SecProbe.io

September 9, 2010
 Kosta N. Kartsotis Chief Executive Officer Fossil, Inc.  2280 N. Greenville Avenue Richardson, Texas 75082
Re: Fossil, Inc.   Form 10-K for the Fiscal Year Ended January 2, 2010
Filed March 3, 2010 Definitive Proxy Statement on Schedule 14A Filed April 15, 2010 File No. 000-19848
 Dear Mr. Kartsotis:
 We have reviewed your letter dated August 20, 2010 in response to our comment letter
dated July 28, 2010 and have the following comm ent.  In our comment, we may ask you to
provide us with information so we may better understand your disclosure.

You should comply with the comment in all fu ture filings, as applicable.  Please confirm
in writing that you will do so, and also explain to us in sufficient detail for an understanding of
the disclosure how you intend to comply by provi ding us with your proposed revisions.

Please respond to this letter within te n business days by providing the requested
information or by advising us when you will provide the requested response.  If you do not believe our comment applies to your facts and circumstances, please tell us why in your response.
After reviewing the information you provide in  response to this comment, we may have
additional comments.  Definitive Proxy Statement on Schedule 14A filed April 15, 2010

 Compensation Discussion and Analysis, page 21

1. Based on your response to comment 10 in our letter dated July 28, 2010, it appears that the fiscal 2009 annual cash incentive bonuses were earned in  fiscal 2009 and should be
reflected in the summary compensation table fo r fiscal 2009.  Note that under Instruction
1 to Item 402(c)(2)(v ii) of Regulation S-K,  bonuses ar e reported for the fiscal year
earned.  Please provide a revised fiscal 2009, 2008 and 2007 summary compensation

Mr. Kosta N. Kartsotis Fossil, Inc.  September 9, 2010 Page 2

table that includes your annual ca sh incentive bonuses in the fiscal years in which they
were earned.

We urge all persons who are responsible for th e accuracy and adequacy of the disclosure
in the filing to be certain that the filing include s the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules requir e.  Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.                In responding to our comments, please provide a written statement from the company
acknowledging that:
• the company is responsible for the adequacy and accuracy of the disclo sure in the filing;

• staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and

• the company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federa l securities laws of  the United States.

Please contact Angie Kim, Staff Attorney, at (202) 551-3535, Brigit te Lippmann, Special
Counsel, at (202) 551-3713 or me at  (202) 551-3720 with any questions.

Sincerely,

H. Christopher Owings  Assistant Director
  cc:  Garrett A. DeVries  Haynes and Boone, LLP