SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

THOMLINSON R BRUCE

(Last)

(First)

(Middle)

C/O BRIGHTPOINT, INC.

501 AIRTECH PARKWAY

(Street)

PLAINFIELD

46168

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
BRIGHTPOINT INC [ CELL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Member BP Global Exec Team

3. Date of Earliest Transaction (Month/Day/Year)
08/22/2005

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	08/22/2005		M		10,712	A	$1.74	10,712	D
Common Stock	08/22/2005		M		37,500	A	$3.86	48,212	D
Common Stock	08/22/2005		M		16,667	A	$17.58	64,879	D
Common Stock	08/22/2005		M		10,594	A	$2.833	74,473	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option (right to buy)	$1.74	08/22/2005		M			10,712	⁽¹⁾	04/30/2007	Common Stock	10,712	$0.00	0	D
Employee Stock Option (right to buy)	$3.86	08/22/2005		M			37,500	⁽²⁾	12/11/2007	Common Stock	37,500	$0.00	37,500	D
Employee Stock Option (right to buy)	$17.58	08/22/2005		M			16,667	⁽³⁾	02/20/2009	Common Stock	16,667	$0.00	33,333	D
Employee Stock Option (right to buy)	$2.833	08/22/2005		M			10,594	⁽⁴⁾	04/18/2007	Common Stock	10,594	$0.00	0	D

Explanation of Responses:

1. 5,356 of the options exercised vested on 4/30/2003 and 5,356 of the options exercised vested on 4/30/2004.

2. The 37,500 options exercised vested on 12/11/2004. The remaining 37,500 options will vest on 12/11/2005, subject to, and in accordance with, the terms of the Registrant's 1994 Employee Stock Option Plan and the Reporting Person's option agreement.

3. 16,667 of the options vested on 02/20/2005. 16,667 of the options will vest on 02/20/2006 and 16,666 of the options will vest on 02/20/2007, subject to, and in accordance with the terms of the Registrant's 1994 Employee Stock Option Plan and the Reporting Person's stock option agreement.

4. 5,297 of the options exercised vested on 04/18/2004 and 5,297 of the options vested on 04/18/2005.

Remarks:

	/s/ Steven E. Fivel, Attorney-in-Fact	08/24/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (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).
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