Edgar Filing: STEVEN MADDEN, LTD.

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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3235-0287

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

DHARIA ARVIND

2. Issuer Name and Ticker or Trading Symbol
STEVEN MADDEN, LTD. [SHOO]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Chief Financial Officer

(Last)

(First)

(Middle)

C/O STEVEN MADDEN, LTD, 52-16 BARNETT AVENUE

3. Date of Earliest Transaction (Month/Day/Year)
12/09/2004

(Street)

LONG ISLAND CITY, NY 11104

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, par value $0.0001 per share ("Common Stock")	12/09/2004		P		600	A	$ 6.57 ⁽¹⁾	141,828 ⁽¹³⁾	D
Common Stock	12/09/2004		P		1,400	A	$ 6.57 ⁽²⁾	141,828 ⁽¹³⁾	D
Common Stock	12/09/2004		P		14,700	A	$ 9.55 ⁽³⁾	141,828 ⁽¹³⁾	D
Common Stock	12/09/2004		P		116	A	$ 9.55 ⁽⁴⁾	141,828 ⁽¹³⁾	D
Common Stock	12/09/2004		P		300	A	$ 9.55 ⁽⁵⁾	141,828 ⁽¹³⁾	D
Common Stock	12/09/2004		P		500	A	$ 9.55 ⁽⁶⁾	141,828 ⁽¹³⁾	D
Common Stock	12/09/2004		P		300	A	$ 9.55 ⁽⁷⁾	141,828 ⁽¹³⁾	D
Common Stock	12/09/2004		P		100	A	$ 9.55 ⁽⁸⁾	141,828 ⁽¹³⁾	D
Common Stock	12/09/2004		P		626	A	$ 9.55 ⁽⁹⁾	141,828 ⁽¹³⁾	D
Common Stock	12/09/2004		P		230	A	$ 9.55 ⁽¹⁰⁾	141,828 ⁽¹³⁾	D
Common Stock	12/09/2004		P		100	A	$ 9.55 ⁽¹¹⁾	141,828 ⁽¹³⁾	D
Common Stock	12/09/2004		P		1,200	A	$ 9.55 ⁽¹²⁾	141,828 ⁽¹³⁾	D
Common Stock	12/09/2004		S		600	D	$ 18.94	141,828 ⁽¹³⁾	D
Common Stock	12/09/2004		S		1,400	D	$ 18.98	141,828 ⁽¹³⁾	D
Common Stock	12/09/2004		S		14,700	D	$ 18.75	141,828 ⁽¹³⁾	D
Common Stock	12/09/2004		S		116	D	$ 18.77	141,828 ⁽¹³⁾	D
Common Stock	12/09/2004		S		300	D	$ 18.78	141,828 ⁽¹³⁾	D
Common Stock	12/09/2004		S		500	D	$ 18.89	141,828 ⁽¹³⁾	D
Common Stock	12/09/2004		S		300	D	$ 18.9	141,828 ⁽¹³⁾	D
Common Stock	12/09/2004		S		100	D	$ 18.91	141,828 ⁽¹³⁾	D
Common Stock	12/09/2004		S		626	D	$ 18.93	141,828 ⁽¹³⁾	D
Common Stock	12/09/2004		S		230	D	$ 18.93	141,828 ⁽¹³⁾	D
Common Stock	12/09/2004		S		100	D	$ 18.95	141,828 ⁽¹³⁾	D
Common Stock	12/09/2004		S		1,200	D	$ 18.98	141,828 ⁽¹³⁾	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.		SEC 1474 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
DHARIA ARVIND C/O STEVEN MADDEN, LTD 52-16 BARNETT AVENUE LONG ISLAND CITY, NY 11104			Chief Financial Officer

Signatures

ARVIND DHARIA		12/09/2004
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	On December 9, 2004, the Reporting Person exercised options to purchase 600 shares of Common Stock at an exercise price of $6.57 per share, which options had been previously granted to the Reporting Person on June 30, 2000.
(2)	On December 9, 2004, the Reporting Person exercised options to purchase 1,400 shares of Common Stock at an exercise price of $6.57 per share, which options had been previously granted to the Reporting Person on June 30, 2000.
(3)	On December 9, 2004, the Reporting Person exercised options to purchase 14,700 shares of Common Stock at an exercise price of $9.55 per share, which options had been previously granted to the Reporting Person on September 25, 2001.
(4)	On December 9, 2004, the Reporting Person exercised options to purchase 116 shares of Common Stock at an exercise price of $9.55 per share, which options had been previously granted to the Reporting Person on September 25, 2001.
(5)	On December 9, 2004, the Reporting Person exercised options to purchase 300 shares of Common Stock at an exercise price of $9.55 per share, which options had been previously granted to the Reporting Person on September 25, 2001.
(6)	On December 9, 2004, the Reporting Person exercised options to purchase 500 shares of Common Stock at an exercise price of $9.55 per share, which options had been previously granted to the Reporting Person on September 25, 2001.
(7)	On December 9, 2004, the Reporting Person exercised options to purchase 300 shares of Common Stock at an exercise price of $9.55 per share, which options had been previously granted to the Reporting Person on September 25, 2001.
(8)	On December 9, 2004, the Reporting Person exercised options to purchase 100 shares of Common Stock at an exercise price of $9.55 per share, which options had been previously granted to the Reporting Person on September 25, 2001.
(9)	On December 9, 2004, the Reporting Person exercised options to purchase 626 shares of Common Stock at an exercise price of $9.55 per share, which options had been previously granted to the Reporting Person on September 25, 2001.
(10)	On December 9, 2004, the Reporting Person exercised options to purchase 230 shares of Common Stock at an exercise price of $9.55 per share, which options had been previously granted to the Reporting Person on September 25, 2001.
(11)	On December 9, 2004, the Reporting Person exercised options to purchase 100 shares of Common Stock at an exercise price of $9.55 per share, which options had been previously granted to the Reporting Person on September 25, 2001.
(12)	On December 9, 2004, the Reporting Person exercised options to purchase 1,200 shares of Common Stock at an exercise price of $9.55 per share, which options had been previously granted to the Reporting Person on September 25, 2001.
(13)	As of December 9, 2004 (after giving effect to the transactions reported on this Form 4), the Reporting Person held options to purchase 141,828 shares of Common Stock.

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