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                            STOCK OPTION AGREEMENT


     THIS AGREEMENT is entered into this 13th day of May, 1997, by and between
David S. Gergacz ("Gergacz") and Brite Voice Systems, Inc. ("Brite");

     WHEREAS, Gergacz and Brite have heretofore entered into an Employment
Agreement dated December 2, 1996; and

     WHEREAS, the Employment Agreement contains, among other things, a grant of
options to purchase shares of common stock of Brite in favor of Gergacz; and

     WHEREAS, due to adverse price movements in Brite's common stock since the
date of such option grant, the incentive intended to be provided to Gergacz by
the options has been substantially diminished; and

     WHEREAS, it is deemed necessary and appropriate and in Brite's best
interests to provide significant incentives to Gergacz as Brite's President and
Chief Executive Officer;

     NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto agree as
follows:

     1.   NEW OPTION GRANT.

          1.1  OPTION GRANT.  Brite hereby grants Gergacz non-statutory stock
     options ("Options") to purchase 300,000 shares of its no par value common
     stock (the "Stock") at the option exercise price of $8.50 per share, being
     the fair market value of the Stock as of the close of business on the date
     hereof.

          1.2  VESTING OF OPTIONS.  Subject to such further limitations and
     qualifications as are provided herein, the Options shall be exercisable as
     follows:

               a.   150,000 shares on December 2, 1998; and

               b.   150,000 shares on December 2, 1999.

          Upon termination of Gergacz's employment, Gergacz shall have the
     right to exercise the Options at any time within ninety (90) days after
     such termination of employment, to the extent his right to exercise such
     Options had accrued pursuant to Section 1.2 and had not previously been
     exercised at the date of such termination.  Upon a Change in Control, all
     previously unexercised Options shall become immediately exercisable and
     shall be canceled ninety (90) days thereafter.

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          1.3  METHOD OF EXERCISE.  Each option shall be exercised by written
     notice, directed to the Chief Financial Officer of Brite at Brite's
     principal place of business and accompanied by a check in payment of the
     exercise price for the number of shares of Stock being purchased.  Brite
     shall make immediate delivery of the Stock to be acquired upon such
     exercise, provided that, if any law or regulation requires Brite to take
     any action with respect to the Stock specified in such notice or for the
     issuance thereof, the date of delivery of such Stock shall be extended for
     the period necessary to take such action.

          1.4  TERMINATION OF OPTIONS.  Except as herein otherwise stated, each
     Option, to the extent not previously exercised, shall terminate on
     December 2, 2006.
     
          1.5  RECAPITALIZATION.

               a.   Subject to any required action by the stockholders, the
          number of shares of Stock covered by each outstanding Option, and the
          price per share of each such Option, shall be proportionately
          adjusted for any increase or decrease in the number of issued shares
          of Stock of Brite resulting from a subdivision or consolidation of
          shares or the payment of a stock dividend (but only on the Stock) or
          any increase or decrease in the number of such shares effected
          without receipt of consideration by Brite.

               b.   Subject to any required action by the stockholders, if
          Brite shall be the surviving corporation in any merger or
          consolidation, each outstanding Option shall pertain to and apply to
          the securities to which a holder of the number of shares of Stock
          subject to the Option would have been entitled.

               c.   In the event of a change in the Stock as presently
          constituted, which is limited to a change of all if its authorized
          shares with par value into the same number of shares with a different
          par value or without par value, the shares resulting from any such
          change shall be deemed to be the Stock.

               d.   To the extent that the foregoing adjustments relate to
          stock or securities of Brite, such adjustments shall be made by the
          Board, whose determination in such respect shall be final, binding
          and conclusive.

               e.   Except as hereinbefore expressly provided, Gergacz shall
          have no rights by reason of any subdivision or consolidation of
          shares of stock of any class or the payment of any stock dividend or
          any other increase or decrease in the number of shares of stock of
          any class or by reason of any dissolution, liquidation, merger of
          consolidation or spin-off of assets or stock of another corporation,
          and any issue by Brite of shares of stock of any class, or securities
          convertible into shares of stock of any class, shall not effect, and
          no adjustment by reason thereof shall be made with respect to, the
          number or price of shares of Stock subject to an Option.

          1.6  RIGHTS PRIOR TO EXERCISE OF OPTION.  The Options are
     nontransferable by Gergacz, and during his lifetime are exercisable only
     by him; provided, however, in the event of the death of Gergacz, the
     Options may pass to his executor or administrator or any person who shall
     acquire the Options directly from Gergacz or his estate by bequest or
     inheritance.  Gergacz shall not have any rights as a stockholder with
     respect to any 

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     shares covered by the Options until the date of the issuance of a stock 
     certificate to him for such shares.  No adjustment shall be made for 
     dividends (ordinary or extraordinary, whether in cash, securities or 
     other property) or distributions or other rights for which the record 
     date is prior to the date such stock certificate is issued, except as 
     provided in Section 1.5 hereof.

          1.7  INVESTMENT PURPOSE.  The Options are granted on the condition
     that any purchase of Stock thereunder shall be for investment purposes,
     and not with a view to resale or distribution, except that in the event
     the Stock subject to the Options is registered under the Securities Act of
     1933, as amended, or in the event a resale of such Stock without such
     registration would otherwise be permissible, such condition shall be
     inoperative if, in the opinion of counsel for Brite, such condition is not
     required under the Securities Act of 1933 or any other applicable law,
     regulation, or rule of any governmental agency.

     2.   SURRENDER OF OPTIONS.  In consideration of the grant of options
provided for in Section 1.1 hereof, Gergacz surrenders to Brite options
covering 150,000 share of Stock vesting on December 2, 1998 and options
covering 150,000 shares of Stock vesting on December 2, 1999, such options
being described in subsections c and d of section 3.2 of the Employment
Agreement.  Otherwise, to the extent not amended specifically by the terms of
this Agreement, the Employment Agreement between Gergacz and Brite shall remain
in full force and effect.

     3.   GOVERNING LAW.  This Agreement is executed pursuant to and shall be
governed by the laws of the State of Kansas.

     4.   BINDING EFFECT.  Subject to all restrictions provided for herein and
by applicable law relating to assignment and transfer of job options provided
for herein, this agreement shall be binding upon and inure to the benefit of
the parties hereto and their respective heirs, executors, administrators,
successors and assigns.

     5.   ENTIRE AGREEMENT.  This Agreement constitutes the entire agreement
between the parties and supersedes all prior understandings, agreements,
written or oral, with respect to the subject matter hereof.  Neither this
Agreement nor any term hereof may be amended, waived, discharged or terminated
except by written instruments signed by the parties.

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     IN WITNESS WHEREOF, the parties have executed this Agreement on and
effective as of the date first set forth above.


     Brite Voice Systems, Inc.


By:  /s/ Stanley G. Brannan                  /s/ David S. Gergacz
      ---------------------------            -----------------------
      Stanley G. Brannan                     David S. Gergacz
      Chairman of the Board



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