EIGHTH AMENDMENT TO LOAN AND SECURITY AGREEMENT

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                                                                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