EXHIBIT 10.10(j)

                 EIGHTH AMENDMENT TO LOAN AND SECURITY AGREEMENT

         This Eighth Amendment to that certain Amended and Restated Loan and
Security Agreement ("Amendment") is made and entered into as of September 30,
2002, by and between Skechers U.S.A., Inc. ("Borrower") and The CIT
Group/Commercial Services, Inc. ("CIT"), successor by purchase to the Commercial
Services Division of Heller Financial, Inc., as Agent and as Lender ("Agent").
All capitalized terms used herein and not otherwise defined shall have the
meanings assigned to such terms in the Amended and Restated Loan and Security
Agreement.

         WHEREAS, Agent and Borrower are parties to a certain Amended and
Restated Loan and Security Agreement, dated September 4, 1998 and all amendments
thereto (the "Agreement"); and

         WHEREAS, Borrower and Agent desire to amend the Agreement as
hereinafter set forth;

         NOW THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto hereby agree as
follows:

                              SECTION 1. AMENDMENT

1.1      Delete the definition of "Letter of Credit Reserve" set forth in
         Section 11.1 of the Agreement in its entirety and substitute the
         following:

                           "Letter of Credit Reserve" means, at any time, an
                  amount equal to (a) 50% of the aggregate amount of Letter of
                  Credit Liability to the extent that such amount is $1,000,000
                  or less, plus (b) 75% of the aggregate amount of Bank
                  Acceptances to the extent that such amount exceeds $1,000,000,
                  plus (c) without duplication, the aggregate amount theretofore
                  paid by Agent or any Lender under Lender Letters of Credit and
                  not debited to the Loan Account pursuant to subsection
                  2.1(G)(2) or otherwise reimbursed by Borrower.

                      SECTION 2. RATIFICATION OF AGREEMENT

2.1      To induce CIT to enter into this Amendment, Borrower represents and
         warrants that after giving effect to this Amendment, no violation of
         the terms of the Agreement exist and all representations and warranties
         contained in the Agreement are true, correct and complete in all
         material respects on and as of the date hereof.

2.2      Except as expressly set forth in this Amendment, the terms, provisions
         and conditions of the Agreement are unchanged, and said Agreement, as
         amended, shall remain in full force and effect and is hereby confirmed
         and ratified.

                             SECTION 3. COUNTERPARTS

         This Amendment may be executed in any number of counterparts, and all
such counterparts taken together shall be deemed to constitute one and the same
instrument. Signature pages may be detached from counterpart documents and
reassembled to form duplicate executed originals. This Amendment shall become
effective as of the date hereof upon the execution of the counterparts hereof by
Borrower, Guarantor and CIT.

                            SECTION 4. GOVERNING LAW

         THIS AMENDMENT SHALL BE GOVERNED BY, AND SHALL BE CONSTRUED AND
ENFORCED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF CALIFORNIA.


               SECTION 5. ACKNOWLEDGMENT AND CONSENT BY GUARANTORS

         Each Guarantor hereby acknowledges that it has read this Amendment and
consents to the terms thereof and further hereby confirms and agrees that,
notwithstanding the effectiveness of this Amendment, the obligations of such
Guarantor under its respective guaranty shall not be impaired or affected and
the guaranties are, and shall continue to be, in full force and effect and are
hereby confirmed and ratified in all respects.

         Witness the execution hereof by the respective duly authorized officers
of the undersigned as of the date first above written.

                                              THE CIT GROUP/COMMERCIAL SERVICES,
                                              INC., as Agent and as Lender

                                              By: /s/ William F. Elliott
                                                  ------------------------------
                                              Title: Vice President

                                              SKECHERS U.S.A., INC.

ATTEST:

   /s/ Philip Paccione                        By: /s/ David Weinberg
- --------------------------------------------      ------------------------------
Secretary                                     Title: CFO

                                              GUARANTOR:

                                              SKECHERS USA, INC. II,
                                              a Delaware corporation

                                              By: /s/ David Weinberg
                                                  ------------------------------
                                              Title: CFO

                                              SKECHERS BY MAIL, INC.,
                                              a Delaware corporation

                                              By: /s/ David Weinberg
                                                  ------------------------------
                                              Title: CFO

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