UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
(Rule
13d-102)
INFORMATION
TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO
RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT
TO RULE 13d-2(b)
(Amendment
No. 3)*
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Casual
Male Retail Group, Inc.
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(Name
of Issuer)
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Common
Stock, $0.01 par value per share
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(Title
of Class of Securities)
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148711104
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(CUSIP
Number)
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October
17, 2008
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(Date
of Event which Requires Filing of this
Statement)
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Check the
appropriate box to designate the rule pursuant to which this Schedule is
filed:
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x
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Rule
13d-1(b)
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o
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Rule
13d-1(c)
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o
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Rule
13d-1(d)
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*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 in 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 |
13G
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Page 2 of 3
Pages
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1
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NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Chilton
Investment Company, LLC
87-0742367
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
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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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CITIZENSHIP
OR PLACE OF ORGANIZATION
State
of Delaware
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NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON
WITH
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5
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SOLE
VOTING POWER
8,263,793
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6
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SHARED
VOTING POWER
0
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7
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SOLE
DISPOSITIVE POWER
8,263,793
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8
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SHARED
DISPOSITIVE POWER
0
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,263,793
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10
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See
Instructions)
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o
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11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
19.95%
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12
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TYPE
OF REPORTING PERSON (See Instructions)
IA
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| CUSIP No. 148711104 |
13G
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Page 3 of 3
Pages
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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, as amended by Amendment
No.1 to the 13D filed on June 9, 2006, Amendment No. 2 to the 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, 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 and Amendment No.
7 to the Schedule 13D filed on October 21, 2008, is hereby replaced
by this Amendment No. 3 to the Schedule 13G to report a change in the
information reported in the Schedule 13G. This Amendment No. 3
to the Schedule 13G is to reflect a change in filing status from a
Schedule 13D to a Schedule 13G, and not a change in
ownership. The Schedule 13G is hereby amended as
follows:
Item
4 is hereby amended and restated in its entirety to
read:
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Item
4.
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Ownership.
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(a)
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Amount
beneficially owned:
8,263,793 shares
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(b)
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Percent
of class: 19.95%
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(c)
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Number
of shares as to which the person has:
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(i)
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Sole
power to vote or to direct the vote: 8,263,793
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(ii)
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Shared
power to vote or to direct the vote: 0
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(iii)
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Sole
power to dispose or to direct the disposition of:
8,263,793
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(iv)
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Shared
power to dispose or to direct the disposition
of: 0
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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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Name:
James Steinthal
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Title:
Managing Director
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