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 *
  Polk Ryan
2. Date of Event Requiring Statement (Month/Day/Year)
05/11/2010
3. Issuer Name and Ticker or Trading Symbol
BRIGHTPOINT INC [CELL]
(Last)
(First)
(Middle)
7635 INTERACTIVE WAY, SUITE 200
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Strategy Planning and IR
5. If Amendment, Date Original Filed(Month/Day/Year)
05/21/2010
(Street)

INDIANAPOLIS, IN 46278
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)
Common Stock 3,385
D
 

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
Restricted Stock Units   (1)   (1) Common Stock 1,666 $ (2) D  
Restricted Stock Units   (3)   (3) Common Stock 6,666 $ (2) D  
Restricted Stock Units   (4)   (4) Common Stock 2,360 $ (2) D  
Restricted Stock Units   (5)   (5) Common Stock 7,015 $ (2) D  
Restricted Stock Units   (6)   (6) Common Stock 12,000 $ (2) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Polk Ryan
7635 INTERACTIVE WAY
SUITE 200
INDIANAPOLIS, IN 46278
      Strategy Planning and IR  

Signatures

/s/ Steven E. Fivel, Attorney-in-Fact 06/14/2010
**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) These are Restricted Stock Units ("RSU's"). Of these RSUs, 834 vested on 09/15/2009 and 822 will vest on each of 09/15/2010 and 09/15/2011.
(2) Each RSU represents a contingent right to receive one share of the Registrant's Common Stock.
(3) These are performance based RSUs that were determined to be earned in February 2010. Of these RSUs, 3,334 vested on 02/02/2010 and 3,333 will vest on each of 02/03/2011 and 02/03/2012
(4) 1,180 of these RSUs vested on 02/15/2010 and 1,180 will vest on each of 02/15/2011 and 02/15/2012
(5) 2,339 of these RSUs are scheduled to vest on 02/19/2011 and 2,338 are scheduled to vest on each of 02/19/2012 and 02/19/2013
(6) 3,000 of these RSUs are scheduled to vest on each of 02/15/2014, 02/15/2015, 02/15/2016 and 02/15/2017
 
Remarks:
This amended Form 3 is being filed in order to provide the Limited Power of Attorney, attached hereto as an exhibit, which was not provided with the original Form 3 for the reporting person filed on May 21, 2010.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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