Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  CARPENTER CRAIG
 2. Date of Event Requiring Statement (Month/Day/Year)
06/02/2005		 3. Issuer Name and Ticker or Trading Symbol
BRIGHTPOINT INC [CELL]
(Last)
(First)
(Middle)
C/O BRIGHTPOINT, INC., 501 AIRTECH PARKWAY		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP, Deputy General Counsel
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

PLAINFIELD, IN 46168		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Options (Right to Buy) 12/11/2003 12/11/2005 Common Stock 803 $ 18.473 D  
Employee Stock Options (Right to Buy)   (1) 11/14/2007 Common Stock 3,750 $ 2.1 D  
Employee Stock Options (Right to Buy)   (2) 01/23/2009 Common Stock 4,000 $ 21.7 D  
Employee Stock Options (Right to Buy)   (3) 02/18/2010 Common Stock 2,100 $ 18.32 D  
Restricted Stock Units   (3)   (3) Common Stock 800 $ (3) (4) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
CARPENTER CRAIG
C/O BRIGHTPOINT, INC.
501 AIRTECH PARKWAY
PLAINFIELD, IN 46168		       VP, Deputy General Counsel  

Signatures

/s/ David P. O'Connell, Attorney-in-Fact 06/06/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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).
(1) The options vest on 11/14/2005, subject to, and in accordance with, the terms of the Registrant's 1996 Stock Option Plan and the option agreement between the Registrant and the Reporting Person.
(2) 1,334 of the options vested on 1/23/2005. 1,333 of the options will vest on 1/23/2006 and 1,333 of the options will vest on 1/23/2007, subject to, and in accordance with the terms of the Registrant's 1996 Stock Option Plan and the terms of the option agreement between the Registrant and the Reporting Person.
(3) The Options and Restricted Stock Units reported in this Form 4 were granted by the Registrant to the Reporting Person under the Registrant's 2004 Long-Term Incentive Plan (the "Plan"). Pursuant to the Option and Restricted Stock Unit Agreements (collectively, the "Agreements") entered into between the registrant and the reporting person, the Options and Restricted Stock Units reported in this Form 4 are subject to forfeiture, in whole or in part, prior to the first anniversary of the grant (with the date of grant being 2/18/2005) if the Registrant does not achieve certain Performance Goals (as set forth in the Agreements). The Options or Restricted Stock Units that are not forfeited, if any, will vest in three equal annual installments beginning on February 18, 2006, subject to, and in accordance with, the terms of the Plan and the Agreements.
(4) Each Restricted Stock Unit represents a contingent right to receive one share of the Registrant's common stock.

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