Exhibit 10.11

                                   AMENDMENTS
                                       TO
                           RESTRICTED STOCK AGREEMENTS

         THESE AMENDMENTS (the  "Amendments")  made as of this 23rd day of March
2007 to the  Restricted  Stock  Agreement  dated as of March 24, 2006 (the "2006
Agreement")  and the Restricted  Stock Agreement dated as of March 27, 2007 (the
"2007 Agreement,"  together with the 2006 Agreement,  the "Agreements")  each by
and between Steven Madden,  Ltd. (the  "Company"),  a Delaware  corporation  and
Jamieson A. Karson (the "Participant").

         WHEREAS,  the Company and the Participant have previously  entered into
the Agreements; and

         WHEREAS, on March 23, 2007, the Compensation  Committee of the Board of
Directors of the Company authorized the Amendments to the Agreements.

         NOW,  THEREFORE,  effective as of March 23, 2007,  the  Agreements  are
hereby amended as follows:

         1.       Section  5(d)(ii) of the 2006  Agreement is amended to add the
following sentence at the end thereof:

         "In addition, in the event of: (A) any non-renewal of the Participant's
employment  agreement with the Company or (B) a termination of the Participant's
employment  by  the  Company  without  Cause  (as  defined  in  such  employment
agreement),  all restrictions on the Shares shall lapse and the Restricted Stock
shall  immediately  vest and cease to be  Restricted  Stock  (but  shall  remain
subject to Sections 5(g) and 7 of this Agreement)."

         2.       Section 5(d) of the 2007  Agreement is amended in its entirety
to read as follows:

         "(i) Except as  provided in Section  5(d)(ii),  the  Participant  shall
forfeit to the Company,  without compensation,  any and all Shares of Restricted
Stock that are not vested (but no vested  portion of the Shares) and RS Property
upon the Participant's Termination of Employment for any reason.

         (ii) If a Participant has entered into an employment agreement with the
Company  on or prior to the Grant Date that  provides  for  partial or  complete
accelerated vesting on any Termination,  the terms of such employment  agreement
shall control the vesting of the Restricted  Stock on any such  Termination.  In
addition,  in the event of: (A) any non-renewal of the Participant's  employment
agreement with the Company or (B) a termination of the Participant's  employment
by the Company  without  Cause (as defined in such  employment  agreement),  all
restrictions  on  the  Shares  shall  lapse  and  the  Restricted   Stock  shall
immediately  vest and cease to be Restricted  Stock (but shall remain subject to
Sections 5(g) and 7 of this Agreement)."

                         [Remainder of Page Left Blank]
<PAGE>


         IN WITNESS  WHEREOF,  the  undersigned  has caused this Amendment to be
executed on this 2nd day of August, 2007.


                                       STEVEN MADDEN, LTD.

                                       By: /s/ Arvind Dharia
                                           -----------------------------------
                                       Title: CFO


                                       PARTICIPANT

                                       /s/ Jamieson A. Karson
                                       ---------------------------------------
                                       Jamieson A. Karson



                                       2