UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D
Under
the Securities and Exchange Act of 1934
(Amendment
No. 7)*
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Casual
Male Retail Group, Inc.
(Name
of Issuer)
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Common
Stock, $0.01 par value per share
(Title
of Class of Securities)
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148711104
(CUSIP
Number)
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Chilton
Investment Company, LLC
1266
East Main Street, 7th
Floor
Stamford,
CT 06902
(203)
352-4000
(Name,
Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
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October
16, 2008
(Date
of Event which Requires Filing of this
Statement)
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If the
filing person has previously filed a statement on Schedule 13G to report the
acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the
following box o.
Note: Schedules
filed in paper format shall include a signed original and five copies of the
schedule, including all exhibits. See Rule 13d-7 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
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).
| CUSIP No. 148711104 |
SCHEDULE 13D
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Page 2 of 5
Pages
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1
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NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Chilton
Investment Company, LLC
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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o
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(b)
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x
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3
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SEC
USE ONLY
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4
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SOURCE
OF FUNDS
AF,
OO
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5
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CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
or 2(e)
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o
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6
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CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
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NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON
WITH
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7
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SOLE
VOTING POWER
8,263,793
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8
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SHARED
VOTING POWER
0
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9
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SOLE
DISPOSITIVE POWER
8,263,793
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10
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SHARED
DISPOSITIVE POWER
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11
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,263,793
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12
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
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o
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13
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
19.95%
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14
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TYPE
OF REPORTING PERSON
IA
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| CUSIP No. 148711104 |
SCHEDULE 13D
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Page 3 of 5
Pages
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ITEM
1. Security and Issuer.
Pursuant
to Rule 13d-2(b) of Regulation 13D-G under the Securities Exchange Act of 1934,
as amended, the Schedule 13G initially filed on November 10, 2005, by Chilton
Investment Company, LLC (the “Reporting Person”) with respect to the Common
Stock, $0.01 par value (the “Common Stock”), of Casual Male Retail Group, Inc.,
a Delaware corporation (the “Schedule 13G”), as amended by Amendment No. 1 to
the Schedule 13G filed on February 14, 2006, replaced by the Schedule 13D filed
on May 9, 2006 (the “Schedule 13D”), as amended by Amendment No.1 to the
Schedule 13D filed on June 9, 2006, Amendment No. 2 to the Schedule 13D filed on
June 29, 2006, Amendment No. 3 to the 13D filed on April 13, 2006 and Amendment
No. 4 to the 13D filed on July 19, 2007, replaced by Amendment No. 2 to the
Schedule 13G filed on July 20, 2007, and replaced by Amendment No. 5 to the
Schedule 13D filed on October 23, 2007, as amended by Amendment No. 6 to the
Schedule 13D filed on November 28, 2007, is hereby amended by this Amendment No.
7 to the Schedule 13D to report a change in beneficial ownership. The
Schedule 13D is amended as follows:
ITEM 5. Interest in Securities of the
Issuer.
Item 5(a)
is hereby supplemented by the addition of the following:
(a) As of the
date hereof, the Reporting Person is deemed to be the beneficial owner (through
its control of the Client Accounts) of 8,263,793 shares representing 19.95% of
the Issuer’s Common Stock. The foregoing calculations are based on
41,413,015 shares of
Common Stock issued and outstanding as of August 15, 2008 according to publicly
available filings of the Issuer.
Item 5(c)
is hereby supplemented by the addition of the following:
(b) The number
of shares and the price per share of all transactions effected by the Reporting
Person over the last sixty days of the Schedule 13D:
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o
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On
August 21, 2008, 52,369 shares of Common Stock were sold through Allen
& Company at a price per share of
$3.8624.
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o
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On
August 21, 2008, 52,369 shares of Common Stock were purchased through
Credit Suisse at a price per share of
$3.8693.
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o
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On
August 27, 2008, 28,047 shares of Common Stock were purchased through
Credit Suisse at a price per share of
$3.8454.
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o
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On
August 27, 2008, 28,047 shares of Common Stock were sold through Lehman
Brothers at a price per share of
$3.8090.
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o
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On
September 8, 2008, 102,693 shares of Common Stock were sold through Knight
Securities at a price per share of
$4.0097.
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o
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On
September 8, 2008, 52,407 shares of Common Stock were sold through Merrill
Lynch at a price per share of
$4.0009.
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o
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On
September 8, 2008, 10,100 shares of Common Stock were sold through UBS at
a price per share of $4.0001.
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| CUSIP No. 148711104 |
SCHEDULE 13D
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Page 4 of 5
Pages
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o
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On
September 8, 2008, 16,800 shares of Common Stock were sold through Lehman
Brothers at a price per share of
$4.0199.
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o
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On
September 11, 2008, 7,125 shares of Common Stock were sold through Merrill
Lynch at a price per share of
$4.6517.
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o
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On
September 11, 2008, 2,875 shares of Common Stock were sold through Lehman
Brothers at a price per share of
$4.3716.
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o
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On
September 12, 2008, 200 shares of Common Stock were sold through J.P.
Morgan at a price per share of
$4.5000.
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o
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On
September 12, 2008, 800 shares of Common Stock were sold through Credit
Suisse at a price per share of
$4.4587.
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o
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On
September 15, 2008, 10,000 shares of Common Stock were sold through Credit
Suisse at a price per share of
$4.3999.
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o
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On
September 15, 2008, 84,900 shares of Common Stock were sold through
Liquidnet at a price per share of
$4.4521.
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o
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On
September 15, 2008, 23,100 shares of Common Stock were sold through
Merrill Lynch at a price per share of
$4.4467.
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o
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On
September 16, 2008, 10,000 shares of Common Stock were sold through Credit
Suisse at a price per share of
$4.0917.
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o
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On
September 17, 2008, 3,577 shares of Common Stock were sold through JP
Morgan at a price per share of
$4.0239.
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o
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On
September 17, 2008, 10,000 shares of Common Stock were sold through Credit
Suisse at a price per share of
$4.1589.
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o
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On
September 18, 2008, 10,000 shares of Common Stock were sold through Credit
Suisse at a price per share of
$4.1803.
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o
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On
September 18, 2008, 53,144 shares of Common Stock were sold through UBS at
a price per share of $4.1840.
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o
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On
September 18, 2008, 218,644 shares of Common Stock were sold through
Merrill Lynch at a price per share of
$4.1896.
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o
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On
September 18, 2008, 28,212 shares of Common Stock were sold through Credit
Suisse at a price per share of
$4.1363.
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o
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On
September 19, 2008, 11,100 shares of Common Stock were sold through
Merrill Lynch at a price per share of
$4.2540.
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o
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On
September 19, 2008, 2,900 shares of Common Stock were sold through UBS at
a price per share of $4.3014.
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o
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On
September 19, 2008, 50,000 shares of Common Stock were sold through
Oppenheimer at a price per share of
$4.3733.
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o
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On
September 19, 2008, 10,000 shares of Common Stock were sold through Credit
Suisse at a price per share of
$4.1784.
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o
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On
September 22, 2008, 17,000 shares of Common Stock were sold through
Merrill Lynch at a price per share of
$4.2610.
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o
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On
September 22, 2008, 10,000 shares of Common Stock were sold through Credit
Suisse at a price per share of
$4.2763.
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o
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On
September 22, 2008, 234,000 shares of Common Stock were sold through
Credit Suisse at a price per share of
$4.2645.
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o
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On
September 22, 2008, 234,000 shares of Common Stock were purchased through
Collins Stewart Inc. at a price per share of
$4.2672.
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| CUSIP No. 148711104 |
SCHEDULE 13D
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Page 5 of 5
Pages
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o
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On
September 23, 2008, 10,000 shares of Common Stock were sold through Credit
Suisse at a price per share of
$4.2962.
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o
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On
September 24, 2008, 10,000 shares of Common Stock were sold through Credit
Suisse at a price per share of
$4.0093.
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o
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On
September 25, 2008, 10,000 shares of Common Stock were sold through Credit
Suisse at a price per share of
$3.9636.
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o
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On
October 2, 2008, 5,292 shares of Common Stock were purchased through
Credit Suisse at a price per share of
$3.8568.
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o
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On
October 2, 2008, 5,292 shares of Common Stock were sold through Merrill
Lynch at a price per share of
$3.7526.
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o
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On
October 8, 2008, 36,541 shares of Common Stock were sold through Credit
Suisse at a price per share of
$3.0371.
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o
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On
October 15, 2008, 11,534 shares of Common Stock were sold through J.P.
Morgan at a price per share of
$2.6993.
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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: October
21, 2008
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Chilton
Investment Company, LLC
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By:
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/s/
James Steinthal
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James
Steinthal
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Managing
Director
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