SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
UNDER THE SECURITIES EXCHANGE ACT OF 1934
SCHEDULE 13G
(FINAL AMENDMENT)
INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Payless Shoe Source Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
704379106
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(CUSIP Number)
September 30, 1998
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[x] Rule 13d-1(b)
[_] Rule 13d-1(c)
[_] Rule 13d-1(d)
Page 1 of 6 Pages
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SCHEDULE 13G
CUSIP No.704379106 Page 2 of 6 Pages
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1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Gilder, Gagnon, Howe & Co.
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2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
- --------------------------------------------------------------------------------
3) SEC USE ONLY
- --------------------------------------------------------------------------------
4) CITIZENSHIP OR PLACE OF ORGANIZATION
New York
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5) SOLE VOTING POWER
None
NUMBER -------------------------------------------------
OF 6) SHARED VOTING POWER
SHARES 26,375
BENEFICIALLY -------------------------------------------------
OWNED BY 7) SOLE DISPOSITIVE POWER
EACH None
REPORTING -------------------------------------------------
PERSON 8) SHARED DISPOSITIVE POWER
WITH 1,402,456
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9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,402,456
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10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES [ ]
- --------------------------------------------------------------------------------
11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.0%
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12) TYPE OF REPORTING PERSON
BD
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Page 2 of 6 Pages
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Schedule 13G
ITEM 1(A). NAME OF ISSUER:
Payless Shoe Source, Inc.
ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
3231 Southeast Sixth Street
Topeka, KS 66607
ITEM 2(A). NAME OF PERSON FILING:
Gilder, Gagnon, Howe & Co.
ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
1775 Broadway, 26th Floor
New York, NY 10019
ITEM 2(C). CITIZENSHIP:
New York
ITEM 2(D). TITLE OF CLASS OF SECURITIES:
Common Stock
ITEM 2(E). CUSIP NUMBER: 704379106
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO SS.SS.240.13D-1(B), OR
240.13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING IS A:
(a) [X] Broker or Dealer Registered Under Section 15 of the Act
(15 U.S.C. 78o)
(b) [_] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c)
(c) [_] Insurance Company as defined in section 3(a)(19) of the Act
(15 U.S.C. 78c)
(d) [_] Investment Company registered under section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8)
(e)[_] Investment Adviser in accordance with
ss.240.13d-1(b)(1)(ii)(E)
(f)[_] Employee benefit plan or endowment fund in accordance with
Page 3 of 6 Pages
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ss.240.13d-1(b)(1)(ii)(F)
(g)[_] Parent Holding Company or control person in accordance
with ss.240.13d-1(b)(ii)(G)
(h)[_] Savings Association as defined in ss.3(b) of the Federal
Deposit Insurance Act (12 U.S.C. 1813)
(i)[_] Church plan that is excluded from the definition of an
investment company under ss.3(c)(15) of the Investment Company
Act of 1940 (15 U.S.C. 80a-3)
(j)[_] Group, in accordance with ss.240.13d-1(b)(ii)(J)
ITEM 4. OWNERSHIP.
(a) Amount beneficially owned: 1,402,456
(b) Percent of class: 4.0%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote: None
(ii) Shared power to vote or to direct the vote: 26,375
(iii) Sole power to dispose or to direct the disposition of: None
(iv) Shared power to dispose or to direct the disposition of:
1,402,456
The shares reported include 952,306 shares held in customer accounts over which
partners and/or employees of the Reporting Person have discretionary authority
to dispose of or direct the disposition of the shares, 423,775 shares held in
accounts owned by the partners of the Reporting Person and their families, and
26,375 shares held in the account of the profit-sharing plan of the Reporting
Person ("the Profit-Sharing Plan").
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
This statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five precent of the class of securities.
Page 4 of 6 Pages
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ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
The owners of the accounts (including the Profit-Sharing Plan) in
which the shares reported on this Schedule are held have the right to receive or
the power to direct the receipt of dividends from, or the proceeds from the sale
of, such securities.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
Not applicable
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not applicable
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not applicable
ITEM 10. CERTIFICATION.
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the ordinary course of
business and were not acquired for the purpose of and do not have the effect of
changing or influencing the control of the issuer of such securities and were
not acquired in connection with or as a participant in any transaction having
such purposes or effect.
Page 5 of 6 Pages
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SIGNATURE
After reasonable inquiry and to the best knowledge and belief of the
undersigned, the undersigned certifies that the information set forth in this
Statement is true, complete and correct.
October 9, 1998
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Date
/s/Walter Weadock
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Signature
Walter Weadock, General Partner
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Name/Title
Page 6 of 6 Pages
