<PAGE>


                          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 June 30, 1997

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

         For the transition period from __________ to __________
 
                                           
                            Commission File Number 0-17920 

                              BRITE VOICE SYSTEMS, INC.
                (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
                                           

                KANSAS                                  48-0986248
      (STATE OR OTHER JURISDICTION                   (I.R.S. EMPLOYER 
    OF INCORPORATION OR ORGANIZATION)              IDENTIFICATION NUMBER)


                                250 INTERNATIONAL PARKWAY
                                 HEATHROW, FLORIDA  32746
                        (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
                                           

         REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:  (407) 357-1000



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   [  ]

As of August 7, 1997, 11,882,360 shares of the registrant's common stock were
outstanding.

                             TOTAL NUMBER OF PAGES:  17


<PAGE>

                              BRITE VOICE SYSTEMS, INC.
                                           
                                        INDEX
                                           

<TABLE>
<CAPTION>
                                                              Page #
                                                              ------

<S>         <C>                                               <C>
PART I.     FINANCIAL INFORMATION

    Item 1. Financial Statements

            Consolidated Balance Sheets - June 30, 1997 
              and December 31, 1996 . . . . . . . . . . . . .     3

            Consolidated Statements of Income - Three and Six 
              Months Ended June 30, 1997 and 1996 . . . . . .     5

            Consolidated Statements of Cash Flows - Six Months
              Ended June 30, 1997 and 1996 . . . . . . . . . .    6

            Notes to Financial Statements  . . . . . . . . . .    7

    Item 2. Management's Discussion and Analysis of Financial 
              Condition and Results of Operations . . . . . . .   8

PART II. OTHER INFORMATION  . . . . . . . . . . . . . . . . . .  15

    Item 1. Legal Proceedings . . . . . . . . . . . . . . . . .  15
    
    Item 2. Changes in Securities . . . . . . . . . . . . . . .  15
    
    Item 3. Defaults Upon Senior Securities . . . . . . . . . .  15
    
    Item 4. Submission of Matters to a Vote of 
              Security Holders . . . . . . . . . . . . . . . . . 15
    
    Item 5. Other Information  . . . . . . . . . . . . . . . . . 15

    Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . 16

SIGNATURES   . . . . . . . . . . . . . . . . . . . . . . . . . . 17
</TABLE>



                        SEE NOTES TO FINANCIAL STATEMENTS
 
                                       -2-
  
<PAGE>

                         PART I.  FINANCIAL INFORMATION

ITEM 1.   FINANCIAL STATEMENTS

                              BRITE VOICE SYSTEMS, INC.
                             CONSOLIDATED BALANCE SHEETS
                          (IN THOUSANDS, EXCEPT SHARE DATA)
                                           
                                        ASSETS
                                           
                                           
<TABLE>
<CAPTION>


                                                       June 30,    December 31,
                                                         1997          1996
                                                      -----------  ------------
                                                      (Unaudited)
<S>                                                   <C>          <C>

CURRENT ASSETS
  Cash and cash equivalents . . . . . . . . . . . .       $2,575        $8,084
  Accounts receivable, less allowance for
    doubtful accounts: $611 - 1997; $471 - 1996 . .       37,806        35,067
  Inventories   . . . . . . . . . . . . . . . . . .       14,987        12,507
  Prepaid expenses and other  . . . . . . . . . . .        3,586         2,601
                                                      -----------  ------------
    Total Current Assets  . . . . . . . . . . . . .       58,954        58,259
                                                      -----------  ------------

PROPERTY AND EQUIPMENT
  Land and building . . . . . . . . . . . . . . . .        3,074         3,074
  Furniture and equipment  . . . . . . . .. . . . .       23,448        23,430
                                                      -----------  ------------
                                                          26,522        26,504

  Less accumulated depreciation . . . . . . . . . .      (12,575)      (12,204)
                                                      -----------  ------------
    Total Property and Equipment  . . . . . . . . .       13,947        14,300
                                                      -----------  ------------
OTHER ASSETS  . . . . . . . . . . . . . . . . . . .        1,641         2,323
                                                      -----------  ------------
       TOTAL ASSETS . . . . . . . . . . . . . . . .      $74,542       $74,882
                                                      -----------  ------------
                                                      -----------  ------------
</TABLE>

                        SEE NOTES TO FINANCIAL STATEMENTS

                                      -3-

<PAGE>

                                           
                              BRITE VOICE SYSTEMS, INC.
                             CONSOLIDATED BALANCE SHEETS
                          (IN THOUSANDS, EXCEPT SHARE DATA)
                                           
                         LIABILITIES AND STOCKHOLDERS' EQUITY


<TABLE>
<CAPTION>


                                                       June 30,    December 31,
                                                         1997          1996
                                                      -----------  ------------
                                                      (Unaudited)
<S>                                                   <C>          <C>
CURRENT LIABILITIES
  Accounts payable  . . . . . . . . . . . . . . . . .    $11,822       $10,539
  Accrued salaries and wages  . . . . . . . . . . . .      2,829         1,974
  Other accrued expenses  . . . . . . . . . . . . . .      4,555         1,512
  Deferred revenue  . . . . . . . . . . . . . . . . .      1,972         2,063
  Customer deposits   . . . . . . . . . . . . . . . .      1,276         3,526
  Income taxes payable  . . . . . . . . . . . . . . .        593         1,087
  Short-term debt   . . . . . . . . . . . . . . . . .      1,500            --
                                                      -----------  ------------
    Total Current Liabilities . . . . . . . . . . . .     24,547        20,701
                                                      -----------  ------------
COMMITMENTS AND CONTINGENCIES . . . . . . . . . . . .         --            --

STOCKHOLDERS' EQUITY
  Preferred stock, no par value; authorized 
    10,000,000 shares; none issued and outstanding . .        --            --
  Common stock, no par value; authorized 
    30,000,000 shares; issued 11,849,729 shares - 
    1997; 11,829,595 shares - 1996  . . . . . . . . .     38,680        38,417
  Retained earnings   . . . . . . . . . . . . . . . .     11,369        14,938
  Cumulative foreign currency translation adjustment.        (54)          826
                                                      -----------  ------------
    Total Stockholders' Equity  . . . . . . . . . . .     49,995        54,181
                                                      -----------  ------------

       TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY . .    $74,542       $74,882
                                                      -----------  ------------
                                                      -----------  ------------
</TABLE>


                     SEE NOTES TO FINANCIAL STATEMENTS

                                     -4-

<PAGE>

                              BRITE VOICE SYSTEMS, INC.
                          CONSOLIDATED STATEMENTS OF INCOME
                          (IN THOUSANDS, EXCEPT SHARE DATA)


<TABLE>
<CAPTION>


                                           Three Months Ended             Six Months Ended
                                                 June 30,                     June 30,
                                           1997           1996           1997           1996
                                         -------         -------        -------        -------
                                               (Unaudited)                    (Unaudited)
<S>                                      <C>            <C>             <C>            <C>
REVENUES
  Systems . . . . . . . . . . . . . . .   $16,770        $15,688        $35,876        $29,804
  Services  . . . . . . . . . . . . . .    12,375         12,979         24,259         24,711
                                          -------        -------        -------        -------
                                           29,145         28,667         60,135         54,515
                                          -------        -------        -------        -------
    
COSTS AND EXPENSES
  Cost of Sales:
    Systems . . . . . . . . . . . . . .     7,467          7,107         16,160         13,117                    
    Services  . . . . . . . . . . . . .     7,193          6,293         14,026         11,914                    
  Research and engineering  . . . . . .     3,281          2,738          6,356          5,324
  Selling, general and
    administrative  . . . . . . . . . .    11,715          8,645         22,099         16,572
  Restructuring, relocation and other .     6,785             --          6,785             --
                                          -------        -------        -------        -------
                                           36,441         24,783         65,426         46,927
                                          -------        -------        -------        -------

INCOME (LOSS) FROM OPERATIONS . . . . .    (7,296)         3,884         (5,291)         7,588

OTHER INCOME (EXPENSE), NET   . . . . .       (39)           122             37            180
                                          -------        -------        -------        -------

INCOME (LOSS) BEFORE TAXES  . . . . . .    (7,335)         4,006         (5,254)         7,768

PROVISION (CREDIT) FOR 
  INCOME TAXES  . . . . . . . . . . . .    (2,459)         1,118         (1,669)         2,176
                                          -------        -------        -------        -------

NET INCOME (LOSS) . . . . . . . . . . .   $(4,876)        $2,888        $(3,585)        $5,592
                                          -------        -------        -------        -------
                                          -------        -------        -------        -------

EARNINGS (LOSS) PER SHARE . . . . . . .    $(0.41)         $0.24         $(0.30)         $0.46
                                          -------        -------        -------        -------
                                          -------        -------        -------        -------
WEIGHTED AVERAGE SHARES
  OUTSTANDING . . . . . . . . . . . . .    11,955         12,287         12,049         12,104

</TABLE>


                       SEE NOTES TO FINANCIAL STATEMENTS

                                     -5-

<PAGE>


                              BRITE VOICE SYSTEMS, INC.
                        CONSOLIDATED STATEMENTS OF CASH FLOWS
                                    (IN THOUSANDS)


<TABLE>
<CAPTION>

                                                      Six Months Ended
                                                           June 30,
                                                      1997          1996
                                                   -----------  ------------
                                                           (Unaudited)

<S>                                                 <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income (loss) . . . . . . . . . . . . . . .   $(3,585)        $5,591
  Items not requiring cash: 
    Depreciation and amortization . . . . . . . .     2,227          1,695
    Restructuring, relocation and other . . . . .     3,327             --
  Changes in:
    Accounts receivable . . . . . . . . . . . . .    (3,253)        (3,795)
    Inventories . . . . . . . . . . . . . . . . .    (3,271)        (1,140)
    Accounts payable and accrued expenses . . . .     5,044           (649)
    Other current assets and liabilities  . . . .    (3,625)        (2,227)
                                                    -------         ------

      Net cash used in operating activities . . .    (3,136)          (525)
                                                    -------         ------

CASH FLOWS FROM INVESTING ACTIVITIES
  Purchase of property and equipment, net . . . .    (2,711)        (2,903)
  Increase in other assets  . . . . . . . . . . .    (1,180)          (417)
  Proceeds from sale of property  . . . . . . . .        16             --
                                                    -------         ------

      Net cash used in investing activities  . . .   (3,875)        (3,320)
                                                    -------         ------

CASH FLOWS FROM FINANCING ACTIVITIES
  Issuance of common stock  . . . . . . . . . . .        --          2,761
  Exercise of stock options . . . . . . . . . . .       263            421
  Principal payments on debt  . . . . . . . . . .        --           (551)
  Short term borrowings   . . . . . . . . . . . .     1,500             --
                                                    -------         ------
     Net cash provided by financing activities. .     1,763          2,631
                                                    -------         ------

EFFECT OF EXCHANGE RATE CHANGES ON CASH . . . . .      (261)          (103)
                                                    -------         ------
DECREASE IN CASH AND CASH EQUIVALENTS . . . . . .    (5,509)        (1,317)

CASH AND CASH EQUIVALENTS, BEGINNING 
  OF PERIOD . . . . . . . . . . . . . . . . . . .     8,084          3,405
                                                    -------         ------
CASH AND CASH EQUIVALENTS, END OF PERIOD  . . . .    $2,575         $2,088
                                                    -------         ------
                                                    -------         ------
</TABLE>

                      SEE NOTES TO FINANCIAL STATEMENTS

                                   -6-

<PAGE>

                              BRITE VOICE SYSTEMS, INC.
                            NOTES TO FINANCIAL STATEMENTS

1.  The 1997 and 1996 financial statements (except for the December 31, 1996 
Balance Sheet) included herein have been prepared by the Company, without 
audit, and reflect all adjustments (consisting only of those of a normal 
recurring nature) which are, in the opinion of management, necessary to 
fairly present the financial position, results of operations and cash flows 
for the interim periods.  Certain information and footnote disclosures 
normally included in financial statements prepared in accordance with 
generally accepted accounting principles have been condensed or omitted, 
although the Company believes that the disclosures are adequate to make the 
information presented not misleading. It is suggested that these condensed 
financial statements be read in conjunction with the financial statements and 
the notes thereto for the year ended December 31, 1996, contained in the 
Company's Annual Report to Stockholders and Form 10-K filed with the 
Securities and Exchange Commission.

2.  Inventories consist of the following (in thousands):

                             June 30,    December 31,
                               1997           1996 
                             -------     -----------
    Purchased parts . . . .  $ 5,780        $ 4,060
    Work in progress  . . .    6,559          5,581
    Finished goods  . . . .    2,648          2,066
                             -------        -------
                             $14,987        $12,507
                             -------        -------
                             -------        -------

3.  During the three months ended June 30,1997, the Company recorded a charge 
of $6,785,000 related to the restructuring of the Company's operations and 
the relocation of its headquarters to Orlando, Florida.  Included in the 
charge was approximately $3,327,000 in asset impairments as a result of the 
Company's decision to discontinue certain product lines and abandon certain 
assets, and the reevaluation of the net realizable value of certain 
intangible assets. The Company also recorded severance costs of approximately 
$1,243,000 relating to the elimination of certain product lines, the closing 
of its Dallas, Texas facility and the transfer of certain functions from its 
facilities in Wichita, Kansas, and Boston, Massachusetts to its new 
headquarters in Orlando. Additionally, relocation and restructuring costs, 
consisting principally of moving expenses, consulting costs, temporary labor 
and travel, amounted to approximately $2,215,000 during the three months 
ended June 30. 

4.  Income taxes paid, net of refunds received, during the three months ended 
June 30, 1997 and 1996 were $558,000 and $2,104,000 respectively.

    Interest paid during the three months ended June 30, 1997 and 1996 was
$55,000 and $29,000, respectively.


                                  -7-

<PAGE>


                      PART I:   FINANCIAL INFORMATION

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND 
    RESULTS OF OPERATIONS

FORWARD-LOOKING STATEMENTS

    From time to time, information provided by the Company, statements made 
by its employees or information included in its filings with the Securities 
and Exchange Commission, including this Form 10-Q report, may contain certain 
"forward-looking" information, as that term is defined by the Private 
Securities Litigation Reform Act of 1995 (the "Act").  The words "expects," 
"anticipates," "believes" and similar words generally signify a 
"forward-looking" statement. These forward-looking statements are made 
pursuant to the safe harbor provisions of the Act.  The reader is cautioned 
that all forward-looking statements are necessarily speculative and that 
there are certain risks and uncertainties that could cause actual events or 
results to differ materially from those referred to in such forward-looking 
statements.  Such risks and uncertainties include those inherent generally in 
the voice processing and telecommunications consulting industries, such as 
product demand, pricing, market acceptance, reliance on significant 
customers, intellectual property rights, risks in product and technology 
developments, and other risk factors detailed in the section below entitled 
"Certain Factors to be Considered".  The Company undertakes no obligation to 
publicly revise any forward-looking statement due to changes in circumstances 
after the date of this report, or to reflect the occurrence of unanticipated 
events.

RESULTS OF OPERATIONS

THREE AND SIX MONTHS ENDED JUNE 30, 1997 COMPARED TO THREE AND SIX MONTHS 
ENDED JUNE 30, 1996 

     The Company derives revenue from the sale of voice processing systems to 
domestic and international customers and the provision of services related to 
the operation of these systems.  The Company's products can be divided into 
two categories:  those that increase its customers' revenues through 
increased subscription or user fees ("Network Systems"), and those that 
reduce customers' costs or improve the efficiency of services provided to end 
user customers ("Business Systems").

    Total revenues increased $478,000, or 1.7%, for the three months ended 
June 30, 1997, and increased $5,620,000, or 10.3%, for the six months ended 
June 30, 1997.  The increases were due primarily to increased equipment sales 
to new and existing customers, increases in managed services and service 
contract and repair revenue, offset by a decrease in telecommunications 
management services.

    Systems revenues increased $1,082,000, or 6.9%, for the three months 
ended June 30, 1997 and increased $6,072,000, or 20.4%, for the six months 
ended June 30, 1997.  Network systems revenues increased while business 
systems revenues decreased, as shown in the following table:

                                      -8-


<PAGE>


                                    SYSTEMS REVENUES


                              Three Months ended June 30,   %Increase/
                                 1997           1996        (Decrease)
                              -----------    -----------    ----------
    Business Systems . . . .  $ 3,507,000    $ 6,850,000      (48.8%)
    Network Systems  . . . .   13,263,000      8,837,000       50.1%
                              -----------    -----------       -----
    Total  . . . . . . . . .  $16,770,000    $15,687,000        6.9%
    
                              Six Months ended June 30,     %Increase/
                                 1997           1996         (Decrease)
                              -----------    -----------     ---------
    Business Systems . . . .  $ 8,663,000    $11,424,000      (24.2%)
    Network Systems  . . . .   27,213,000     18,380,000       48.1%
                              -----------    -----------       -----
    Total  . . . . . . . . ,  $35,876,000    $29,803,000       20.4%

    Business Systems revenue consists principally of sales of interactive 
voice response ("IVR"), audiotex or electronic publishing, and small voice 
messaging systems for use in conjunction with a corporation's PBX.  The 
decrease of $3,343,000, or 48.8%, for the three months ended June 30, 1997 
and the decrease of $2,760,000, or 24.2%, for the six months ended June 30, 
1997 was primarily due to a reduction in the number of systems shipped to new 
and existing customers. The Company believes this decline is primarily due to 
delays in purchasing upgrades by existing customers for the Company's IVR 
equipment, the discontinuation of the Company's voice mail product line, and 
to a decline in sales of the Company's audiotex systems.   Because many of 
the Company's customers have shifted their emphasis from audiotex to other 
on-line systems and services, future sales of electronic publishing systems 
in the domestic market will be increasingly more difficult to obtain.

    Network systems revenues, consisting of sales of voice messaging, voice 
activated dialing and prepaid calling systems, increased $4,426,000, or 
50.1%, for the three months ended June 30, 1997 and increased $8,833,000, or 
48.1%, for the six months ended June 30, 1997.  These increases are due 
primarily to continued purchases by existing customers, as well as expansion 
of the Company's customer base in the European and Pacific Rim markets.  The 
Company believes that significant growth potential exists within the network 
operator market both in the US and internationally.  The Company believes 
that international markets are behind the United States in terms of market 
penetration of voice processing systems and intends to devote additional 
resources to capture these markets.

    The Company's systems sales are dependent upon continued orders by 
existing customers, orders from new customers, and development of new 
products.  There can be no assurance that the Company will be able to 
increase or maintain its market share in the future or to sustain recent 
growth rates.

    Services revenues decreased $604,000, or 4.7%, for the three months ended 
June 30, 1997 and decreased $452,000, or 1.8%, for the six months ended June 
30, 1997, principally due to declines in telecommunications management 
services revenues.  In addition, the Company sold its 900 Voice Personals 
product in July 1996.  With the voice personals product revenue excluded from 
the 1996 results, service revenues would have increased $592,000, or 5.0%, 
for the three months ended June 30, 1997 and $1,991,000, or 8.9%, for the six 
months ended June 30, 1997.  The breakdown of services revenues is shown in 
the following table:


                                     -9-

<PAGE>


                                SERVICES REVENUES


                                      Three Months ended June 30,   %Increase/
                                         1997           1996         Decrease
                                      -----------    -----------     ---------
    Managed services(1) . . . . . .    $3,851,000     $3,261,000        18.1%
    Service contract and repair . .     3,614,000      3,680,000        (1.8%)
    Information services  . . . . .     1,470,000      1,398,000         5.2%
    Telecommunication management
      services  . . . . . . . . . .     3,440,000      4,640,000       (26.9%)
                                      -----------    -----------       ------
    Total                             $12,375,000    $12,979,000        (4.7%)

                                      Six Months ended June 30,      %Increase/
                                         1997           1996         (Decrease)
                                      -----------    -----------     ---------
    Managed services(1) . . . . . .    $7,123,000     $6,152,000        15.8%
    Service contract and repair . .     7,375,000      6,617,000        11.5%
    Information services  . . . . .     2,961,000      2,753,000         7.6%
    Telecommunication management
      services  . . . . . . . . . .     6,800,000      9,189,000       (26.0%)
                                      -----------    -----------       ------
    Total . . . . . . . . . . . . .   $24,259,000    $24,711,000        (1.8%)
    
    (1)  Includes voice personals revenues of $1,196,000 for the three months
    and $2,443,000 for the six months ended June 30, 1996.  The voice personals
    product line was sold in July 1996.

    Managed services revenues increased $590,000, or 18.1%, for the three
months ended June 30, 1997 and $971,000, or 15.8%, for the six months ended June
30, 1997, primarily due to a large system rental to one customer and the
commencement of advertising sales on behalf of Yellow Pages customers.  With the
voice personals product revenues excluded from the 1996 results, managed
services revenues would have increased $1,786,000, or 86.5%, for the three
months ended June 30, 1997 and $3,414,000, or 92.1%, for the six months ended
June 30, 1997.

    Service contract and repair revenue decreased $66,000, or 1.8%, for the
three months ended June 30, 1997 and increased $758,000, or 11.5%, for the six
months ended June 30, 1997.  The decrease for the three months ended June 30,
1997 is due primarily to the existence of a one-time project for a large
customer in the prior year.  The increase for the six months ended June 30, 1997
is due primarily to the Company's continuing emphasis on expanding its base of
customers who subscribe to quarterly or annual maintenance contracts. 
Information services revenue increased $72,000, or 5.2%, for the three months
ended June 30, 1997 and $208,000, or 7.6%, for the six months ended June 30,
1997, due primarily to the introduction of new audio products.  The Company
believes that due to the decline in electronic publishing systems sales,
continued expansion of information services revenue will be dependent upon
developing additional new audio products and applications.

    Telecommunications management services decreased $1,200,000, or 25.9%, for
the three months ended June 30, 1997 and $2,389,000, or 26.0%, for the six
months ended June 30, 1997.  This decrease is due to the absence of large
billing verification refunds similar to those received during the first two
quarters of 1996, as well as a decrease in the Company's consulting revenues. 
The Company's efforts to obtain large billing verification contracts have been
generally unsuccessful and the Company is currently evaluating the future
direction of its telecommunications management services business.

    Cost of systems sales increased $360,000, or 5.1%, for the three months
ended June 30, 1997 and $3,043,000, or 23.2%, for the six months ended June 30,
1997.  As a percentage of systems sales, actual costs decreased to 44.5% from
45.3% for the three months ended June 30, and increased to 45.0% from

                                    -10-

<PAGE>

44.0% for the six months ended June 30, 1997.  Actual costs increased due 
primarily to an increase in the number of systems shipped by the Company.  
The decrease as a percentage of revenues for the three months ended June 30 
is due primarily to a greater presence of domestic sales which have 
historically had higher gross margins than international sales.  The increase 
as a percentage of revenues for the six months ended June 30 is due primarily 
to a decline in software content in certain systems sales.

    Cost of services revenue increased $900,000, or 14.3%, for the three 
months ended June 30, 1997 and $2,112,000, or 17.7%, for the six months ended 
June 30, 1997.  As a percentage of services revenues, actual costs increased 
to 58.1% from 48.5% for the three months ended June 30, and increased to 
57.8% from 48.2% for the six months ended June 30, 1997.  The increase in 
actual costs for the three months and six months ended June 30, 1997 were due 
primarily to an expansion of the infrastructure of the telecommunications 
management services departments.  The decline in margins was due to a shift 
in the mix of revenues away from higher margin billing verification revenues 
to lower margin outsourcing and software services revenue.

    Research and engineering expenses increased $543,000, or 19.8%, for the 
three months ended June 30, 1997, and $1,032,000, or 19.4%, for the six 
months ended June 30, 1997.  The increase in actual expenditures was due to 
an increase in staff dedicated to designing new products and enhancing 
existing products. As a percentage of revenue, these expenses increased to 
11.3% from 9.6% for the three months ended June 30, and to 10.6% from 9.8% 
for the six months ended June 30, 1997. The increase as a percentage of 
revenue is due to the fact that spending for research and development is 
relatively fixed in the short term, and cannot be quickly expanded or 
contracted as a result of short term revenue fluctuations. The Company 
believes that it must continue to increase spending on research and 
engineering activities in absolute terms in order to remain competitive in 
the voice response market.  Such expenses could continue to increase as a 
percentage of revenues as well.

    Selling, general and administrative expenses increased $3,070,000, or 
35.5%, for the three months ended June 30, 1997 and $5,527,000, or 33.4%, for 
the six months ended June 30, 1997.   The increase in actual expenditures were 
primarily due to an increase in the Company's international sales staff.  As 
a percentage of revenues, these expenses increased to 40.2% from 30.2% for 
the three months ended June 30, 1997, and to 36.7% from 30.4% for the six 
months ended June 30, 1997. The increases as a percentage of revenue were due 
to the fact that sales and marketing expense is relatively fixed in the short 
term, and cannot be quickly expanded or contracted as a result of short term 
revenue fluctuations.

    During the three months ended June 30,1997, the Company recorded a charge 
of $6,785,000 related to the restructuring of the Company's operations and 
the relocation of its headquarters to Orlando, Florida.  Included in the 
charge was approximately $3,327,000 in asset impairments as a result of the 
Company's decision to discontinue certain product lines, reevaluation of the 
net realizable value of certain intangible assets, and abandonment of certain 
assets. The Company also recorded severance costs of approximately $1,243,000 
million relating to the elimination of certain product lines, the closing of 
its Dallas, Texas facility and the transfer of certain functions from its 
facilities in Wichita, Kansas, and Boston, Massachusetts to its new 
headquarters in Orlando.  Additionally, relocation and restructuring costs, 
consisting principally of moving expenses, consulting costs, temporary labor 
and travel, amounted to approximately $2,215,000 million during the three 
months ended June 30. The Company anticipates that additional operating 
expenses of between $2,000,000 and $3,000,000 will be required to complete 
the relocation, and that substantially all such costs will be incurred by the 
end of the current fiscal year.

    The effective income tax rate for the three months ended June 30, 1997 
was 34.0%, compared to 28.0% for the three months ended June 30, 1996.  The 
effective income tax rate for the six months ended June 30, 1997 was 32.0%, 
compared to 28.0% for the six months ended June 30, 1996.  The variance from 
the United States statutory rate for both the six months and the three months 
ended June 30, 1997

                                     -11-

<PAGE>

was due primarily to restructuring and relocation charges incurred in 
connection with the Company's relocation to Orlando, some portion of which 
may not be deductible for income tax purposes.  The variance from the United 
States statutory rate for both the six months and the three months ended June 
30, 1996 was due primarily to a reduction of the Company's deferred tax 
valuation allowance, and utilization of net operating losses and credit 
carryforwards acquired through the Company's 1993 merger with Perception 
Technology Corporation.

LIQUIDITY AND CAPITAL RESOURCES

    As of June 30, 1997, the Company had a current ratio of 2.4 to 1, and
working capital of $34,407,000, compared to a current ratio of 2.8 to 1 and
working capital of $37,558,000 at December 31, 1996.

    Cash flows from operating activities utilized net cash of $3,136,000 for
the six months ended June 30, 1997.  Accounts receivable at June 30, 1997
increased by $3,047,000 compared to December 31, 1996, principally due to an
increase in international sales, which typically have longer payment and
collection cycles.  Inventory increased by $2,680,000, primarily due to the
backlog of orders that were to be shipped shortly after June 30, 1997.  The
Company believes the increase in each of these areas to be in line with the
business growth experienced in systems sales during the six months ended June
30, 1997, and the backlog of orders at the end of the quarter.  The cash
utilization was offset by the available cash of $8,082,000 at December 31, 1996
plus short-term borrowings of $1,500,000.

    The Company regularly invests excess funds in short-term securities, such 
as bankers' acceptances, government obligations and variable rate demand 
notes, having maturities up to one year.  Management believes that 
restricting investments to these types of securities maximizes financial 
flexibility and minimizes exposure to interest rate and market risks.  The 
Company utilizes these investments as a source of liquidity, to the extent 
that cash requirements exceed short-term cash receipts.

    The Company maintains a $5,000,000 line of credit that is used from time 
to time to fund short-term cash requirements.  Borrowings of $1,500,000 were 
outstanding under the line as of June 30, 1997.  Subsequent to June 30, 1997, 
the Company entered into a new agreement, which provides a $10,000,000 line 
of credit (see Item 5 herein).

    The Company estimates that the relocation of its headquarters will 
require between $1,000,000 and $2,000,000 in capital expenditures as well as 
$2,000,000 to $3,000,000 in operating expenses for the remainder of 1997.  In 
addition, the Company has committed to constructing a hardware platform 
capable of providing certain of its products on a managed service basis. 
Costs estimated to complete this platform are between $3 and $4 million.  The 
Company intends to fund these capital requirements through a combination of 
operating and financing leases, utilization of its line of credit, and funds 
generated from operations. The Company has no other significant capital 
commitments, and believes that current working capital, and funds from future 
operations will be sufficient to fund the Company's capital requirements for 
at least the next twelve months.

INFLATION

    Inflation has not had a material impact on the Company's results of
operations. Because of the competitive nature of the computer industry, the
costs of parts used in the Company's products have remained relatively stable. 
However, should inflation rise to higher levels, the Company believes that such
inflationary costs would be passed on to customers by both the Company and its
competition.

                                     -12-

<PAGE>

CERTAIN FACTORS TO BE CONSIDERED

    The Company has historically operated with very little backlog.  There 
are no long-term supply agreements with customers and, as a result, revenues 
in any quarter are dependent upon orders that are received and shipped during 
the quarter. Further, a large percentage of any quarter's system shipments 
are recorded in the last month of the quarter.  Consequently, quarterly 
revenues and operating results will depend on the volume and timing of new 
orders received during a quarter, which are difficult to predict.  Failure to 
receive adequate amounts of new orders could adversely affect revenues and 
operating results, and such shortfalls may not be known until very late in 
any quarter.

    The Company faces a number of risks in conducting its international 
business that do not affect its domestic business, including greater 
concentration of business with fewer customers, longer payment cycles, 
greater difficulty in accounts receivable collection and difficulty in 
staffing and managing foreign subsidiary operations.  Installation of the 
Company's products outside  the United States requires that the Company 
conform to local telephone and electrical regulations.  The Company has 
traditionally relied on its suppliers to obtain the necessary registration in 
order for the Company to install products within specific countries.  There 
can be no assurance that these factors will not have an adverse impact on the 
Company's future international sales or operating results.

    The voice processing industry is subject to rapid technological change, 
including continuing improvements in hardware and software performance.  In 
order to maintain its competitive position, the Company must continually 
release new products and develop enhancements and new features for its 
existing products on a timely basis.  There can be no assurance that the 
Company will be successful in developing and marketing, on a timely basis, 
product modifications or enhancements, or new products that respond to 
technological advances by others, or that such new or enhanced products or 
features will adequately and competitively address the needs of the 
marketplace.  Because of the increasing complexity of the Company's products, 
these efforts can be expected to continue to increase in technical 
difficulty.  Moreover, the Company must manage product transitions 
successfully, since announcements or introductions, or the perception that 
such events are likely to occur, by either the Company or its competitors, 
could adversely affect sales of existing products.   In recent months, the 
Company has dedicated much of its engineering capacity to the development of 
a prepaid calling platform to be offered by a large customer on a service 
bureau basis.  The dedication of substantial resources to this project may 
adversely affect the Company's ability to obtain and complete other 
development projects.

    The Company is relocating its corporate headquarters and certain sales 
and marketing functions to Orlando, Florida, and has experienced anticipated 
disruptions in its operations in the process.  It is possible that these 
disruptions could lead to delays in the development or delivery of new 
products and that customer dissatisfaction could result.  In addition, it is 
possible that actual relocation costs will exceed those projected.

    The Company's success is largely dependent upon its ability to attract 
and retain qualified employees, especially technical employees and 
executives. There exists substantial competition for highly qualified 
personnel and there can be no assurance that the Company will be successful 
in hiring and retaining the required personnel.  The Company has experienced 
some attrition in its work force as a result of the relocation of its 
headquarters to Orlando.

    For quality control, ease of development and purchasing efficiencies, the
Company has elected to purchase certain components from one supplier.  Although
the Company has been able to obtain supplies of these components in a timely
manner, the interruption in supply of any of these components could have an
adverse impact on the Company's revenues and operating results.  While the
Company believes that other suppliers could provide required components in the
event of an interruption in supply, a change

                                    -13-

<PAGE>

in suppliers could cause a delay in manufacturing and a possible loss of 
sales, which would adversely affect operating results.

    The Company has periodically received, and may receive in the future, 
communications from third parties asserting patent rights or copyrights on 
certain of the Company's products and product features.  The Company believes 
that its products and other proprietary rights do not infringe the 
proprietary rights of third parties.  There can be no assurance, however, 
that third parties will not assert infringement claims against the Company in 
the future, or that any such claims will not require the Company to enter 
into license arrangements or result in protracted and costly litigation, 
regardless of the merits of such claims.  There also can be no assurance that 
the Company will be able to obtain licenses to disputed third party 
technology or that such licenses, if available, would be available on 
commercially reasonable terms.

    The market for the Company's stock is highly volatile.  Any variance in 
operating results from analysts' expectations or changes in estimated results 
by industry analysts could have an adverse affect on the trading price of the 
Company's common stock in a given period.  Furthermore in recent years the 
market prices of securities of many high technology companies have 
experienced extreme fluctuations, in many cases for reasons unrelated to the 
operating performance of the specific companies. These broad market 
fluctuations may adversely affect the market price of the Company's common 
stock.









                                     -14-


<PAGE>

                         PART II - OTHER INFORMATION

ITEM 1.   LEGAL PROCEEDINGS

    Not applicable.

ITEM 2.  CHANGES IN SECURITIES

    Not applicable.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

    Not applicable.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

    At the Annual Meeting of Stockholders of the Company held on May 13, 1997,
the Company's stockholders:  

    (a) elected the following to serve as Directors of the Company: 

                                   For         Withheld
                                ----------     --------
         Stanley G. Brannan     10,265,884     612,868
         Perry E. Esping        10,259,658     612,868
         C. MacKay Ganson, Jr.  10,259,658     612,868
         David S. Gergacz       10,217,920     612,868
         John F. Kelsey, III    10,259,658     612,868
         Alan C. Maltz          10,046,441     612,868
         Scott A. Maltz         10,106,136     612,868

    (b) approved an amendment to the Company's 1994 Stock Option Plan by a 
        vote of 7,395,565 shares in favor, 1,181,478 shares against, 
        2,225,645 broker non-votes and 21,386 shares abstaining; and

    (c) ratified the appointment of Arthur Andersen LLP to serve as the
        Company's independent public accountants for 1997 by a vote of 
        10,792,768 shares in favor, 21,446 shares against and 
        9,860 shares abstaining.

ITEM 5.  OTHER INFORMATION

    On July 28, 1997, the Company replaced its then existing $5,000,000 bank
line of credit with a $10,000,000 line of credit loan agreement with Barnett
Bank, N.A.   As of August 11, 1997, $7,000,000 was outstanding under the line. 
Advances under the line are due on demand and bear interest at a variable rate,
payable monthly.




                                    -15-

<PAGE>

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

    (a)  Exhibits.
         
         Exhibit 10.1 - First Amendment to Lease dated June 30, 1997, between
         the Company and Heathrow Office Building Corporation.

         Exhibit 10.2 - Sublease dated June 1, 1997 between the Company and
         Olsten Staffing Services, Inc.

         Exhibit 10.3 - Employment Agreement dated February 25, 1997 between
         the Company and Samuel J. Kline.

         Exhibit 10.4 - Employment Agreement dated March 22, 1997 between the
         Company and Christine King.

         Exhibit 10.5 - Employment Agreement dated March 27, 1997 between the
         Company and Brian Klumpp.

         Exhibit 10.6 - Employment Agreement dated June 23, 1997 between the
         Company and Glenn A. Etherington.

         Exhibit 10.7 - Stock Option Agreement dated May 13, 1997 between the
         Company and David S. Gergacz.

         Exhibit 27 - Financial Data Schedule

    (b)  No reports on Form 8-K were filed during the quarter for which this
         report is filed.

                                    -16-


<PAGE>

                                  SIGNATURE


    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.


Dated:   August 12, 1997



                                   BRITE VOICE SYSTEMS, INC.


                                   /s/  Glenn A. Etherington
                                   -------------------------
                                   Glenn A. Etherington
                                   Chief Financial Officer
                                   Duly Authorized Officer on behalf of 
                                     the Registrant




                                   -17-