House of Taylor Jewelry, Inc. – ‘SC 13D/A’ on 4/26/01 re: Brilliant Technologies, Corp

On:  Thursday, 4/26/01, at 5:06pm ET   ·   Accession #:  1019687-1-500048   ·   File #:  5-56151

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Amendment to General Statement of Beneficial Ownership   —   Schedule 13D
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D/A    Ati                                                    6     25K 
 2: EX-7.1      Controlling Persons                                    2      6K 
 3: EX-7.2      Agreement to Pruchase Stock                           16     59K 

SC 13D/A   —   Ati
Document Table of Contents

SC 13D/A
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

  SCHEDULE 13D/A

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

 NURESCELL, INC.
 -----------------------------------------------------------
(Name of Issuer)

COMMON STOCK, $.0001 par value
 -----------------------------------------------------------
(Title of Class of Securities)

 67057R101
 -------------------------------
(CUSIP Number)

Hans Joachim Skrobanek
Advanced Technology Industries, Inc.
 Taubenstrasse 20, Berlin, Germany D-10117
011-49-30-201-7780
 -----------------------------------------------------------
 (Name, Address and Telephone Number of Person
 Authorized to Receive Notices and Communications)

April 16, 2001  
 -----------------------------
(Date of Event which Requires Filing
of this Statement)

If the filing person has previously filed a statement or 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 the 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 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))

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This Amendment No. 1 amends the 13D filed by Advanced Technology Industries,    
Inc. on January 22, 2001.                                                       

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

CUSIP NO. 67057R101                    13D/A                   Page 2 of 6 Pages

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

Advanced Technology Industries, Inc.                                  
------------------------------------------------------------------------------- 
2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                          
                                                                   (a)/  /
                                                                   (b)/  /
------------------------------------------------------------------------------- 
3    SEC USE ONLY                                                               

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

OO                                                                    
------------------------------------------------------------------------------- 
5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT          
TO                                                                              
    ITEMS 2(d) or 2(e)                                                   /   /

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

United States                                                   
------------------------------------------------------------------------------- 
7   SOLE VOTING POWER         

4,590,000           
                         -------------------------------------------------------
NUMBER OF           8   SHARED VOTING POWER                           
SHARES                                                              
BENEFICIALLY               -0-                                              
OWNED BY                                                                
      EACH               -------------------------------------------------------
REPORTING            9   SOLE DISPOSITIVE POWER                         
PERSON                                                                
WITH                   4,590,000                                    

                         -------------------------------------------------------
10  SHARED DISPOSITIVE POWER  

-0-           
--------------------------------------------------------------------------------
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON               

4,590,000                                                           
--------------------------------------------------------------------------------
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN             
SHARES*                                                                         
                                                                            /  /
--------------------------------------------------------------------------------
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                         

Approximately  29.27%                                                 
--------------------------------------------------------------------------------
14   TYPE OF REPORTING PERSON*                                                  

CO                                                                  
------------------------------------------------------------------------------- 

* SEE INSTRUCTIONS BEFORE FILLING OUT!

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  SCHEDULE 13D/A

ITEM 1.  SECURITY AND ISSUER.                                                   

Title of Class:   Common Stock, par value $.0001              

Issuer:  Nurescell, Inc.                                      

Principal Executive Offices:                                  
19762 MacArthur Blvd., Suite 332            
Irvine, California  92612                   

ITEM 2.  IDENTITY AND BACKGROUND.                                               

      This statement is filed on behalf of Advanced Technology Industries,
Inc., hereinafter collectively referred to as "ATI". Items (a) through (c) and  
Item (f) providing information on this item regarding each executive officer,   
director, and controlling person, is provided in Exhibit 7.1 attached to this   
Schedule 13D/A.                                                                 

(a)  Advanced Technology Industries, Inc.                     

    (b) ATI's principal place of business is Taubenstrasse 20, Berlin,
Germany D-10117                                                                 

       (c) ATI's principal business is the acquisition and commercialization
of new or previously existing but non-commercialized technologies, particularly 
those developed by scientists and engineers in Israel, Russia, and Germany,     
through the acquisition of a direct interest in the technology, right to use the
technology and/or ownership in the entity owning the technology.                

   (d) During the last five years neither it nor, to the best of its
knowledge, any executive officer, director, or controlling person has been      
convicted in a criminal proceeding (excluding traffic violations or similar     
misdemeanors).                                                                  

   (e) During the last five years neither it nor, to the best of its
knowledge, any executive officer, director, or controlling person has been a    
party to a civil proceeding of a judicial or administrative body of competent   
jurisdiction resulting in his being subject to a judgment, decree or final order
enjoining future violations of, or prohibiting or mandating activities subject  
to, federal or state securities laws or finding any violation with respect to   
such laws.                                                                      

    (f) Advanced Technology Industries, Inc. is organized and existing
pursuant to the laws of the State of Delaware, United States.                   

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ITEM 3.  SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.                     

         Shares of the Reporting Party are being exchanged with Shares of Issuer
owned by Issuer's Shareholder Glenn A. Cramer Separate Property Trust of        
September 1, 1987 (as amended and restated as of March 21, 2001) ("Cramer").    
Thus Reporting Party is issuing to Cramer 1,090,000 shares of Advanced          
Technology Industries, Inc. $.0001 common stock (the "ATI Stock") in exchange   
for Cramer transferring to Reporting Party 1,090,000 shares of the common stock 
of Issuer (the "Nurescell Stock").                                              

ITEM 4.  PURPOSE OF TRANSACTION.                                                

Purpose of Transaction                                                          
----------------------                                                          

   The transaction reported herein was one of the transactions being
negotiated at the time of Reporting Party's filing of its initial 13D, and was  
discussed in that 13D which was filed on January 22, 2001. The transaction      
reported herein provides for an exchange of 1,090,000 shares of Reporting       
Party's stock in exchange for 1,090,000 of Issuer's stock. The transaction also 
provides that Cramer has certain registration rights for registering the ATI    
stock he is receiving if, at any time within five years from the date of the    
Agreement ATI proposes to register any offering of shares of its capital stock  
under the Securities Act.                                                       

Reporting Party acquired the Issuer's stock for the purpose of
increasing its equity investment in the Issuer. Issuer owns the proprietary     
rights in certain nuclear shielding technology which Reporting Party believes is
consistent with Reporting Party's business pursuits. Reporting Party's          
acquisition of Issuer's stock is a strategic investment to further its interests
in the nuclear shielding and remediation markets.                               

        Reporting Party may seek to purchase other shares of Issuer from other
shareholders, but is not currently in negotiations with any other shareholders  
to purchase additional shares.                                                  

         Reporting Party has no present plans or proposals which would result in
any of the following: (1) an extraordinary transaction, such as a merger,       
reorganization or liquidation, involving the issuer or any of its subsidiaries; 
(2) a sale or transfer of a material amount of assets of the Issuer or any of   
its subsidiaries; (3) any material change in the present capitalization or      
dividend policy of the issuer; (4) any other material change in the issuer's    
business or corporate structure; (5) changes in the issuer's charter, bylaws, or
instruments corresponding thereto or other actions which may impede the         
acquisition of control of the Issuer by any person; (6) causing a class of      
securities of the issuer to be delisted from a national securities exchange or  
to cease to be authorized to be quoted in an inter-dealer quotation system of a 
registered national securities association; (7) causing a class of equity       
securities of the Issuer becoming eligible for termination of registration      
pursuant to Section 12(g)(4) of the Act; or (8) any similar action to those     
enumerated above.                                                               

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       For a complete description of the terms of the transactions described
above, reference is made to the Agreement for Purchase of Stock and the         
Registration Rights Agreement attached as Exhibit 7.2 to this Schedule 13D/A.   

ITEM 5.  INTEREST IN SECURITIES OF THE ISSUER.                                  

      (a) Prior to the transaction reported herein, ATI was the individual
beneficial owner of 3,500,000 shares of the Issuer, constituting a 22.3% of the 
ownership interest in Issuer. After the closing of the transaction reported     
herein, ATI will be the beneficial owner of 4,590,000 shares of the Issuer,     
constituting 29.27% of the ownership interest in Issuer.                        

       (b) ATI is the individual beneficial owner of 4,590,000 shares of the
Issuer, as to all of which Reporting Party has the sole power to vote or direct 
the vote and Sole power to dispose or direct the disposition. Reporting Party   
does not have shared power to vote or to direct the vote, or shared power to    
dispose or to direct the disposition of any shares.                             

        (c) ATI has not engaged in any transactions in the class of securities
reported on that were effected during the past sixty days.                      

(d) Not applicable.                                           

(e) Not applicable.                                           

   To the best of ATI's knowledge, no executive officer, director or
controlling person of ATI has any interest in the securities of the Issuer,     
except for Adrian and Dianna Joseph, whose interests have been reported in      
Nurescell, Inc.'s filings, to the best of ATI's knowledge.                      

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

         Other than as disclosed in the Schedule 13D filed by Reporting Party on
January 22, 2001 and those set forth above and in the Exhibits attached hereto, 
ATI has no contracts, arrangements, understandings or relationships (legal or   
otherwise) between it and any person with respect to any securities of the      
issuer, including, but not limited to, transfer or voting of any of the         
securities, finder's fees, joint ventures, loan or option arrangements, puts or 
calls, guarantees of profits, division of profits or loss, or the giving or     
withholding of proxies.                                                         

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   To the best of ATI's knowledge, no executive officer, director or
controlling person of ATI has any contracts, arrangements, understandings or    
relationships (legal or otherwise) between them and any person with respect to  
any securities of the issuer, including but not limited to, transfer or voting  
of any of the securities, finder's fees, joint ventures, loan or option         
arrangements, puts or calls, guarantees of profits, division of profits or loss,
or the giving or withholding of proxies.                                        

ITEM 7.  MATERIAL TO BE FILED AS EXHIBITS.                                      

7.1 Report Regarding Item 2(a)-(c) and (f) regarding executive
officers, directors and controlling persons.                                    

      7.2 Agreement For Purchase Of Stock between Glenn A. Cramer Separate
Property Trust of September 1, 1987 (as amended and restated as of March 21,    
2001), and Advanced Technology Industries, Inc.; Registration Rights Agreement  

 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: April 26, 2001                   Advanced Technology Industries, Inc.    

                                By  /S/ Hans Joachim Skrobanek
                                            ----------------------------------
                                           Hans Joachim Skrobanek, President

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Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘SC 13D/A’ Filing		Date		First		Last			Other Filings
Filed on:		4/26/01		6					SC 13D/A
		4/16/01		1					8-K
		3/21/01		4		6
		1/22/01		2		5			8-K,  SC 13D,  SC 13D/A
									List all Filings