Exhibit 10.3

                              COMMISSION AGREEMENT

         This   Employment   Agreement   dated  as  of  March  8th,   2004  (the
"Agreement"),  by and between the Steve Madden Mens Wholesale division of Steven
Madden,  Ltd., a Delaware  corporation (the "Company")  located at 52-16 Barnett
Avenue,  Long Island City,  NY 11104 and Hev Sales Inc.  ("Hev")  located at 232
Northwood Court, Jericho, NY 11753.

                                   WITNESSETH:

         Whereas Hev and the Company desire to enter into this Agreement.

         Now,  Therefore,  in consideration  of the mutual  covenants  contained
herein, the receipt and sufficiency of which is hereby acknowledged, the parties
hereto agree as follows:

         Effective as of the March 8th, 2004, this Original  Agreement is hereby
as follows:

                  Title:  Sales  Organization  for Steve  Madden Mens  Wholesale
                  division of Steven Madden, Unionbay and Adesso Madden (Private
                  Label Company) during the term (as defined below)

                  Term:   from March 8th, 2004 thru March 31st, 2007

                  Commission on the following sales by Hev Sales, Inc.:

                  1.       Net sales of Madden Mens
                           $0-$35 million net sales commission rate of .75%
                           $35 million net sales and greater commission rate
                           of 2%

                  2.       Net sales of Unionbay or Other Men's Mid-Tier brand
                           All net sales commission rate of 1.25%

                  3.       Private label direct from factory
                           All net sales: - commission rate of 1.25%

         Biweekly guaranteed commission payable to Hev Sales, Inc. in the amount
of $17,308.00  (Seventeen  thousand,  three hundred and eight  dollars)  against
commission  earned on sales in accordance  with the provisions  recited in #1, 2
and 3 above.  Annual  guarantee  commission  on  $450,000  (Four  hundred  fifty
thousand dollars).  Commissions earned on the first sales generating  commission
of $150,000 shall not be earned commission to Hev.

                  Start-up Fee: The Corporation shall pay to Hev Sales,  Inc., a
                  one-time  start-up  fee equal to One  Hundred  Fifty  Thousand
                  Dollars  ($150,000.00)  which  shall be  payable on March 8th,
                  2004.
<PAGE>

                  Covenant Not to Compete: Hev recognizes that the service to be
                  performed  by  it   hereunder   is  special  and  unique.   In
                  consideration of the compensation  granted herein,  Hev agrees
                  that, in the event it either  terminates this agreement of its
                  own accord  (without  good cause) or it is  terminated  by the
                  Company for cause prior to the  expiration of this  agreement,
                  for a period  of 12 months  following  such  termination,  Hev
                  shall not engage in or accept  employment with any competitive
                  business for its special and unique services.

         If Hev or Andrew Shames  terminates its  relationship  with the Company
prior to the  expiration  of the term,  Hev agrees to forfeit and  surrender any
unpaid compensation without further liability to the Company.


                                            ACCEPTED & AGREED BY:

                                            /s/ ANDREW SHAMES
                                            ------------------------------------
                                            ANDREW SHAMES
                                            President
                                            Hev Sales, Inc.


/s/ JAMIESON A. KARSON
----------------------------------
JAMIESON A. KARSON
CHIEF EXECUTIVE OFFICER
STEVEN MADDEN, LTD.


/s/ ARVIND DHARIA
----------------------------------
ARVIND DHARIA
CHIEF FINANCIAL OFFICER
STEVEN MADDEN, LTD.