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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   -----------


                                    FORM 8-K


                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934



                                  June 15, 2004
                Date of Report (Date of Earliest Event Reported)


                              CALLAWAY GOLF COMPANY
             (Exact Name of Registrant as Specified in its Charter)


          DELAWARE                         1-10962             95-3797580
  (State or Other Jurisdiction           (Commission        (I.R.S. Employer
      of Incorporation)                  File Number)       Identification No.)



                              2180 Rutherford Road
                             Carlsbad, CA 92008-7328
                    (Address of Principal Executive Offices)

                                 (760) 931-1771
              (Registrant's Telephone Number, Including Area Code)














Item 9.  Regulation FD Disclosure.*

         On June 15, 2004, Callaway Golf Company issued a press release
captioned "Callaway Golf Lowers Guidance for 2004; Conference Call Scheduled to
Discuss Business Trends." A copy of the press release is attached hereto as
Exhibit 99.1 and incorporated herein by this reference.


* The information furnished under Item 9 of this Current Report on Form 8-K,
including Exhibit 99.1, shall not be deemed to be "filed" for the purposes of
Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise
subject to the liabilities of that section, nor shall it be deemed incorporated
by reference in any filing under the Securities Act of 1933, as amended, except
as shall be expressly set forth by specific reference in such filing.




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                                    SIGNATURE

         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.

Date:  June 15, 2004
                              CALLAWAY GOLF COMPANY



                              By:    /s/ Bradley J. Holiday
                                    --------------------------------------------
                              Name:    Bradley J. Holiday
                              Title:   Senior Executive Vice President
                                       and Chief Financial Officer


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                                  Exhibit Index
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Exhibit Number                   Description of Exhibit
--------------                   ----------------------

99.1                    Press release dated June 15, 2004, captioned "Callaway
                        Golf Lowers Guidance for 2004; Conference Call Scheduled
                        to Discuss Business Trends."