EXHIBIT 5.1

                    SHEPPARD, MULLIN, RICHTER & HAMPTON, LLP
                               800 Anacapa Street
                         Santa Barbara, California 93101
                                 (805) 568-1151
                            Facsimile (805) 568-1955


                                February 11, 2002


Deckers Outdoor Corporation
495-A South Fairview Avenue
Goleta, CA 93117

       Re:   Deckers Outdoor Corporation - Registration Statement on Form S-8
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Ladies and Gentlemen:

         We have acted as counsel to Deckers Outdoor Corporation, a Delaware
corporation (the "Company"), in connection with the registration under the
Securities Act of 1933, as amended (the "1933 Act"), of an additional 1,000,000
shares of the Company's common stock, par value [$.01] per share, issued or
issuable under the Company's 1993 Employee Stock Incentive Plan and an
additional 200,000 shares of common stock, par value $.01 per share, issuable
under the Company's 1995 Employee Stock Purchase Plan (collectively, the
"Plans"). This opinion is delivered to you in accordance with the requirements
of Item 601(b)(5) of Regulation S-K under the 1933 Act in connection with the
registration statement on Form S-8 (the "Registration Statement") to be filed
with the Securities and Exchange Commission (the "Commission") under the 1933
Act. The additional shares of common stock being registered on the Registration
Statement are referred to in this opinion as the "Shares."

         In rendering this opinion, we have made certain legal and factual
examinations and inquiries and examined, among other things, such documents,
records, instruments, agreements, certificates and matters as we have considered
appropriate and necessary for the rendering of this opinion. We have assumed for
the purpose of this opinion the authenticity of all documents submitted to us as
originals and the conformity with the originals of all documents submitted to us
as copies, and the genuineness of the signatures thereon. As to various
questions of fact material to this opinion, we have, when relevant facts were
not independently established, relied, to the extent deemed proper by us, upon
certificates and statements of officers and representatives of the Company.

         Based on the foregoing and in reliance thereon, it is our opinion that
the Shares have been duly authorized, and when offered, sold and paid for in
accordance with the Plans, will be duly authorized, validly issued, fully paid
and nonassessable.

         We inform you that Joseph E. Nida, a partner in our firm, is the
Secretary of the Company.

         We hereby consent to the filing of this opinion as Exhibit 5.1 to the
Registration Statement and further consent to the reference to this firm in the
Registration Statement. In giving this consent, we do not admit that we are in
the category of persons whose consent is required under Section 7 of the
Securities Act of 1933, as amended, or the rules and regulations of the
Commission thereunder.




Deckers Outdoor Corporation
February 11, 2002
Page 2

         This opinion is rendered solely for your benefit in accordance with the
subject transaction and is not to be otherwise used, circulated, quoted or
referred to without our prior written consent. We are opining herein only as to
the internal (and not the conflict of law) laws of the State of California and
the Delaware General Corporation Law, and we assume no responsibility as to the
applicability thereto, or the effect thereon, of the laws of any other
jurisdiction.

                                    Very truly yours,






                                    /S/ SHEPPARD, MULLIN, RICHTER &
                                        HAMPTON, LLP