1.  

Names of Reporting Persons.
Andrew J. Filipowski

2.

Check the Appropriate Box if a Member of a Group (See Instructions)
(a)         x
(b)         o

3.

SEC Use Only

4.

Source of Funds (See Instructions)
PF

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)   o

6.

Citizenship or Place of Organization
United States of America

Number of

7.

Sole Voting Power

Shares

1,009,267

Beneficially

Owned by

8.

Shared Voting Power

Each

None.

Reporting

Person With:

9.

Sole Dispositive Power

1,009,267

10.

Shared Dispositive Power

None.

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,009,267

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) x

13.

Percent of Class Represented by Amount in Row (11)
8.6%

14.

Type of Reporting Person (See Instructions)
IN

1.

Names of Reporting Persons.
Andrew J. Filipowski Revocable Trust

2.

Check the Appropriate Box if a Member of a Group (See Instructions)
(a)                x
(b)                o

3.

SEC Use Only

4.

Source of Funds (See Instructions)
OO

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)  o

6.

Citizenship or Place of Organization
Illinois

Number of

7.

Sole Voting Power

Shares

180,650

Beneficially

Owned by

8.

Shared Voting Power

Each

None.

Reporting

Person With:

9.

Sole Dispositive Power

180,650

10

Shared Dispositive Power
None.

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
180,650

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  o

13.

Percent of Class Represented by Amount in Row (11)
1.5%

14.

Type of Reporting Person (See Instructions)
OO

1.

Names of Reporting Persons.
Matthew Roszak

2.

Check the Appropriate Box if a Member of a Group (See Instructions)
(a)         x
(b)        o

3.

SEC Use Only

4.

Source of Funds (See Instructions)
PF

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)  o

6.

Citizenship or Place of Organization
United States of America

Number of

7.

Sole Voting Power

Shares

383,617

Beneficially

Owned by

8.

Shared Voting Power

Each

None.

Reporting

Person With:

9.

Sole Dispositive Power

383,617

10

Shared Dispositive Power
None.

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

383,617

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) x

13.

Percent of Class Represented by Amount in Row (11)
3.3%

14.

Type of Reporting Person (See Instructions)

IN

1.

Names of Reporting Persons.
SilkRoad Equity LLC

2.

Check the Appropriate Box if a Member of a Group (See Instructions)
(a)         x
(b)         o

3.

SEC Use Only

4.

Source of Funds (See Instructions)
WC

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)  o

6.

Citizenship or Place of Organization
United States of America

Number of

7.

Sole Voting Power

Shares

323,617

Beneficially

Owned by

8.

Shared Voting Power

Each

None.

Reporting

Person With:

9.

Sole Dispositive Power

323,617

10.

Shared Dispositive Power

None.

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
323,617

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

13.

Percent of Class Represented by Amount in Row (11)
2.8%

14.

Type of Reporting Person (See Instructions)
OO

Item 1.

Security and Issuer

This Amendment No. 4 (the “Amendment”) to the Statement on Schedule 13D, as amended (the “Statement”), relates to the common stock, par value $0.01 per share (the “Common Stock”), of CRYO-CELL International, Inc., a Delaware corporation (the “Company”), which has its principal executive offices at 700 Brooker Creek Blvd., Oldsmar, Florida, 34677. Unless otherwise indicated, all capitalized terms in this Amendment shall have the meanings set forth in the Statement for such terms. This Amendment is filed by Andrew J. Filipowski, the Andrew J. Filipowski Revocable Trust (the “Trust”), Matthew Roszak, and SilkRoad Equity (hereinafter referred to collectively as the “Reporting Persons”).

This Amendment amends and supplements Items 1, 2, 4, 5, and 7 of the Statement to disclose that (i) Mr. Filipowski is no longer a member of the Company’s Board of Directors (the “Board”) and (ii) pursuant to an Agreement signed by the Company and the Reporting Persons on January 24, 2008, Mr. Filipowski will be nominated for election to the Board at a special meeting of stockholders to be held on March 4, 2008 (the “Special Meeting”).

Item 2.

Identity and Background

Item 2 is hereby amended and supplemented as follows:

As previously stated, Mr. Filipowski is a private investor and principal of SilkRoad Equity whose principal business address is 111 N. Chestnut Street, Suite 200, Winston-Salem, NC 27101. On July 16, 2007, Mr. Filipowski was elected to the Board at the 2007 annual meeting of the Company’s stockholders. Pursuant to an order of the Delaware Court of Chancery issued on January 15, 2008, in a case brought by a stockholder challenging the election results of the 2007 annual meeting, Mr. Filipowski was removed from the Board.

Item 4.

Purpose of Transaction

Item 4 is hereby amended and supplemented as follows:

On January 24, 2008, the Company entered into an Agreement with the Reporting Persons in which the Company agreed to nominate Andrew J. Filipowski, as part of management’s slate of director-nominees, for election to the Board at the Special Meeting and at any subsequent meeting of stockholders at which directors are to be elected prior to the 2009 annual meeting of stockholders (each such meeting, a “Subsequent Meeting”). The Reporting Persons agreed to vote all shares for which they have voting power for each of the management director-nominees at the Special Meeting or any Subsequent Meeting. In addition, the Reporting Persons agreed that (a) from the date of the Agreement until the Special Meeting is permanently adjourned, and (b) if Mr. Filipowski is elected as a director at the Special Meeting, until the earlier of (i) the Company’s 2009 annual meeting of stockholders or (ii) such time as Mr. Filipowski is no longer a director of the Company for a reason other than his voluntary resignation from the Board, the Reporting Persons will not take certain actions, nor will any of their affiliates or associates take such actions, without the prior written consent of the Board. The activities restricted by the Agreement include, among other things, (x) engaging in any solicitation of proxies or consents to vote any voting securities of the Company in opposition to the recommendations of the Board or becoming a participant in any election contest with respect to the Company; (y) otherwise taking any action to obtain representation on the Board, except for actions permitted expressly by the Agreement; or (z) entering into any agreements with any third party with respect to any of the foregoing. This description of the Agreement is qualified in its entirety by the Agreement, which is attached as Exhibit 99.1 and is incorporated herein by reference.

Item 5.

Interest in Securities of the Issuer.

(a) The Trust is the record holder of 180,650 shares of Common Stock, representing approximately 1.5% of the issued and outstanding Common Stock of the Company based on the figure of 11,672,129 shares issued and outstanding as of January 18, 2008 as reported in the Company’s Preliminary Proxy Statement for the Special Meeting.

SilkRoad Equity is the record holder of 323,617 shares of Common Stock, representing 2.8% of the issued and outstanding Common Stock of the Company.

Mr. Filipowski is the record holder of 505,000 shares of Common Stock and is deemed to beneficially own 180,650 shares of Common Stock held through the Trust and an additional 323,617 shares as a managing member of SilkRoad Equity. In the aggregate, Mr. Filipowski is deemed to beneficially own 1,009,267 shares of Common Stock or approximately 8.6% of the issued and outstanding Common Stock of the Company. Mr. Filipowski disclaims beneficial ownership of the 180,650 shares of Common Stock held by the Trust and disclaims beneficial ownership of the 323,617 shares held by SilkRoad Equity.

Mr. Roszak is the record holder of 54,000 shares of Common Stock. Mr. Roszak is deemed to beneficially own 6,000 shares of Common Stock held through his IRA and an additional 323,617 shares as a managing member of SilkRoad Equity. In the aggregate, Mr. Roszak is deemed to own 383,617 shares or approximately 3.3% of the issued and outstanding Common Stock of the Company. Mr. Roszak disclaims beneficial ownership of the 323,617 shares of Common Stock held by SilkRoad Equity.

The Reporting Persons as a group may be deemed to own 1,069,267 shares of Common Stock, representing approximately 9.2% of the issued and outstanding Common Stock of the Company. Each Reporting Person disclaims beneficial ownership of the shares owned by the other Reporting Persons.

(b) The responses to Items 7-10 of the cover sheets are incorporated herein by reference.

(c) Not applicable.

(d) Not applicable.

(e) Not applicable.

Item 7.

Material to Be Filed as Exhibits

Exhibit 99.1:

Agreement dated January 24, 2008, between the Company and the Reporting Persons (filed herewith).

Andrew J. Filipowski, individually and as

Trustee for the Andrew J. Filipowski

Revocable Trust

Matthew Roszak, individually and as

a Managing Member of SilkRoad Equity

LLC