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):  February 28, 2008

DECKERS OUTDOOR CORPORATION

(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of incorporation)
0-22446	95-3015862
(Commission File Number)	(IRS Employer Identification No.)
495A South Fairview Avenue, Goleta, California	93117
(Address of principal executive offices)	(Zip code)
Registrant’s telephone number, including area code    (805) 967-7611

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:

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))

Item 1.01.Entry Into a Material Definitive Agreement.

Amendment of Employment Agreements with Senior Executives

On February 28, 2008, Deckers Outdoor Corporation (the “Company”) entered into amendments to each of the Senior Executive Employment Agreements (the “Employment Agreements”) previously entered into between the Company and each of the following executive officers of the Company: Angel Martinez, Constance Rishwain, Colin Clark and Peter Worley.  The purpose of these four amendments was to:

(1)extend until December 31, 2009 the term of the executive’s underlying Employment Agreement;

(2)increase from six to twelve the number of monthly severance payments to be made to the executive in the event he or she is terminated by the Company without cause or if he or she terminates their employment for “good reason” (as such term is defined in the Employment Agreement) so that the executive will be entitled in such event to receive an aggregate of one year of severance; and

(3)increase the base salary of the executive, effective January 1, 2008, to the amount set forth in the table below.

                The following table sets forth the name, title and new base salary for each executive officer entering into an amendment to his or her Employment Agreement, together with the date of that original agreement.

		Base Salary Effective		Original Date of Employment
Name	Title	January 1, 2008		Agreement
Angel R. Martinez	President & Chief Executive Officer	$	750,000	April 11, 2005
Constance X. Rishwain	President of the UGG and Simple Divisions	$	300,000	January 1, 2006
Colin G. Clark	Senior Vice President, International	$	250,000	January 1, 2006
Peter K. Worley	President of the Teva Division	$	250,000	March 20, 2006

Each amendment supplements and amends the corresponding executive officer’s Employment Agreement and, except as set forth in the amendment, the Employment Agreement for each executive officer remains in full force and effect.  Each amendment is identical in form except for the name of the executive officer, the date of his or her Employment Agreement and his or her new base salary amount.  The form of amendment is filed as Exhibit 10.1 hereto and is incorporated herein by reference.

Item 9.01.              Financial Statements and Exhibits.

(d)     Exhibits.

Exhibit No.	Description
10.1	Form of Amendment dated February 28, 2008 to Senior Executive Employment Agreement with Deckers Outdoor Corporation

2

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.

	DECKERS OUTDOOR CORPORATION
Date: March 4, 2008	/s/ Zohar Ziv
	Zohar Ziv
	Chief Operating Officer

3

EX-10.1

Exhibit 10.1

AMENDMENT TO
SENIOR EXECUTIVE EMPLOYMENT AGREEMENT

THIS AMENDMENT TO SENIOR EXECUTIVE EMPLOYMENT AGREEMENT (this “Amendment”) is made as of February 28, 2008, by and between Deckers Outdoor Corporation, a Delaware corporation (the “Company”), and                  (the “Executive”) and is effective as of January 1, 2008.

RECITALS

WHEREAS, the Company and Executive are parties to that certain Senior Executive Employment Agreement dated as
of                                (the “Agreement”); and

WHEREAS, the Company and Executive have agreed to enter into this Amendment to amend the Agreement on the terms and conditions set forth herein.

AGREEMENT

NOW, THEREFORE, in consideration of the mutual promises and covenants set forth herein, the parties hereto agree that the Agreement shall be amended as follows:

1.             Section 1.3.  Section 1.3 shall be amended and restated to read, in its entirety, as follows:

“1.3         TERM. The term of the Executive’s employment under this Agreement will commence on the effective date of this Agreement as first written above and will continue, unless sooner terminated, until December 31, 2009. Employment of the Executive is at will and will continue until such time as written notice of termination is given by the Company or written notice is given by the Executive.”

2.             Section 2.1.  Section 2.1 shall be amended and restated to read, in its entirety, as follows:

“2.1         BASE SALARY. Effective as of January 1, 2008, the Company will pay to the Executive an annual base salary of                                              Dollars ($                  ) to be paid in equal installments in accordance with the Company’s general payment policies in effect during the term hereof (the “Base Salary”). Executive’s annual base salary may be reviewed prior to December 31, 2008 and appropriate increases to salary implemented. If Executive’s annual base salary is not revised effective January 1, 2009, then Executive’s then existing salary will continue on a monthly basis until changed. This provision does not alter the at-will nature of Executive’s employment or the provisions of Articles III and IV below.”

3.             Section 4.3.  Subsection (f) or Section 4.3 shall be amended and restated to read, in its entirety, as follows:

“(f)          pay the Executive severance, commencing on the thirtieth (30^th) day following the termination date, of twelve (12) monthly payments equal toone-twelfth (1/12^th) of the Executive’s Annual Base Salary in effect immediately prior to the time such termination occurs.  Severance will be mitigated on a dollar for dollar basis for any income received by Executive for duties performed for Company or any third party during the twelve (12) months following termination.  The severance payment required under this subsection shall be conditioned upon the Executive confirming the release in Section 5.2 hereof; and”

4.             No Other Changes.  Except as expressly modified by this Amendment, all terms of the Agreement shall remain in full force and effect.

5.             Counterparts.  This Amendment may be executed in any number of counterparts, each of which when so executed and delivered will be deemed an original and all of which together shall constitute one and the same instrument.

IN WITNESS WHEREOF, the parties have executed this Amendment to Senior Executive Employment Agreement as of the date first above written.

THE COMPANY

DECKERS OUTDOOR CORPORATION

a Delaware corporation

By:

Its:

EXECUTIVE

Name:

2