<PAGE>   1
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                    FORM 10-Q

         [X]      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                  OF THE SECURITIES EXCHANGE ACT OF 1934

                         FOR THE QUARTERLY PERIOD ENDED
                                NOVEMBER 30, 1998

                                       OR

         [ ]      TRANSITION REPORT PURSUANT TO SECTION 13 OR
                  15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

                         Commission file number: 0-13616


                                INTERVOICE, INC.
             (Exact name of registrant as specified in its charter)

                TEXAS                                         75-1927578
   (State or other jurisdiction of                         (I.R.S.  Employer
    incorporation or organization)                        Identification No.)

                    17811 WATERVIEW PARKWAY DALLAS, TX 75252
                    (Address of principal executive offices)

                                  972-454-8000
              (Registrant's telephone number, including area code)


         Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

                           Yes   [X]         No  [ ]



         The Registrant had 14,082,090 shares of common stock, no par value per
share, outstanding as of the close of the period covered by this report.


================================================================================

<PAGE>   2




                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                       NINE MONTHS ENDED NOVEMBER 30, 1998

NOTE A -- BASIS OF PRESENTATION

The accompanying financial statements have been prepared in accordance with
generally accepted accounting principles for interim financial information. The
consolidated balance sheet at February 28, 1998 has been derived from audited
financial statements at that date. In the opinion of management, all adjustments
(consisting of normal recurring accruals) considered necessary for a fair
presentation of the unaudited November 30, 1998 and 1997 consolidated financial
statements have been included. Operating results for the three and nine month
periods ended November 30, 1998 are not necessarily indicative of the results
that may be expected for the year ending February 28, 1999 as the annual results
may be affected by a number of factors, including the timing and ultimate
receipt of orders from significant customers which continue to constitute a
large portion of the Company's sales, the sales channel mix of products sold,
and changes in general economic conditions, any of which could have an adverse
effect on operations.

NOTE B - REVENUE RECOGNITION

The Company recognizes revenue for sales of systems which do not require
customization by the Company at the time of shipment. Subsequent to December 1,
1997, revenue for systems which require customization by the Company is
recognized per the contract method of accounting using percentage of completion
for larger, more complex systems (generally over a $500,000 sales price) and the
completed contract method for smaller systems. Prior to December 1, 1997, the
Company recognized revenue on systems requiring customization at the date of
shipment or at the point after shipment when the remaining obligations of the
Company became insignificant. This change in accounting was required by the
American Institute of CPA's Statement of Position 97-2 which was adopted by the
Company as of December 1, 1997 and is required to be applied prospectively for
transactions entered into after that date.

The Company recognizes revenue from services at the time the service is
performed or over the period of the contract for maintenance/support.

NOTE C - EARNINGS PER SHARE

Basic earnings per share exclude any dilutive effect of stock options and
restricted stock arrangements. Diluted earnings per share includes the dilutive
impact of stock options and restricted stock arrangements.

On December 14, 1998 the Company announced a 2 for 1 stock split in the form of
a one hundred percent stock dividend payable on January 11, 1999 to shareholders
of record as of December 28, 1998. The computations of basic and diluted
earnings per share for all periods presented in this Note C and in the 
Consolidated Statements of Operations reflect this change in capital
structure resulting from the stock split. All other references in this report 
to the Company's shares are on a pre-split basis.



<PAGE>   3

The following table sets forth the computation of basic and diluted earnings per
share:
<TABLE>
<CAPTION>
                                                     Three Months Ended                Nine Months Ended
                                               ----------------------------     -----------------------------
                                               November 30,     November 30,    November 30,     November 30,
                                                  1998              1997           1998              1997
                                               -----------      -----------     -----------      -----------
<S>                                           <C>              <C>             <C>              <C>  
Numerator:

Net Income                                     $ 5,506,708      $   256,258     $12,938,436      $ 2,743,301
                                               ===========      ===========     ===========      ===========

Denominator:

Denominator for basic earnings per share
   weighted average shares outstanding          27,957,360       30,874,884      27,801,632       31,855,166
                                               ===========      ===========     ===========      ===========

Effect of dilutive securities:

Employee Stock Options                           2,634,108          191,304       1,839,090          214,000

Non-vested restricted stock                            -0-           14,640             -0-           50,224
                                               -----------      -----------     -----------      -----------

Dilutive Potential common shares                 2,634.108          205,944       1,839,090          264,224
                                               -----------      -----------     -----------      -----------

Denominator for diluted earnings per share      30,591,468       31,080,828      29,640,722       32,119,390
                                               ===========      ===========     ===========      ===========

Net income per common share - basic            $      0.20      $      0.01     $      0.47      $      0.09
                                               ===========      ===========     ===========      ===========

Net income per common share - diluted          $      0.18      $      0.01     $      0.44      $      0.09
                                               ===========      ===========     ===========      ===========
</TABLE>

Options to purchase 35,000 and 3,792,514 shares of common stock at average
prices of $13.64 and $6.70, respectively, were outstanding during the three
months ended November 30, 1998 and 1997, respectively, but were not included in
the computation of diluted earnings per share because the options' prices were
greater than the average market price of the Company's common shares during such
periods and, therefore, the effect would have been anti-dilutive. For the same
reasons, 654,100 and 1,869,024 shares of common stock at average prices of
$10.61 and $8.44, respectively, were outstanding and not included in the
computation of diluted earnings per share during the nine months ended November
30, 1998 and 1997, respectively.

NOTE D - INTANGIBLE ASSETS

On September 15, 1998, the Company purchased a computer telephony software suite
from Dronen Consulting, Incorporated for $3,533,723 in cash and 75,000 shares of
the Company's stock valued at $1,518,750. The transaction was accounted for as
an asset purchase. The full purchase price of $5,052,473 will be depreciated
over the software suite's estimated useful life of five years.
<PAGE>   4

                                InterVoice, Inc.
                           Consolidated Balance Sheets
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                          November 30,       February 28,
ASSETS                                                        1998               1998
                                                         -------------      -------------
CURRENT ASSETS
<S>                                                      <C>               <C>
     Cash and cash equivalents                           $  10,967,994      $   4,190,940
     Accounts and notes receivable, net of allowance
       for doubtful accounts of $457,247 in 1999 and
       $368,005 in 1998                                     39,264,516         26,040,332
     Inventory                                              11,340,714          9,343,338
     Prepaid expenses and other current assets                 975,869          4,490,813
     Deferred income taxes                                   2,325,745          2,325,745
                                                         -------------      -------------
                                                            64,874,838         46,391,168
PROPERTY AND EQUIPMENT
     Building                                               16,285,631         16,249,914
     Computer equipment                                     24,511,419         24,496,337
     Furniture, fixtures and other                           3,570,296          3,756,164
     Service equipment                                       5,050,031          4,582,221
                                                         -------------      -------------
                                                            49,417,377         49,084,636
     Less allowance for depreciation                        20,726,272         16,736,766
                                                         -------------      -------------
                                                            28,691,105         32,347,870
OTHER ASSETS
     Purchased software and other assets,
       net of amortization of $2,837,287
       in 1999 and $1,679,113 in 1998                       10,324,721          6,154,437
                                                         -------------      -------------
                                                         $ 103,890,664      $  84,893,475
                                                         =============      =============

LIABILITIES AND STOCKHOLDERS' EQUITY
                                                         
CURRENT LIABILITIES
     Accounts payable and accrued expenses               $  14,548,120      $  10,491,913
     Customer deposits                                       5,245,563          2,625,498
     Deferred income                                         3,738,689          5,500,743
     Short term borrowings                                          --          9,000,000
     Income taxes payable                                      917,491                 --
                                                         -------------      -------------
                                                            24,449,863         27,618,154

DEFERRED INCOME TAXES                                          644,803            644,803

LONG TERM BORROWINGS                                         9,000,000                 --

STOCKHOLDERS' EQUITY
     Preferred Stock, $100 par value--2,000,000
       shares authorized: none issued
     Common Stock, no par value, at nominal
       assigned value--62,000,000 shares
       authorized: 20,076,890  issued,
       14,082,090 outstanding in 1999
       and 19,503,291 issued, 13,802,491
       outstanding in 1998                                      10,033              9,726
     Additional capital                                     50,412,060         44,314,685
     Treasury stock - at cost                              (56,073,637)       (50,202,999)
     Retained earnings                                      75,447,542         62,509,106
                                                         -------------      -------------
                                                            69,795,998         56,630,518
                                                         -------------      -------------
                                                         $ 103,890,664      $  84,893,475
                                                         =============      =============
</TABLE>

<PAGE>   5

                                InterVoice, Inc.
                      Consolidated Statements of Operations
                                   (Unaudited)




<TABLE>
<CAPTION>
                                                            Three Months Ended                  Nine Months Ended
                                                    ------------------------------     ------------------------------
                                                     November 30,      November 30,     November 30,      November 30,
                                                        1998              1997             1998              1997
                                                    ------------      ------------     ------------      ------------
<S>                                                 <C>               <C>              <C>               <C>         
Sales                                               $ 35,010,205      $ 25,545,358     $ 98,080,821      $ 79,563,975

Cost of goods sold                                    13,714,612        11,755,893       39,688,701        34,652,227
                                                    ------------      ------------     ------------      ------------

Gross margin                                          21,295,593        13,789,465       58,392,120        44,911,748
                                                    ------------      ------------     ------------      ------------

Research and development expenses                      3,264,998         3,256,266        9,788,021         9,758,871
Selling, general and administrative
           expenses                                    9,525,284        10,250,538       28,538,341        31,641,530
                                                    ------------      ------------     ------------      ------------

Income from operations                                 8,505,311           282,661       20,065,758         3,511,347

Other income (expense) - net                             (98,122)           83,422         (312,420)          407,655
                                                    ------------      ------------     ------------      ------------

Income before income taxes                             8,407,189           366,083       19,753,338         3,919,002

Income taxes                                           2,900,481           109,825        6,814,902         1,175,701
                                                    ------------      ------------     ------------      ------------

Net income                                          $  5,506,708      $    256,258     $ 12,938,436      $  2,743,301
                                                    ============      ============     ============      ============

Net income per share - basic                        $        .20      $        .01     $        .47      $        .09
                                                    ============      ============     ============      ============

Net income per share - diluted                      $        .18      $        .01     $        .44      $        .09
                                                    ============      ============     ============      ============
</TABLE>






See Note C to Consolidated Financial Statements for a discussion of net income
   per share computations.
 


<PAGE>   6

                                InterVoice, Inc.
           Consolidated Statements of Changes in Stockholders' Equity
                                   (Unaudited)

<TABLE>
<CAPTION>
                                          Common Stock                                                                    
                                   ------------------------     Additional      Treasury          Retained
                                        Shares      Amount       Capital         Stock            Earnings          Total
                                   -----------------------------------------------------------------------------------------
<S>                                <C>            <C>          <C>           <C>               <C>              <C>
Balance at February 28, 1998         13,802,491    $ 9,726     $44,314,685   ($50,202,999)     $ 62,509,106     $ 56,630,518
      Exercise of stock
        options                         573,599        307       6,097,375             --                --        6,097,682
      Purchase of treasury
        stock, net                     (294,000)        --              --     (5,870,638)               --       (5,870,638)
      Net income                                        --              --             --        12,938,436       12,938,436
                                   -----------------------------------------------------------------------------------------
Balance at November 30, 1998         14,082,090    $10,033     $50,412,060   ($56,073,637)     $ 75,447,542     $ 69,795,998
                                   =========================================================================================
</TABLE>

<PAGE>   7



                                InterVoice, Inc.
                      Consolidated Statements of Cash Flows
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                  Three Months Ended                     Nine Months Ended
                                            ---------------------------      --------------------------
                                             November 30,   November 30,      November 30,  November 30,
                                                 1998          1997              1998          1997
                                            ------------   ------------      ------------  ------------
<S>                                         <C>            <C>               <C>           <C>
OPERATING ACTIVITIES
     Net income                             $  5,506,708   $    256,258      $ 12,938,436  $  2,743,301
     Adjustments to reconcile net
     income to net cash provided
     by operating activities:
        Depreciation and
           amortization                        2,871,225      2,277,451         8,032,944     6,496,907
        Changes in operating assets
           and liabilities:                   (2,844,932)     1,989,553        (5,633,811)      905,274
                                            ------------   ------------      ------------  ------------

NET CASH FROM OPERATIONS                       5,533,001      4,523,262        15,337,569    10,145,482

INVESTING ACTIVITIES
     Purchase of  property
        and equipment                         (1,031,021)    (1,416,896)       (3,459,101)   (7,539,049)
     Purchased software                       (5,081,610)      (432,675)       (5,328,458)   (2,277,831)
                                            ------------   ------------      ------------  ------------
                                              (6,112,631)    (1,849,571)       (8,787,559)   (9,816,880)
FINANCING ACTIVITIES
     Exercise of stock options                 4,778,746         20,716         6,097,682       228,577
     Purchase of Treasury Stock               (1,485,000)   (16,438,576)       (5,870,638)  (18,235,675)
                                            ------------   ------------      ------------  ------------
                                               3,293,746    (16,417,860)          227,044   (18,007,098)
                                            ------------   ------------      ------------  ------------
INCREASE (DECREASE) IN CASH
     AND CASH EQUIVALENTS                      2,714,116    (13,744,169)        6,777,054   (17,678,496)

Cash and cash equivalents,
     beginning of period                       8,253,878     20,227,697         4,190,940    24,162,024
                                            ------------   ------------      ------------  ------------

CASH AND CASH EQUIVALENTS,
     END OF PERIOD                          $ 10,967,994   $  6,483,528      $ 10,967,994  $  6,483,528
                                            ============   ============      ============  ============
</TABLE>

<PAGE>   8



                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS

         SALES. Sales in the first nine months and third quarter of fiscal 1999
increased approximately $18.5 million and $9.5 million, respectively, or 23% and
37%, respectively, when compared to the same periods of fiscal 1998. These
increases were due primarily to increased domestic customer premise equipment
(CPE) sales. A portion of the increase is attributable to customer demand for
the Company's recently released host computer and operating system independent
products. The Company also has been successful in focusing its efforts on
diversifying into vertical markets in which the Company has not previously
participated, such as inbound call centers. This diversification helped the
Company to increase domestic CPE sales. For both the first nine months and third
quarter of fiscal 1999, such sales constituted 61% of the Company's total sales
and increased 29% and 50%, respectively, when compared to the same periods of
fiscal 1998.

Worldwide telecommunications (Telco) sales for the first nine months and third
quarter of fiscal 1999 constituted 17% and 14%, respectively, of the Company's
total sales. Such sales for the first nine months and third quarter of fiscal
1999 increased 26% and 10%, respectively, when compared to the same periods of
fiscal 1998. Sales to domestic Telco customers constituted 61% and 84% of the
Company's worldwide telecommunications sales during the first nine months and
third quarter of fiscal 1999, respectively. A sale to a domestic long distance
company constituted approximately 65% of domestic Telco sales during the third
quarter of fiscal 1999. While international Telco sales during the third quarter
of fiscal 1999 were weak, the Company believes international demand,
particularly in Latin America, remains strong.

International CPE sales and service revenue constituted the remaining 22% and
25% of the Company's total sales during the first nine months and third quarter
of fiscal 1999, respectively. No customer accounted for 10% or more of the
Company's total sales during the third quarter of fiscal 1999.

         COST OF GOODS SOLD. Cost of goods sold of approximately $39.7 million
during the first nine months decreased to 40% of total sales from 44% in the
same period of the previous year. This was the result of increased sales and the
Company's continued emphasis on expense control. For the same reasons, cost of
goods sold of approximately $13.7 million during the third quarter of fiscal
1999 decreased to 39% of total sales from 46% in the same period of the previous
year.


<PAGE>   9




         RESEARCH AND DEVELOPMENT. Research and development expenses were
approximately $9.8 million and $3.3 million during the first nine months and
third quarter of fiscal 1999, respectively. Research and development expenses
during the first nine months and third quarter of fiscal 1999 were approximately
equal to such expenses in the same periods of the previous year as a result of
the Company's emphasis on expense control. Research and development expenses
during the first nine months and third quarter of fiscal 1999 included porting
the Company's InterSoft core software to the UNIX and Windows NT operating
systems; developing computer platform independent voice automation hardware and
software; developing the NSP 5000 platform; and integrating the ESP product line
purchased from Integrated Telephony Products, Inc. and the computer telephony
software suite purchased from Dronen Consulting, Incorporated into the Company's
product offerings. Additionally, expenditures were made for the ongoing
development of the Company's OneVoice Software Agent Platform, including
OneVoice Systems (the Company's IVR system), InVision (the Company's custom
application development tool), AgentConnect (the Company's call center product
offering), OneLink (a digital interface for analog switches), and digital
VocalCard software and hardware functionality.

         SELLING, GENERAL AND ADMINISTRATIVE. Selling, general and
administrative expenses decreased to approximately $28.5 million and $9.5
million during the first nine months and third quarter of fiscal 1999,
respectively, from approximately $31.6 million and $10.3 million during the same
periods of the previous year. As a percentage of the Company's total sales, such
expenses decreased to 29% in the first nine months of fiscal 1999 from 40% in
the same period of fiscal 1998, and to 27% in the third quarter of fiscal 1999
from 40% in the same period of fiscal 1998. This is a result of the Company's
continued focus on expense control, particularly selling, general and
administrative expenses.

         OTHER INCOME/EXPENSE. Other expense of approximately $0.3 million and
$0.1 million during the first nine months and third quarter of fiscal 1999,
respectively, was primarily net interest expense paid on short term borrowings.

         INCOME FROM OPERATIONS. Operating income and net income during the
first nine months of fiscal 1999 were approximately $20.1 million and $12.9
million, respectively, compared to $3.5 million and $2.7 million, respectively,
during the same period of the previous year. Operating income and net income
during the third quarter of fiscal 1999 were approximately $8.4 million and $5.5
million, respectively, compared to approximately $0.3 million and $0.2 million,
respectively, during the same period of the previous year. The increases in
operating income and net income are the result of increased sales and the
Company's efforts to control expenses.

         LIQUIDITY AND CAPITAL RESOURCES. At November 30, 1998, the Company had
cash reserves of approximately $11.0 million while borrowings under the
Company's unsecured, revolving credit line with NationsBank were $9.0 million.
Operating cash flow during the first nine months and third quarter of fiscal
1999 were approximately a positive $15.3 million and $5.5 million, respectively.
Investing activities, primarily the purchase of computer


<PAGE>   10

and test equipment and the purchase of a computer telephony software suite from
Dronen Consulting, Incorporated (see below) during the first nine months and
third quarter of fiscal 1999 consumed $8.8 million and $6.1 million,
respectively. The re-purchase of the Company's common stock during the first
nine months and third quarter of fiscal 1999 consumed $5.9 million and $1.5
million, respectively. Proceeds from the exercise of employee stock options
during the first nine months and third quarter of fiscal 1999 contributed $6.1
million and $4.8 million, respectively. Net cash flow during the first nine
months and third quarter of fiscal 1999 was $6.7 million and $2.7 million,
respectively. The Company did not increase its borrowings during the quarter.

The Company reviews share repurchase and acquisition opportunities from time to
time. During the first nine months and third quarter of fiscal 1999, the Company
repurchased 294,000 and 60,000 shares, respectively, of its common stock at
costs of $5,870,638 and $1,485,000, respectively, pursuant to an authorization
by its Board of Directors. The Company believes that market conditions made the
repurchase of such shares of value to its shareholders and that it has access to
the financial resources necessary to pursue attractive repurchase and/or
acquisition opportunities as they arise.

On September 15, 1998, the Company purchased a computer telephony software
suite from Dronen Consulting, Incorporated for approximately $3.5 million in
cash and 75,000 shares of the Company's common stock valued at approximately
$1.5 million. The transaction was accounted for as an asset purchase. The full
purchase price of approximately $5.1 million will be depreciated over the
software suite's estimated useful life of five years. The cash portion of the
purchase price was sourced from cash reserves. The Company's borrowings were
not increased as a result of the purchase.

The Company believes its cash reserves and internally generated cash flow are
sufficient to meet its operating cash requirements for the foreseeable future.
Additionally, the Company completed the re-negotiation of its unsecured,
revolving credit line with NationsBank on November 18, 1998. Such credit line
was increased to $20 million and expires on November 18, 2001.

On December 14, 1998, the Company announced a 2 for 1 stock split in the form of
a 100% stock dividend payable on January 11, 1999 to shareholders of record as
of December 28, 1998. Basic and diluted earnings per share have been
retroactively adjusted to reflect the stock split.

YEAR 2000 COMPLIANCE

Many installed computer systems used by numerous companies to run a variety of
applications are not capable of processing date sensitive information that falls
beyond the twentieth century. Unless these computer systems are replaced or
upgraded prior to the year 2000 to process such date sensitive information, the
systems may experience severe operating difficulties or system failures.

Beginning in fiscal 1996, the Company initiated a program to replace and upgrade
its information systems to accommodate the Company's growth, improve
productivity and remediate any century compliance problems. This program should
be substantially completed by July 1999.


<PAGE>   11
Additionally, the Company has created a year 2000 project team to review and
test its information technology systems and non-information technology systems
and to resolve any century compliance issues that are found. The team also is
attempting to ensure that any replacements and upgrades to the Company's
information systems are century compliant before they are implemented. In this
regard, the team is continuing to work with third party vendors to assess the
year 2000 readiness of its information technology systems. The year 2000
readiness of the Company's information technology systems is, therefore,
partially dependent upon the accuracy of disclosures and representations made by
third party vendors, such as Oracle, PeopleSoft, MicroSoft, IBM and Dell
Computer. The Company anticipates that its testing and remediation program for
year 2000 issues with respect to mission critical systems should be
substantially completed by August 1999. Because most of the expenditures to
replace and upgrade the Company's internal systems have been made and will be
incurred in the ordinary course of business, (i.e. on a non-accelerated basis),
the Company does not anticipate that it will incur material incremental expenses
in connection with its year 2000 remedial efforts. As a result of the program to
replace and upgrade its internal systems, and the efforts of the year 2000
project team, the Company believes that its internal systems will be century
compliant prior to the year 2000. However, there is no assurance that the
Company will identify and resolve any and all century compliance problems with
its internal systems in a timely manner, that the expenses associated with such
remedial efforts will not be significant, or that such problems will not have a
material adverse effect on the Company's business, operating results and
financial condition.

In addition to assessing and testing internal business systems for year 2000
readiness issues, the Company is also in the process of reviewing its other
contingency plans for system failures that might arise in connection with the
millennium transition. The Company currently has certain disaster recovery
processes and procedures designed to allow it to continue critical business
operations in the event of a software or hardware failure, or the failure of
infrastructure services (e.g., electricity, telephone services, water transport,
internet services, etc.). These disaster recovery processes and procedures
generally involve manual "work arounds" and alternate computerized solutions.
The Company is in the process of reviewing the adequacy of these processes and
procedures in light of potential century compliance issues.

Based on a thorough review and testing of its software products and other
products, the Company believes that its current products are century compliant.
The Company began designating certain products as such in June 1997. The
Company's assessment of its current products is partially dependent upon the
accuracy of disclosures and representations concerning century compliance made
by its suppliers, such as MicroSoft, IBM and Dell Computer. However, many of the
Company's customers are using earlier versions of the Company's software
products and other products that may not be century compliant. The Company has
instituted programs to actively warn these customers of the risks associated
with using software and other products which may not be century compliant, and
to actively encourage such customers to migrate to the Company's current
products.

The Company's products are generally integrated with a customer's enterprise
system, which involves software products developed by other vendors. A customer
may mistakenly believe that century compliance problems with its enterprise
system are attributable to products provided by


<PAGE>   12

the Company. The Company may in the future be subject to claims based on century
compliance issues related to a customer's enterprise system or other products
provided by third parties, custom modifications to the Company's products made
by third parties, the Company's earlier products which may not be completely
century compliant, the Company's performance and warranty obligations under
customer contracts, or issues arising from the customer's unique application or
the integration of the Company's products with other products. The Company has
not been a party to any proceeding involving its products or services in
connection with century compliance issues, however, there is no assurance that
the Company will not in the future be required to defend its products or
services in such proceedings against claims of century compliance issues, and
any resulting liability of the Company for damages could have a material adverse
effect on the Company's business, operating results and financial condition.

Based on recent discussions with current and potential customers, the Company
believes that the timing of purchases and implementations of call processing
systems may be influenced by year 2000 readiness issues. Year 2000 readiness
issues might encourage some customers to purchase new call processing systems,
or upgrades to existing systems, in order to ensure that they have century
compliant current systems. On the other hand, some customers may have to spend
significant amounts to remedy year 2000 readiness issues with their internal
computer systems not related to their call processing systems. These
expenditures could cause customers to delay or forego purchases of other
computerized systems, such as call processing systems. Some customers may also
choose to delay the implementation or purchase of new or upgraded computer
systems, including call processing systems, in order to stabilize their internal
operations and reduce the risk of introducing new year 2000 issues. Accordingly,
the Company believes that year 2000 issues may simultaneously encourage certain
customers to purchase call processing systems prior to the year 2000, and may
cause other customers to delay their purchases of call processing systems. If
year 2000 concerns lead to a net reduction in the Company's revenues, such a
reduction could have a material adverse effect on the Company's business,
financial condition and results of operations.

         FORWARD LOOKING STATEMENTS. This report on Form 10-Q includes
"forward-looking statements" within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934,
as amended. All statements other than statements of historical facts included in
this report regarding the Company's financial position, business strategy, plans
and objectives of management of the Company for future operations, and industry
conditions, are forward-looking statements. Although the Company believes that
the expectations reflected in such forward-looking statements are reasonable, it
can give no assurance that such expectations will prove to be correct. In
addition to the year 2000 considerations and other factors discussed above, the
following significant factors, among others, sometimes have affected, and in the
future could affect, the Company's actual results and could cause such results
during fiscal 1999, and beyond, to differ materially from those expressed in any
forward-looking statements made by or on behalf of the Company:

  o  The Company faces intense competition based on product capabilities and
     experiences ever-increasing demands from its actual and prospective
     customers for its products to be 

<PAGE>   13
     compatible with a variety of rapidly proliferating computing, telephony and
     computer networking technologies and standards. The ultimate success of the
     Company's products is dependent, to a large degree, on the Company
     allocating its resources to developing and improving products compatible
     with those technologies, standards and functionalities that ultimately
     become widely accepted by the Company's actual and prospective customers.
     The Company's success is also dependent, to a large degree, on the
     Company's ability to implement arrangements with other vendors with
     complementary product offerings to provide actual and prospective customers
     greater functionality and to ensure that the Company's products are
     compatible with the increased variety of technologies and standards.

  o  Continued availability of suitable non-proprietary computing platforms and
     system operating software that are compatible with the Company's products.

  o  Certain of the components for the Company's products are available from
     limited suppliers. The Company's operating results could be adversely
     affected if the Company were unable to obtain such components in the
     future.

  o  Increasing litigation with respect to the enforcement of patents,
     copyrights and other intellectual property.

  o  The ability of the Company to retain its customer base and, in particular,
     its more significant customers such as Siemens AG, an InterVoice
     distributor, which accounted for over ten percent of the Company's total
     sales during fiscal 1998, since such customers generally are not
     contractually obligated to place further orders with the Company.

  o  Legislative and administrative changes and, in particular, changes
     affecting the telecommunications industry, such as the Telecommunications
     Act of 1996. While many industry analysts expect the Telecommunications Act
     of 1996 ultimately to result in at least a temporary surge in the
     procurement of telecommunications equipment and related software and other
     products, there is no assurance that the Company can estimate with
     sufficient accuracy those products which will ultimately be purchased, the
     timing of any such purchases or the quantities to be purchased.

  o  Risks involved in the Company's international distribution and sales of
     its products, including unexpected changes in regulatory requirements,
     unexpected changes in exchange rates, the difficulty and expense of
     maintaining foreign offices and distribution channels, tariffs and other
     barriers to trade, difficulty in protecting intellectual property rights,
     and foreign governmental regulations that may limit or restrict the sales
     of call automation systems. Additionally, changes in foreign credit markets
     and currency exchange rates may result in requests by many international
     customers for extended payment terms and may have an adverse impact on the
     Company's cash flow and its level of accounts receivable.

  o  The quantity and size of large sales (sales valued at approximately $1
     million or more) during any fiscal quarter, which can cause wide variations
     in the Company's sales and earnings on a quarter to quarter basis.


<PAGE>   14

  o  Ability of the Company to properly estimate costs under fixed price
     contracts in developing application software and otherwise tailoring its
     systems to customer-specific requests.

  o  The Company's ability to hire and retain, within the Company's
     compensation parameters, qualified technical talent and outside contractors
     in highly competitive markets for the services of such personnel.

  o  Mergers and acquisitions between companies in the telecommunications and
     financial industries which could result in fewer companies purchasing the
     Company's products for telecommunications and financial applications,
     and/or delay such purchases by companies that are in the process of
     reviewing their strategic alternatives in light of a merger or acquisition.

  o  Extreme price and volume trading volatility in the U.S. stock market,
     which has had a substantial effect on the market prices of securities of
     many high technology companies, frequently for reasons other than the
     operating performance of such companies. These broad market fluctuations
     could adversely affect the market price of the Company's common stock.




<PAGE>   15




                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.



                                                   INTERVOICE, INC.




Date:  1/14/99                                     By:  /s/ ROB-ROY J. GRAHAM
                                                        ---------------------
                                                   Rob-Roy J. Graham
                                                   Chief Financial Officer
                                                   (Chief Accounting Officer)


<PAGE>   16



                                INDEX TO EXHIBITS
<TABLE>
<CAPTION>


   EXHIBIT NO.        DESCRIPTION
   ----------         ------------------------------------------------------
<S>                   <C>     
     10.1             Amended and Restated Loan Agreement dated as of 
                      November 18, 1998 between the Company and NationsBank,
                      N.A.

     10.2             Amended and Restated Promissory Note dated as of 
                      November 18, 1998 between the Company and NationsBank, 
                      N.A.

     27               Financial Data Schedule
</TABLE>