EXHIBIT 10(a)
                         ASHWORTH, INC.
                   FIRST AMENDED AND RESTATED
                EXECUTIVE EMPLOYMENT AGREEMENT OF
                        RANDALL L. HERREL

     This First Amended and Restated Executive Employment
Agreement ("Agreement") is effective as of February 22, 1999, and
amends and restates the Executive Employment Agreement made and
entered into by and between ASHWORTH, INC. (the "Company") and
RANDALL L. HERREL ("Herrel") dated October 10, 1996.

     1.   Employment.  The Company hereby employs Herrel, and
Herrel hereby accepts employment upon the terms and conditions
hereinafter set forth.

     2.   Term.  Herrel shall be employed by the Company at-will,
and will serve at the pleasure of the Company's board of
directors, subject to the severance compensation described in
Section 15.

     3.   Compensation.  For all services rendered by Herrel
under this Agreement, the Company shall pay Herrel as follows:

          (a)  Starting Bonus:  A starting bonus, in lieu of
relocation expenses, equal to Seventy-Five Thousand Dollars
($75,000), to be paid on or before October 31,1996;

          (b)  Annual Base Salary:  An annual base salary no less
than Three Hundred Twenty-Five Thousand ($325,000) Dollars,
payable in bi-weekly installments, such compensation to be
reviewed annually in the sole discretion of the Board's
Compensation Committee on the basis of Herrel's performance and
the Company's financial success and progress.

(c)  Annual Bonus:  An annual bonus to be paid on January 15
  following the 1997 fiscal year end based on the Company's
  earnings per share and Herrel's then current annual base salary
  as of such fiscal year end, as follows:
<TABLE>
<CAPTION>

           Earnings          % of Annual
          Per Share          Base Salary
              <C>               <C>
            $0.46                15%
            $0.48                35%
            $0.50                50%
            $0.52                65%
            $0.54                85%
</TABLE>

Such bonus shall be included in the calculation of the respective
earnings per share.  The Company and Herrel agree to engage in
good faith negotiations to determine the terms of an annual bonus
for fiscal years after 1997.

(d)  Initial Stock Options:  Initial options to purchase Three
  Hundred Thousand (300,000) shares of the Company's Common Stock
  at an exercise price of $6.00 per share, exercisable by Herrel
  until January 1, 2006, subject to the following vesting dates
  (such options to be subject to the terms and conditions of the
  Company's Incentive Stock Option Plan attached hereto):
<TABLE>
<CAPTION>
        No. of Shares         Vesting Date
           <C>                <C>
           50,000             June 15,1997
           50,000             January 1,1998
          100,000             January 1,1999
          100,000             January 1, 2000
</TABLE>

          (e)  Clothing Allowance:  Ashworth clothing as
reasonably necessary for the personal use of Herrel and his
immediate family.

     4.   Duties.  Herrel is engaged as Chief Executive Officer
and President.  As long as Herrel is the Chief Executive Officer
of the Company, the board shall nominate Herrel for reelection to
the Company's board at the time of each expiration of his term of
office as a board member.  If Herrel ceases to be the Chief
Executive Officer of the Company at any time, he will resign from
the board of directors unless a majority of the members of the
board other than Herrel vote to retain him on the board.  As
Chief Executive Officer and President, Herrel shall have complete
responsibility for the management of the operations of the
Company, and shall have full authority and responsibility,
subject to the general direction and control of the board of
directors, for formulating policies and administering the Company
in all respects.  His power shall include authority to hire and
fire personnel of the Company and to retain consultants when he
deems necessary to implement the Company's policies.  The precise
services of Herrel may be extended or reduced from time to time
at the direction of the board of directors, provided any such
expanded services are services normally associated with the
position held by Herrel.

     5.   Extent of Services.  Herrel agrees to devote his best
efforts to the business of the Company and shall not allow any
other business interests to adversely affect his obligations and
responsibilities under this Agreement.  Nothing in this Agreement
shall be construed as preventing Herrel from:  (a) investing his
assets in any form or manner, or (b) serving as a Chairman,
officer, director, advisor, or consultant to another company or
companies; provided, however, that such services are not in
connection with a business which is in direct competition with
the Company.

     6.   Working Facilities. Herrel shall be furnished with a
private office, administrative assistant, and such other
facilities and services suitable to Herrel's position and
adequate for the performance of the duties required by this
Agreement.

     7.   Employee Benefits.  Except as otherwise provided
herein, Herrel shall be entitled to receive all of the rights,
benefits, and privileges of a principal executive under any
retirement, pension, profit-sharing, insurance, health and
hospital, and other employee benefit plans which may be now in
effect or hereafter adopted.

     8.   Life Insurance.  The Company shall maintain during the
term of this Agreement life insurance in the amount of One
Million Dollars ($1,000,000), the beneficiary of which may be
named by Herrel.

     9.   Automobile Allowance.  The Company shall pay Herrel an
automobile expense allowance of Seven Hundred Dollars ($700) per
month.

     10.  Vacation.  Herrel shall be entitled to annual vacations
in a manner commensurate with Herrel's status as a principal
executive.

     11.  Disability.  In the event Herrel shall become disabled
during the term of this Agreement for a continuous period up to
ninety days, Herrel's salary shall continue at the same rate as
on the date of such disability.  To provide for disability which
continues beyond ninety days, the Company agrees to obtain and
maintain disability insurance for the period covering the term of
this Agreement which will provide Herrel with disability benefits
after a waiting period of ninety days in an amount no less than
60% of his then current salary.  The Company shall also pay
Herrel a pro rata share of Annual Bonus in the year which Herrel
was disabled.  All stock options granted to Herrel as of the date
of disability, whether granted pursuant to this Agreement or
otherwise, shall continue to vest as if Herrel had not been
disabled.  The Company shall have no other obligations with
respect to compensation to Herrel during his disability.  For the
purpose of this Agreement, disability shall mean mental or
physical illness or condition rendering Herrel incapable of
performing his normal duties with the Company.

     12.  Proprietary Interests of Company.  Herrel agrees that
he will not, during or after the term of his employment, disclose
confidential and proprietary information of the Company which are
valuable, special, and unique assets of the Company's business
(Trade Secrets).

     In the event of a breach or threatened breach by Herrel of
the provisions of this section, the Company shall be entitled to
an injunction restraining Herrel from such breach.  Nothing
herein shall be construed as prohibiting the Company from
pursuing any other remedies available to the Company for such
breach or threatened breach, including the recovery of any
severance compensation described herein, damages, costs, and
attorney fees.

     13.  Noncompete.  Herrel agrees that during the term of this
Agreement Herrel will not, directly or indirectly, own, manage,
operate, control, be employed by, participate in, or be connected
in any manner with the ownership, management, operation, or
control of any business which manufactures or sells golf-inspired
sportswear which is substantially the same as that of the Company
and which is distributed in the same channels of distribution as
the then current channels of distribution of the Company,
provided, however, that if Herrel's employment is terminated for
reasons which provide for severance compensation, the noncompete
term shall be extended to the period for which he receives such
severance compensation.

     In the event of Herrel's actual or threatened breach of the
provisions of this paragraph, the Company shall be entitled to an
injunction restraining Herrel therefrom.  Nothing shall be
construed as prohibiting the Company from pursuing any other
available remedies for such breach or threatened breach,
including the recovery of any severance compensation described
herein damages, costs, and attorney fees.

     14.  Expenses.  Herrel is authorized to incur reasonable
expenses for promoting and conducting the business of the
Company, including expenses for entertainment, travel and similar
items.  The Company will reimburse Herrel for all such expenses
upon the presentation by Herrel, from time to time, of an
itemized account of such expenditures.

     15.  Termination of Employment.

          (a)  Death.  All stock options owned by Herrel, whether
granted pursuant to this Agreement or otherwise and regardless of
their scheduled vesting dates, will vest immediately upon
termination of Herrel's employment as a result of his death, and
will be exercisable for a period of one year following the date
of death, provided that no option may be exercised beyond its
original expiration date.

          (b)  Termination Without Cause.  Upon termination of
Herrel's employment without cause (as defined in the attached
Exhibit A), Herrel shall receive severance compensation as
follows:

               i.   If terminated within the first twelve months
     of this Agreement, cash compensation in an amount equal to
     one and one-half times his then annual base salary.  If
     terminated after the first twelve months of this Agreement,
     cash compensation in an amount equal to his then annual base
     salary.  Such compensation shall be paid in a lump sum;
     however, Herrel acknowledges that such compensation is an
     advance payment of severance intended to compensate him for
     the loss of income during the respective periods following
     termination;

               ii.  Any earned but unpaid annual bonus plus a pro
     rata share of annual bonus for the fiscal year in which
     terminated without cause; and

               iii. All stock options owned by Herrel, whether
     granted pursuant to this Agreement or otherwise and
     regardless of their scheduled vesting dates, will vest
     immediately upon termination of Herrel's employment, and
     will be exercisable for a period of two years following the
     date of termination, provided that no option may be
     exercised beyond its original expiration date.

     The Company also agrees to continue to provide Herrel full
employee benefits for the first year following termination of his
employment without cause.

     (c)  Termination Upon Change of Control.  Herrel's
employment will be deemed to have been terminated as a result of
a change of control of the Company within the meaning of this
section if Herrel's employment terminates for any reason at the
instigation of the Company or Herrel himself at any time within
90 days before or within 180 days after the change in control.
Upon termination of Herrel's employment as a result of a change
of control of the Company (as defined herein and in the attached
Exhibit A), Herrel shall receive severance compensation as
follows:

          i.   Cash compensation in an amount equal to two times
     his then annual base salary, to be paid in a lump sum;
     however, Herrel acknowledges that such compensation is an
     advance payment of severance intended to compensate him for
     the loss of income during the two-year period following
     termination;

          ii.  Any earned but unpaid annual bonus plus the annual
     bonus which would have been earned at the end of the fiscal
     year in which the employment is terminated; and

          iii. All stock options owned by Herrel, whether granted
     pursuant to this Agreement or otherwise and regardless of
     their scheduled vesting dates, will vest immediately upon
     termination of Herrel's employment, and will be exercisable
     for a period of five years following the date of
     termination, provided that no option may be exercised beyond
     its original expiration date.

The Company also agrees to continue to provide Herrel full
employee benefits for the first year following termination of his
employment as a result of a change of control of the Company.

     (d)  Intentionally omitted.

     (e)  Resignation in the Event of Change of Circumstances.
In the event of any change in Herrel's Duties, Compensation, or
Benefits (as defined in the attached Exhibit A), Herrel shall be
entitled to resign and receive severance compensation as provided
for a termination without cause.

     (f)  Severance Payments.  The severance payments provided
herein will be payable regardless of when termination of
employment occurs and will be payable notwithstanding any other
employment Herrel may find.

     16.  Notices.  Any notice required or permitted to be given
under this Agreement shall be sufficient if in writing and
delivered in person or sent by registered or certified mail to
Herrel's residence in the case of Herrel or to its principal
office in the case of the Company.

     17.  Arbitration.  Any dispute arising out of this Agreement
shall be resolved by binding arbitration at San Diego, California
pursuant to the rules of the American Arbitration Association.
In any such proceeding, the prevailing party shall be entitled to
an award of its reasonable attorneys fees and expenses.

     18.  Waiver.  The waiver of any provision of this Agreement
shall not operate or be construed as a waiver of any other
provision of this Agreement.  No waiver shall be valid unless in
writing and executed by the party to be charged therewith.

     19.  Severability/Modification.  In the event that any
clause or provision of this Agreement shall be determined to be
invalid, illegal or unenforceable, such clause or provision may
be severed or modified to the extent necessary, and, as severed
and/or modified, this Agreement shall remain in full force and
effect.

     20.  Assignment.  The rights and obligations of the Company
under this Agreement shall inure to the benefit of and shall be
binding upon the successors and assigns of the Company.  Herrel
acknowledges that the services to be rendered under this
Agreement are unique and personal.  Accordingly, Herrel may not
assign his rights and obligations under this Agreement.

     21.  Entire Agreement.  This instrument contains the entire
agreement concerning the employment arrangement between the
parties and shall, as of the effective date hereof supersede all
other such agreements between the parties.  It may not be amended
except by an agreement in writing signed by both parties.

     22.  Governing Law and Jurisdiction.  This Agreement shall
be interpreted, construed, and enforced under the laws of the
State of California.  The courts and authorities of the State of
California shall have sole jurisdiction and venue for purposes of
enforcing the arbitration agreement above.

     23.  Authorization to Sign.  The undersigned represents that
he is properly authorized to legally bind Ashworth, Inc., to this
Agreement and to sign this Agreement on behalf of Ashworth, Inc.

     IN WITNESS WHEREOF, the parties have executed this Agreement
the date and year indicated below.

Dated: March 4, 1999             "COMPANY"
                                 ASHWORTH, INC.

                                 By:/s/ John Newman
                                    John Newman
                                    Vice President

Dated: April 14, 1999            By:/s/ Randall L. Herrel
                                    Randall L. Herrel



STATE OF CALIORNIA  )
                    ) SS.
COUNTY OF SAN DIEGO )

     Subscribed and sworn to before me this 4th day of March,
1999.

                               /s/ Angelia Vanderhye
                              Notary Public

                          exhibit a to
                   FIRST AMENDED AND RESTATED
                 executive employment agreement
                      of Randall L. Herrel

DEFINITIONS OF TERMS

     For purposes of the severance compensation granted to
Herrel pursuant to the terms of the First Amended and Restated
Executive Employment Agreement between him and Ashworth, Inc.,
to which this exhibit is attached, the following terms shall
have the meanings indicated:

     Termination Without Cause shall be deemed to have occurred
if the executive officer is terminated for any reason other than
the executive officer's fraud, misappropriation of or
intentional material damage to the property or business of the
Company (including its subsidiaries), or conviction of a felony,
provided, however, that termination as a result of a material
breach of the Executive Employment Agreement shall be deemed to
be termination with cause.

     Change of Control shall be deemed to have occurred if:

     1.   Any "person," including a "group" as determined in
accordance with the Section 13(d)(3) of the Securities Exchange
Act of 1934 (the "Exchange Act"), is or becomes the beneficial
owner, directly or indirectly, of securities of the Company
representing 20% or more of the combined voting power of the
Company's then outstanding securities;

     2.   As a result of, or in connection with, any tender
offer or exchange offer, merger or other business combination,
sale of assets or contested election, or any combination of the
foregoing transactions (a "Transaction"), the persons who were
directors of the Company before the Transaction shall cease to
constitute a majority of the Board of Directors of the Company
or any successor to the Company;

     3.   The Company is merged or consolidated with another
corporation and as a result of the merger or consolidation less
than 70% of the outstanding voting securities of the surviving
or resulting corporation shall then be owned in the aggregate by
the former stockholders of the Company, other than
(x) affiliates within the meaning of the Exchange Act or (y) any
party to the merger or consolidation;

     4.   A tender offer or exchange offer is made and
consummated for the ownership of securities of the Company
representing 20% or more of the combined voting power of the
Company's then outstanding voting securities; or

     5.   The Company transfers substantially all of its assets
to another corporation which is not a wholly-owned subsidiary of
the Company.

     Change in Duties, Compensation or Benefits shall mean any
one or more of the following:

     1.   A significant change in the nature or scope of the
executive officer's authorities or duties;

     2.   A reduction in executive officer's Annual Base Salary;

     3.   A diminution in executive officer's eligibility to
participate in bonus, stock option, incentive award and other
compensation plans which provide opportunities to receive
compensation;

     4.   A diminution in Employee benefits (including but not
limited to medical, dental, life insurance and long-term
disability plans) and prerequisites applicable to executive
officer; or

     5.   A change in the location of executive officer's principal
place of employment by the Company (including its subsidiaries)
by more than ten miles from the location where he was
principally employed.