SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13D

                    Under the Securities Exchange Act of 1934
                           (Amendment No.    1     )*
                                         ---------

                           Aurora Environmental, Inc.
            --------------------------------------------------------
                                (Name of Issuer)

                         Common Stock, $.001 Par Value
            --------------------------------------------------------
                         (Title of Class of Securities)

                                    051694107
            --------------------------------------------------------
                                 (CUSIP Number)

                               Steven Morse, Esq.
                               111 Great Neck Rd.
                             Great Neck, N.Y. 11021
            --------------------------------------------------------
            (Name, Address and Telephone Number of Person Authorized
                     to Receive Notices and Communications)

                                  June 29, 1995
            --------------------------------------------------------
             (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 4 Pages




CUSIP No. 051694107                   13-D                     Page 2 of 4 Pages


- -------------------------------------------------------------------------------
  1  NAME OF REPORTING PERSON
     S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

        Morry Rubin ###-##-####
- -------------------------------------------------------------------------------
  2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                (a)  / /
                                                                      (b)  / /

- -------------------------------------------------------------------------------
  3  SEC USE ONLY


- -------------------------------------------------------------------------------
  4  SOURCE OF FUNDS*

        Not Applicable
- -------------------------------------------------------------------------------
  5  CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT     / /
     TO ITEMS 2(d) OR 2(e)


- -------------------------------------------------------------------------------
  6  CITIZENSHIP OR PLACE OF ORGANIZATION

        U.S.A.
- -------------------------------------------------------------------------------
      NUMBER OF               7  SOLE VOTING POWER

       SHARES                      None
                             --------------------------------------------------
    BENEFICIALLY              8  SHARED VOTING POWER

      OWNED BY                     None
                             --------------------------------------------------
        EACH                  9  SOLE DISPOSITIVE POWER

      REPORTING                    None
                             --------------------------------------------------
       PERSON                 10  SHARED DISPOSITIVE POWER

        WITH                       None
- -------------------------------------------------------------------------------
 11  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

        None
- -------------------------------------------------------------------------------
 12  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN        / /
     SHARES*

        None
- -------------------------------------------------------------------------------
 13  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

        None
- -------------------------------------------------------------------------------
 14  TYPE OF REPORTING PERSON*

        IN
- -------------------------------------------------------------------------------


                    *SEE INSTRUCTION BEFORE FILLING OUT!




                                                               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)  Morry F. Rubin

          (b)  104 East 25th Street, 10th floor, New York, NY 10010

          (c)  President 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.



                                                               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 1,172,000 shares
and options to purchase 150,000 shares were canceled pursuant to the merger and
exchanged for 638,740 shares of ATC and options to purchase 81,750 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:  MORRY F. RUBIN


Signature:      /s/MORRY F. RUBIN
               --------------------
                By: Morry F. Rubin