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PART IV
Item 15. Exhibits and Financial Statement Schedules
(a) Documents filed as part of this report:
1. Financial Statements. The following consolidated financial statements of Callaway Golf Company and its
subsidiaries required to be filed pursuant to Part II, Item 8 of this Form 10-K, are included in this Annual Report
on Form 10-K on pages F-1 through F-39:
Consolidated Balance Sheets as of December 31, 2008 and 2007;
Consolidated Statements of Operations for the years ended December 31, 2008, 2007 and 2006;
Consolidated Statements of Cash Flows for the years ended December 31, 2008, 2007 and 2006;
Consolidated Statements of Shareholders’ Equity and Comprehensive Income for the years ended
December 31, 2008, 2007 and 2006;
Notes to Consolidated Financial Statements; and
Report of Independent Registered Public Accounting Firm.
2. Financial Statement Schedule. The following consolidated financial statement schedule of Callaway Golf
Company and its subsidiaries required to be filed pursuant to Part IV, Item 15 of this Form 10-K, is included in
this Annual Report on Form 10-K on page S-1:
Schedule II—Consolidated Valuation and Qualifying Accounts; and
All other schedules are omitted because they are not applicable or the required information is shown in the
Consolidated Financial Statements or notes thereto.
3. Exhibits.
A copy of any of the following exhibits will be furnished to any beneficial owner of the Company’s
Common Stock, or any person from whom the Company solicits a proxy, upon written request and payment of
the Company’s reasonable expenses in furnishing any such exhibit. All such requests should be directed to the
Company’s Investor Relations Department at Callaway Golf Company, 2180 Rutherford Road, Carlsbad, CA
92008.
3.1 Certificate of Incorporation, incorporated herein by this reference to Exhibit 3.1 to the Company’s
Current Report on Form 8-K, as filed with the Commission on July 1, 1999 (file no. 1-10962).
3.2 Fifth Amended and Restated Bylaws, as amended and restated as of November 18, 2008, incorporated
herein by this reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, as filed with the
Commission on November 21, 2008 (file no. 1-10962).
4.1 Dividend Reinvestment and Stock Purchase Plan, incorporated herein by this reference to the
Prospectus in the Company’s Registration Statement on Form S-3, as filed with the Commission on
March 29, 1994 (file no. 33-77024).
Executive Compensation Contracts/Plans
10.1 Callaway Golf Company First Amended and Restated Chief Executive Officer Employment
Agreement, effective as of September 3, 2008, by and between Callaway Golf Company and George
Fellows, incorporated herein by this reference to Exhibit 10.50 to the Company’s Current Report on
Form 8-K, as filed with the Commission on September 5, 2008 (file no. 1-10962).
10.2 Callaway Golf Company First Amendment to the First Amended and Restated Chief Executive Officer
Employment Agreement, effective as of January 26, 2009, by and between Callaway Golf Company
and George Fellows.†
53