<PAGE>

 
As filed with the Securities and Exchange Commission on February 13, 1997
                                                    Registration No. 333-       
--------------------------------------------------------------------------------

--------------------------------------------------------------------------------


                          SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C. 20549
                                    --------------

                                       FORM S-8
                                REGISTRATION STATEMENT
                                        UNDER
                              THE SECURITIES ACT OF 1933

                               ACTIVE VOICE CORPORATION
                (Exact name of registrant as specified in its charter)
<TABLE>
<CAPTION>

<S>                               <C>                           <C>

            Washington                       3661                          91-1235111       
(State or Other Jurisdiction of   (Primary Standard Industrial  (I.R.S. Employer Identification No.) 
Incorporation or Organization)    Classification Code Number)              

</TABLE>

                             2901 Third Avenue, Suite 500
                            Seattle, Washington 98121-9800
                                    (206) 441-4700

            (Address, including zip code, and telephone number, including
               area code, of registrant's principal executive offices)

                                    --------------

                               Active Voice Corporation
                                1996 Stock Option Plan
                                           
                                    --------------

                        Jose S. David, Chief Financial Officer
                             2901 Third Avenue, Suite 500
                            Seattle, Washington 98121-9800
                                    (206) 441-4700

              (Name, address, including zip code, and telephone number,
                      including area code, of agent for service)

                                    --------------


                           CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>

--------------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------
Title of Each Class of       Amount to be        Proposed Maximum                   Amount of 
Securities to Be Registered   Registered (1)     Aggregate Offering Price (2)       Registration Fee
--------------------------------------------------------------------------------------------------------
<S>                           <C>                <C>                                <C>
Common Stock                  230,000 shares     $3,220,000                         $976
--------------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------
</TABLE>

(1) Plus (i) an indeterminate number of shares of Common Stock that may become
    issuable under the Plan as a result of the adjustment provisions therein,
    and (ii) if any interests in the Plan constitute separate securities
    required to be registered under the Securities Act of 1933, then, pursuant
    to Rule 416(c), an indeterminate amount of such interests to be offered or
    sold pursuant to the Plan.

(2) Computed pursuant to Rules 457(c) and 457(h) based on an offering price of
    $14.00 per share (the average of the high and low sales prices reported by
    the Nasdaq Stock Market on February 7, 1997) for the shares issuable upon
    exercise of options granted or to be granted under the Plan.

<PAGE>

                                       PART II

                      INFORMATION NOT REQUIRED IN THE PROSPECTUS


ITEM 3.  INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE

    The following documents are incorporated in this Registration Statement by
reference:

         1.   The Registrant's Annual Report on Form 10-K for its fiscal
    year ended March 31, 1996, filed by the Registrant with the Securities
    and Exchange Commission pursuant to the Securities Exchange Act of
    1934, as amended (the "Exchange Act");

         2.   All other reports filed by the Registrant with the
    Securities and Exchange Commission pursuant to Section 13(a) or 15(d)
    of the Exchange Act since March 31, 1996; and

         3.   The description of the Registrant's Common Stock set forth
    in the Registration Statement on Form 8-A filed by the Registrant with
    the Securities and Exchange Commission on November 4, 1993, under
    Section 12(g) of the Exchange Act.

    All documents filed by the Registrant with the Securities and Exchange
Commission after the date of this Registration Statement pursuant to
Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act, before the filing of a
post-effective amendment that indicates that all securities offered pursuant to
this Registration Statement have been sold or that deregisters all securities
then remaining unsold, shall also be deemed to be incorporated by reference in
this Registration Statement and to be part hereof from the respective dates of
filing of such documents.

    Any statement incorporated by reference herein shall be deemed to be
modified or superseded for purposes of this Registration Statement to the extent
that a statement contained herein or in any other subsequently filed document
that also is or is deemed to be incorporated by reference herein modifies or
supersedes such statement. Any statement so modified or superseded shall not be
deemed, except as so modified or superseded, to constitute a part of this
Registration Statement.


ITEM 4.  DESCRIPTION OF SECURITIES

    Not required.


ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

    None.


                                        II-1

<PAGE>


ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS

    Sections 23B.08.500 through 23B.08.600 of the Washington Business 
Corporation Act authorize a court to award, or a corporation's board of 
directors to grant, indemnification to directors and officers on terms 
sufficiently broad to permit indemnification under certain circumstances for 
liabilities arising under the Securities Act of 1933, as amended. Section 5.5 
of the Registrant's Restated Articles of Incorporation and Article 10 of the 
Registrant's Restated Bylaws provide for indemnification of the Registrant's 
directors, officers, employees and agents to the maximum extent permitted by 
Washington law. The directors and officers of the Registrant also may be 
indemnified against liability they may incur for serving in that capacity 
pursuant to one or more liability insurance policies maintained by the 
Registrant for such purpose. The Registrant currently maintains a policy of 
directors' and officers' liability insurance with an aggregate coverage limit 
of $1 million.

    Section 23B.08.320 of the Washington Business Corporation Act authorizes a
corporation to limit a director's liability to the corporation or its
shareholders for monetary damages for acts or omissions as a director, except in
certain circumstances involving intentional misconduct, self-dealing or illegal
corporate loans or distributions, or any transaction from which the director
personally receives a benefit in money, property or services to which the
director is not legally entitled. Section 5.5 of the Registrant's Restated
Articles of Incorporation contains provisions implementing, to the fullest
extent permitted by Washington law, such limitations on a director's liability
to the Registrant and its shareholders.


ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED

    Not applicable.


ITEM 8.  EXHIBITS 


     EXHIBIT
     NUMBER   DESCRIPTION

    5         Opinion of Graham & James LLP
    23.1      Consent of Graham & James LLP
    23.2      Consent of Ernst & Young LLP, Independent Auditors
    24        Powers of Attorney
    99.1      Active Voice Corporation 1996 Stock Option Plan
    99.2      Form of Stock Option Agreement

                                         II-2

<PAGE>


ITEM 9.  UNDERTAKINGS

    (a)  The undersigned Registrant hereby undertakes:

         (1)  To file, during any period in which offers or sales are being
    made, a post-effective amendment to this Registration Statement;

              (i)  To include any prospectus required by Section 10(a)(3) of
         the Securities Act of 1933;

              (ii) To reflect in the prospectus any facts or events
         arising after the effective date of the Registration Statement
         (or the most recent post-effective amendment thereof) that,
         individually or in the aggregate, represent a fundamental change
         in the information set forth in the Registration Statement; and

              (iii) To include any material information with respect
         to the plan of distribution not previously disclosed in the
         Registration Statement or any material change to such information
         in the Registration Statement; 

    PROVIDED, HOWEVER, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if
    the information required to be included in a post-effective amendment by
    those paragraphs is contained in periodic reports filed by the Registrant
    pursuant to Section 13 or 15(d) of the Exchange Act that are incorporated
    by reference in the Registration Statement.

         (2)  That, for the purpose of determining any liability under the
    Securities Act of 1933, each such post-effective amendment shall be deemed
    to be a new Registration Statement relating to the securities offered
    therein, and the offering of the securities at that time shall be deemed to
    be the initial BONA FIDE offering thereof.

         (3)  To remove from registration by means of a post-effective
    amendment any of the securities being registered that remain unsold at the
    termination of the offering.

    (b)  The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
Registrant's annual report pursuant to Section 13(a) or 15(d) of the Exchange
Act that is incorporated by reference in the Registration Statement shall be
deemed to be a new Registration Statement relating to the securities offered
therein, and the offering of such securities at that time shall be deemed to be
the initial BONA FIDE offering thereof.

    (c)  Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the Registrant pursuant to the foregoing provisions, or otherwise,
the Registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Securities Act of 1933 and is, therefore, unenforceable. If a claim for
indemnification against such liabilities (other than the payment by the
Registrant of expenses incurred or paid by a director, officer or controlling
person of the Registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the Registrant will, unless, in
the opinion of its counsel, the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question of whether
such indemnification by it is against public policy as expressed in the
Securities Act of 1933 and will be governed by the final adjudication of such
issue.

                                         II-3

<PAGE>

                                      SIGNATURES

    Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe it meets all the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Seattle, State of Washington, on February 13, 1997.


                                       ACTIVE VOICE CORPORATION


                                    By /s/ Jose S. David
                                       ----------------------------------
                                       Jose S. David
                                       Chief Financial Officer


                                  POWER OF ATTORNEY

    Each person whose signature appears below hereby constitutes and appoints
Robert L. Richmond and Jose S. David, and each of them severally, such person's
true and lawful attorneys-in-fact and agents, with full power to act without the
other and with full power of substitution and resubstitution, to execute in the
name and on behalf of such person, individually and in each capacity stated
below, any and all amendments and post-effective amendments to this Registration
Statement, any and all supplements hereto, and any and all other instruments
necessary or incidental in connection herewith, and to file the same with the
Securities and Exchange Commission. 

    Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the dates indicated below.



        SIGNATURE                      TITLE                    DATE

                             
/s/ Robert L. Richmond       Chairman of the Board and
-------------------------    Chief Executive               February 13, 1997
Robert L. Richmond           Officer (Principal 
                             Executive Officer)  

/s/ Robert C. Greco          Vice President--Product  
-------------------------    Development, Secretary,       February 13, 1997
Robert C. Greco              Treasurer and Director


/s/ Jose S. David            Chief Financial Officer
-------------------------    (Principal Financial and
Jose S. David                Accounting Officer)           February 13, 1997


/s/ Tom A. Alberg
-------------------------    Director                      February 13, 1997
Tom A. Alberg


/s/ Harold H. Kawaguchi
-------------------------    Director                      February 13, 1997
Harold H. Kawaguchi


                                      II-4

<PAGE>

                                    EXHIBIT INDEX


EXHIBIT
NUMBER   DESCRIPTION


5        Opinion of Graham & James LLP
23.1     Consent of Graham & James LLP (included in Exhibit 5)
23.2     Consent of Ernst & Young LLP, Independent Auditors
24       Powers of Attorney (included on signature page)
99.1     Active Voice Corporation 1996 Stock Option Plan
99.2     Form of Stock Option Agreement
[{"type": "S-8", "sequence": "1", "description": "S-8", "secsgml_size_bytes": 14986}]
{"company-data": {"conformed-name": "ACTIVE VOICE CORP", "cik": "0000869554", "assigned-sic": "3661", "irs-number": "911235111", "state-of-incorporation": "WA", "fiscal-year-end": "0331"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-21739", "film-number": "97530913"}, "business-address": {"street1": "2901 THIRD AVE", "street2": "STE 500", "city": "SEATTLE", "state": "WA", "zip": "98121-9800", "phone": "2064414700"}, "mail-address": {"street1": "2901 THIRD AVE", "street2": "SUITE 500", "city": "SEATTLE", "state": "WA", "zip": "98121"}}
As filed with the Securities and Exchange Commission on February 13, 1997
                                                    Registration No. 333-       
--------------------------------------------------------------------------------

--------------------------------------------------------------------------------

                          SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C. 20549
                                    --------------

                                       FORM S-8
                                REGISTRATION STATEMENT
                                        UNDER
                              THE SECURITIES ACT OF 1933

                               ACTIVE VOICE CORPORATION
                (Exact name of registrant as specified in its charter)
Washington                       3661                          91-1235111       
(State or Other Jurisdiction of   (Primary Standard Industrial  (I.R.S. Employer Identification No.) 
Incorporation or Organization)    Classification Code Number)
2901 Third Avenue, Suite 500
                            Seattle, Washington 98121-9800
                                    (206) 441-4700

            (Address, including zip code, and telephone number, including
               area code, of registrant's principal executive offices)

                                    --------------

                               Active Voice Corporation
                                1996 Stock Option Plan
                                           
                                    --------------

                        Jose S. David, Chief Financial Officer
                             2901 Third Avenue, Suite 500
                            Seattle, Washington 98121-9800
                                    (206) 441-4700

              (Name, address, including zip code, and telephone number,
                      including area code, of agent for service)

                                    --------------

                           CALCULATION OF REGISTRATION FEE
--------------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------
Title of Each Class of       Amount to be        Proposed Maximum                   Amount of 
Securities to Be Registered   Registered (1)     Aggregate Offering Price (2)       Registration Fee
--------------------------------------------------------------------------------------------------------
Common Stock                  230,000 shares     $3,220,000                         $976
--------------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------
(1) Plus (i) an indeterminate number of shares of Common Stock that may become
    issuable under the Plan as a result of the adjustment provisions therein,
    and (ii) if any interests in the Plan constitute separate securities
    required to be registered under the Securities Act of 1933, then, pursuant
    to Rule 416(c), an indeterminate amount of such interests to be offered or
    sold pursuant to the Plan.

(2) Computed pursuant to Rules 457(c) and 457(h) based on an offering price of
    $14.00 per share (the average of the high and low sales prices reported by
    the Nasdaq Stock Market on February 7, 1997) for the shares issuable upon
    exercise of options granted or to be granted under the Plan.
PART II

                      INFORMATION NOT REQUIRED IN THE PROSPECTUS

ITEM 3.  INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE

    The following documents are incorporated in this Registration Statement by
reference:

         1.   The Registrant's Annual Report on Form 10-K for its fiscal
    year ended March 31, 1996, filed by the Registrant with the Securities
    and Exchange Commission pursuant to the Securities Exchange Act of
    1934, as amended (the "Exchange Act");

         2.   All other reports filed by the Registrant with the
    Securities and Exchange Commission pursuant to Section 13(a) or 15(d)
    of the Exchange Act since March 31, 1996; and

         3.   The description of the Registrant's Common Stock set forth
    in the Registration Statement on Form 8-A filed by the Registrant with
    the Securities and Exchange Commission on November 4, 1993, under
    Section 12(g) of the Exchange Act.

    All documents filed by the Registrant with the Securities and Exchange
Commission after the date of this Registration Statement pursuant to
Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act, before the filing of a
post-effective amendment that indicates that all securities offered pursuant to
this Registration Statement have been sold or that deregisters all securities
then remaining unsold, shall also be deemed to be incorporated by reference in
this Registration Statement and to be part hereof from the respective dates of
filing of such documents.

    Any statement incorporated by reference herein shall be deemed to be
modified or superseded for purposes of this Registration Statement to the extent
that a statement contained herein or in any other subsequently filed document
that also is or is deemed to be incorporated by reference herein modifies or
supersedes such statement. Any statement so modified or superseded shall not be
deemed, except as so modified or superseded, to constitute a part of this
Registration Statement.

ITEM 4.  DESCRIPTION OF SECURITIES

    Not required.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

    None.

                                        II-1
ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS

    Sections 23B.08.500 through 23B.08.600 of the Washington Business 
Corporation Act authorize a court to award, or a corporation's board of 
directors to grant, indemnification to directors and officers on terms 
sufficiently broad to permit indemnification under certain circumstances for 
liabilities arising under the Securities Act of 1933, as amended. Section 5.5 
of the Registrant's Restated Articles of Incorporation and Article 10 of the 
Registrant's Restated Bylaws provide for indemnification of the Registrant's 
directors, officers, employees and agents to the maximum extent permitted by 
Washington law. The directors and officers of the Registrant also may be 
indemnified against liability they may incur for serving in that capacity 
pursuant to one or more liability insurance policies maintained by the 
Registrant for such purpose. The Registrant currently maintains a policy of 
directors' and officers' liability insurance with an aggregate coverage limit 
of $1 million.

    Section 23B.08.320 of the Washington Business Corporation Act authorizes a
corporation to limit a director's liability to the corporation or its
shareholders for monetary damages for acts or omissions as a director, except in
certain circumstances involving intentional misconduct, self-dealing or illegal
corporate loans or distributions, or any transaction from which the director
personally receives a benefit in money, property or services to which the
director is not legally entitled. Section 5.5 of the Registrant's Restated
Articles of Incorporation contains provisions implementing, to the fullest
extent permitted by Washington law, such limitations on a director's liability
to the Registrant and its shareholders.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED

    Not applicable.

ITEM 8.  EXHIBITS 

     EXHIBIT
     NUMBER   DESCRIPTION

    5         Opinion of Graham & James LLP
    23.1      Consent of Graham & James LLP
    23.2      Consent of Ernst & Young LLP, Independent Auditors
    24        Powers of Attorney
    99.1      Active Voice Corporation 1996 Stock Option Plan
    99.2      Form of Stock Option Agreement

                                         II-2
ITEM 9.  UNDERTAKINGS

    (a)  The undersigned Registrant hereby undertakes:

         (1)  To file, during any period in which offers or sales are being
    made, a post-effective amendment to this Registration Statement;

              (i)  To include any prospectus required by Section 10(a)(3) of
         the Securities Act of 1933;

              (ii) To reflect in the prospectus any facts or events
         arising after the effective date of the Registration Statement
         (or the most recent post-effective amendment thereof) that,
         individually or in the aggregate, represent a fundamental change
         in the information set forth in the Registration Statement; and

              (iii) To include any material information with respect
         to the plan of distribution not previously disclosed in the
         Registration Statement or any material change to such information
         in the Registration Statement; 

    PROVIDED, HOWEVER, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if
    the information required to be included in a post-effective amendment by
    those paragraphs is contained in periodic reports filed by the Registrant
    pursuant to Section 13 or 15(d) of the Exchange Act that are incorporated
    by reference in the Registration Statement.

         (2)  That, for the purpose of determining any liability under the
    Securities Act of 1933, each such post-effective amendment shall be deemed
    to be a new Registration Statement relating to the securities offered
    therein, and the offering of the securities at that time shall be deemed to
    be the initial BONA FIDE offering thereof.

         (3)  To remove from registration by means of a post-effective
    amendment any of the securities being registered that remain unsold at the
    termination of the offering.

    (b)  The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
Registrant's annual report pursuant to Section 13(a) or 15(d) of the Exchange
Act that is incorporated by reference in the Registration Statement shall be
deemed to be a new Registration Statement relating to the securities offered
therein, and the offering of such securities at that time shall be deemed to be
the initial BONA FIDE offering thereof.

    (c)  Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the Registrant pursuant to the foregoing provisions, or otherwise,
the Registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Securities Act of 1933 and is, therefore, unenforceable. If a claim for
indemnification against such liabilities (other than the payment by the
Registrant of expenses incurred or paid by a director, officer or controlling
person of the Registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the Registrant will, unless, in
the opinion of its counsel, the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question of whether
such indemnification by it is against public policy as expressed in the
Securities Act of 1933 and will be governed by the final adjudication of such
issue.

                                         II-3
SIGNATURES

    Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe it meets all the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Seattle, State of Washington, on February 13, 1997.

                                       ACTIVE VOICE CORPORATION

                                    By /s/ Jose S. David
                                       ----------------------------------
                                       Jose S. David
                                       Chief Financial Officer

                                  POWER OF ATTORNEY

    Each person whose signature appears below hereby constitutes and appoints
Robert L. Richmond and Jose S. David, and each of them severally, such person's
true and lawful attorneys-in-fact and agents, with full power to act without the
other and with full power of substitution and resubstitution, to execute in the
name and on behalf of such person, individually and in each capacity stated
below, any and all amendments and post-effective amendments to this Registration
Statement, any and all supplements hereto, and any and all other instruments
necessary or incidental in connection herewith, and to file the same with the
Securities and Exchange Commission. 

    Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the dates indicated below.

        SIGNATURE                      TITLE                    DATE

                             
/s/ Robert L. Richmond       Chairman of the Board and
-------------------------    Chief Executive               February 13, 1997
Robert L. Richmond           Officer (Principal 
                             Executive Officer)  

/s/ Robert C. Greco          Vice President--Product  
-------------------------    Development, Secretary,       February 13, 1997
Robert C. Greco              Treasurer and Director

/s/ Jose S. David            Chief Financial Officer
-------------------------    (Principal Financial and
Jose S. David                Accounting Officer)           February 13, 1997

/s/ Tom A. Alberg
-------------------------    Director                      February 13, 1997
Tom A. Alberg

/s/ Harold H. Kawaguchi
-------------------------    Director                      February 13, 1997
Harold H. Kawaguchi

                                      II-4
EXHIBIT INDEX

EXHIBIT
NUMBER   DESCRIPTION

5        Opinion of Graham & James LLP
23.1     Consent of Graham & James LLP (included in Exhibit 5)
23.2     Consent of Ernst & Young LLP, Independent Auditors
24       Powers of Attorney (included on signature page)
99.1     Active Voice Corporation 1996 Stock Option Plan
99.2     Form of Stock Option Agreement