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[MOSAIX LOGO]             1999 MANAGEMENT BONUS PLAN


OBJECTIVES 

Objectives to be served by Mosaix's annual cash incentive compensation plan for
senior managers (the "Plan" or the "MBP") include the following:

-       Motivate key managers to focus on the company's financial performance
        and achieving superior financial results.

-       Reward key managers with significant upside bonus potential for company
        and line-of-business financial results that exceed challenging target
        levels.

-       Reward contributions based on the manager's own individual performance.

-       Provide a market-competitive level of compensation for each Plan
        participant.

PLAN DESIGN

With these basic objectives in mind, the Plan incorporates the following key
features:

-       The Plan has three levels of participation, as defined below. The levels
        generally correspond with organizational levels, and higher
        participation levels offer greater bonus opportunity.

-       For corporate plan participants, the company's earnings per share
        achieved versus the annual operating plan will determine a percentage of
        annual base salary to be paid out as a bonus. This percentage will be
        different across the three participation levels but will be the same for
        each participant in a particular level.

-       Participants in Mosaix's lines of business will receive incentive
        compensation based on a combination of both corporate and
        line-of-business (LOB) performance. The performance measures for the
        line-of-business portion will be the LOB revenue and operating income
        achieved versus the annual operating plan.

-       A participant's final bonus may be increased or decreased by a
        performance factor that is based on an assessment of the individual's
        performance, as described below. 

-       The maximum bonus that may be earned is 150% of eligible base salary.

PLAN PARTICIPATION AND RESPONSIBILITY LEVELS

The Plan's participating positions are described below. An employee must hold an
approved Plan position to participate in the Plan. Level I and Level II
participants will include both corporate participants only and participants who
have both corporate and line-of-business bonus components. The following
positions will participate in the 1999 MBP at the levels shown.

Level          Participating Position(s)
-----          -------------------------
CEO            President & Chief Executive Officer
Level I        Senior Vice Presidents
Level II       Vice Presidents and Directors, excluding those on sales incentive
               compensation plans

The annual bonus targets, expressed as a percentage of annual base salary, will
be as follows:

<TABLE>
<CAPTION>
                                           Level I                  Level II
                                    -----------------------  ------------------------
                                                 Corporate/                Corporate/
                                    Corporate     Line of    Corporate     Line of
                          CEO         Only        Business      Only       Business
                         -----      ---------    ----------  ---------     ----------
<S>                       <C>       <C>          <C>         <C>           <C>
Corporate                 50%          35%          25%          20%          10%
Line of Business          --           --           10%          --           10%
                         ---          ---          ---          ---          ---
Total                     50%          35%          35%          20%          20%
</TABLE>

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1999 MANAGEMENT BONUS PLAN                                           PAGE 2 OF 6

Mosaix's CEO will have the discretion to add or remove employees from the Plan
if they move into or leave positions previously approved for Management Bonus
Plan participation. 

-       If an employee moves into a Plan position during the year, he or she
        will participate in the Plan only for each full month worked in the Plan
        position.

-       Finally, an individual must work at Mosaix for at least one full
        financial quarter to participate in the Plan and must be employed by
        Mosaix at the time that bonus checks are distributed in order to receive
        a bonus under the Plan.

DEFINITIONS

- "Earnings Per Share"     Annual net income divided by average number of
                           shares outstanding on a fully diluted basis.
                           Determined on a consolidated basis, and reported to 
                           the public.

- "Revenue"                For "planned," the annual total revenue target for a 
                           line of business as determined by Mosaix's Chief
                           Executive Officer. For "actual," yearly audited net
                           revenues (total revenues less returns and
                           allowances).

- "Operating Income"       For "planned," the annual consolidated net operating
                           income target for a line of business as determined by
                           Mosaix's Chief Executive Officer, including budgeted
                           management bonuses under this Plan but excluding
                           allocations. For "actual," the annual audited net
                           operating income for the line of business, plus
                           actual accrued management bonus expenses.

- "Line of Business"       The valid lines of business for 1999 shall be the 
                           Customer Relationship Management (CRM) and Call
                           Management Systems (CMS) lines.

- "Payout Table"           A table mapping the percentage achievement of planned
                           performance to a percentage of eligible base salary
                           to be earned as a bonus. There will be one payout
                           table for a corporate Plan participant based on
                           corporate EPS performance. There will be two payout
                           tables for corporate/line-of-business participants:
                           one based on corporate performance and the other
                           based on line-of-business performance.

- "Bonus Percentage"       The percentage of eligible base salary to be earned 
                           as a bonus, obtained from the payout table(s). There
                           will be one bonus percentage for corporate
                           participants and two additive percentages for
                           corporate/line-of-business participants.

- "Performance Factor"     A factor to be multiplied by the individual's bonus
                           percentage(s) to determine a final bonus payout
                           amount.

                           -    The factor is discretionary and is based on a
                                subjective evaluation of the participant's
                                performance for the year.

                           -    The factor may range from 0 to 2.0, meaning that
                                the bonus payout may be eliminated or doubled,
                                to a maximum bonus of 150% of base salary.

                           -    The performance factor may be expressed in .1
                                increments, such as 1.1. It is expected that
                                factors will be tightly distributed around 1.0.

                           -    The same performance factor will be applied
                                against both bonus percentages for
                                corporate/line-of-business participants.

- "Eligible Base Salary"   The participant's annual base salary rate at the end
                           of the year, applied over the entire year. The
                           eligible base salary rate does not include:


                           -    Stipend, premium, or salary supplement

                           -    Mileage, per diem, or benefits payments

                           -    Commissions, incentive, or bonus pay

                           -    Pay associated with carrying an electronic pager

                           -    Salary for months for which the participant is
                                not a Plan participant

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1999 MANAGEMENT BONUS PLAN                                           PAGE 3 OF 6


CORPORATE PLAN PARTICIPANTS

For corporate plan participants, bonus percentages will be extracted from the
payout table below. The table will determine bonus percentages from actual
audited consolidated earnings per share results achieved, using interpolations
or extrapolations as necessary. No bonuses will be earned if earnings per share
falls below 75% of targeted EPS. The bonus percentage determined for each level
will apply to each manager at that level.

BONUS LEVERAGE CURVES AND PAYOUT TABLE

Bonuses as a percent of base salary will be determined by EPS performance as
follows:


<TABLE>
<CAPTION>
 Percent                                    Percent of                 Bonus as Percent
  of EPS                                      Bonus                     of Base Salary
  Target                                      Target          ---------------------------------------        
Achieved           Leverage Curve            Achieved         CEO          Level I           Level II
--------           --------------           ----------        ---    ----------------        --------
<S>             <C>                         <C>               <C>    <C>                     <C>
      75%                                      62.5%          31%            22%                13%
      80%       1.5 to 1 Decreasing            70.0%          35%            25%                14%
      85%                                      77.5%          39%            27%                16%
------------------------------------------------------------------------------------------------------
      90%                                      90.0%          45%            32%                18%
      95%                                      95.0%          48%            33%                19%
     100%                                       100%          50%            35%                20%
     105%           1 to 1 Linear               105%          53%            37%                21%
     110%                                       110%          55%            39%                22%
     115%                                       115%          58%            40%                23%
   119.9%                                     119.9%          60%            42%                24%
------------------------------------------------------------------------------------------------------
     120%                                       140%          70%            49%                28%
     125%                                       150%          75%            53%                30%
     130%        2 to 1 Increasing              160%          80%            56%                32%
     135%                                       170%          85%            60%                34%
     140%                                       180%          90%            63%                36%
</TABLE>
                                                                               

The following table contains examples of how the payout table works for a Level
II corporate participant with a bonus target of 20% of base salary.


<TABLE>
<CAPTION>
   Performance          Bonus to Performance
    vs. Plan           Increase/Decrease Ratio                                   Bonus Payout
   -----------         -----------------------                                   ------------
<S>                    <C>                             <C>
   75% -  89.9%        Decrease 1.5% for each 1%       16.4% of Salary Bonus (-18%) for 88% (-12%) Performance
   90% -  99.9%        Decrease 1% for each 1%         18.8% of Salary Bonus (-6%) for 94% (-6%) Performance
  100% - 119.9%        Increase 1% for each 1%         22.4% of Salary Bonus (+12%) for 112% (+12%) Performance
  120% -   140%        Increase 2% for each 1%         31.2% of Salary Bonus (+56%) for 128% (+28%) Performance
</TABLE>


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1999 MANAGEMENT BONUS PLAN                                           PAGE 4 OF 6


Some of the bonus payout percentages in the table on the preceding page have
been rounded for ease of presentation. The exact value will be used in the
calculation of bonuses. For example, at 105% of the EPS target, the Level I
bonus will actually be 36.75% of base salary, not 37%.

Also, the bonus percentages will be interpolated for financial results that fall
between the major increments shown on the table. For example, for earnings per
share of 96% of target, the bonus percentages will be 48.0% for the CEO level,
33.6% for Level I, and 19.2% for Level II. Above 140% net operating income
and/or revenue achievement, the bonus percentages will be extrapolated based on
the 2:1 bonus to performance ratio.

PERFORMANCE FACTOR AND PERFORMANCE APPRAISAL

A performance factor may be used to increase or decrease the Plan participant's
bonus payout based on a subjective assessment of the individual's performance
and contributions over the course of the year. The performance factor will be
multiplied by the participant's bonus percentage(s) to yield a final bonus
payout percentage. A Level II corporate participant with a performance factor of
1.1 would receive a bonus payout of 22%, given 100% achievement of the annual
EPS target. This 22% equals the 20% bonus percentage at target multiplied by the
1.1 performance factor.

The performance factor is discretionary in nature, but should be correlative to
the individual's performance level for 1999 as assessed in February 2000. The
factor may vary between 0 and 2.0 and may be fractional. It is anticipated that
performance factors will be tightly distributed around 1.0.

  Individual Performance  --------------- Better Performance  --------------
  Performance Factor            0.0               1.0               2.0

As part of the Plan administration, a performance appraisal will be completed
for each Plan participant by the end of February 2000.

-       Mosaix's Chief Executive Officer will be evaluated by the Compensation
        Committee of the Board of Directors.

-       The Chief Executive Officer will evaluate direct-report Plan
        participants.

-       The managers included in the Plan who are not direct reports to the
        Chief Executive Officer will be evaluated by the appropriate Level I
        executive.

A Management Bonus Plan Oversight Committee will review the performance ratings
for all Vice President- and director-level participants to ensure consistency
and fairness in performance ratings. Committee membership will include Mosaix's
Chief Executive Officer and Executive Director, Human Resources.

CORPORATE/LINE-OF-BUSINESS MANAGEMENT BONUS PLAN PARTICIPANTS

Corporate/line-of-business MBP participants will include those Plan participants
responsible for the effective operation and profitability of their lines of
business, as determined by Mosaix's CEO. Each participant will be notified as to
whether he or she is a corporate participant or a corporate/line-of-business
participant.

CORPORATE BONUS FOR LEVEL I PARTICIPANTS

The target bonus of 35% of base salary for 100% plan achievement will be
composed of 25% for corporate performance and 10% for line-of-business
performance. 

-       The corporate performance measure will be earnings per share.

-       The line-of-business performance measures will be revenue and net
        operating income achieved versus target.

-       The payout table on the following page presents the corporate bonus
        payout levels for Level I participants.

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1999 MANAGEMENT BONUS PLAN                                           PAGE 5 OF 6


CORPORATE BONUS FOR LEVEL II PARTICIPANTS

For corporate/line-of-business MBP participants, the target bonus of 20% of base
salary for 100% plan achievement will be composed of 10% for corporate
performance and 10% for line-of-business performance. 

-       The corporate and line-of-business performance measures will be the same
        as for Level I.

-       The payout table below presents the corporate bonus payout levels for
        Level II participants.

CORPORATE BONUS PAYOUT TABLE FOR CORPORATE/LOB MBP PARTICIPANTS


<TABLE>
<CAPTION>
 Percent                                  Percent of         Bonus as Percent
  of EPS                                    Bonus             of Base Salary
  Target                                    Target         -------------------
Achieved            Leverage Curve        Achieved         Level I    Level II
--------            --------------        ----------       -------    --------
<S>             <C>                       <C>              <C>        <C>
      75%                                         0%          0.0%       0.0%
      75%       1.5 to 1 Decreasing            62.5%         15.6%       6.3%
      80%                                      70.0%         17.5%       7.0%
      85%                                      77.5%         19.4%       7.8%
------------------------------------------------------------------------------
      90%                                      90.0%         22.5%       9.0%
      95%                                      95.0%         23.8%       9.5%
     100%                                       100%         25.0%      10.0%
     105%          1 to 1 Linear                105%         26.3%      10.5%
     110%                                       110%         27.5%      11.0%
     115%                                       115%         28.8%      11.5%
   119.9%                                     119.9%         30.0%      12.0%
------------------------------------------------------------------------------
     120%                                      140%          35.0%      14.0%
     125%                                      150%          37.5%      15.0%
     130%        2 to 1 Increasing             160%          40.0%      16.0%
     135%                                      170%          42.5%      17.0%
     140%                                      180%          45.0%      18.0%
</TABLE>


LINE-OF-BUSINESS BONUS FOR LEVEL I AND LEVEL II PARTICIPANTS 

The following matrix will be used to determine bonuses based on line-of-business
performance for both Level I and level II participants:

<TABLE>
<CAPTION>
                           Actual % of Planned LOB Operating Income
                        75%      90%      100%    119.9%   120%     140%
                       --------------------------------------------------
<S>           <C>     <C>       <C>       <C>     <C>      <C>      <C>  
   Actual        75%   6.3%     7.6%      8.1%     9.1%    10.1%    12.1%
                      ---------------------------------------------------
    % of         90%   7.6%     9.0%      9.5%    10.5%    11.3%    13.3%
                      ---------------------------------------------------
  Planned       100%   8.1%     9.5%     10.0%    11.0%    12.0%    14.0%
                      ---------------------------------------------------
    LOB       119.9%   9.1%    10.5%     11.0%    12.0%    13.0%    15.0%
                      ---------------------------------------------------
  Revenue       120%  10.1%    11.3%     12.0%    13.0%    14.0%    16.0%
                      ---------------------------------------------------
                140%  12.1%    13.3%     14.0%    15.0%    16.0%    18.0%
                      ---------------------------------------------------
</TABLE>

No bonuses based on line-of-business performance may be earned for either level
of participation unless EPS performance exceeds 75% of the annual target. If
this condition is met, the bonuses determined for the corporate and
line-of-business bonus components will be additive. For example, if corporate
performance yields an 11.25% bonus percentage and line-of-business performance
yields a 3.75% percentage, the total bonus will be 15.00%. This percentage will
continue to be increased or decreased on an individual basis by a performance
factor as described above.


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1999 MANAGEMENT BONUS PLAN                                           PAGE 6 OF 6



For results between the increments shown, bonus percentages will be interpolated
as described above. For results above 140% of plan, bonus percentages will be
extrapolated in the same manner as described above. The maximum total bonus that
may be earned by a corporate/line-of-business participant is 150% of eligible
base salary.

CORPORATE AND LINE-OF-BUSINESS PERFORMANCE TARGETS

The applicable EPS, revenue, and operating income targets will be communicated
to Plan participants under separate cover.

BONUS PAYOUTS

100% of bonuses earned will be paid as soon as is practical following
publication of audited financial statements for the year and approval of
recommended bonuses by the Compensation Committee of the Board of Directors. The
target date for payouts will be February 29, 2000. Estimated federal income
taxes of at least 28% and other required payroll taxes will be withheld.
Estimated bonuses payable will be accrued throughout the year in proportion to
performance achieved versus planned. Adjustments in accruals will be made
periodically to reflect actual performance relative to plan.

Staff members who are assigned to different responsibility levels during the
year will have their bonuses calculated based on the number of months at each
responsibility level. Likewise, any staff member who is added to the Plan after
January 4, 1999 will have his or her bonus calculated on a prorated basis, based
on full months worked while on the Plan.

DESIGNATION OF BENEFICIARY

Any payment actually payable under this Plan but which is unpaid at the time of
a participant's death shall be paid to the beneficiary designated by the
participant on Mosaix's group life insurance/ accidental death & dismemberment
Beneficiary Designation form. This form is filed in the participant's personnel
file.

The designated beneficiary may be changed from time to time by filing a new
Beneficiary Designation form. The designation last filed shall control the
person to whom Plan payments will be made.

In the event that no beneficiary is designated or the designated beneficiary
shall predecease the participant, any unpaid amount shall be paid to the
participant's executor or administrator. Payments to the beneficiary, executor,
or administrator of a deceased participant shall be made in a lump sum as soon
as is administratively feasible.

GENERAL PROVISIONS

-       The Plan is effective as of January 1, 1999 and is effective for 1999
        only. The Plan can be amended or terminated at any time by action of the
        Compensation Committee of the Board of Directors.

-       Should EPS fall below 75% of target for the year, the Board of
        Directors, in its discretion, may make special bonus payments to Plan
        participants.

-       Managers included in the Plan must be active employees of Mosaix, Inc.
        on the date that bonuses are paid to receive a bonus.

-       The Plan is not a contract between the Company and any employee. Nothing
        contained in the Plan gives any employee the right to be retained in the
        employ of the Company, or interferes with the right of the Company to
        terminate the employment of any employee at any time without regard to
        the effect that such termination may have on any opportunities under the
        Plan.