Summary of STEVEN MADDEN, LTD.

Entry into a Material Definitive Agreement, Change in Directors or Principal

Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 22, 2009, at the 2009 Annual Meeting of Stockholders of Steven Madden, Ltd. (the "Company"), the Company's stockholders approved the amended and restated Steven Madden, Ltd. 2006 Stock Incentive Plan (the "Amended and Restated 2006 Plan"). The Company's Board of Directors had adopted the Amended and Restated 2006 Plan on April 6, 2009, subject to stockholder approval.

The Amended and Restated 2006 Plan adds an additional 2,514,000 shares of common stock to the current share reserve of 1,550,000 shares of common stock, which reflects the 3-for-2 stock split that became effective May 25, 2006, for a total share reserve under the plan of 4,064,000 shares of common stock, and makes other amendments, as described in the Company's Proxy Statement filed with the Securities and Exchange Commission on April 9, 2009 (the "Proxy Statement"), which description is incorporated by reference herein.

A description of the Amended and Restated 2006 Plan is set forth in the Proxy Statement under the caption "PROPOSAL TWO - APPROVAL OF THE AMENDMENT AND RESTATEMENT OF OUR 2006 STOCK INCENTIVE PLAN." The description of the Amended and Restated 2006 Plan is qualified in its entirety by reference to the full text of the Amended and Restated 2006 Plan, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

10.1 Steven Madden, Ltd. 2006 Stock Incentive Plan, Amended and Restated Effective May 22, 2009
99.1 Excerpt Containing Description of Steven Madden, Ltd. 2006 Stock Incentive Plan, Amended and Restated Effective May 22, 2009, from Proxy Statement of Steven Madden, Ltd., filed with the Securities and Exchange Commission on April 9, 2009