AGREEMENT FOR SUPPLEMENTAL EXECUTIVE RETIREMENT BENEFIT

Exhibit 10.2

AGREEMENT FOR
SUPPLEMENTAL EXECUTIVE RETIREMENT BENEFIT

     THIS AGREEMENT is entered into as of the 6th day of May, 2009 by and between Anthony W. Boor (the “Executive”) and Brightpoint, Inc., an Indiana corporation (the “Company”).

     1.  Eligibility for Supplemental Retirement Benefit . In addition to any amounts that may be payable to the Executive pursuant to any other compensation or benefit plan or program maintained by the Company to which the Executive may be entitled, subject to Section 5 below, the Company shall pay to the Executive beginning upon his Date of Termination (as such term is defined in that certain Amended and Restated Employment Agreement dated as of May 6, 2009 between the Executive and the Company, as it may be amended from time to time (the “Employment Agreement”)) (the applicable date the “Payment Start Date”), an annual amount (the “Supplemental Retirement Benefit”) calculated and paid pursuant to the provisions of this Agreement including, but not limited to, the payment period described in Section 3 below.

     2.  Calculation of the Supplemental Retirement Benefit .

          (a) Formula . The Supplemental Retirement Benefit shall equal the lesser of:

          (i) $344,000 and

          (ii) the product of (A) the Gross Benefit as defined in subsection 2(b) below, multiplied by (B) the Early Commencement Percent defined in subsection 2(e) below:

          (b) Gross Benefit . The Gross Benefit shall equal an annual payment equal to the product of the Accrual Percentage (as calculated in accordance with subsection 2(c) below) multiplied by the Final Average Earnings (as defined in subsection 2(d) below).

          (c) Accrual Percentage . The Accrual Percentage shall equal the sum of (i) 12%, (ii) 2% multiplied by each Year for which the Executive is employed by the Company during the calendar years 2009 through 2014 and (iii) 4% multiplied by each Year for which the Executive is employed by the Company during any calendar year subsequent to 2014; provided , however , that under no circumstances shall the Accrual Percentage exceed 60%. For purposes of this Agreement, “Year” means the calendar year commencing with the calendar year 2009 and does not include any calendar year prior to 2009.

          (d) Final Average Earnings . The Executive’s Final Average Earnings for purposes of subsection 2(b) above shall equal the quotient of (i) the sum of (A) the Executive’s Annual Base Salary (as defined below) for the 5 Years prior to the Executive’s Date of Termination plus (B) the Executive’s target cash bonus with respect to the calendar year ending in each such Year (notwithstanding when such bonus is paid or payable and specifically excluding any equity-based awards), divided by (ii) 5. “Annual Base Salary” shall mean the

base rate of cash compensation payable by the Company to or for the benefit of the Executive for services rendered, including base pay the Executive could have received in cash in lieu of deferrals pursuant to any non-qualified deferred compensation plan or pursuant to any pre-tax contribution made on the Executive’s behalf to any qualified plan maintained by the Company pursuant to a cash or deferred arrangement (as defined under Section 401(k) of the Internal Revenue Code of 1986, as amended (the “Code”)), under any cafeteria plan (as defined under Section 125 of the Code) or under a qualified transportation fringe benefit (as defined under Section 132(f) of the Code).

          (e) Early Commencement Percent . The Early Commencement Percen