<DOCUMENT>
<TYPE>EX-24
<SEQUENCE>2
<FILENAME>ex24.txt
<DESCRIPTION>EXHIBIT 24
<TEXT>
                                                                      EXHIBIT 24

                               POWER OF ATTORNEY

      Know  all  by  these  presents, that the undersigned hereby constitute and
appoint  each  of  Arvind  Dharia  and Barry Fried, signing singly, the true and
lawful attorney-in-fact of the undersigned to:

      (1)  execute  for  and  on behalf of the undersigned, in the undersigned's
capacity as an officer, director and/or ten percent owner of Steven Madden, Ltd.
(the  "Company"),  Forms  3,  4  and  5  in accordance with Section 16(a) of the
Securities Exchange Act of 1934 (the "Act") and the rules thereunder, and do and
perform  any  and  all  acts  for  and  on behalf of the undersigned that may be
necessary or desirable to complete and execute any such Form 3, 4 or 5, complete
and  execute  any  amendment  or amendments thereto, and file such form with the
United  States Securities and Exchange Commission ("SEC") and any stock exchange
or similar authority; and

      (2)  execute  for  and  on  behalf  of the undersigned any Schedule 13D or
Schedule  13G in accordance with Section 13 of the Act and the rules thereunder,
and  do  and  perform any and all acts for and on behalf of the undersigned that
may  be  necessary or desirable to complete and execute any such Schedule 13D or
Schedule 13G, complete and execute any amendment or amendments thereto, and file
such form with the SEC and any stock exchange or similar authority; and

      (3)  take  any  other action of any type whatsoever in connection with the
foregoing  that,  in the opinion of such attorney-in-fact, may be of benefit to,
in  the  best  interest  of,  or  legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned  pursuant  to this Power of Attorney shall be in such form and shall
contain  such  terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.

      The  undersigned hereby grant to each such attorney-in-fact full power and
authority  to  do  and perform any and every act and thing whatsoever requisite,
necessary,  or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could  do  if personally present, with full power of substitution or revocation,
hereby  ratifying  and  confirming  all  that  such  attorney-in-fact,  or  such
attorney-in-fact's  substitute  or substitutes, shall lawfully do or cause to be
done  by  virtue  of  this  power  of  attorney and the rights and powers herein
granted.  The  undersigned  acknowledge that the foregoing attorneys-in-fact, in
serving  in  such  capacity at the request of the undersigned, are not assuming,
nor  is  the Company assuming, any of the responsibilities of the undersigned to
comply  with  Section 13 or Section 16 or any other provisions of the Act or the
rules promulgated thereunder.

      This  Power  of  Attorney  shall remain in full force and effect until the
undersigned  are no longer required to file Forms 3, 4 and 5 and Schedule 13D or
Schedule  13G  with  respect to the undersigned's holding of and transactions in
securities   issued   by   the   Company,  unless  earlier  revoked  as  to  any
attorney-in-fact  by  the  undersigned  in  a  signed  writing delivered to such
attorney-in-fact.

<PAGE>
      IN  WITNESS WHEREOF, the undersigned have caused this Power of Attorney to
be executed as of this 11th day of July, 2012.

                                                   /s/ Steven Madden
                                                   _____________________________
                                                   Steven Madden


                                                   BOCAP Corporation

                                                   By:/s/ Steven Madden
                                                   _____________________________
                                                   Name:  Steven Madden
                                                   Title:    President















































</TEXT>
</DOCUMENT>
