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                                                                   EXHIBIT 10.47

                    PRIVATE LABEL AND MANUFACTURING AGREEMENT

     This Private Label and Manufacturing Agreement (this Agreement) is made and
entered into as of May 11,1998, (the "Effective Date"), by and between
Electronics Accessory Specialists International, Inc. (d/b/a "Mobility
Electronics"), a Delaware corporation ("Mobility"), and Targus Group
International, Inc., a Delaware corporation ("Targus"). For purposes of this
Agreement, "Targus" shall include its subsidiaries; provided, however, that
Targus shall be responsible for the actions and/or inaction's of its
subsidiaries with respect to the performance of this Agreement. Targus and
Mobility are each sometimes referred to herein as a "Party" and collectively as
the "Parties".

1.   DEFINITIONS

     1.1  "Alternative Product" means a product of a manufacturer other than
          Mobility, which possesses characteristics of quality, function, and
          performance comparable to a Product.

     1.2  "Commercially Reasonable Cost" means no greater than 120% of the cost
          of an Alternative Product.

     1.3  "Components" means parts, materials, assemblies, subassemblies or
          components which Mobility purchases from third parties for
          incorporation into the Products prior to delivery.

     1.4  "Custom Components" means Components which are unique to and used only
          in the Custom Products, which cannot be reasonably incorporated into
          other products or sold profitably to third parties. Custom Components
          for each Custom Product are identified on Attachments 2 and 3.

     1.5  "Custom Products" means products, including unique plastics or other
          differentiating features, developed specifically for Targus by
          Mobility, which initial products shall be described on Attachments 2
          and 3 to this Agreement.

     1.6  "Long Lead Components" means the Components for a Custom Product which
          are identified on Attachments 2 and 3.

     1.7  "PO's" means Targus's purchase orders issued under this Agreement.

     1.8  "Products" means, collectively, Custom Products and Standard Products.

     1.9  "Standard Products" means the products of Mobility described on
          Attachment 1 of this Agreement, other than Custom Products.

2.   TERM

     2.1  Subject to Section 2.2 below, this Agreement shall commence on the
          Effective Date and shall continue for a period of one (1) year
          thereafter (the "Initial Term"); provided, however, that the term of
          this Agreement shall be renewed on a year-to-year basis thereafter
          (each, a "Renewal Term"), unless either Party gives written notice to
          the other Party, at least ninety (90) days prior to the end of the
          then-current term, of such Party's desire to terminate this Agreement
          at the expiration of the then-

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          current term. The Initial Term and any Renewal Term(s) are sometimes
          collectively referred to herein as the "Term". Notwithstanding the
          above, this Agreement shall continue after the expiration of the Term
          with respect, and only with respect, to any Products on order pursuant
          to "PO's" accepted by Mobility prior to or at the time of such
          termination, and with respect to Targus's liabilities for Long Lead
          Components and Custom Components as otherwise provided in this
          Agreement.

     2.2  This Agreement may be terminated by either Party upon the material
          breach of this Agreement by the other Party, which breach is not cured
          within sixty (60) days after delivery of written notice by the
          non-breaching Party to the breaching Party.

     2.3  At least thirty (30) days prior to the effective date of termination
          of this Agreement, Mobility will submit its final bill to Targus for
          any Long Lead Components and Custom Components, which final bill will
          be equal to the amount paid or to be paid by Mobility for Long Lead
          Components and Custom Components that have not or will not be utilized
          in any outstanding "PO's" at the time.

3.   CUSTOM PRODUCT DEVELOPMENT

     3.1  Mobility agrees to use commercially reasonable efforts to develop any
          Custom Product (including, without limitation, power or docking
          station products) requested in writing by Targus, subject to the
          remainder of this Section. Any Custom Product shall be developed and
          manufactured pursuant to the terms and conditions of this Agreement
          (including, without limitation, Section 3.2 below). In addition, prior
          to commencing the development of any Custom Product, the Parties shall
          have mutually agreed to a development program schedule, NRE and
          Tooling Charges, quantity purchase minimum and a PO lead time, which
          agreement shall be in writing in the form of Attachment 3 to this
          Agreement. Mobility agrees that it will not market or sell any
          Custom Product to any person or entity other than Targus.

     3.2  Targus agrees that at the time Mobility begins to develop a Custom
          Product, Targus will place a separate PO for NRE and Tooling Charges
          for such Custom Product, with the terms of such PO being fifty percent
          (50%) due and payable upon placement of the PO, and the remaining
          fifty percent (50%) due and payable upon approval of first article.

     3.3  Targus hereby agrees that Mobility shall be the exclusive manufacturer
          and supplier to Targus of the Products, subject to Section 6.1 below.
          Any material changes to any Custom Products will require the written
          consent of both Parties pursuant to an amendment to Attachment 2 or
          3 (as applicable). Mobility agrees to use all commercially reasonable
          efforts to incorporate into the Products any changes reasonably
          requested by Targus, which changes shall be incorporated as soon as
          practicable after an amendment to Attachment 2 or 3 (as applicable)
          has been executed by the Parties setting forth such change, as well as
          the affect, if any, on the purchase price of such Product.

4.   ORDERING AND DELIVERY

     4.1  Targus will provide to Mobility on a calendar monthly basis a
          six-month rolling forecast of anticipated purchases of Products by
          Targus for the following six-month period. Based on such forecast,
          Mobility intends to purchase the minimum required



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          Long Lead Components and Custom Components for such anticipated Custom
          Products (taking into account the expected lead-time for delivery of
          such Components).

     4.2  Targus will order Products by issuing PO's. Mobility will use all
          commercially reasonable efforts to fill any PO's within the lead-time
          for such Products as set forth in Attachment 4. As part of this
          agreement, Targus agrees to issue the PO attached as Attachment 5
          hereto.

     4.3  Mobility agrees to use all commercially reasonable efforts to deliver
          the Products to Targus in a timely manner, as provided in the PO's; it
          being acknowledged and agreed that Mobility will manufacture to PO's
          provided by Targus and, at Mobility's sole discretion, will not
          manufacture or inventory Products in excess of PO quantities, except
          as provided in Section 4.1 above.

     4.4  All deliveries of Products will be made F.O.B. Scottsdale, Arizona,
          United States of America. Mobility will accommodate other delivery
          requests made by Targus for an additional charge.

     4.5  Each Product shall have affixed thereto an non-prominent label titled
          "Manufactured by Mobility Electronics for ________" (i.e. Port or
          Targus), which label shall be in form, and located on the Product in a
          place, mutually agreeable to the parties. If the Parties in good faith
          cannot mutually agree to such a label, then similar text will be
          included in the packaging or manual for the Product.

5.   MOBILITY WARRANTIES

     5.1  Mobility shall manufacture the Standard Products in accordance with
          the product specifications, which specifications may be changed from
          time to time by Mobility upon thirty (30) days prior written notice to
          Targus. Mobility shall manufacture Custom Products in accordance with
          the specifications for such Custom Products (as set forth in
          Attachment 2 or 3 (as applicable) for each of such Custom Product).
          Mobility shall not make any material change in the Custom Products
          without prior written approval of Targus. For each Custom Product,
          Mobility will provide Targus with a "First Article" from its initial
          production run for quality verification and approval.

     5.2  Mobility warrants that all Products shall comply with all applicable
          governmental laws and regulations, and be free from defects in design,
          material, workmanship and performance for the period set forth in the
          product specification. Targus will provide written notice of any
          warranted defect promptly upon its discovery. Upon receipt of such
          notice, Mobility shall arrange for the repair or replacement, at
          Mobility's sole discretion, of the Product and shall bear all costs
          necessary to complete such repair or replacement Targus shall not be
          required to return failed Products to Mobility, unless specifically
          requested by Mobility. At the request of Mobility, Targus shall use
          its best efforts to deliver to Mobility, at Mobility's cost and
          expense, any failed Products. Any Products returned shall be subject
          to reasonable inspection by, and the concurrence of, Mobility.



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     5.3  Mobility warrants that it has the unrestricted worldwide right to
          manufacture, sell and deliver the Products to Targus and that it has
          in place proper authorizations and licenses from all parties as may be
          necessary to deliver the Products to Targus.

     5.4  Mobility warrants that no Products will infringe any patent,
          copyright, trademark, trade secret or other proprietary or
          intellectual property right of any third party. Mobility shall
          indemnify, defend and hold harmless Targus, its parent, subsidiaries,
          affiliates and Targus (each an "Indemnitee" and collectively, the
          "Indemnities") from any damage, expense, liability, cost (including
          attorney's fees and expenses) arising out of any suit, claim, action
          or proceeding alleging any such infringement. Targus agrees to provide
          prompt written notice to Mobility upon receipt by any Indemnitee of
          any suit, claim, action or proceeding alleging such infringement, and
          Mobility shall have the right to defend such suit, claim, action or
          proceeding at its own expense. Such Indemnitee may participate in such
          defense at its own expense and will reasonably cooperate with Mobility
          in the defense there of, and such Indemnitee agrees that it will not
          unreasonably withhold its consent to any settlement or compromise
          thereof.

     5.5  THE ABOVE WARRANTIES ARE IN LIEU OF ANY OTHER WARRANTY, WHETHER
          EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION,
          MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WHICH WARRANTIES
          ARE SPECIFICALLY DENIED.

6.   PRODUCT PRICING AND PAYMENT

     6.1  In the event Targus believes that the cost of a Product is in excess
          of a Commercially Reasonable Cost, Targus shall notify Mobility in
          writing of such circumstance, and Mobility shall have thirty days to
          provide a mutually acceptable written explanation as to how Mobility
          plans to cure the situation. If Mobility fails to cure the situation
          within ninety days thereafter, as to the Product in question, Targus
          may purchase and sell an Alternative Product.

     6.2  Each Product shall have a purchase price as provided in Attachment 4
          to this Agreement and Mobility shall use its best efforts to meet the
          Commercially Reasonable Cost requirements of Targus; provided,
          however, Mobility shall have the final right to establish its purchase
          prices. Mobility may change the purchase price of any Product upon
          seventy-five (75) days prior written notice to Targus. Mobility shall
          offer each Product to Targus at a purchase price that is not more than
          the purchase price offered to any other customer of Mobility, given
          similar volumes and timing of purchases and payment terms.

     6.3  Deleted.

     6.4  Mobility shall invoice Targus upon shipment. Payment for Product
          invoices shall be subject to a credit limit as determined from time to
          time in the sole discretion of Mobility, net twenty (20) days from
          date of invoice.

     6.5  Except provided in the next sentence, Mobility will not invoice
          Targus separately for Long Lead Components or Custom Components, as
          such Components will be included in Custom Products which shall be
          invoiced as provided in Section 6.4 above. However, in the event
          Targus does not purchase Custom Products in the



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          amounts set forth in the monthly forecast provided to Mobility, then
          Mobility shall have the option, in its sole discretion, to invoice
          Targus at any time thereafter for such Long Lead Components and/or
          Custom Components. If so invoiced, the payment for such Long Lead
          Components and Custom Components shall be due and payable net thirty
          (30) days from date of invoice.

     6.6  All amounts payable by Targus to Mobility under this Agreement and
          under the PO's shall be paid in United States dollars.

7.   CONFIDENTIAL INFORMATION AND COVENANT NOT-TO-COMPETE

     7.1  All copies of any confidential information delivered by any Party to
          the other Party pursuant to or as a result of this Agreement shall,
          upon the written request of the Party delivering the same, be promptly
          returned by the Party receiving the same, and each receiving Party
          agrees that it will hold in confidence such confidential information
          delivered from the other Party and shall use such confidential
          information only in furtherance of and in connection with this
          Agreement and its performance hereunder and not for any other purpose.
          For purposes of the preceding sentence, "confidential information"
          shall not include information which: (i) is or becomes generally
          available to the public other than as a result of disclosure which is
          in violation of this Section; (ii) was known by the receiving Party on
          a non-confidential basis prior to the disclosure thereof; or (iii) is
          acquired by the receiving Party from a third party who has not
          confidential commitment to the delivering Party with respect to the
          same.

     7.2  During the Term, Targus will not acquire, manufacture, sell, or offer
          to sell any product which is competitive with the Products, except as
          provided for in section 6.1, unless there are extenuating
          circumstances. Extenuating circumstances can include significant
          technological, regulatory, performance, function, quality and other
          differences between the Products and competitive products which
          Mobility is unable or unwilling to address. If Targus believes that
          extenuating circumstances exist, then Targus will notify Mobility in
          writing of such circumstances and Targus will work in good faith with
          Mobility for a period of four months to address such circumstances.

8.   MARKETING PRODUCTS

     8.1  Targus agrees to make a good faith effort to market and sell the
          Products on a non-exclusive basis (exclusive basis for Custom
          Products), world-wide through all of its distribution channels. Good
          faith effort means that Targus will market and sell the Products
          subject to local market conditions, the presence or absence of
          competition, and product pricing.

9.   PO CHANGES

     9.1  Targus may, upon written notice, modify any PO, other than the Master
          PO and Individual POs as described in Attachment 5, within the
          following parameters:

          1    PO's for Products to be delivered within thirty (30) days from
               the date of any such notice are non-cancellable and may not be
               rescheduled.



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          2.   PO's for Products to be delivered between thirty one (31) days
               and sixty (60) days from the date of any such notice are not
               cancellable, but can be rescheduled for a maximum of thirty (30)
               days from the original delivery date.

          PO's for Products to be delivered more than sixty (60) days from the
          date of any such notice may be rescheduled or canceled prior to the
          commencement of such sixty (60) day period and may be rescheduled
          during such sixty (60) day period as provided in (2) above. PO's for
          NRE and Tooling Charges are non-cancellable and cannot be rescheduled.

10.  DISPUTES

     10.1 The Parties will attempt to resolve disputes through ascending levels
          of management. Disputes which cannot be resolved by negotiation
          between the Parties may be referred to arbitration by an international
          arbitration body acceptable to both Parties, provided no arbitrator
          shall have authority to award any indirect or speculative damages
          (including, without limitation, consequential, incidental, special or
          punitive damages).

11.  GOVERNING LAW

     11.1 This Agreement, and PO's issued hereunder, shall be governed by and
          interpreted in accordance with the substantive and procedural laws of
          the State of Arizona, United States of America, and each Party hereby
          submits to the jurisdiction and venue of the courts of the State of
          Arizona county of Maricopa.

     11.2 The United Nations Convention on the international Sale of Goods shall
          not apply to this Agreement or any PO issued thereunder.

12.  LIMITATION OF LIABILITY

     12.1 Each Party hereby waives any right to recover any indirect or
          speculative damages (including, without limitation, consequential,
          incidental, special or punitive damages) from the other Party.

13.  GENERAL PROVISIONS

     13.1 The Parties agree that Mobility shall bear the loss for the
          destruction of any completed or partially completed Products which may
          occur prior to delivery thereof ("delivery" being defined as F.O.B.
          point of shipment), and that Targus shall bear the loss from the
          destruction or breakage of any Products after delivery thereof.

     13.2 This Agreement is subject to strikes and lockouts or refusal of
          employees to work, or the inability of Mobility to be able to cause
          Products manufactured for Mobility outside of the United States of
          America to be delivered into the United States of America, and for
          such cause that portion of this Agreement affected thereby may be
          suspended during the continuance thereof. Impossibility of performance
          by reason of any legislative, executive or judicial act of any
          government or state any other similar or dissimilar cause which cannot
          be presented by either Party or by the


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          exercise of proper diligence, shall excuse performance of this
          Agreement. Bankruptcy of either Party shall allow the other Party, at
          its sole discretion, to terminate this Agreement. The Parties agree
          that the Party who is unable to perform its obligations hereunder
          because of any of the reasons set forth in this Section 12.2 shall
          give prompt written notice to the other Party of such inability to
          perform.

     13.3 This Agreement and all terms, covenants and conditions contained
          herein shall inure to the benefit of and shall be binding upon the
          undersigned Parties and their respective heirs' executors,
          administrators, trustees, successors and assigns. Neither Party may
          assign or transfer any of its rights or obligations hereunder without
          prior written consent of the other Party, which consent shall not be
          unreasonably withheld.

     13.4 All notices, requests, demands and other communications hereunder
          shall be in writing and shall be deemed to have been delivered on the
          date on which it is hand-delivered or delivered by facsimile, or on
          the third business day following the date on which it is mailed,
          first-class, postage prepaid, and registered or certified with return
          receipt requested. For purposes of notice, the addresses of the
          parties shall be:

               If to Targus:       Targus, Inc.
                                   6180 Valley View
                                   Buena Park, CA 90620
                                   Ph:   (714) 523-5429
                                   Fax:  (714) 523-0153
                                   Attn: David Cartwright

                                   Port, Inc.
                                   66 Fort Point Street
                                   Norwalk, CT 06855
                                   Ph:   (203) 852-1102
                                   Fax:  (203) 866-0221
                                   Attn: Sean O'Connor

               If to Mobility:     Mobility Electronics
                                   7955 Redfield Road
                                   Scottsdale, AZ 85260
                                   Ph:   (602) 596-0061
                                   Fax:  (602) 596-0349
                                   Attn: Cameron Wilson

          Any Party may change its address for notice by written notice given
          to the other Party in accordance with this Section.

     13.5 Any debts, obligations, covenants or liabilities accrued hereunder
          between the Parties hereto shall survive the expiration or termination
          of this Agreement for whatever reason.

     13.6 This Agreement (including the Attachments hereto) constitutes the
          entire agreement between the Parties regarding the subject matter
          hereof and supersedes all prior agreements and understandings, both
          written and oral, between the Parties with



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          respect to the subject matter hereof. Each of the Parties agrees to
          take such actions as may be necessary or desirable to implement and
          retain the intent and spirit of this Agreement, and omit to take such
          actions which could hinder the furtherance of such intent and spirit.

     13.7 If any provision of this Agreement is held to be illegal, invalid or
          unenforceable under present or future laws effective during the term,
          such provision shall be fully severable and this Agreement shall be
          construed and enforced as if such illegal invalid or unenforceable
          provision never comprised a part hereof, and the remaining provisions
          hereof shall remain in full force and effect and shall not be affected
          by the illegal, invalid or unenforceable provision or by its severance
          here from. Furthermore, in lieu of such illegal, invalid or
          unenforceable provision, there shall be added automatically as part of
          this Agreement a provision as similar in its terms to such illegal,
          invalid or unenforceable provision as may be possible and be legal,
          valid and enforceable.

     13.8 The headings in the Agreement are for convenience of reference only
          and shall not limit or otherwise affect the meaning of this Agreement.

     13.9 This Agreement may be executed in one or more counterparts, each of
          which shall be deemed an original and all of this shall constitute one
          and the same instrument by only one of which need be produced.

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     EXECUTED as of the date first above written.

                                       TARGUS GROUP INTERNATIONAL, INC.

                                       By: /s/ DAVE CARTWRIGHT
                                           ------------------------------------

                                       Its: President
                                            -----------------------------------

                                       PORT, INCORPORATED

                                       By: /s/ SEAN O'CONNER
                                           ------------------------------------

                                       Its: CEO
                                            -----------------------------------

                                       ELECTRONICS ACCESSORY
                                       SPECIALISTS INTERNATIONAL, INC.

                                       By: /s/ CAMERON WILSON
                                           ------------------------------------

                                       Its: President
                                            -----------------------------------


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