SECURITIES AND EXCHANGE COMMISSION
                                            WASHINGTON, D.C.  20549






                                             SCHEDULE 13G/A
                                            (Amendment No. 3)


                        INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
                                  UNDER THE SECURITIES EXCHANGE ACT OF 1934


                                     Carson Pirie Scott & Company
                                           (Name of Issuer)



                                                Common
                                       (Title of Class of Securities)



                                              145903100
                                            (CUSIP Number)









                                            Page 1 of  5 Pages









                                                                  SCHEDULE 13G

CUSIP No. 145903100

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

         Lazard Freres & Co. LLC
- -------------------------------------------------------------------------------
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
- -------------------------------------------------------------------------------
                               5)   SOLE VOTING POWER

         NUMBER                     0
                               ------------------------------------------------
         OF                    6)   SHARED VOTING POWER
         SHARES
         BENEFICIALLY               None
                               ------------------------------------------------
         OWNED BY              7)   SOLE DISPOSITIVE POWER
         EACH
         REPORTING                  0
                               ------------------------------------------------
         PERSON                8)   SHARED DISPOSITIVE POWER

         WITH                       None
- -------------------------------------------------------------------------------
9)       AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

         0
- -------------------------------------------------------------------------------
10)    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |_|
- -------------------------------------------------------------------------------
11)      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

         0%
- -------------------------------------------------------------------------------
12)      TYPE OF REPORTING PERSON

         IA
- -------------------------------------------------------------------------------





                                                    Schedule 13G

Item 1(a).   Name of Issuer:

Carson Pirie Scott & Company

Item 1(b).   Address of Issuer's Principal Executive Offices:

331 West Wisconsin Avenue
Milwaukee, WI 53203

Item 2(a).   Name of Person Filing:

Lazard Freres & Co. LLC

Item 2(b).   Address of Principal Business Office or, if None, Residence:

30 Rockefeller Plaza
New York, New York  10020

Item 2(c).   Citizenship:

New York Limited Liability Company

Item 2(d).   Title of Class of Securities:

Common Stock

Item 2(e).   CUSIP Number: 145903100

Item       3.  If this  statement  is  filed  pursuant  to  Rules  13d-1(b), or
           13d-2(b), check whether the person filing is a:

           |_|  (a)  Broker or Dealer Registered Under Section 15 of the Act

           |X|  (e) Investment  Adviser  registered  under section 203 of the
                   Investment Advisers Act of 1940

Item 4.     Ownership.

             (a)  Amount beneficially owned:    0

             (b)  percent of class:   0%

             (c) Number of shares as to which such person has:







            (i)   Sole power to vote or to direct the vote:  0

            (ii)  Shared power to vote or to direct the vote:  None

            (iii) Sole power to dispose or to direct the disposition
                   of:  0

            (iv) Shared power to dispose or to direct the disposition of: None

Item 5.     Ownership of Five Percent or Less of a Class.

            If 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 percent of the class of securities, check the following  |X|

Item 6.     Ownership of More than Five Percent on Behalf of Another Person.

            Not Applicable

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.







                        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.


Date:    February 16,1999


                                                     Donald E. Klein
                                                     Vice President