8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):
April 16, 2007

Quiksilver, Inc.

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation)	001-14229 (Commission File Number)	33-0199426 (IRS Employer Identification Number)
15202 Graham Street, Huntington Beach, CA		92649
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code:
(714) 889-2200

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

EXHIBIT 10.1

EXHIBIT 10.2

EXHIBIT 99.1

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

     Effective April 16, 2007, Steven L. Brink resigned as Chief Financial Officer and Treasurer of Quiksilver, Inc. (the “Company”) and Mr. Joseph Scirocco was appointed Executive Vice President and Chief Financial Officer of the Company.

     Prior to joining the Company, Mr. Scirocco, 50, served in various executive capacities with Tommy Hilfiger Corporation from 1997 through 2006, including as Chief Financial Officer from 2002 through November 2006. Mr. Scirocco was an audit partner in the consumer and retail practice of Price Waterhouse LLP from 1990 through 1997. He is a graduate of Yale University.

     In connection with his appointment, the Company entered into an employment agreement with Mr. Scirocco effective as of April 16, 2007. The employment agreement is filed with this report as Exhibit 10.1. The material terms and conditions of the employment agreement are summarized below.

     Pursuant to the terms of his employment agreement, Mr. Scirocco will receive a base salary of $550,000, subject to periodic review by the Company and may be adjusted either up or down, based on the Company’s performance, his individual performance, market conditions or such other factors as are deemed relevant by the Company; provided, however, that it may not be adjusted below $550,000. The employment agreement also provides that he is eligible to receive an annual discretionary bonus approved by the Compensation Committee and is entitled to a clothing allowance of $4,000 annually.

     The employment agreement requires that the Company pay the premium on a $2,000,000 term life insurance policy for Mr. Scirocco, payable to his designees; provided, however, that the Company is not required to pay annual premiums for such policy in excess of $5,000.

     The employment agreement also provides that he will be a participant in the Company’s 2000 Stock Incentive Plan, or any successor equity plan, on such terms as are established by the Board of Directors, but substantially similar to those granted to other Company senior executives of equivalent level. The agreement further provides that all stock options granted to Mr. Scirocco shall provide that if he is terminated by the Company without “cause,” as a result of his death or permanent disability or by him for “good reason,” all such stock options will automatically vest in full on an accelerated basis and remain exercisable until the earlier to occur of (i) the first anniversary of such termination, (ii) the end of the option term or (iii) termination pursuant to other provisions of the applicable option plan or agreement, such as a corporate transaction.

     The employment agreement continues for an unspecified term and may be terminated by the Company or Mr. Scirocco without cause at any time for any reason, subject to the payment of certain amounts as set forth below. If the Company terminates Mr. Scirocco’s employment without cause, or if he terminates his employment for good reason, the terms of the employment agreement provide that the Company will (i) pay the full amount of any unpaid discretionary

2

bonus from the preceding year, if any, (ii) continue to pay his base salary for a period of one and one-half years, (iii) pay a pro rata portion of the bonus for the fiscal year in which such termination occurs, and (iv) pay an amount equal to two times the average annual bonus earned by him during the two most recently completed fiscal years payable over one and one-half years following his termination. Notwithstanding the foregoing, if such termination occurs within one year following a change in control of the Company, the period of salary continuation shall be increased by six months. The payment period for the payment based on average annual bonus shall also be extended by six months. If the Company terminates his employment for cause or he terminates his employment without good reason, then he receives his base salary and benefits earned and accrued prior to termination and, if the basis for cause is his death or permanent disability, he will also receive the pro rata portion of his bonus for the year in which such termination occurs.

     In connection with joining the Company, Mr. Scirocco also received a stock option grant to purchase 40,000 shares of the Company’s common stock. The stock options are non-qualified and will generally vest in equal installments over a three year period, beginning on the first anniversary date of the grant, subject to Mr. Scirocco’s continued employment. The exercise price of the stock options is equal to the closing price of the Company’s common stock on the New York Stock Exchange on the date of the grant.

     Mr. Scirocco has also entered into the Company’s standard form Indemnity Agreement.

     There are no arrangements or understandings between Mr. Scirocco and any other person pursuant to which Mr. Scirocco is appointed Executive Vice President and Chief Financial Officer, nor is there a family relationship between any director or executive officer and Mr. Scirocco. Mr. Scirocco has not entered into any related party transactions with the Company that are required to be disclosed pursuant to Item 404(a) of Regulation S-K.

     On April 13, 2007, the Company entered into an agreement with Mr. Brink in connection with his separation of service from the Company. A copy of such separation agreement is filed with this report as Exhibit 10.2. This separation agreement supersedes the employment agreement the Company entered into with Mr. Brink in May 2005, as amended in December 2006. The material terms and conditions of the separation agreement are summarized below.

     Pursuant to the separation agreement, Mr. Brink resigned as the Company’s Chief Financial Officer and Treasurer effective April 16, 2007, although he will remain an employee of the Company through July 31, 2007, or such earlier date as he commences employment with another party, (the “Transition Period”), providing the Company with transition services to assist it in transferring his responsibilities. He will also serve as a consultant to the Company following the Transition Period on an as-requested-basis to assist the Company with respect to such matters as the Company reasonably requests. The Company will pay him $300 per hour for any such services.

     The separation agreement provides that Mr. Brink will receive (i) his current base salary through the Transition Period, (ii) severance pay totaling $1,500,000 consisting of (A) a lump sum payment of $750,000 in February 2008 and (B) $62,500 per month beginning February 2008 and continuing through January 2009, (iii) payment of $16,740 in premiums on a life

3

insurance policy, and (iv) payment of COBRA premiums for a period following termination. In addition, when Mr. Brink ceases to provide services to the Company, either at the end of the Transition Period or, if he continues to provide consulting services thereafter, when such services cease, all of his stock options will accelerate and vest and he will have up to one year (90 days with respect to certain options) to exercise such stock options after which they will expire. All of Mr. Brink’s unvested restricted stock shall expire and be surrendered to the Company as of April 16, 2007. The separation agreement includes a waiver and release of claims by Mr. Brink.

     On April 12, 2007, the Board of Directors of the Company also appointed David H. Morgan as the Company’s Executive Vice President and Chief Operating Officer. Mr. Morgan, 47, had served as the Company’s Executive Vice President, Global Finance and Operations since he joined the Company in February 2006. Prior to joining the Company, Mr. Morgan held various executive positions at the L’Oreal Group between 1991 and 2006, including as a finance director in London and various senior operational and finance positions in Paris. Between 2001 and 2006, Mr. Morgan led the finance group for L’Oreal’s Consumer Products division where he was principally responsible for all operational and finance matters related to such division. Prior to 1991, Mr. Morgan worked at Arthur Anderson, LLP in various positions. Mr. Morgan received his B.A. in French from Durham University in England.

     There are no arrangements or understandings between Mr. Morgan and any other person pursuant to which Mr. Morgan is appointed Executive Vice President and Chief Operating Officer, nor is there a family relationship between any director or executive officer and Mr. Morgan. Mr. Morgan has not entered into any related party transactions with the Company that are required to be disclosed pursuant to Item 404(a) of Regulation S-K.

     A copy of the April 16, 2007 press release relating to the above events is attached hereto as Exhibit 99.1 and incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits

     (c) Exhibits

          The following exhibits are being furnished herewith:

Exhibit No.	Exhibit Title or Description
10.1	Employment Agreement between Joseph Scirocco and Quiksilver, Inc. dated April 12, 2007
10.2	Separation Agreement between Steven L. Brink and Quiksilver, Inc. dated April 13, 2007
99.1	Press Release of Quiksilver, Inc. dated April 16, 2007

4

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: April 17, 2007	Quiksilver, Inc. (Registrant)
	By:	/s/ Charles S. Exon
		Charles S. Exon
		Executive Vice-President, Business & Legal Affairs, Secretary and General Counsel

5

INDEX TO EXHIBITS

Exhibit No.	Exhibit Title or Description
10.1	Employment Agreement between Joseph Scirocco and Quiksilver, Inc. dated April 12, 2007
10.2	Separation Agreement between Steven L. Brink and Quiksilver, Inc. dated April 13, 2007
99.1	Press Release of Quiksilver, Inc. dated April 16, 2007

6

EX-10.1

Exhibit 10.1

April 12, 2007

PERSONAL AND CONFIDENTIAL

Mr. Joseph Scirocco
c/o Quiksilver, Inc.
15202 Graham Street
Huntington Beach, California 92649

Re: Employment at Quiksilver, Inc.

Dear Joe:

     This letter (“Agreement”) will confirm our understanding and agreement regarding your employment with Quiksilver, Inc. (“Quiksilver” or the “Company”), commencing Monday, April 16, 2007. This Agreement completely supersedes and replaces any existing or previous oral or written understandings or agreements, express or implied, between you and the Company regarding your employment, including without limitation the Letter of Intent provided to you earlier this month.

1.

Position; Exclusivity. The Company hereby agrees to employ you as its Executive Vice President and Chief Financial Officer, reporting to the President or Chief Executive Officer. During your employment with Quiksilver, you will devote your full professional and business time, interest, abilities and energies to the Company and will not render any services to any other person or entity, whether for compensation or otherwise, or engage in any business activities competitive with or adverse to the Company’s business or welfare, whether alone, as an employee, as a partner, as a member, or as a shareholder, officer or director of any other corporation, or as a trustee, fiduciary or in any other similar representative capacity of any other entity without the prior written consent of the President or Chief Executive Officer.

2.

Base Salary. Your base salary will be $45,833.33 per month ($550,000 on an annualized basis), less applicable withholdings and deductions, paid on the Company’s regular payroll dates. Your salary will be reviewed at the time management salaries are reviewed periodically and may be adjusted (but not below $45,833.33 per month) at the Company’s discretion in light of the Company’s performance, your performance, market conditions and other factors deemed relevant by the Company.

-1-

3.	Bonus. For the fiscal year ending October 31, 2007, and each fiscal year thereafter, you shall be eligible to receive a discretionary bonus under the terms approved by the Board of Directors for such bonus on the same basis as other comparable executives of the Company. Any such bonus shall be paid within thirty (30) days following the date the Company publicly releases its annual audited financial statements (the “Bonus Payment Date”). In the event that your employment with the Company terminates prior to the end of the applicable fiscal year, your eligibility to receive a pro rata portion of the bonus is governed by Paragraph 9 below. Any bonus payments shall be less applicable withholdings and deductions.
4.	Vacation. Since Quiksilver does not have a vacation policy for executives of your level, no vacation days will be treated as earned or accrued.
5.	Health and Disability Insurance. You (and any eligible dependents you elect) will be covered by the Company’s group health insurance programs on the same terms and conditions applicable to comparable employees. You will also be covered by the long-term disability plan for senior executives on the same terms and conditions applicable to comparable employees. The Company reserves the right to change, modify, or eliminate such coverages in its discretion.
6.	Clothing Allowance. You will be provided a clothing allowance of $4,000 per year at the Company’s wholesale prices.
7.	Stock Options. You shall become and continue to be a participant in Quiksilver’s Stock Incentive Plan, or any successor equity plan. The amount and terms of any restricted stock, stock options, stock appreciation rights or other interests to be granted to you will be determined by the Board of Directors in its discretion and covered in separate agreements, but shall be substantially similar to those granted to other senior executives of Quiksilver of equivalent level. Stock options granted to you after the date hereof through the termination of your employment shall provide that if you are terminated by the Company without Cause (as hereinafter defined), as a result of your death or permanent disability, or you terminate your employment for Good Reason (as hereinafter defined), any such options outstanding will automatically vest in full on an accelerated basis so that the options will immediately prior to such termination become exercisable for all option shares and remain exercisable until the earlier to occur of (i) the first anniversary of such termination, (ii) the end of the option term, or (iii) termination pursuant to other provisions of the applicable option plan or agreement (e.g., a corporate transaction).
8.	Life Insurance. The Company will pay the premium on a term life insurance policy on your life with a company and policy of our choice, and a beneficiary of your choice, in the face amount determined by the Company of not less than $2,000,000. Our obligation to obtain and maintain this insurance is contingent upon your establishing and maintaining insurability, and we are not required to pay premiums for such a policy in excess of $5,000 annually.

-2-

9. Unspecified Term; At Will Employment; Termination

(a) Notwithstanding anything to the contrary in this Agreement, express or implied, your employment is for an unspecified term and either you or Quiksilver may terminate your employment at will and with or without Cause (as defined below) or notice at any time for any reason; provided, however, that you agree to provide the Company with thirty (30) days advance written notice of your resignation (during which time the Company may elect, in its discretion, to relieve you of all duties and responsibilities). This at-will aspect of your employment relationship can only be changed by an individualized written agreement signed by both you and an authorized officer of the Company.

(b) The Company may also terminate your employment immediately, without notice, for Cause, which shall include, but not be limited to, (i) your death, (ii) your permanent disability which renders you unable to perform your duties and responsibilities for a period in excess of three consecutive months, (iii) willful misconduct in the performance of your duties, (iv) commission of a felony or violation of law involving moral turpitude or dishonesty, (v) self-dealing, (vi) willful breach of duty, (vii) habitual neglect of duty, or (viii) a material breach by you of your obligations under this Agreement. If the Company terminates your employment for Cause, or you terminate your employment other than for Good Reason (as defined below), you (or your estate or beneficiaries in the case of your death) shall receive your base salary and other benefits earned and accrued prior to the termination of your employment and, in the case of a termination pursuant to subparagraphs (i) or (ii) only, a pro rata portion of your bonus, if any, as provided in Paragraph 3 for the fiscal year in which such termination occurs, less applicable withholdings and deductions, and you shall have no further rights to any other compensation or benefits hereunder on or after the termination of your employment.

(c) If Quiksilver elects to terminate your employment without Cause, or if you terminate your employment with the Company for Good Reason within six (6) months of the action constituting Good Reason, the Company will (i) pay the full amount of any unpaid discretionary bonus from the preceding fiscal year, if any, (ii) continue to pay your base salary (but not any employment benefits) on its regular payroll dates for a period of eighteen (18) months, (iii) pay you a pro rata portion of a bonus adopted pursuant to Paragraph 3, if any, for the fiscal year in which such termination occurs, less applicable withholdings and deductions, and (iv) pay you an amount equal to two (2) times the average annual bonus earned by you pursuant to Paragraph 3 during the two (2) most recently completed fiscal years of the Company, payable over an eighteen (18)

-3-

month period following termination in equal installments on the Company’s regular payroll dates, less applicable withholdings and deductions. Notwithstanding the foregoing, if such termination without Cause or for Good Reason occurs within twelve (12) months immediately following a Change of Control (as defined in Addendum “A”), the Company will instead (i) continue to pay your base salary (but not any employment benefits) on its regular payroll dates for a period of twenty-four (24) months, (ii) pay you a pro rata portion of a bonus, if any, for the fiscal year in which such termination occurs, less applicable withholdings and deductions, and (iii) pay you an amount equal to two (2) times the average annual bonus earned by you pursuant to Paragraph 3 during the two (2) most recently completed fiscal years of the Company, payable over a twenty-four (24) month period following termination in equal installments on the Company’s regular payroll dates, less applicable withholdings and deductions. In order for you to be eligible to receive the payments specified in this Paragraph 9(c), you must execute a general release of claims in a form reasonably acceptable to the Company. You shall have no further rights to any other compensation or benefits hereunder on or after the termination of your employment. You shall not have a duty to seek substitute employment, and the Company shall not have the right to offset any compensation due you against any compensation or income received by you after the date of such termination.

“Good Reason” for you to terminate employment means a voluntary termination as a result of (i) the assignment to you of duties materially inconsistent with your position as set forth above without your consent, (ii) a material change in your reporting level from that set forth in this Agreement without your consent, (iii) a material diminution of your authority without your consent, (iv) a material breach by the Company of its obligations under this Agreement, (v) a failure by the Company to obtain from any successor, before the succession takes place, an agreement to assume and perform the obligations contained in this Agreement, or (vi) the Company requiring you to be based (other than temporarily) at any office or location outside of the Southern California area without your consent. Notwithstanding the foregoing, Good Reason shall not exist unless you provide the Company notice of termination on account thereof and, if such event or condition is curable, the Company fails to cure such event or condition within thirty (30) days of such notice.

(d) In the event that any payment or benefit received or to be received by you (collectively, the “Payments”) would constitute a parachute payment within the meaning of Section 280G of the Internal Revenue Code of 1986, as amended (the “Code”), then the following limitation shall apply:

-4-

The aggregate present value of those Payments shall be limited in amount to the greater of the following dollar amounts (the “Benefit Limit”):

(i) 2.99 times your Average Compensation (as defined below), or

(ii) the amount which yields you the greatest after-tax amount of Payments under this Agreement after taking into account any excise tax imposed under Code Section 4999 on those Payments.

The present value of the Payments will be measured as of the date of the Change in Control and determined in accordance with the provisions of Code Section 280G(d)(4).

Average Compensation means the average of your W-2 wages from the Company for the five (5) calendar years completed immediately prior to the calendar year in which the Change in Control is effected. Any W-2 wages for a partial year of employment will be annualized, in accordance with the frequency which such wages are paid during such partial year, before inclusion in Average Compensation.

(e) Notwithstanding the foregoing, to the extent the Company reasonably determines that any payment or benefit under this Agreement is subject to Section 409A of the Code, such payment or benefit shall be made at such times and in such forms as the Company reasonably determines are required to comply with Code Section 409A (including, without limitation, in the case of a “specified employee” within the meaning of Code Section 409A, any payments that would otherwise be made during the six-month period following separation of service will be paid in a lump sum after the end of the six-month period) and the Treasury Regulations and the transitional relief thereunder; provided, however, that in no event will the Company be required to provide you with any additional payment or benefit in the event that any of your payments or benefits trigger additional income tax under Code Section 409A or in the event that the Company changes the time or form of your payments or benefits in accordance with this paragraph.

10. Trade Secrets; Confidential and/or Proprietary Information. The Company owns certain trade secrets and other confidential and/or proprietary information which constitute valuable property rights, which it has developed through a substantial expenditure of time and money, which are and will continue to be utilized in the Company’s business and which are not generally known in the trade. This proprietary information includes the list of names of the customers and suppliers of Quiksilver, and other particularized information concerning the products, finances, processes, material preferences, fabrics, designs, material sources, pricing information, production schedules, sales and marketing strategies, sales commission formulae, merchandising strategies, order forms and other types of

-5-

	proprietary information relating to our products, customers and suppliers. You agree that you will not disclose and will keep strictly secret and confidential all trade secrets and proprietary information of the Company, including, but not limited to, those items specifically mentioned above.
11.	Expense Reimbursement. The Company will reimburse you for documented reasonable and necessary business expenses incurred by you while engaged in business activities for the Company’s benefit on such terms and conditions as shall be generally available to other executives of the Company.
12.	Compliance With Business Policies. You will devote your full business time and attention to Quiksilver and will not be involved in other business ventures without written authorization from the Company’s Board of Directors. You will be required to observe the Company’s personnel and business policies and procedures as they are in effect from time to time. In the event of any conflicts, the terms of this Agreement will control.
13.	Entire Agreement. This Agreement, its addenda, and any stock option, restricted stock, stock appreciation rights or other similar agreements the Company may enter into with you contain the entire integrated agreement between us regarding these issues, and no modification or amendment to this Agreement will be valid unless set forth in writing and signed by both you and an authorized officer of the Company.
14.	Arbitration as Exclusive Remedy. To the fullest extent allowed by law, any controversy, claim or dispute between you and the Company (and/or any of its affiliates, owners, shareholders, directors, officers, employees, volunteers or agents) relating to or arising out of your employment or the cessation of that employment will be submitted to final and binding arbitration in Orange County, California, for determination in accordance with the American Arbitration Association’s (“AAA”) Employment Arbitration Rules, as the exclusive remedy for such controversy, claim or dispute. In any such arbitration, the parties may conduct discovery to the same extent as would be permitted in a court of law. The arbitrator shall issue a written decision, and shall have full authority to award all remedies which would be available in court. The Company shall pay the arbitrator’s fees and any AAA administrative expenses. Any judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. Possible disputes covered by the above include (but are not limited to) unpaid wages, breach of contract, torts, violation of public policy, discrimination, harassment, or any other employment-related claims under laws including but not limited to, Title VII of the Civil Rights Act of 1964, the Americans With Disabilities Act, the Age Discrimination in Employment Act, the California Fair Employment and Housing Act, the California Labor Code and any other statutes or laws relating to an employee’s relationship with his/her employer, regardless of whether such dispute is initiated by the employee or the Company. Thus, this bilateral arbitration agreement fully

-6-

applies to any and all claims that the Company may have against you, including (but not limited to) claims for misappropriation of Company property, disclosure of proprietary information or trade secrets, interference with contract, trade libel, gross negligence, or any other claim for alleged wrongful conduct or breach of the duty of loyalty. Nevertheless, claims for workers’ compensation benefits or unemployment insurance, those arising under the National Labor Relations Act, and any other claims where mandatory arbitration is prohibited by law, are not covered by this arbitration agreement, and such claims may be presented by either the Company or you to the appropriate court or government agency. BY AGREEING TO THIS BINDING ARBITRATION PROVISION, BOTH YOU AND THE COMPANY GIVE UP ALL RIGHTS TO TRIAL BY JURY. This mutual arbitration agreement is to be construed as broadly as is permissible under applicable law.

15.

Successors and Assigns. This Agreement will be assignable by the Company to any successor or to any other company owned or controlled by the Company, and will be binding upon any successor to the business of the Company, whether direct or indirect, by purchase of securities, merger, consolidation, purchase of all or substantially all of the assets of the Company or otherwise.

Please sign, date and return the enclosed copy of this letter to me for our files to acknowledge your agreement with the above.

Very truly yours,

Charles S. Exon

Executive Vice President, Business & Legal

Affairs, Secretary and General Counsel

Enclosure

ACKNOWLEDGED AND AGREED:

———————————————
Joseph Scirocco

———————————————
          Dated

-7-

ADDENDUM A
DEFINITION OF CHANGE IN CONTROL

     “Change in Control” means the occurrence of one or more of the following events: (i) any corporation, partnership, person, other entity, or group (as defined in Section 13(d)(3) of the Securities Exchange Act of 1934, as amended) (collectively, a “Person”) acquires shares of capital stock of the Company representing more than 50% of the total number of shares of capital stock that may be voted for the election of directors of the Company, (ii) a merger, consolidation, or other business combination of the Company with or into another Person is consummated, or all or substantially all of the assets of the Company are acquired by another Person, as a result of which the stockholders of the Company immediately prior to the consummation of such transaction own, immediately after consummation of such transaction equity securities possessing less than 50% of the voting power of the surviving or acquiring Person (or any Person in control of the surviving or acquiring Person, the equity securities of which are issued or transferred in such transaction), or (iii) the stockholders of the Company approve a plan of complete liquidation, dissolution or winding up of the Company.

-Addendim A-

EX-10.2

Exhibit 10.2

April 13, 2007

PERSONAL AND CONFIDENTIAL

VIA HAND DELIVERY

Mr. Steven L. Brink
c/o Quiksilver, Inc.
15202 Graham Street
Huntington Beach, California 92649-1109

     Re: Transition From Employment

Dear Steve:

This letter (“Agreement”) will confirm the agreement and understanding we have reached regarding your departure from Quiksilver, Inc. (“Quiksilver” or the “Company”), and the transition of your duties and responsibilities. In that regard, we have agreed as follows:

1. Transition Period.

A.

Effective April 16, 2007, you are resigning as Chief Financial Officer and Treasurer of the Company and as a director and officer of any subsidiaries of the Company where you serve in such capacities. Beginning April 16, 2007, and continuing through July 31, 2007 or, if earlier, the date you become employed with another employer (“Separation Date”) (the “Transition Period”), you will continue as an employee of the Company providing transition services to the Company on an as-needed basis as requested by Bob McKnight, Bernard Mariette, Charlie Exon, David Morgan or Joe Scirocco (“Transition Services”). The Transition Services may include, but not be limited to, providing organizational transition assistance and historical financial/accounting information, assistance with required SEC filings and related matters. During the Transition Period, you are expected to conduct yourself in a positive and professional manner in support of the Company’s initiatives, as well as all business and personnel matters related to Quiksilver.

B.

During the Transition Period, provided you satisfactorily perform the Transition Services, the Company shall continue to compensate you on its regular payroll dates at a rate of $29,166.67 per month (“Salary Continuation”), less legally required withholdings and deductions. Although the Transition Services represent

-1-

	a significant reduction in the scope of duties you were performing as Chief Financial Officer, and will require significantly less time, the Salary Continuation is in part consideration for your general release of claims as referenced in Paragraph 7 below. You authorize us to mail you your final Salary Continuation payment on the Company’s regular payroll date covering the payroll period which includes the Separation Date.
C.	During the Transition Period, and subject to subparagraph (E) below, you will be eligible for the same Company-provided health and welfare benefits you have been receiving as of the date of this Agreement.
D.	During the Transition Period, upon receipt of such expense reports and mileage reimbursement forms as are customarily required by the Company, Quiksilver will (i) reimburse you for business mileage, and (ii) pay those amounts reflected on your expense reports incurred as and for business expenses. All business expenses must be pre-approved by Bob McKnight, Bernard Mariette, David Morgan, Joe Scirocco or me.
E.	During the Transition Period, you are free to commence employment with another entity. All Salary Continuation and Company-provided health and welfare benefits will, however, cease upon your eligibility for such benefits pursuant to another employer’s benefit plan(s). Please notify me promptly upon your re-employment with another company.
F.	Other than the Severance Pay referenced in Paragraph 2 below, and the stock options referenced in Paragraph 3 below, you are not eligible for, and will not receive, any other compensation or benefit (including, but not limited to, any additional bonuses or stock option grants) following the Separation Date.

2. Termination of Employment/Severance Pay Period.

A.	Your employment (and the Transition Period) will terminate for all purposes on the Separation Date.
B.	The Company will pay you severance pay in the total amount of $1,500,000, less required tax deductions and withholdings (“Severance Pay”), payable as follows:

(i)	A lump sum payment of $750,000, less required tax deductions and withholdings, payable between February 2 and 11, 2008;
(ii)	Beginning February 1, 2008, and continuing through January 31, 2009 (the “Severance Pay Period”), the Company shall compensate you on its regular payroll dates in the monthly amount of $62,500, less legally required withholdings and deductions. Checks will be sent to your home address.

-2-

C.	Except for any consulting services provided pursuant to Paragraph 4, you will not be required to perform any duties during the Severance Pay Period. Through the end of the Severance Pay Period, you are expected to conduct yourself in a positive and professional manner in support of the Company’s initiatives, as well as all business and personnel matters related to Quiksilver.
D.	Your health insurance coverage will cease after the Separation Date, unless you timely elect and pay for continued coverage under the Consolidated Omnibus Budget Reconciliation Act of 1985 (“COBRA”). If you desire such continued health coverage under COBRA, the Company will be responsible for the premiums for such coverage, up to a maximum of $1,300 per month, through the earlier of (i) the Services Cessation Date (as defined below) and (ii) January 31, 2009. You will be responsible for all other premiums.
E.	The Company will pay the remaining premium of $16,740 on your $2 million life insurance policy (expiring April 27, 2016) maintained by the Company through John Hancock.
F.	Nothing in this Agreement shall constitute a waiver of any benefits which are already vested as of the Separation Date, under any Company 401(k) or employee welfare benefit plan, and you shall remain fully entitled to all such benefits, if any, in accordance with the terms of the applicable plan.
G.	Except for any continuing and surviving obligations of yours thereunder (e.g., protection of Quiksilver’s trade secrets and proprietary and confidential information), any and all employment agreements you may have with Quiksilver (including, without limitation, that certain agreement dated May 25, 2005, and amended December 21, 2006) are deemed fully terminated and of no further force or effect. You have no right to any additional compensation, equity or benefits under any such employment agreement.
H.	After the Separation Date, you are not eligible for, and will not receive, any other compensation or benefit except as specifically provided herein (including, but not limited to, any additional bonuses, incentives, stock option grants, expense reimbursement or employee benefits).
I.	Employment references should be directed to me, and I will verify your dates of employment and position(s) held. If you wish me to confirm your compensation (salary, bonuses, etc.), please check the box at the end of this sentence, and that will constitute your authorization for me to do so. ¨ Yes, I so authorize.

3. Stock Options and Restricted Stock.

A. Attached hereto as Attachment ”A” is a schedule of your vested and unvested stock options and restricted stock as of the date of this Agreement. It is anticipated that following the Transition Period, you will continue to provide Services (as defined in your stock option agreements) to the Company for some limited period of time as provided in Paragraph 4 below. The date upon which

-3-

	you cease to provide Services to the Company, whether at the end of the Transition Period or, if you continue to provide Services pursuant to Paragraph 4 hereof, upon termination of your consulting services thereunder, is referred to as the “Services Cessation Date.” All of your unvested stock options which have not previously expired will accelerate and vest on the Services Cessation Date. Any unexercised stock options on the Services Cessation Date which have not previously expired will remain exercisable for a period of (i) ninety (90) days with respect to stock options granted to you prior to May 25, 2005 and (ii) twelve (12) months with respect to stock options granted to you on or after May 25, 2005, (commencing with the Services Cessation Date) after which they will expire and cease to be exercisable; provided, however, that in no event may such stock options be exercised after their expiration date and they may terminate and cease to be exercisable earlier in the event of a corporate transaction as provided in your individual stock option agreements. All other terms of your stock options shall continue to be governed by the applicable plan pursuant to which they were issued and the applicable stock option agreements.
B.	On April 16, 2007, all 40,000 shares of restricted stock of the Company held by you shall expire and be surrendered to the Company.
C.	Please note that all “blackout” periods under the Company’s Policy Prohibiting Insider Trading will continue to apply to you through the Services Cessation Date and you will continue to be subject to federal and state securities laws which prohibit the purchase or sale of shares while in possession of material, non-public information.

4.

Consulting Services.

You agree that following the Transition Period, you shall make yourself available on an as-requested basis to the Company’s officers and agents, to consult with the Company on such matters as the Company may reasonably request. It is anticipated that you will provide most of such consulting services telephonically or electronically. Your primary contact with respect to such services shall be me. For such services, you shall receive a consulting fee of $300 per hour. You acknowledge and agree that your services pursuant to this Paragraph 4 shall be provided as an independent contractor and such services shall not be construed to create the relationship of employer and employee or principal and agent between you and the Company. During the period you are providing consulting services pursuant to this Paragraph 4, you shall not be entitled to participate in any of the medical, dental, insurance or any other benefits provided by the Company for the benefit of its employees. You will maintain and pay all federal, state and local disability, worker’s compensation, payroll taxes, self-employment insurance, and income and other taxes, and the Company will not withhold or pay any such taxes or insurance on your behalf with respect to compensation for such services. Also, during the period you are providing consulting services pursuant to this Paragraph 4, you shall be entitled to a clothing allowance of $350 per month and you shall be permitted to purchase products from the Company at its wholesale price, not to exceed $500 in the aggregate per month. Provided that such expenses are authorized in advance by an executive officer of the

-4-

	Company, the Company will reimburse you for any reasonable travel expenses (at business class or comparable rates) or other expenses incurred by you in connection with providing such consulting services. The agreement to provide consulting services as set forth in this Paragraph 4 may be terminated by you or the Company on thirty (30) days advance written notice; provided, however, that such services may be terminated immediately by the Company at any time after you accept employment with, or provide consulting or other advisory services to, any other entity without the Company’s prior approval.
5.	Full Understanding and Voluntary Acceptance.
	Quiksilver advises you to consult an attorney prior to executing this Agreement. In entering into this Agreement, you agree that you have had the opportunity to seek the advice of an independent attorney of your own choice and that you understand all the terms of this Agreement. You are executing this Agreement voluntarily with full knowledge of its significance.

6. Return of Property/Non-Solicitation.

A.	Except as otherwise provided below, all Company Property must be returned prior to the end of the Transition Period. By signing this Agreement, you confirm that you will return all keys, magnetic access cards and all other means of access to the property or offices of the Company, and all other Company property, equipment and documents in your possession or under your control, including, but not limited to, credit cards, cell phones, PDA’s, BlackBerries, fax machines, pagers, files, personnel forms, accounting information and spreadsheets, budgets, compensation data, business plans, documents and any other property of the Company (“Company Property”) and that you will not copy or download any such materials after the end of the Transition Period.
	Notwithstanding the foregoing, you may retain your laptop computer and printer, provided that you deliver these items to the Company on or before the Services Cessation Date to have the memory erased and software removed by the Company. You also agree (i) to preserve in confidence and not disclose any confidential, proprietary, or trade secret information relating to Quiksilver, or its products, personnel, or financial data, and (ii) not to download, copy or transfer any documents or software from the Company’s computers.
B.	Through the end of the Severance Pay Period, you agree not to recruit, or solicit for employment, any person then employed by Quiksilver or any of the Released Parties (as defined below).

7. Release of Claims.

A. In exchange for the consideration provided herein, you agree to, and by signing this Agreement do, forever waive and release Quiksilver and each of its affiliated or related entities, divisions, subsidiaries, foundations, licensees, shareholders, officers, directors, employees, agents, successors and assigns (collectively,

-5-

“Released Parties”), from all known and unknown claims, rights, actions, complaints, charges, liabilities, obligations, promises, agreements, causes of action, suits, demands, damages, costs, losses, debts, and expenses of any nature whatsoever which you ever had, now have, or may claim to have against any of the Released Parties, including, without limitation, any claim arising out of (i) any aspect of your employment or the termination of your employment with the Company; (ii) any restrictions on the right of Quiksilver to terminate your employment or any employment agreement with you; (iii) any agreement, understanding or inducement, oral or written, express or implied, between you and any of the Released Parties, including any employment agreement (including, without limitation, that certain agreement dated May 25, 2005, and amended December 21, 2006); (iv) any stock options or restricted stock (other than as provided in Paragraph 3 of this Agreement); and/or (v) any federal, state or governmental constitution, statute, regulation or ordinance, including, without limitation, Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment Act, and the California Fair Employment and Housing Act; provided, however, that this release does not (a) affect rights or claims that may arise after the date it is executed, (b) waive rights or claims arising out of this Agreement, or (c) waive any rights you may have to indemnity, under Labor Code § 2802 or otherwise. In addition, the Released Parties hereby agree to forever waive and release you from all known and unknown claims, rights, actions, complaints, charges, liabilities, obligations, promises, agreements, causes of action, suits, demands, damages, costs, losses, debts, and expenses of any nature whatsoever which they ever had, now have, or may claim to have against you.

B.

Further, each party waives and relinquishes all rights and benefits they may have under Section 1542 of the California Civil Code. Section 1542 reads as follows:

“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”

8.	Non-Admission.
	Nothing contained in this Agreement shall be considered an admission of any liability whatsoever. If you elect not to sign this Agreement, this Agreement is inadmissible in evidence to prove any liability or damage.
9.	Severability.
	Should any portion, word, clause, phrase, sentence or paragraph of this Agreement be declared void or unenforceable, such portion shall be considered independent and severable from the remainder, the validity of which shall remain unaffected.

-6-

10.	Entire Agreement and Arbitration.
	This Agreement constitutes the entire agreement between you and Quiksilver pertaining to the subject matter hereof and supersedes any and all prior agreements, understandings, negotiations and discussions, whether oral or written, pertaining to the subject matter hereof. After the execution of this Agreement, to the fullest extent allowed by law, any controversy, claim or dispute between you and the Company (and/or any of the Released Parties) relating to or arising out of this Agreement or your employment or the cessation of that employment will be submitted to final and binding arbitration in Orange County, California, for determination in accordance with the applicable rules of the American Arbitration Association. The Company shall pay the arbitrator’s fees and any American Arbitration Association administrative expenses.
11.	Signature and Revocation Periods.
	So that you can review this Agreement as you deem appropriate, the Company advises you as follows: (i) this Agreement does not waive any rights or claims that may arise after it is executed by you; (ii) you will have twenty-one (21) days to consider this Agreement, although you may sign it sooner than that if you so desire; (iii) you should consult with an attorney if you desire before executing this Agreement; and (iv) you also retain the right to revoke this Agreement at any time during the seven (7)-day period following execution of the Agreement. This Agreement shall not become effective or enforceable until such seven (7)-day period has expired.

By signing below, you voluntarily accept the terms contained in this Agreement.

Steve, Quiksilver thanks you for your service and wishes you well as you transition to a role in a new organization.

Best regards.

Sincerely,

QUIKSILVER, INC.

By:
	Charles S. Exon
	Executive Vice President, Business & Legal Affairs,
	Secretary and General Counsel

I HAVE READ, UNDERSTAND AND VOLUNTARILY
AGREE TO THE ABOVE.

Steven L. Brink Date

-7-

ATTACHMENT “A”

STOCK OPTIONS AND RESTRICTED STOCK — STEVEN L. BRINK

Stock Options

							Currently		Currently
Grant Date	Expiration Date		Granted		Grant Price		Outstanding		Exercisable
12/15/98		12/16/08		90,000	$	3.9271		70,000		70,000
2/11/00		02/12/10		160,000	$	2.9844		160,000		160,000
12/22/00		12/23/10		80,000	$	4.6094		80,000		80,000
12/03/01		12/04/11		80,000	$	3.5250		80,000		80,000
12/19/02		12/20/12		88,000	$	6.6575		88,000		88,000
11/12/03		11/13/13		80,000	$	8.7250		80,000		80,000
05/03/04		05/04/14		20,000	$	11.1250		20,000		13,333
01/25/05		01/26/15		104,000	$	14.3050		104,000		69,333
12/27/05		12/28/15		30,000	$	13.7700		30,000		10,000
12/20/06		12/20/16		20,000	$	15.5500		20,000		0
Optionee Totals								732,000		650,666

Restricted Stock

Grant Date	Expiration Date		Granted		Grant Price		Outstanding		Exercisable
09/29/06		N/A		40,000	$	0.0000		40,000		N/A

EX-99.1

Exhibit 99.1

Company Contact:	Charles Exon
	Executive Vice President
	Sophie Nicolet
	Vice President, Communications
	Quiksilver, Inc.
	(714) 889-2200
Investor Relations:	Chad A. Jacobs, Joe Teklits
	Integrated Corporate Relations
	(203) 682-8200

— Quiksilver, Inc. Appoints Joseph Scirocco as New Chief Financial Officer –
— Names David Morgan as Chief Operating Officer –

Huntington Beach, California, April 16, 2007—Quiksilver, Inc. (NYSE: ZQK) today announced that it has appointed Joe Scirocco as its new Chief Financial Officer. Mr. Scirocco will have responsibility for all areas of finance on a global basis. Steve Brink, the Company’s former Chief Financial Officer, has decided to resign to pursue other interests, however, he will continue with the Company for some time to ensure a smooth transition and to provide consulting services. The Company also announced that David Morgan, formerly the Company’s Executive Vice President of Finance and Operations, has been named its Chief Operating Officer. In this new capacity, Mr. Morgan will be responsible for developing world-class organization and systems to support growth and improve margins for the Company’s global operations.

Mr. Scirocco comes to the Company with a strong background in the apparel industry, having served in various executive capacities for Tommy Hilfiger Corporation from 1997 through 2006, including Chief Financial Officer from 2002 to 2006. Prior to that, he served as an audit partner in the consumer and retail practice of Price Waterhouse LLP from 1990 to 1997. He is a graduate of Yale University.

Robert B. McKnight, Jr., Chairman of the Board and Chief Executive Officer of Quiksilver, Inc., commented, “We are very pleased to have someone of Joe’s world-class caliber join our team. Over the past few years our platform has expanded dramatically in both size and complexity. Joe’s deep expertise in our industry, and in particular with regard to coordinating a global organization, will serve us well into the future. We believe that Joe will be able to make an immediate and substantial contribution to our continuing efforts to drive further growth and create optimum value for our shareholders.”

Bernard Mariette, the President of the Company, commented, “Since joining us in February of 2006, David Morgan has been a tremendous addition to our management team. David’s 15 years of international experience at L’Oreal Group in finance and operations has already proven invaluable to us. We look forward to his further contributions to the growth and success of our Company in his expanded role as Chief Operating Officer.”

“We are excited to welcome Joe into the Quiksilver family,” Mr. Mariette continued. “His broad, international financial experience and proven leadership capability is a great fit with the strategic direction and ongoing development of Quiksilver, Inc. We believe that both of these key management appointments, for Chief Financial and Chief Operating Officer, represent the fulfillment of another critical step in achieving our mission of creating the world’s premier outdoor lifestyle company.”

Mr. McKnight and Mr. Mariette continued, “We are deeply grateful to Steve Brink, who has played an integral role in the development and growth of Quiksilver, Inc. over the past 11 years. He leaves a strong team in place and will forever remain a key individual in the history of this company. We wish him all the best for the future.”

About Quiksilver:

Quiksilver, Inc. (NYSE:ZQK) is the world’s leading outdoor sports lifestyle company, which designs, produces and distributes a diversified mix of branded apparel, wintersports and golf equipment, footwear, accessories and related products. The Company’s apparel and footwear brands represent a casual lifestyle for young-minded people that connect with its boardriding culture and heritage, while its wintersports and golf brands symbolize a long standing commitment to technical expertise and competitive success on the mountains and on the links.

The reputation of Quiksilver Inc.’s brands is based on different outdoor sports. The Company’s Quiksilver, Roxy, DC Shoes and Hawk brands are synonymous with the heritage and culture of surfing, skateboarding and snowboarding, and its beach and water oriented swimwear brands include Raisins, Radio Fiji and Leilani. The Rossignol, Dynastar, Lange, Look and Kerma brands are leaders in the alpine ski market, and the Company makes snowboarding equipment under its Rossignol, Dynastar, DC Shoes, Roxy, Lib Technologies, Gnu and Bent Metal labels. The Company’s golf business includes Cleveland Golf, as well as Never Compromise putters and Fidra apparel. Gotcha is the Company’s surf-based European brand addressing street fashion.

The Company’s products are sold in over 90 countries in a wide range of distribution, including surf shops, ski shops, skateboard shops, snowboard shops, proprietary Boardriders Club shops, other specialty stores and select department stores. The Company’s corporate and Americas’ headquarters are in Huntington Beach, California, while its European headquarters are in St. Jean de Luz and St. Jean de Moirans, France, and its Asia/Pacific headquarters are in Torquay, Australia.

****
NOTE: For further information about Quiksilver, Inc., you are invited to take a look at our world at www.quiksilver.com,
www.roxy.com, www.dcshoecousa.com, www.quiksilverinc.com, www.quiksilveredition.com, www.hawkclothing.com,
www.rossignol.com, www.dynastar.com,
www.clevelandgolf.com, www.fidragolf.com and www.quiksilverfoundation.com