Abstract: A cell phone and holder system. The cell phone device includes a cell phone holder that has a backing plate and a cover forming a pocket for holding a cell phone. A cable retainer on the holder helps to retain a cable, such as portion of an earphone to the backing plate. In a preferred embodiment, an earphone is retractable held at the cell phone holder such that the earphone can be pulled out and place in an ear for hands-free operation of the cell phone.