Exhibit 24.1
                                                       ------------

                           LIMITED POWER OF ATTORNEY


     KNOW ALL PERSONS BY THESE PRESENTS, that I, William C. Baker, a member of
the Board of Directors of Callaway Golf Company, a Delaware corporation (the
"Company"), with its principal executive offices in Carlsbad, California, do
hereby constitute, designate and appoint each of Charles J. Yash and Steven C.
McCracken, each of whom are executive officers of the Company, as my true and
lawful attorneys-in-fact, each with power of substitution, with full power to
act without the other and on behalf of and as attorney for me, for the purpose
of executing and filing with the Securities and Exchange Commission the
Company's Annual Report on Form 10-K for the year ended December 31, 1999, and
any and all amendments thereto, and to do all such other acts and execute all
such other instruments which said attorney may deem necessary or desirable in
connection therewith.

   I have executed this Limited Power of Attorney as of February 17, 2000.



                                       /s/ WILLIAM C. BAKER
                                       -----------------------------
                                         William C. Baker


                           LIMITED POWER OF ATTORNEY

   KNOW ALL PERSONS BY THESE PRESENTS, that I, Vernon E. Jordan, Jr., a member
of the Board of Directors of Callaway Golf Company, a Delaware corporation (the
"Company"), with its principal executive offices in Carlsbad, California, do
hereby constitute, designate and appoint each of Charles J. Yash and Steven C.
McCracken, each of whom are executive officers of the Company, as my true and
lawful attorneys-in-fact, each with power of substitution, with full power to
act without the other and on behalf of and as attorney for me, for the purpose
of executing and filing with the Securities and Exchange Commission the
Company's Annual Report on Form 10-K for the year ended December 31, 1999, and
any and all amendments thereto, and to do all such other acts and execute all
such other instruments which said attorney may deem necessary or desirable in
connection therewith.

   I have executed this Limited Power of Attorney as of February 17, 2000.



                                       /s/ VERNON E. JORDAN, JR.
                                       -----------------------------
                                         Vernon E. Jordan, Jr.


                           LIMITED POWER OF ATTORNEY

   KNOW ALL PERSONS BY THESE PRESENTS, that I, Yotaro Kobayashi, a member of the
Board of Directors of Callaway Golf Company, a Delaware corporation (the
"Company"), with its principal executive offices in Carlsbad, California, do
hereby constitute, designate and appoint each of Charles J. Yash and Steven C.
McCracken, each of whom are executive officers of the Company, as my true and
lawful attorneys-in-fact, each with power of substitution, with full power to
act without the other and on behalf of and as attorney for me, for the purpose
of executing and filing with the Securities and Exchange Commission the
Company's Annual Report on Form 10-K for the year ended December 31, 1999, and
any and all amendments thereto, and to do all such other acts and execute all
such other instruments which said attorney may deem necessary or desirable in
connection therewith.

   I have executed this Limited Power of Attorney as of February 17, 2000.



                                       /s/ YOTARO KOBAYASHI
                                       -----------------------------
                                         Yotaro Kobayashi


                           LIMITED POWER OF ATTORNEY

     KNOW ALL PERSONS BY THESE PRESENTS, that I, Aulana L. Peters, a member of
the Board of Directors of Callaway Golf Company, a Delaware corporation (the
"Company"), with its principal executive offices in Carlsbad, California, do
hereby constitute, designate and appoint each of Charles J. Yash and Steven C.
McCracken, each of whom are executive officers of the Company, as my true and
lawful attorneys-in-fact, each with power of substitution, with full power to
act without the other and on behalf of and as attorney for me, for the purpose
of executing and filing with the Securities and Exchange Commission the
Company's Annual Report on Form 10-K for the year ended December 31, 1999, and
any and all amendments thereto, and to do all such other acts and execute all
such other instruments which said attorney may deem necessary or desirable in
connection therewith.

   I have executed this Limited Power of Attorney as of February 17, 2000.



                                       /s/ AULANA L. PETERS
                                       -----------------------------
                                         Aulana L. Peters


                           LIMITED POWER OF ATTORNEY

     KNOW ALL PERSONS BY THESE PRESENTS, that I, Richard L. Rosenfield, a member
of the Board of Directors of Callaway Golf Company, a Delaware corporation (the
"Company"), with its principal executive offices in Carlsbad, California, do
hereby constitute, designate and appoint each of Charles J. Yash and Steven C.
McCracken, each of whom are executive officers of the Company, as my true and
lawful attorneys-in-fact, each with power of substitution, with full power to
act without the other and on behalf of and as attorney for me, for the purpose
of executing and filing with the Securities and Exchange Commission the
Company's Annual Report on Form 10-K for the year ended December 31, 1999, and
any and all amendments thereto, and to do all such other acts and execute all
such other instruments which said attorney may deem necessary or desirable in
connection therewith.

   I have executed this Limited Power of Attorney as of February 17, 2000.



                                       /s/ RICHARD L. ROSENFIELD
                                       -----------------------------
                                         Richard L. Rosenfield



                           LIMITED POWER OF ATTORNEY

     KNOW ALL PERSONS BY THESE PRESENTS, that I, William A. Schreyer, a member
of the Board of Directors of Callaway Golf Company, a Delaware corporation (the
"Company"), with its principal executive offices in Carlsbad, California, do
hereby constitute, designate and appoint each of Charles J. Yash and Steven C.
McCracken, each of whom are executive officers of the Company, as my true and
lawful attorneys-in-fact, each with power of substitution, with full power to
act without the other and on behalf of and as attorney for me, for the purpose
of executing and filing with the Securities and Exchange Commission the
Company's Annual Report on Form 10-K for the year ended December 31, 1999, and
any and all amendments thereto, and to do all such other acts and execute all
such other instruments which said attorney may deem necessary or desirable in
connection therewith.

   I have executed this Limited Power of Attorney as of February 17, 2000.



                                       /s/ WILLIAM A. SCHREYER
                                       -----------------------------
                                         William A. Schreyer