STEVEN MADDEN, LTD. — Director's Dealing 2012

Jan 17, 2012

SEC Form 4/A — Form 4/A

Issuer: STEVEN MADDEN, LTD. (SHOO)
CIK: 0000913241
Period of Report: 2009-11-18

Reporting Person: MADDEN STEVEN (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2009-11-18	Common Stock, par value $0.0001 per share	S	73000	$39.893	Disposed	2032375	Indirect
2009-11-19	Common Stock, par value $0.0001 per share	S	27000	$39.676	Disposed	2005375	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $0.0001 per share	714204	Direct

Footnotes

F1: The Form 4 filed by the reporting person on November 20, 2009 to report the sale of an aggregate of 100,000 shares of common stock of Steven Madden, Ltd. (the "Company") owned by BOCAP Corp., a corporation wholly owned by the reporting person, in sales that occurred on November 18, 2009 and November 19, 2009, overstated by 500 shares the number of shares owned by BOCAP Corp. following the reported transactions due to a subtraction error that appears in the first two rows of Column 5 of Table I. Subsequent Forms 4 filed by the reporting person on January 13, 2010, March 16, 2010 and March 22, 2010 continued the same 500 share error in Column 5 of Table 1. (Continued Below.)

F2: (Continuation from Footnote 1) Subsequent Forms 4 filed by the reporting person on June 16, 2010 and July 14, 2010 , which reported transactions that occurred after the stock split referenced in footnote 3 of this Form 4 continued the same 750 (split adjusted) share error in Column 5 of Table 1. As a consequence, 1,671,000 shares, rather than 1,670,250 (reflecting the correct number of shares beneficially owned), were reported as owned by BOCAP Corp. in the Form 4 filed on July 14, 2010, after which the reporting person's reporting obligations under Section 16 of the Exchange Act of 1934, as amended, terminated.

F3: On or about April 30, 2010, the Company effected a three-for-two stock split (effected as a stock dividend), resulting in the reporting person receiving 321,200 additional shares of common stock and BOCAP Corp. receiving 556,750 additional shares of common stock.

F4: This total reflects the effect of (a) a May 31, 2011 three-for-two stock split (effected as a stock dividend), which resulted in the reporting person receiving 181,800 additional shares of common stock and BOCAP Corp. receiving 735,125 additional shares of common stock, (b) sales of an aggregate of 400,000 shares of common stock by BOCAP Corp. and (c) pursuant to the terms of the Steven H. Madden July 2010 Grantor Retained Annuity Trust (the "GRAT"), the reporting person's receipt of 168,804 shares of common stock as an annuity payment made by the trustee of the GRAT, all of which occurred after the date of the reporting person's last Form 4.

F5: BOCAP Corp. is a corporation wholly owned by the reporting person.