Exhibit 31.2


        CERTIFICATION PURSUANT TO RULE 13A-14 OR 15D-14 OF THE SECURITIES
         EXCHANGE ACT OF 1934, AS ADOPTED PURSUANT TO SECTION 302 OF THE
                           SARBANES-OXLEY ACT OF 2002

I, Arvind Dharia, certify that:

       1.     I have reviewed this Annual Report on Form 10-K of Steven Madden,
              Ltd.;

       2.     Based on my knowledge, this report does not contain any untrue
              statement of a material fact or omit to state a material fact
              necessary to make the statements made, in light of the
              circumstances under which such statements were made, not
              misleading with respect to the period covered by this report;

       3.     Based on my knowledge, the financial statements, and other
              financial information included in this report, fairly present in
              all material respects the financial condition, results of
              operations and cash flows of the registrant as of, and for, the
              periods presented in this report;

       4.     The registrant's other certifying officer and I are responsible
              for establishing and maintaining disclosure controls and
              procedures (as defined in Exchange Act Rules 13a-15(e) and
              15d-15(e)) for the registrant and have:

                      (a) Designed such disclosure controls and procedures, or
                      caused such disclosure controls and procedures to be
                      designed under our supervision, to ensure that material
                      information relating to the registrant, including its
                      consolidated subsidiaries, is made known to us by others
                      within those entities, particularly during the period in
                      which this report is being prepared;

                      (b) Evaluated the effectiveness of the registrant's
                      disclosure controls and procedures and presented in this
                      report our conclusions about the effectiveness of the
                      disclosure controls and procedures, as of the end of the
                      period covered by this report based on such evaluation;
                      and

                      (c) Disclosed in this report any change in the
                      registrant's internal control over financial reporting
                      that occurred during the registrant's most recent fiscal
                      quarter (the registrant's fourth fiscal quarter in the
                      case of an annual report) that has materially affected, or
                      is reasonably likely to materially affect, the
                      registrant's internal control over financial reporting;
                      and

       5.     The registrant's other certifying officer and I have disclosed,
              based on our most recent evaluation of internal control over
              financial reporting, to the registrant's auditors and the audit
              committee of the registrant's board of directors (or persons
              performing the equivalent functions):

                      (a) All significant deficiencies and material weaknesses
                      in the design or operation of internal control over
                      financial reporting which are reasonably likely to
                      adversely affect the registrant's ability to record,
                      process, summarize and report financial information; and

                      (b) Any fraud, whether or not material, that involves
                      management or other employees who have a significant role
                      in the registrant's internal control over financial
                      reporting.

/s/ ARVIND DHARIA
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Arvind Dharia
Chief Financial Officer
March 12, 2004