Exhibit 10.21

                                                               EXECUTION VERSION

                      NON-QUALIFIED STOCK OPTION AGREEMENT
                                 PURSUANT TO THE
                               STEVEN MADDEN, LTD.
                            2006 STOCK INCENTIVE PLAN
                            -------------------------

         THIS AGREEMENT,  dated as of May 16, 2007 (this  "Agreement"),  between
Steven Madden, Ltd. (the "Company") and Jeff Silverman (the "Participant").

                              Preliminary Statement
                              ---------------------

         The  Compensation  Committee  of the Board of  Directors of the Company
(the "Committee") has authorized this grant of a non-qualified stock option (the
"Option") on May 16, 2007 (the "Grant Date") to purchase the number of shares of
the Company's  common stock,  par value $0.0001 per share (the "Common  Stock"),
set forth below to the Participant, as an Eligible Employee of the Company or an
Affiliate of the Company. Unless otherwise indicated,  any capitalized term used
but not  defined  herein  shall have the  meaning  ascribed  to such term in the
Steven Madden,  Ltd. 2006 Stock  Incentive  Plan, as amended (as the same may be
further amended from time to time, the "Plan").  A copy of the Plan as in effect
on the date  hereof  has been  delivered  to the  Participant.  By  signing  and
returning this Agreement,  the Participant acknowledges having received and read
a copy of the Plan as in effect on the date hereof and agrees to comply with the
Plan, this Agreement and all applicable laws and regulations.

         Accordingly, the parties hereto agree as follows:

         1.       Tax Matters.  No part of the Option granted hereby is intended
to qualify as an  "incentive  stock  option"  under  Section 422 of the Internal
Revenue Code of 1986, as amended (the "Code").

         2.       Grant of Option.  Subject in all  respects to the Plan and the
terms and  conditions  set forth herein and therein,  the  Participant is hereby
granted an Option to purchase  from the Company  150,000  shares of Common Stock
(the  "Option  Shares"),  at a price per share of $50.00 (the  "Option  Price"),
which is not less than Fair Market Value on the Grant Date.

         3.       Vesting and Exercise.
                  --------------------

         (a)      Except as set forth  below,  the Option  shall vest and become
exercisable in installments as provided below, which shall be cumulative. To the
extent that the Option has become vested and exercisable as provided below,  the
Option  thereafter may be exercised by the Participant,  in whole or in part, at
any time or from time to time prior to the expiration or earlier  termination of
the Option as provided herein and in accordance with Section 6.3(d) of the Plan,
including,  without  limitation,  the filing of such  written  form of  exercise
notice,  if any,  as may be  required  by the  Committee  or the Company and the
payment in full of the Option Price  multiplied  by the number of Option  Shares
underlying the portion of the Option  exercised.  Upon expiration of the Option,
the Option  shall be canceled and no longer  exercisable.  The  following  table
indicates each date upon which the  Participant  shall be vested and entitled to
exercise  the Option with respect to the number of the Option  Shares  indicated

<PAGE>

beside such date,  provided that the  Participant  has not had a Termination  of
Employment  any time prior to such date (each of the dates set forth below being
herein called a "Vesting Date"):

                                                                Number
                                                               of Option
                            Vesting Date                     Shares Vested
                         -----------------                   -------------

                    First Anniversary of Grant Date          50,000 (1/3 of
                                                            the Option Shares)

                    Second Anniversary of Grant Date         100,000 (2/3 of
                                                            the Option Shares)

                    Third Anniversary of Grant Date          150,000 (100% of
                                                            the Option Shares)

         (b)      There  shall be no  proportionate  or  partial  vesting in the
periods  prior to each  Vesting  Date and all  vesting  shall  occur only on the
appropriate   Vesting  Date,  provided  that  the  Participant  has  not  had  a
Termination of Employment at any time prior to such Vesting Date.

         (c)      The Option will become fully vested on a Change in Control.

         4.       Option  Term.  The term of the Option  shall be five (5) years
after the Grant Date and the  Option  shall  expire at 5:00 p.m.  (New York City
time) on the fifth anniversary of the Grant Date, subject to earlier termination
in the event of the  Participant's  Termination  of  Employment  as specified in
Section 5.

         5.       Termination.  Subject  to Section 4 and the terms of the Plan,
the Option, to the extent vested at the time of the Participant's Termination of
Employment, shall remain exercisable as provided in Section 12.1(a) of the Plan.
Any portion of the Option that is not vested as of the date of the Participant's
Termination  of Employment  for any reason shall  terminate and expire as of the
date of such  Termination  of Employment.  In addition to the foregoing,  if the
Participant  breaches any provision of Section 6 of the Employment  Agreement by
and  between  the  Participant  and the Company  dated as of May 16,  2007,  the
Participant  shall forfeit the Option (whether vested or unvested)  effective on
the date of such breach and to the extent  that the  Participant  exercised  the
Option (or any portion thereof),  the Participant shall pay the Company (and the
Company  shall have the right to  recover),  an amount  equal to the entire gain
realized  by the  Participant  upon the  exercise  of the Option (or any portion
thereof).

         6.       Restriction on Transfer of Option. No part of the Option shall
be  subject  to  Transfer  other  than  by will or by the  laws of  descent  and
distribution.  During  the  lifetime  of  the  Participant,  the  Option  may be
exercised  only  by the  Participant  or the  Participant's  guardian  or  legal
representative.  The  Option  shall  not be  subject  to levy by  reason  of any
execution,  attachment  or similar  process.  Upon any attempt to  Transfer  the
Option or in the event of any levy upon the  Option by reason of any  execution,
attachment or similar  process  contrary to the  provisions  hereof,  the Option
shall immediately and automatically become null and void.

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<PAGE>

         7.       Rights as a Stockholder.  The Participant shall have no rights
as a  stockholder  with  respect  to any  Option  Shares  unless  and  until the
Participant has become the holder of record of the Option Shares. No adjustments
shall be made to the Option, the Option Shares or the Option Price for dividends
in cash or other  property,  distributions  or other  rights in  respect  of any
Option Shares, except as otherwise may be specifically provided for in the Plan.
No shares of Common Stock shall be issued unless and until payment  therefor has
been made or provided.

         8.       Provisions of Plan Control.  This  Agreement is subject to all
the terms, conditions and provisions of the Plan, including, without limitation,
the  amendment   provisions  thereof,   and  to  such  rules,   regulations  and
interpretations  relating to the Plan as may be adopted by the  Committee and as
may be in  effect  from  time to  time.  The  Plan  is  incorporated  herein  by
reference. If and to the extent that this Agreement conflicts or is inconsistent
with the terms,  conditions  and provisions of the Plan, the Plan shall control,
and this Agreement  shall be deemed to be modified  accordingly.  This Agreement
contains the entire  agreement and  understanding of the parties with respect to
the subject matter hereof and supersedes any prior agreements and understandings
(whether  written or oral) between the Company and the Participant  with respect
to the subject matter hereof.

         9.       Notices.  Any notice or communication  given hereunder (each a
"Notice") shall be in writing and shall be sent by personal delivery, by courier
or by United States mail  (registered  or certified  mail,  postage  prepaid and
return receipt  requested),  to the  appropriate  party at the address set forth
below:

         If to the Company, to:

         Steven Madden, Ltd.
         52-16 Barnett Avenue
         Long Island City, New York 11104
         Attention:  Chief Executive Officer.

         If to the Participant,  to the address for the Participant on file with
the Company

; or such other  address  or to the  attention  of such other  person as a party
shall have  specified by prior  Notice to the other  party.  Each Notice will be
deemed given and effective upon actual receipt (or refusal of receipt).

         10.      No Obligation to Continue Employment. This Agreement is not an
agreement of  employment.  This Agreement does not guarantee that the Company or
its  Affiliates  will  employ,  retain or  continue  to,  employ  or retain  the
Participant  during the entire,  or any portion of the, term of this  Agreement,
including but not limited to any period during which any Option is  outstanding,
nor does it modify in any  respect the  Company's  or its  Affiliates'  right to
terminate or modify the Participant's employment or compensation.

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<PAGE>

         11.      Miscellaneous.
                  -------------

         (a)      This  Agreement  shall  inure to the benefit of and be binding
upon the  parties  hereto and their  respective  heirs,  legal  representatives,
successors and assigns.

         (b)      This  Agreement  shall be governed and construed in accordance
with the laws of Delaware  (regardless  of the law that might  otherwise  govern
under applicable Delaware principles of conflict of laws).

         (c)      This  Agreement  may be executed in one or more  counterparts,
all of which taken together shall constitute one contract.

         (d)      The  failure  of any  party  hereto  at any  time  to  require
performance by another party of any provision of this Agreement shall not affect
the right of such party to require performance of that provision, and any waiver
by any  party of any  breach of any  provision  of this  Agreement  shall not be
construed as a waiver of any continuing or succeeding  breach of such provision,
a waiver of the provision itself, or a waiver of any right under this Agreement.



         IN WITNESS  WHEREOF,  the parties have executed  this  Agreement on the
date and year first above written.


                                       STEVEN MADDEN, LTD.


                                       By: /s/ Jamieson A. Karson
                                           ------------------------------------
                                           Name:   Jamieson A. Karson
                                           Title:  Chairman and Chief Executive
                                                   Officer



PARTICIPANT


/s/ Jeff Silverman
-----------------------------
Jeff Silverman



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