Schedule 13G

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TxYYecTGNaivS6vsTq2NGVwIoU25llw/XRctfYnTj4uM6weVe/oCTGiJxmiOfPrL ZRkMUXqJYsm/9J7PEYyQFw== 0001372190-07-000006.txt : 20070215 0001372190-07-000006.hdr.sgml : 20070215 20070215144122 ACCESSION NUMBER: 0001372190-07-000006 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070215 DATE AS OF CHANGE: 20070215 GROUP MEMBERS: LAM OPPORTUNITY FUND, LTD GROUP MEMBERS: LEWIS OPPORTUNITY FUND, LP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CRYO CELL INTERNATIONAL INC CENTRAL INDEX KEY: 0000862692 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-SERVICES, NEC [8900] IRS NUMBER: 223023093 STATE OF INCORPORATION: DE FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-80299 FILM NUMBER: 07626835 BUSINESS ADDRESS: STREET 1: 3165 MCMULLEN BOOTH RD STREET 2: BLDG B CITY: CLEARWATER STATE: FL ZIP: 33761 BUSINESS PHONE: 7277230333 MAIL ADDRESS: STREET 1: 3165 MCMULLEN BOOTH RD STREET 2: BLDG. B CITY: CLEARWATER STATE: FL ZIP: 33761 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Lewis Asset Management CENTRAL INDEX KEY: 0001372190 IRS NUMBER: 010822953 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 45 ROCKEFELLER PLAZA STREET 2: SUITE 2570 CITY: NEW YORK STATE: NY ZIP: 10111 BUSINESS PHONE: 212-332-4453 MAIL ADDRESS: STREET 1: 45 ROCKEFELLER PLAZA STREET 2: SUITE 2570 CITY: NEW YORK STATE: NY ZIP: 10111 SC 13G 1 ccel2152007.htm CRYO CELL INTERNATION 13G Schedule 13G

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

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. )*

Cryo Cell International

(Name of Issuer)

Common Stock

(Title of Class of Securities)

228895108

(CUSIP Number)

February 2, 2007

(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:


[	X	] Rule 13d-1(b)
[		] Rule 13d-1(c)
[		] Rule 13d-1(d)

* 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 the 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).

SCHEDULE 13G
CUSIP No. 228895108

	1.	Names of Reporting Persons. Lewis Asset Management, Corp. I.R.S. Identification Nos. of above persons (entities only). 01-0822953

	2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) [ ] (b) [ ]

	3.	SEC USE ONLY

	4.	Citizenship or Place of Organization DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:		5.	Sole Voting Power N/A

		6.	Shared Voting Power 827,863

		7.	Sole Dispositive Power N/A

		8.	Shared Dispositive Power 827,863

	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 827,863

	10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ]

	11.	Percent of Class Represented by Amount in Row (9) 7.1%

	12.	Type of Reporting Person CO

SCHEDULE 13G
CUSIP No. 228895108

	1.	Names of Reporting Persons. Lewis Opportunity Fund, LP I.R.S. Identification Nos. of above persons (entities only). 01-0822950

	2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) [ ] (b) [ ]

	3.	SEC USE ONLY

	4.	Citizenship or Place of Organization DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:		5.	Sole Voting Power N/A

		6.	Shared Voting Power 699,048

		7.	Sole Dispositive Power N/A

		8.	Shared Dispositive Power 699,048

	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 699,048

	10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ]

	11.	Percent of Class Represented by Amount in Row (9) 6.0%

	12.	Type of Reporting Person PN
2

Item 1.
	(a)	Name of Issuer Cryo Cell International
	(b)	Address of Issuer's Principal Executive Offices 3165 McMullen Booth Road - Building B Clearwater, FL 33761

Item 2.
	(a)	Name of Person Filing Lewis Asset Management, Corp.
	(b)	Address of Principal Business Office or, if none, Residence 45 Rockefeller Plaza Suite 2570 New York, NY 10111
	(c)	Citizenship State of Delaware
	(d)	Title of Class of Securities Common Stock
	(e)	CUSIP Number 228895108

Item 3.		If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
	(a)	[ ]	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
	(b)	[ ]	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
	(c)	[ ]	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
	(d)	[ ]	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
	(e)	[ ]	An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
	(f)	[ ]	An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
	(g)	[ ]	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
	(h)	[ ]	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
	(i)	[ ]	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
	(j)	[X ]	Group, in accordance with §240.13d-1(b)(1)(ii)(J).

Item 4.		Ownership.
	(a)	Amount beneficially owned: 827,863
	(b)	Percent of class: 7.1%
	(c)	Number of shares as to which the person has:
		(i)	Sole power to vote or to direct the vote 0
		(ii)	Shared power to vote or to direct the vote 827,863
		(iii)	Sole power to dispose or to direct the disposition of 0
		(iv)	Shared power to dispose or to direct the disposition of 827,863


Item 5.	Ownership of Five Percent or Less of a Class
	If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ].

Instruction: Dissolution of a group requires a response to this item. This statement is being filed to report the fact that as of the date hereof, the reporting person has ceased to be the beneficial owner of more than 5 percent of the company's stock.

Item 6.	Ownership of More than Five Percent on Behalf of Another Person
	N/A

Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person
	N/A

Item 8.	Identification and Classification of Members of the Group
	N/A

Item 9.	Notice of Dissolution of Group


Item 10.	Certifications
	By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

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: February 15, 2007

	By:	/s/ W. Austin Lewis IV W. Austin Lewis IV
	Title:		General Partner/CIO


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