FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person *   Colton Jeffrey M 2. Date of Event Requiring Statement (Month/Day/Year) 08/07/2009 3. Issuer Name and Ticker or Trading Symbol CALLAWAY GOLF CO [ELY] (Last) (First) (Middle) 2180 RUTHERFORD ROAD 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Senior Vice President, U.S. 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) CARLSBAD, CA 92008 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5) Common Stock 3,769 D Â

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Non-Qualified Stock Option (right to buy)	12/31/2003(1)	01/19/2011	Common Stock	4,000	$ 19.6875	D	Â
Non-Qualified Stock Option (right to buy)	01/29/2005(1)	01/29/2012	Common Stock	7,500	$ 16.56	D	Â
Non-Qualified Stock Option (right to buy)	01/21/2006(1)	01/21/2013	Common Stock	1,500	$ 12.25	D	Â
Non-Qualified Stock Option (right to buy)	01/30/2007(1)	01/30/2014	Common Stock	5,000	$ 17.91	D	Â
Non-Qualified Stock Option (right to buy)	10/15/2007(1)	10/15/2014	Common Stock	5,000	$ 9.88	D	Â
Non-Qualified Stock Option (right to buy)	01/18/2008(1)	01/18/2015	Common Stock	18,333	$ 12.94	D	Â
Non-Qualified Stock Option (right to buy)	01/27/2009(1)	01/27/2016	Common Stock	7,919	$ 15.04	D	Â
Non-Qualified Stock Option (right to buy)	  (2)	01/16/2017	Common Stock	25,948	$ 14.37	D	Â
Non-Qualified Stock Option (right to buy)	  (3)	01/14/2018	Common Stock	29,292	$ 14.92	D	Â
Non-Qualified Stock Option (right to buy)	  (4)	01/29/2019	Common Stock	98,495	$ 7.85	D	Â
Restricted Stock Units (5)	  (6)	  (6)	Common Stock	30,442.57	$ 0 (5)	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Colton Jeffrey M 2180 RUTHERFORD ROAD CARLSBAD, CA 92008	Â	Â	  Senior Vice President, U.S.	Â

Signatures

/s/ Brian P. Lynch Attorney-in-Fact for Jeffrey M. Colton under a Limited Power of Attorney dated August 11, 2009.		08/13/2009
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	The option became exercisable over a three year period in three equal annual installments ending on the date set forth above under "Date Exercisable".
(2)	This stock option vested or is scheduled to vest as follows: 8,650 shares on 01/16/2008; 8,649 shares on 01/16/2009; and 8,649 shares on 01/16/2010.
(3)	This stock option vested or is scheduled to vest as follows: 9,764 shares on 01/14/2009; 9,764 shares on 01/14/2010; and 9,764 shares on 01/14/2011.
(4)	This stock option is scheduled to vest as follows: 32,833 shares on 01/29/2010; 32,831 shares on 01/29/2011; and 32,831 shares on 01/29/2012.
(5)	Each restricted stock unit represents a contingent right to receive one share of common stock upon vesting.
(6)	The restricted stock units are scheduled to vest as follows: 7,322.35 restricted stock units are scheduled to vest on January 16, 2010; 8,094.63 restricted stock units are scheduled to vest on January 14, 2011; and 15,025.59 restricted stock units are scheduled to vest on January 29, 2012.

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