Ownership Submission
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 *
  Boezeman Alex Mitchell
 2. Date of Event Requiring Statement (Month/Day/Year)
07/25/2011		 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)
Managing Director, East Asia
 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 8,513
D
 

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) 10/26/2011 Common Stock 25,000 $ 14.1 D  
Non-Qualified Stock Option (right to buy) 01/29/2005(1) 01/29/2012 Common Stock 75,000 $ 16.56 D  
Non-Qualified Stock Option (right to buy) 01/21/2006(1) 01/21/2013 Common Stock 16,666 $ 12.25 D  
Non-Qualified Stock Option (right to buy) 01/30/2007(1) 01/30/2014 Common Stock 50,000 $ 17.91 D  
Non-Qualified Stock Option (right to buy) 01/18/2008(1) 01/18/2015 Common Stock 16,666 $ 12.94 D  
Non-Qualified Stock Option (right to buy) 01/27/2009(1) 01/27/2016 Common Stock 15,839 $ 15.04 D  
Non-Qualified Stock Option (right to buy) 01/16/2010(1) 01/16/2017 Common Stock 17,299 $ 14.37 D  
Non-Qualified Stock Option (right to buy) 01/14/2011(1) 01/14/2018 Common Stock 16,738 $ 14.92 D  
Non-Qualified Stock Option (right to buy)   (2) 01/29/2019 Common Stock 56,283 $ 7.85 D  
Non-Qualified Stock Option (right to buy)   (3) 01/28/2020 Common Stock 23,458 $ 7.53 D  
Non-Qualified Stock Option (right to buy)   (4) 01/27/2021 Common Stock 34,010 $ 7.51 D  
Restricted Stock Units   (5)   (5) Common Stock 17,605.9 $ 0 (6) D  
Phantom Stock Units   (7)   (7) Common Stock 38,729 $ 0 (8) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Boezeman Alex Mitchell
2180 RUTHERFORD ROAD
CARLSBAD, CA 92008		       Managing Director, East Asia  

Signatures

/s/ Brian P. Lynch Attorney-in-Fact for Alex Mitchell Boezeman under a Limited Power of Attorney dated July 25, 2011. 07/27/2011
**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 on the date set forth above under "Date Exercisable".
(2) This stock option is scheduled to vest as follows: 18,762 shares on 01/29/2010; 18,761 shares on 01/29/2011; and 18,760 shares on 01/29/2012.
(3) This stock option is scheduled to vest as follows: 7,820 shares on 01/28/2011; 7,819 shares on 01/28/2012; and 7,819 shares on 01/28/2013.
(4) This stock option is scheduled to vest as follows: 11,337 shares on 01/27/2012; 11,337 shares on 01/27/2013; and 11,336 shares on 01/27/2014.
(5) The restricted stock units are scheduled to vest as follows: 8,680.11 restricted stock units are scheduled to vest on January 29, 2012 and 8,925.79 restricted stock units are scheduled to vest on January 28, 2013.
(6) Each restricted stock unit represents a contingent right to receive one share of common stock upon vesting.
(7) The Phantom Stock Units are scheduled to vest as follows: 12,707 units on December 29, 2011; 12,706 units on December 29, 2012; and 13,316 units on January 27, 2014.
(8) Upon vesting, the recipient is entitled to a cash payment for each unit equal to the value on the vesting date of one share of the Company's Common Stock.

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