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                                                                   Exhibit 10.12

                                October 24, 1996



PERSONAL AND CONFIDENTIAL

Steven L. Brink
Quiksilver, Inc.
1740 Monrovia Avenue
Costa Mesa, California  92627-9407

                  Re:      Employment at Quiksilver

Dear Steve:

                  This letter ("Agreement") will confirm our understanding and
agreement regarding your continued employment at Quiksilver, Inc. ("Quiksilver"
or the "Company"), and completely supersedes and replaces any existing or
previous oral or written understandings or agreements, express or implied, we
have had. The terms contained in this letter are effective on and after October
24, 1996.

                  1.       Your position will be Secretary, Treasurer and Chief
                           Financial Officer.

                  2.       Your base salary will be $12,500.00 per month, less
                           applicable withholdings and deductions, paid on the
                           Company's regular payroll dates. Your salary will be
                           reviewed at the time management salaries are reviewed
                           periodically and may be adjusted (up or down) at the
                           Company's discretion in light of the Company's
                           performance, your performance, market conditions and
                           other factors deemed relevant by the Company;
                           provided, however, that your base salary will not be
                           reduced below its initial level through March 31,
                           1999, should your employment continue through that
                           date.

                  3.       For the fiscal year ending October 31, 1997, you
                           shall be eligible to receive a bonus based on the
                           criteria set forth on Addendum "A" attached hereto,
                           for that portion of the fiscal year(s) during which
                           you are so employed. Any bonus earned pursuant to
                           this paragraph shall be paid within ten (10) days
                           following the date the Company publicly releases its
                           annual audited financial statements (the "Bonus
                           Payment Date"). Any bonus payment shall be less
                           applicable withholdings and deductions. In the event
                           that your employment with the Company is terminated
                           prior to the end of the applicable fiscal year
                           (including by reason of termination, resignation,
                           disability or death), you shall be entitled to
                           receive a pro rata portion of the bonus otherwise
                           payable to you based upon the actual number of days
                           which you were employed by the Company during the
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Steven L. Brink
October 24, 1996
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                           applicable fiscal year, which shall be paid on the
                           Bonus Payment Date. The Company has made no
                           representations or commitments regarding the
                           existence or components of any bonus program should
                           you remain employed with the Company after the close
                           of fiscal year 1997-1998.

                  4.       Since Quiksilver does not have a vacation policy for
                           executives of your level, no vacation days will be
                           treated as earned or accrued.

                  5.       You (and any eligible dependents you elect) will be
                           covered by the Company's group medical insurance
                           program on the same terms and conditions applicable
                           to comparable employees. The Company reserves the
                           right to change, modify, or eliminate such coverage
                           in its discretion.

                  6.       Quiksilver will pay the premium on a term life
                           insurance policy on your life with a company of our
                           choice in the face amount determined by the Company
                           of not less than $500,000 payable to the beneficiary
                           or beneficiaries of your choice. Quiksilver's
                           obligation to obtain and maintain this insurance is
                           contingent upon your establishing and maintaining
                           insurability, and it is not required to pay premiums
                           for such a policy in excess of $1,250 annually.

                  7.       The amount and terms of stock options to be granted
                           to you will be determined by the Board of Directors
                           in its discretion and covered in separate agreements.

                  8.       Notwithstanding anything to the contrary in this
                           Agreement or in your prior employment relationship
                           with the Company, express or implied, your employment
                           continues to be for an unspecified term, and either
                           you or Quiksilver may terminate such employment at
                           will and with or without Cause at any time for any
                           reason. This aspect of your employment relationship
                           can only be changed by an individualized written
                           agreement signed by both you and the Chairman of the
                           Board of the Company.

                           The Company may also terminate your employment
                           immediately, without notice, and without further
                           obligation for Cause, which shall be defined as (i)
                           your death, (ii) your permanent disability which
                           renders you unable to perform your duties and
                           responsibilities for a period in excess of three
                           consecutive months, (iii) willful misconduct in the
                           performance of your duties, (iv) violation of law,
                           (v) self-dealing, (vi) willful breach of duty, (vii)
                           habitual neglect of duty, (viii) a material breach by
                           you of your
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Steven L. Brink
October 24, 1996
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                           obligations under Paragraphs 9 or 11 of this
                           Agreement, or (ix) sustained unsatisfactory
                           performance (determined by the Chairman of the Board
                           of the Company).

                           If Quiksilver elects to terminate your employment
                           without Cause, or if you terminate your employment
                           with the Company for Good Reason (as defined below)
                           within six (6) months of the action constituting Good
                           Reason, the Company will continue to pay your base
                           salary (but not any bonuses or employment benefits)
                           on its regular payroll dates for a period of twelve
                           (12) months.

                           "Good Reason" for you to terminate employment means a
                           voluntary termination following a Change in Control
                           (as defined in Addendum "B") as a result of (i) the
                           assignment to you of duties materially inconsistent
                           with your position as set forth above without your
                           consent, (ii) a material change in your reporting
                           level from that set forth in this Agreement without
                           your consent, (iii) a material diminution of your
                           authority without your consent, (iv) a material
                           breach by the Company of its obligations under this
                           agreement, or (v) a failure by the Company to obtain
                           from any successor, before the succession takes
                           place, an agreement to assume and perform the
                           obligations contained in this Agreement.

                  9.       Quiksilver owns certain trade secrets and other
                           confidential and/or proprietary information which
                           constitute valuable property rights, which it has
                           developed through a substantial expenditure of time
                           and money, which are and will continue to be utilized
                           in the Company's business and which are not generally
                           known in the trade. This proprietary information
                           includes the list of names of the customers and
                           suppliers of Quiksilver, and other particularized
                           information concerning the products, finances,
                           processes, material preferences, fabrics, designs,
                           material sources, pricing information, production
                           schedules, marketing strategies, merchandising
                           strategies, order forms and other types of
                           proprietary information relating to our products,
                           customers and suppliers. You agree that you will not
                           disclose and will keep strictly secret and
                           confidential all trade secrets and proprietary
                           information of Quiksilver, including, but not limited
                           to, those items specifically mentioned above.

                  10.      The Company will reimburse you for documented
                           reasonable and necessary business expenses incurred
                           by you while engaged in business
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Steven L. Brink
October 24, 1996
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                           activities for the Company's benefit on such terms
                           and conditions as shall be generally available to
                           other executives of the Company.

                  11.      You will be required to observe the Company's
                           personnel and business policies and procedures as
                           they are in effect from time to time. In the event of
                           any conflicts, the terms of this Agreement will
                           control.

                  12.      This Agreement, its addenda, and any stock option
                           agreements Quiksilver may enter into with you contain
                           the entire integrated agreement between us regarding
                           these issues, and no modification to this letter will
                           be valid unless set forth in writing and signed by
                           both you and the Chairman of the Board of the
                           Company. To the fullest extent allowed by law, any
                           dispute, controversy or claim arising out of or
                           relating to this Agreement, the breach thereof, or
                           any aspect of your employment or the cessation
                           thereof must be settled exclusively by final and
                           binding arbitration before a single arbitrator
                           administered by JAMS/Endispute in Orange County,
                           California, whose fees and costs shall be evenly
                           divided by the parties. Judgment upon the award
                           rendered by the arbitrator may be entered in any
                           court having jurisdiction thereof. The Company
                           reserves the right, however, to seek judicial
                           provisional remedies and equitable relief regarding
                           any breach or threatened breach of your obligations
                           regarding trade secrets and proprietary information.

                  13.      This Agreement will be assignable by the Company to
                           any successor or to any other company owned or
                           controlled by the Company, and will be binding upon
                           any successor to the business of the Company, whether
                           direct or indirect, by purchase of securities,
                           merger, consolidation, purchase of all or
                           substantially all of the assets of the Company or
                           otherwise.
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Steven L. Brink
October 24, 1996
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                  Please sign, date and return the enclosed copy of this letter
to me for our files to acknowledge your agreement with the above.

                  Best personal regards.

                                             Very truly yours,


                                             Robert B. McKnight, Jr.
                                             Chief Executive Officer

Enclosures


ACKNOWLEDGED AND AGREED:

-----------------------------------
Steven L. Brink

Dated Effective:  October 24, 1996