(f) U.S.A.
ITEM 3. Source and Amount of Funds or Other Consideration
Not applicable
ITEM 4. Purpose of Transactions
Incorporated by reference is ATC's Form S-4 Registration Statement,
File No. 33-88380 for a complete description of the purpose of the Merger.
Except as described in the Form S-4 Registration Statement, ATC has no plans or
proposals which relate to or result in (a) through (j) of this Item 4.
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Page 4 of 4 Pages
ITEM 5. Interest in Securities of the Issuer
(a)-(c) Effective June 29, 1995, Aurora merged into ATC with ATC as
the surviving corporation. Mr. Rubin's previous ownership of 1,716,500 shares
and Warrants to purchase 900,000 shares were canceled pursuant to the merger and
exchanged for 935,492 shares of ATC and Warrants to purchase 490,500 shares of
ATC.
(d) Not applicable.
(e) Mr. Rubin no longer owns 5% or more of Aurora.
ITEM 6. Contracts, Arrangements, Understandings or Relationships with Respect
to the Securities of the Issuer.
Not applicable
ITEM 7. Materials to be filed as Exhibits.
Agreement and Plan of Merger dated as of January 6, 1995 by and
between Aurora and ATC (incorporated by reference to Exhibit 2(a) filed as an
Exhibit to the Form S-4 Registration Statement, File No. 33-88380).
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.
Dated: July 10, 1995
Reporting Person: GEORGE RUBIN
Signature: /s/GEORGE RUBIN
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By: George Rubin