SHOO
                              Third Quarter Meeting

                                October 28, 2003
                                   9:00 am CT



Conference Coordinator:    Good morning ladies and gentlemen.

                           Welcome to the Steve Madden Conference Call sponsored
                           by Financial Dynamics.

                           At this time all participants are in a listen-only
                           mode. Later we will conduct a question and answer
                           session and instructions will follow at that time.

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                           should press pound.

                           Any reproduction of this call in whole or in part is
                           not permitted without prior expressed written
                           authorization of the company.

                           And as a reminder, ladies and gentlemen, the
                           conference is being recorded.

                           I would now like to introduce your host for today's
                           Conference, Ms. (Cara O'Brien) of Financial Dynamics.


                           Please go ahead.

(Cara O'Brien):            Thank you operator.

                           Good morning everyone and thank you for joining this
                           discussion of Steven Madden Limited's Third Quarter
                           Results.

                           By now you should've received a copy of the press
                           release that went out this morning. If you have not,
                           please call our offices at (212) 850-5600 and we will
                           get one out to you immediately.

                           Before we begin I would like to remind you that
                           statements in this conference call that are not
                           statements of historical or current fact constitute
                           forward-looking statements in the meeting of the
                           Private Securities Litigation Reform Act of 1995.
                           Such forward-looking statements involve known and
                           unknown risk, uncertainties, and other unknown
                           factors that could cause the actual results of the
                           company to be materially different with the
                           historical results or from any future results
                           expressed or implied by such forward-looking
                           statements. The statements contained herein are also
                           subject generally to other risk and uncertainties
                           that are described from time to time in the company's
                           reports and registration statements filed with the
                           SEC.

                           Also, please refer to the earnings release for more
                           information on risk factors that could cause actual
                           results to differ.

                           Finally, please note that any forward-looking looking
                           statements used in this call should not be relied
                           upon as current after today's date.

                           And now I'd like to turn the call over to Jamie
                           Karson, Chief Executive Officer of Steven Madden
                           Limited.


                           Jamie, go ahead please.

Jamie Karson:              Thanks (Cara).

                           Good morning everyone and thank you for joining us
                           today to review Steven Madden Limited's operating
                           results for the third quarter ended September 30th,
                           2003.

                           With me to review our business, are Richard Olicker,
                           our President and Chief Operating Officer, and Arvind
                           Dharia, our Chief Financial Officer.

                           Let me begin by saying that we are pleased with our
                           third quarter performance. Despite sustained economic
                           weakness and one of the most challenging spring and
                           early fall selling seasons in memory, the continued
                           execution of our business strategy enabled us to
                           successfully increase profitability and meet analyst
                           expectations.

                           Although our top line came under pressure given
                           certain external conditions, most notably the ongoing
                           competitive and promotional environment, we are proud
                           that we successfully maintained the substantial
                           distribution expansion and market share gains that we
                           worked hard to establish last year. Moreover, it is
                           noteworthy that in terms of comparison purposes, we
                           were up against a record performance in the third
                           quarter of 2002 when the same team generated an
                           extraordinary 32.4% increase in total net sales.

                           In addition to supporting previous market share
                           expansion, there are a couple of noteworthy
                           accomplishments realized in this third quarter.


                           First, we achieved strong increases in our other
                           income line, which grew 21.2%. The overall increase
                           is attributable to expanded licensing royalty
                           revenues and increased commission revenues from our
                           Adesso-Madden private label business.

                           Our success on the licensing and private label fronts
                           was coupled with our ability to effectively improve
                           margins. Not only did we improve gross margin by 110
                           basis points, we were also able to leverage our
                           operating expenses, improving the SG&A margin by 20
                           basis points as we held the line on costs even while
                           sustaining the business and nurturing our newest
                           brands. This is even further reflected in the 190
                           basis point improvement in operating margin we
                           recorded for the quarter.

                           Taken together all of these achievements helped drive
                           a 13% increase in net income to 7.1 million versus
                           6.3 million last year and diluted earnings per share
                           of 50 cents in the quarter versus 46 cents last year.
                           Again, we are quite pleased with these results given
                           the environment in which we are operating.

                           Finally, we remain in excellent financial health. At
                           quarter-end we had approximately 78.6 million in
                           cash, cash equivalents and investment securities on
                           the balance sheet, no long or short-term debt and
                           total stockholder's equity of 153 million, providing
                           flexibility and a strong foundation from which to
                           build the future growth and diversification of our
                           company.

                           Now, I'd like to turn the call over to Richard
                           Olicker, our President and Chief Operating Officer,
                           to review the quarter's operating results in more
                           detail.

Richard Olicker:           Thanks Jamie.

                           Good morning everyone.


                           Let me begin with an overview of our overall
                           financial performance.

                           Total sales were 88.7 million versus 93 million in
                           the third quarter of 2002. Part of our plan for 2003
                           has been to sustain the substantial market share
                           gains achieved in `02. That said, our sales decline
                           of 4.7% in this quarter deserves to be considered in
                           conjunction with last year's considerable sales
                           growth of 32% over 2001.

                           Net income increased 13% to 7.1 million versus 6.3
                           million in the same period last year. Earnings per
                           share increased 9% to 50 cents per share on 14
                           million, 267 thousand weighted average diluted shares
                           outstanding, compared with 46 cents pre share on 13
                           million, 763 thousand weighted average diluted shares
                           outstanding in the same period in 2002.

                           As Jamie summarized, our strong bottom line results
                           were achieved through a combination of very positive
                           factors including other income growth, margin gains
                           and operating expense leverage as we held the line on
                           costs.

                           Gross margin increased to 40.1% versus 39% last year.
                           The improvement is attributable to better sourcing
                           and inventory management as well as less dilution
                           this year from wholesale returns and allowances.
                           Also, our retail division, which generates higher
                           gross margins than wholesale, represented a larger
                           percentage of our overall business in this third
                           quarter than in the year ago period. Retail
                           represented 26% of the total versus 24% in the third
                           quarter last year.

                           During the quarter, the company was able to manage
                           its expense structure in keeping with its top line
                           performance, effectively leveraging its
                           infrastructure, all while continuing to sustain our
                           business and nurture our newest brands, UNIONBAY for


                           young men, Candie's for women and children and the
                           conversion of the David Aaron business into Steven
                           for women. This is reflected by the 20 basis point
                           decrease in our operating expenses as a percent of
                           sales to 29.4% - and we view this as a substantial
                           accomplishment.

                           Let me now review what happened in each division
                           during the quarter.

                           The company's wholesale division is comprised of six
                           contributing brands: Steve Madden Womens, Steve
                           Madden Mens, l.e.i., Stevies, David Aaron and
                           UNIONBAY, which commenced shipping this quarter.

                           Wholesale revenues for the quarter were 65.6 million
                           versus 70.7 million in the third quarter last year.
                           It is worth noting that this decline, which I will
                           review further as we go through the wholesale
                           division details, came on top of a 41% increase in
                           wholesale revenues in the comparable period last
                           year.

                           Third quarter revenues in our Steve Madden Women's
                           brand decreased 3.3% to 32.2 million, but note that
                           this was on top of a 19% increase achieved in the
                           third quarter `02. The slight decline was a result of
                           disappointing early sell-throughs, particularly in
                           the euro-casual classification. We also worked to
                           bring down the inventory levels of our wholesale
                           customers to be in-line with our retail performance
                           in the quarter.

                           Furthermore this back-to-school, the overwhelmingly
                           favored footwear category was sneakers of the
                           non-technical and retro-sport variety. These
                           offerings were available at out the door retails of
                           49.99 and below, pressuring the higher priced casual
                           closed shoe category.


                           The strength of this category in the third quarter
                           took market share from more traditional brown shoe
                           categories including ours. However, successes for the
                           quarter included our early identification of strong
                           selling dress shoes, which are being maximized into
                           fourth quarter.

                           Revenues for Steve Madden Mens were 8.2 million
                           versus 14.8 million last year, a period in which Mens
                           increased an extraordinary 360%. Mens was adversely
                           impacted by three primary factors. First, the
                           dramatic downturn in sell-through at retail in the
                           young men's fashion casual and sport casual business
                           created substantial inventory and margin challenges
                           to our wholesale shipments. Also, the men's
                           fashion marketplace favored dress and dress casual
                           styling, which represented less than 20% of our
                           shipments for the quarter.

                           We are well positioned to exploit this transition
                           going forward, but we were unable to maximize this
                           rapid classification shift, focusing instead on
                           clearing obsolete inventory in an attempt to position
                           us strongly for the upcoming selling seasons.

                           Finally, average-selling prices within men's casuals
                           came under extreme pressure at retail as the market
                           became over saturated with casual looks causing price
                           compression in the entire fashion casual and sport
                           casual category in men. We anticipate the
                           continuation of these trends into the fourth quarter
                           and that sales challenges will persist.

                           However, we are very pleased to report that we have
                           liquidated our slow turning casual inventory and are
                           working through stock levels with our major wholesale
                           accounts. Furthermore, we are extremely encouraged by
                           the performance at retail of newly delivered Madden
                           Men's dress collections along with strong sales of


                           our existing dress offerings. The dress category will
                           represent our single biggest classification increase
                           in the fourth quarter and into spring `04.

                           l.e.i was one of the standouts in the quarter with
                           revenues increasing 14.4% to $17-1/2 million versus
                           $15.3 million last year. Growth in the division is
                           primarily attributable to increases at Kohl's and
                           Saks Group. Classifications that drove sales included
                           lower profile closed casuals. Tailored looks are also
                           trending above last year and dress shoes are selling
                           well and are an at once opportunity for fourth
                           quarter.

                           Revenues in our Stevies children's division decreased
                           to 2.9 million versus 3.9 million during the third
                           quarter last year. The children's back-to-school
                           season began later than in past years, diminishing
                           reorder demand which we enjoyed in the year ago
                           period.

                           The children's boot classification did not perform
                           early this year. Additionally, there were a series of
                           customer specific issues throughout the third
                           quarter. Footstar continued to experience temporary
                           credit issues, which led to shipping delays and some
                           cancellations. Also this year, Kids R Us concentrated
                           greater open to buy on its private label offerings
                           than in 2002.

                           As communicated on our second quarter call, the
                           weakness in Stevies is also partially a result of the
                           weak economy. As unemployment rates have increased
                           and family budgets are squeezed, the children's
                           fashion footwear dollar is most vulnerable to
                           competition from the discount mass merchants that
                           dominate market share in children's footwear. As a
                           result we have seen a higher incidence of
                           cancellations from our independent store base and a
                           general reluctance among buyers to commit.


                           In response to these challenges in our children's
                           business, in August we introduced children's shoes
                           under the Steve Madden brand. More directional in
                           styling, aspirational to our Steve Madden women's
                           looks, but age appropriate, this gives us a new
                           higher priced strategy, which we believe will assist
                           in turning around our children's business.

                           Our strategy to reposition the David Aaron business
                           into the Steven brand for fall '03 was completed in
                           the third quarter with excellent initial acceptance.
                           Revenues for this new brand increased 29.4% to 4.4
                           million versus 3.4 million last year under its David
                           Aaron name. We are particularly excited that several
                           new retailers including Dillards and Macy's West, who
                           are equipped to showcase and service the new Steven
                           collection, have been added as customers. We also
                           added additional Nordstrom regions to our customer
                           roster in the third quarter.

                           Steven can now be found in over 150 department store
                           doors and over 200 better independent shoe stores
                           across the country. We are very pleased with the
                           early sell throughs and the strong reception that
                           Steven Shoes by Steve Madden has enjoyed, and we look
                           forward to having Steven become a growth and profit
                           contributor in the fourth quarter and in the seasons
                           ahead.

                           Rounding out our wholesale revenues, UNIONBAY young
                           men's, our new license from the apparel company,
                           contributed sales of 300 thousand in its first
                           quarter of shipping. The product placed consists
                           primarily of test quantities from which a more
                           meaningful assortment is anticipated in 2004.

                           Moving to our retail division, as of September 30th,
                           2003, there were 82 stores in operation including our
                           Internet store. Retail sales in the quarter increased
                           3.6% to 23.1 million versus 22.3 million last year.
                           Same store sales decreased 4.9%.


                           This decline was caused by a variety of factors. The
                           overriding explanation is that, this back-to-school,
                           the overwhelmingly favored category was sneakers of
                           the non-technical and retro-sport variety. As I
                           previously mentioned, these offerings were available
                           at out the door retails of 49.99 and below,
                           pressuring the higher priced brown shoe casual closed
                           up category.

                           Importantly, continuing a trend we saw in our second
                           quarter, unit sales remained ahead of last year for
                           the same period but at average selling prices of over
                           three dollars less per pair.

                           This evidences the continuing robust demand for our
                           product but also acknowledges price compression in a
                           challenging and competitive retail environment. It is
                           encouraging that store productivity still remains
                           strong. Our stores generated an average of $653 per
                           square foot for the 12 months, ended September 30th,
                           2003.

                           With respect to new store openings, we opened one
                           store on Lincoln Road in South Beach, Miami, Florida
                           in August. Also during the quarter, the company
                           closed one David Aaron store. In November, we plan to
                           open a store in Emeryville, California. This will
                           leave us ending the year having opened seven stores
                           and will bring us to a total of 83 for the chain,
                           including the Internet store.

                           The Internet store remains the largest store with
                           revenues for the third quarter exceeding 1.3 million.
                           Last month we partnered with Amazon.com in a revenue
                           share arrangement in an attempt to broaden the Steve
                           Madden.com customer base and increase online sales.


                           Amazon attracts one of the largest commercial
                           audiences on the web and now, Steve Madden is a
                           featured store under their shoe directory. We look
                           forward to having this association help drive our
                           online sales.

                           Moving to other income, as Jamie highlighted, this
                           again showed particular strength during the quarter
                           with commission and licensing fee income increasing
                           21% to 2.2 million. For our private label division,
                           Adesso-Madden, revenues increased 15.5% contributing
                           1 million, 432 thousand to the other income line. The
                           division continued its growth with mass-market
                           discount retailers. Licensing income rose 33.4% to
                           774 thousand as a result of the growing royalty
                           revenue generated by the increased shipment of
                           licensed product.

                           We continue to diligently work toward concluding new
                           license arrangements but are proceeding on a
                           methodical basis in pursuit of the strongest brand
                           building opportunities.

                           Turning for a moment to marketing, this continues to
                           be integral to driving our business within our
                           stores. In addition to an extensive Mall poster
                           campaign, in the third quarter we sponsored MTV's
                           Video Music Awards and ran VMA ticket giveaway
                           promotions in our stores.

                           We also sponsored events with (Hot 92) in (3rd Street
                           Promenade) and with (Z 100) in 34th Street to promote
                           our Rock `N Sole band search featuring Loon at
                           Webster Hall. Rock `N Sole events were also presented
                           in LA's El Rey Theater in conjunction with Kiss 104.7
                           and closed out with the announcement and performance
                           of our contest winner at the Rock `N Roll Hall of
                           Fame during the Rock Style Event.


                           We also had a back-to-school promotion with 106.7 and
                           Simple Plan, where we gave a lucky winner a trip to
                           Orlando to attend the Simple Plan concert and meet
                           the band.

                           In addition to our retail advertising, the company
                           had a very active marketing calendar during the
                           quarter. We continued our consumer magazine presence
                           in books that included Seventeen, Teen People, Cosmo,
                           YM and Latina.

                           Our Men's print ad appeared in Time Out and Vibe and
                           we helped launch Steven to consumers with a great
                           print ad that ran in In Style, Lucky and New York
                           Magazine. For those of you in New York, check out
                           today's Steven ad in The Post.

                           The campaign also included outdoor media, including
                           subway posters, bus shelters and metro lights as well
                           as continuing on our signature billboard locations in
                           Soho and on 34th Street.

                           The brand continues to be very active with its
                           grassroots efforts that included attending college
                           fairs during this back-to-school at colleges across
                           the country. This was complimented by extensive
                           fashion editorial coverage for our brands as editors
                           and producers in a wide variety of consumer magazines
                           and televisions featured our back-to-school and fall
                           products.

                           With respect to our overall financial condition, we
                           have maintained a pristine balance sheet, which
                           speaks volumes to the health and viability of our
                           company.

                           As of September 30th 2003, our cash, cash equivalents
                           and investment securities were 78.6 million.
                           Inventories were at 23 million versus 24.8 million


                           last year. Our inventory turn was 9.7 times in the 12
                           months ending September 30th 2003 versus an
                           eight-time turn for the same period last year.

                           Accounts receivable was 39 million versus 36.8
                           million last year. Working capital was at 94.1
                           million; total equity was 153 million. Diluted
                           weighted average shares outstanding are 14.3 million.

                           Now, let me turn the call back over to Jamie, who
                           will provide some closing remarks.

Jamie Karson:              Okay. Thanks Rich.

                           In conclusion, during the third quarter we again
                           successfully navigated through a difficult
                           environment. Despite the high promotional activity
                           and continued retail and economic weakness, we
                           controlled costs, improved margin performance and
                           achieved moderate success on the licensing front. And
                           as a result, we generated solid earnings growth under
                           very challenging operating conditions.

                           Looking forward, we remain committed and optimistic
                           regarding our prospects. We continue to explore
                           further avenues for top line expansion, including
                           widening the reach of our core Steve Madden brand
                           through additional licensing opportunities as well as
                           leveraging our industry and operating expertise
                           through exclusive agreements like those recently
                           signed with UNIONBAY and Candie's.

                           By focusing on continuing to grow our core brands
                           while nurturing our newest brand additions and
                           expanding our distribution both domestically and
                           internationally, Steven Madden Limited will continue
                           to benefit from a diversified and flexible approach
                           to the market.


                           With respect to our specific financial outlook,
                           despite challenging external market conditions, a
                           highly promotional environment and increasing price
                           competition as the holiday season approaches, Steven
                           Madden Limited remains confident in its business
                           fundamentals and is cautiously optimistic about the
                           final quarter of 2003.

                           The company believes it remains positioned to meet
                           the current analyst estimate of $1.60 for the full
                           year. With respect to next year, in light of current
                           trends, the company is cautious in its outlook and is
                           currently working through its planning process.

                           Based on the current level of visibility, preliminary
                           expectations for 2004 are for mid single-digit sales
                           growth and high single-digit increases in diluted
                           earnings per share.

                           In short, we are proud of our performance to date and
                           the teamwork that has made this possible and we look
                           forward to continued success.

                           I hope this call has been informative. Thank you for
                           your time and your interest.

                           And now I'll turn the call back to the operator for
                           your business questions.

                           Operator.

Conference Coordinator:    Thank you.


                           At this time, ladies and gentlemen, if you have a
                           question, you will need to press the star and 1 on
                           your touchtone phone. Your questions will be taken in
                           the order they are received.

                           If your question has already been answered -- excuse
                           me -- you may remove yourself from the queue pressing
                           the pound key.

                           Also, if you're using a speakerphone, please pick up
                           the handset before pressing the button.

                           One moment please, before our first question.

                           Our first question comes from (Scot Krasik) of CL
                           King. Please go ahead.

(Scot Krasik):             Yeah. Hi guys.

                           On the gross margin, do you expect, you know, to stay
                           at this level and are there opportunities, you know,
                           for, you know, continued improvements in sourcing and
                           some of those things you talked about?

Richard Olicker:           (Scot), the - we've stated our goal at 40%, we were
                           able to achieve it this quarter. It was result of a
                           confluence of things. We are always working towards
                           margin improvements and...

Arvind Dharia:             We are optimistic for 40% in margin and next year
                           2004, (unintelligible) we are optimistic 40% goal.

(Scot Krasik):             What really made up the source aiming? Did you
                           switch, you know, sourcing and, you know, people in
                           China or where was the improvement made?


Richard Olicker:           It's really a series of about five factors.

                           Focusing on sourcing, China represent a greater
                           proportion to the total. And we saw gains from lower
                           costing but in addition to that, issues involving or
                           surrounding inventory management where we were buying
                           upfront more conservatively and doing more work in
                           terms of the flow was an additional advantage for us.

                           From the business standpoint, we had fewer chase kind
                           of items - fewer reorder items that generally are
                           placed in higher cost countries and also require
                           airfreight expense. It was also lower dilution this
                           quarter as compared to last year. And also retail was
                           a higher percentage of the total. So, the confluence
                           of those factors really gave us our margins benefit.

(Scot Krasik):             Okay.

                           And then, I guess for the rest of the year, you know,
                           by keeping your EPS estimate, is that driven again by
                           you know, the margins or do you think that, you know,
                           within wholesale that, you know, customers are
                           starting to order more and, you know, they view
                           Christmas as being pretty good, you know, what's
                           really driving that, maintaining your full year
                           estimates?

Richard Olicker:           I think it's the continuation of some of the factors
                           you see working for us this quarter.

(Scot Krasik):             Okay.

                           And then just, I guess just last, can you give any
                           details, you know, on some of the new license or
                           potential license products, what's in the pipeline?


Richard Olicker:           Well, what's really going on are conversations about
                           available categories and I wouldn't say there's
                           anything specific in the pipeline but there are
                           conversations and discussions that are ongoing.

(Scot Krasik):             Okay. Thanks.

Conference Coordinator:    Thank you.

                           Our next question comes from (Michael Ryan), please -
                           of Sidoti and Company. Please go ahead.

(Michael Ryan):            Hi. Good morning guys. And good job on managing the
                           business this quarter.

Jamie Karson:              Thanks (Mike).

Richard Olicker:           Thank you (Michael).

(Michael Ryan):            I just - Richard, you mentioned that earlier in the
                           quarter, your Steve Madden brand sell throughs were
                           slow, how did you guys react to that and did you see
                           an improvement as the quarter went on and how did
                           that work out?

Richard Olicker:           Well, we have a policy really of addressing markdowns
                           early.

(Michael Ryan):            Right.

Richard Olicker:           And that is our first and foremost responsibility and
                           that's what we've done. The traditional approach has
                           been to move forward with better producing products
                           and we've done to the extent we have it, we've done
                           that as well.


                           And that is a formula that has proven itself to work
                           in an environment where the consumer is less
                           receptive to, you know, traditional brown shoe,
                           closed up shoes. It's more challenging but it's still
                           a formula we believe in and we work with.

(Michael Ryan):            Okay.

                           How were boot sales during the quarter and how does
                           your inventory stand on?

Richard Olicker:           Our inventory is fresh not obsolete and inline with
                           our fourth quarter sales expectations. As far as boot
                           sales are concerned, it's been a little choppy -- the
                           very, very fashionable boot, some of the more
                           athletic-inspired type of boots have sold well; the
                           stretch boot, not too directional, have sold well;
                           the more pointy toe single sole have sold okay. I
                           think there's a lot of competition in the market
                           place.

(Michael Ryan):            Have you seen a lot of pricing pressure there?

Richard Olicker:           Yes

(Michael Ryan):            Okay.

                           And just, I missed earlier when you were going over
                           the inventory for the men's wear, where does that
                           stand now?

Richard Olicker:           We don't disclose inventory by division but here
                           again we were working hard over the last two quarters
                           really to bring our inventory in men's down

(Michael Ryan):            Okay. All right. Great. Thanks guys,


Conference Coordinator:    Thank you.

                           Our next question comes from the side of (Nancy
                           Kukacka) Avalon Global globe. Please go ahead

(Nancy Kukacka):           Good morning.

                           Richie, you went through some of the balance sheet
                           and the cash flow stuff really fast. Can you repeat
                           your working capital numbers again and then give us a
                           sense of what the cash balance will look like at the
                           end of the year, base on the heavy seasonal flows now
                           and in the fourth quarter?

Richard Olicker:           Okay.

                           The working capital number was 94.1 million. The cash
                           component of what I gave you was cash, cash
                           equivalents and investment securities, the cash
                           component of that is 34.2 million and the securities'
                           component is 44.4 million.

(Nancy Kukacka):           Ok

Richard Olicker:           We lump them together because they're not in the
                           nature of long-term securities.

(Nancy Kukacka):           Okay.

                           So that 79 million total in cash and securities, that
                           will peak out at what level?

Richard Olicker:           About 100.


Arvind Dharia:             Close to 100 million, end of the year - December
                           31st.

(Nancy Kukacka):           Ok, so almost $7 a share.

Richard Olicker:           Yes.

(Nancy Kukacka):           Okay.

                           Any plans for that?

Jamie Karson:              Yeah, I mean, we are looking at a several different
                           options. Our board is considering certain
                           alternatives for that and I think as we get into the
                           quarter - into this quarter, you know, we'd be in a
                           better position to report back as to what we have
                           planned for the cash. We're looking at several
                           things.

(Nancy Kukacka):           Great. Thanks.

                           In terms of inventory levels at your own stores,
                           guys, inventory per square foot is planned what for
                           the next season - it'll come out of the holiday
                           season where to you goal and what will that look like
                           for the next - for the spring season?

Richard Olicker:           Inventories at retail today are up a little bit more
                           than we would like them to be up in terms of
                           inventory levels versus sales levels. And we are
                           working to monitor those and bring them into line
                           with our anticipated fourth quarter sales.

(Nancy Kukacka):           Okay.


Richard Olicker:           At the same time we don't want to miss the hot trend.

(Nancy Kukacka):           Exactly. Okay.

                           And then, you know, for next year are you planning,
                           you know, flat inventory per square foot or would you
                           see that building? And I don't know if it'll be
                           different in terms of dollars or units based on what
                           the mix is going to look like?

Richard Olicker:           Nancy, the plan would be to plan it flat and then
                           chase it.

(Nancy Kukacka):           Okay. All right.

                           So consistent with what you've been doing to maximize
                           the margin?

Richard Olicker:           Yes.

Jamie Karson:              That's right.

(Nancy Kukacka):           Okay. Thanks guys.

Conference Coordinator:    Once again if you have a question please press this
                           star and 1 on your touchtone phone.

                           We'll take our next question from (Sam Poser) of
                           Mosaic Research. Please go ahead

(Sam Poser):               Good morning.


                           Just a question of about UNIONBAY, Cadies and the
                           Men's business, what do you see going forward - I
                           didn't hear you talk about Candie's very much on, you
                           know, in your prepared remark. What can we expect of
                           that you know into next year?

Jamie Karson:              Well, you know, we were reporting on the third
                           quarter and Candie's is an integral part of the
                           business plan going forward. And we are planning to
                           have a great success with it in 2004. As we get into
                           the business a little more and we can do our
                           planning, we'll be able to report back with more
                           detail as to what that means. But it's a great brand
                           and we're very excited to have it and we expect great
                           things from it.

                           Same thing for UNIONBAY. UNIONBAY is a great name in
                           apparel and we have an opportunity in the men's and
                           boy's market to utilize that brand name and we plan
                           to do good things with that as well.

(Sam Poser):               Did the initial test results live up to your
                           expectations there?

Jamie Karson:              For UNIONBAY?

(Sam Poser):               Yeah, for UNIONBAY.

Jamie Karson:              Yeah, overall I'd say it's been moderately
                           successful.

(Sam Poser):               And then what is - the Men's business though, you do
                           have, you know, you had a great - what level do to
                           you see the men's business at going forward? I mean
                           you'd, you know, you had huge increases last year and
                           it fell back this year, are we going to expect to see
                           it fall back again next quarter and what can be done
                           to correct it?


Richard Olicker:           The answer is yes. I think you can expect to see it
                           fall back but I think what we're trying to build is
                           take two steps back for a three steps forward
                           opportunity, which will be a much better rounded
                           assortment.

                           What we are really dealing with now is the reversal
                           of the casual Euro success of 2002 of which we were
                           at the forefront. So, as we liquidate our inventories
                           and dispose of inventories existing at retail, we
                           will reintroduce the brand with a broader assortment
                           including dress looks and we're working on sportive
                           looks as well. And I think that's just a healthier,
                           less risk-averse program for the future.

(Sam Poser):               Richard, yeah, I mean, one consistent thing that I
                           heard across the board was that you spoke of dress,
                           both the success of Steven and you talked about the
                           dress shoes selling in the Women Steve Madden and
                           Men's success, is that going to change the - is that
                           going to just become proportionally much more
                           important to the business going forward, do you
                           think?

Richard Olicker:           Well it's certainly the trend of the moment and we
                           plan on being there and we are there aggressively. I
                           think that having not had strength in dress - a
                           dramatic strength in dress in the past provides an
                           opportunity for a stronger foundation for the overall
                           brand in the future. And so I see it really as an
                           opportunity.

(Sam Poser):               Thank you very much.

Richard Olicker:           Thanks (Sam).

(Sam Poser):               All right. Bye-bye.


Conference Coordinator:    Once again if you have a question please press the
                           star and 1 on our touchtone phone at this time.

                           Our next question comes from (Bret Hendrickson) of
                           (Bonanza Capital. Please go ahead.

(Bret Hendrickson):        Hey good morning guys. How you doing?

Jamie Karson:              Great. Thanks.

(Bret Hendrickson):        I missed a couple of things. You guys gave out
                           accounts receivable, right? Can you repeat that?

Jamie Karson:              Yeah, 39 million versus 36.8 last year.

(Bret Hendrickson):        Okay.

                           And a couple of questions ago - I think she was
                           talking about use of cash, did you guys mention a
                           dividend as a possibility there?

Jamie Karson:              Well I didn't specifically mention a dividend. What I
                           said was that the board is looking into various
                           alternatives for the cash. We recognize that we have
                           cash and we are constantly looking at ways to
                           increase shareholder values. So we're looking at
                           various alternatives.

(Bret Hendrickson):        Okay.

                           I'm just digesting these accounts receivable numbers
                           here, so, it was actually up year over year at 39
                           versus 36.8?


Arvind Dharia:             Yeah, it increased 2.2 million.

(Bret Hendrickson):        Okay.

Arvind Dharia:             It increased due to the sluggish economy, our
                           accounts receivable collection days are increased
                           from 60 to 66 days.

(Bret Hendrickson):        Okay.

                           Is that a conscious effort on your part to, I guess,
                           invest some of the excess cash into your costumers
                           and use that as a marketing tool or is it just that
                           some people your pulling teeth and you still can't
                           get them to pay, because I'm calculating the
                           wholesale numbers were actually down 7.2%?

Richard Olicker:           Much the latter.

Jamie Karson:              Much the latter.

(Bret Hendrickson):        Well, you're pulling the teeth as hard as you can?

Jamie Karson:              Uh-hum.

Richard Olicker:           Yes.

(Bret Hendrickson):        Okay. All right. Well, thanks guys.

Conference Coordinator:    Once again if you have a question please press the
                           star and 1 on your touchtone phone.

                           There are no further questions. Please continue with
                           any closing comments.


Jamie Karson:              Well, thank you for participating in the call and we
                           look forward to speaking with you on the next call.

Conference Coordinator:    Ladies and gentlemen that does conclude our
                           conference call for today. You may all disconnect and
                           thank you for participating.


                                       END