<PAGE> 1
Rule 424(b)(3)
333-37587
BRIGHTPOINT, INC.
Supplement dated August 21, 1998 to
Prospectus dated October 15, 1997
The following table sets forth certain updated information concerning the
beneficial ownership of the Company's Common Stock by the Selling Stockholder as
listed under the caption "Selling Stockholder and Plan of Distribution" in the
Company's October 15, 1997 Prospectus. The Selling Stockholder resigned his
position as an officer and employee of the Company effective as of June 30,
1998.
<TABLE>
<CAPTION>
Percentage
Beneficial Ownership of Shares
of Shares of Common Shares to be Shares Owned Owned After
Stock Sold in the After the the
Selling Stockholder Prior to Sale Offering Offering Offering
- ------------------- -------------------- ------------ ------------ -----------
<S> <C> <C> <C> <C>
Dana E. Marlin 716,000 (1)(2) 716,000 0 (1)(2)(3) 0
</TABLE>
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(1) The number of shares has been adjusted to reflect a 2-1 split of the
Company's common stock effected in the form of a 100% stock dividend that
was paid in November 1997.
(2) Does not include 250,000 shares underlying options, none of which are
currently exercisable.
(3) Assumes all of the shares offered hereby are sold by the Selling
Stockholder.
