Footwear, (no rubber) Sample Contracts

BETWEEN
Madden Steven LTD • March 27th, 1998 • Footwear, (no rubber) • New York
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1 EXHIBIT 4.1 ================================================================= =============== AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • November 16th, 1999 • Florsheim Group Inc • Footwear, (no rubber) • Illinois
20,000,000 7.93% IP HOLDINGS LLC ASSET-BACKED NOTES
Indenture • August 26th, 2002 • Candies Inc • Footwear, (no rubber) • New York
Agreement of Joint Filing
Steven Madden, Ltd. • July 30th, 2004 • Footwear, (no rubber)

Pursuant to Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned persons hereby agree to file with the Securities and Exchange Commission the Statement on Schedule 13D (the "Statement") to which this Agreement is attached as an exhibit, and agree that such Statement, as so filed, is filed on behalf of each of them.

AGREEMENT
Lease Agreement • August 14th, 1998 • Rocky Shoes & Boots Inc • Footwear, (no rubber) • Ohio
RECITALS
Employment Agreement • August 16th, 2005 • Phoenix Footwear Group Inc • Footwear, (no rubber) • Delaware
AGREEMENT
Agreement • May 14th, 1999 • Justin Industries Inc • Footwear, (no rubber) • Texas
EXHIBIT 10.15 PURCHASE AGREEMENT French Fragrances, Inc. Senior Notes due 2007 PURCHASE AGREEMENT
Purchase Agreement • June 6th, 1997 • French Fragrances Inc • Footwear, (no rubber) • New York
WARRANT
Florsheim Group Inc • November 17th, 2000 • Footwear, (no rubber) • New York
EXHIBIT 2.1
Stock Purchase Agreement • November 16th, 1999 • Barry R G Corp /Oh/ • Footwear, (no rubber)
WITNESSETH:
Loan and Security Agreement • August 13th, 2002 • Rocky Shoes & Boots Inc • Footwear, (no rubber)
ARTICLE III REPRESENTATIONS AND WARRANTIES OF THE COMPANY
Agreement and Plan of Merger • October 12th, 1999 • Penobscot Shoe Co • Footwear, (no rubber) • New York
SUPPLEMENTAL INDENTURE
Supplemental Indenture • December 15th, 1998 • Nine West Group Inc /De • Footwear, (no rubber) • New York
WITNESSETH:
Stock Option Agreement • March 29th, 2002 • Barry R G Corp /Oh/ • Footwear, (no rubber) • Ohio
Exhibit 10.1 SECOND AMENDMENT to REVOLVING CREDIT AGREEMENT
Revolving Credit Agreement • October 7th, 2004 • Stride Rite Corp • Footwear, (no rubber) • Massachusetts
ARTICLE I PLAN OF MERGER
Agreement and Plan of Merger • May 1st, 1998 • Candies Inc • Footwear, (no rubber) • New York
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ASSET PURCHASE AGREEMENT BY AND AMONG DANIEL SCOTT, INC., ROBERT SCHMERTZ, STEVEN MADDEN, LTD.
Asset Purchase Agreement • July 23rd, 1998 • Madden Steven LTD • Footwear, (no rubber) • New York
RIGHTS AGREEMENT by and between STEVEN MADDEN, LTD.
Rights Agreement • November 16th, 2001 • Madden Steven LTD • Footwear, (no rubber) • Delaware
EXHIBIT 10.4 SERVICES AGREEMENT
Services Agreement • May 5th, 1997 • Maxwell Shoe Co Inc • Footwear, (no rubber) • New York
BETWEEN
License Agreement • November 15th, 2005 • Phoenix Footwear Group Inc • Footwear, (no rubber) • New York
BETWEEN
Share Purchase Agreement • September 12th, 2006 • Stride Rite Corp • Footwear, (no rubber) • British Columbia
LEASE
Lease • March 15th, 2004 • Skechers Usa Inc • Footwear, (no rubber)
OPERATING AGREEMENT OF SLJ RETAIL LLC APRIL 14, 1997
Operating Agreement • May 5th, 1997 • Maxwell Shoe Co Inc • Footwear, (no rubber) • New York
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