SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                AMENDMENT NO. 1
                                       TO
                                    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 MARCH 31, 1998

              [ ] 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 0-7619

                          POWERSOFT TECHNOLOGIES, INC.
             (Exact name of Registrant as specified in its charter)

           Delaware                                        93-063633  
(State or other jurisdiction of                        (I.R.S. Employer
 corporation or organization)                         Identification No.)

650 West Georgia Street, Suite 1088, Vancouver, British Columbia Canada V6B 4N8
(Address of principal                (Zip Code)
executive offices)

Registrant's telephone number, including area code (604) 685-8318

Heng Fai China Industries, Inc.
(Former name, former address and former fiscal year,
if changed since last report.

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___ No __X__

15,559,542 shares of common stock, $.01 par value, were issued and outstanding
as of March 31, 1998.


<PAGE>

                          POWERSOFT TECHNOLOGIES, INC.

                                    FORM 10-Q

                                     FOR THE

                          QUARTER ENDED MARCH 31, 1998

                                      INDEX

PART I.  FINANCIAL INFORMATION                                              PAGE

Item 1.  Financial Statements .............................................    1

         Condensed Consolidated Balance Sheets as at
         March 31, 1998 and December 31, 1997 .............................    2

         Condensed Consolidated Statements of Operations for the
         three months ended March 31, 1998 and 1997 .......................    3

         Condensed Consolidated Statements of Cash Flows for the
         three months ended March 31, 1998 and 1997 .......................    4

         Condensed Consolidated Statement of Shareholders' Equity for
         the three months ended March 31, 1998 and 1997 ...................    5

         Notes to the Condensed Consolidated Financial Statements .........    6

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

PART II.  OTHER INFORMATION

Item 1.  Legal Proceedings ................................................   14
Item 2.  Changes in Securities ............................................   14
Item 3.  Defaults Upon Senior Securities ..................................   14
Item 4.  Submission of Matters to a Vote of Security Holders ..............   14
Item 5.  Other Information ................................................   14
Item 6.  Exhibits and Reports on Form 8-K .................................   14

Signature Page.............................................................   15


                                       -1-

<PAGE>

                          PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

        The following financial statements of Heng Fai China Industries, Inc.
        (the "Company") are provided herewith:

        (a)  Condensed Consolidated Balance Sheets as at March 31, 1998 and
             December 31, 1997;

        (b)  Condensed Consolidated Statements of Operations for the three
             months ended March 31, 1998 and 1997;

        (c)  Condensed Consolidated Statements of Cash Flows for the three
             months ended March 31, 1998 and 1997;

        (d)  Condensed Consolidated Statement of Stockholders' Equity for the
             three months March 31, 1998 and 1997; and

        (e)  Notes to the Condensed Consolidated Financial Statements.



                                      -1-
<PAGE>

                          Powersoft Technologies, Inc.
                    formerly Heng Fai China Industries, Inc.
                      Condensed Consolidated Balance Sheets
                                   (Unaudited)
                             (United States Dollars

                                     ASSETS
                                                       March 31,    March 31,
                                                         1998          1997
                                                       ---------    ---------
Current assets:
    Cash and cash equivalents                        $    37,066    $    36,173
    Available-for-sale securities (Note 3)             1,277,656      1,507,345
    Accounts receivable, trade, less
      allowance for doubtful
      accounts of $nil                                    28,852          7,521
    Prepaid and other current assets                      23,444         32,153
    Amounts receivable from related parties              385,900         18,950
                                                     -----------    -----------
       Total current assets                            1,752,918      1,602,142

Property, plant and equipment, net                       775,268        785,920
                                                     -----------    -----------
                                                     $ 2,528,186    $ 2,388,062
                                                     ===========    ===========

                 LIABILITIES AND SHAREHOLDERS' (DEFICIT) EQUITY

Current liabilities:
    Current portion of mortgage
       loans payable                                 $   117,743    $   115,251
    Accounts payable                                     113,329        148,948
    Margin loan payable (Note 3)                       3,121,769      3,058,295
    Interest payable                                      37,219         43,319
    Security deposits payable                             12,119         11,190
    Amounts payable to related parties                 1,462,904        904,756
                                                     -----------    -----------
        Total current liabilities                      4,864,993      4,281,759
                                                     -----------    -----------
Long-term liabilities:
    Mortgage loans payable (Note 4)                      830,239        837,966
                                                     -----------    -----------
        Total long-term liabilities                      830,239        837,966
                                                     -----------    -----------
Commitments and contingencies

Shareholders' (deficit) equity:
    Preferred stock, $5 par value, 25,000,000
      shares authorized, unissued
    Common stock, $.01 par value, 30,000,000
      shares authorized; issued and
      outstanding 1998 and 1997: 15,559,542
      shares                                             155,595        155,595
    Contributed surplus                                5,385,296      5,385,296
    Unrealized loss on available-
      for-sale securities (Note 3)                    (2,533,522)    (2,307,267)
    Cumulative exchange adjustments                       (2,774)         1,516
    Accumulated deficit                               (6,171,611)    (5,904,303)
                                                     -----------    -----------
                                                      (3,167,046)    (2,669,163)
    Common stock issued for consulting
      services to be received                                           (62,500)
                                                     -----------    -----------
     Total shareholders'(deficit) equity              (3,167,046)    (2,731,663)
                                                     -----------    -----------
     Total liabilities and shareholders'
       (deficit) equity                              $ 2,528,186    $ 2,388,062
                                                     ===========    ===========

 See the accompanying notes to the Condensed Consolidated Financial Statements.


                                      -2-

<PAGE>

                          Powersoft Technologies, Inc.
                    formerly Heng Fai China Industries, Inc.
                 Condensed Consolidated Statement of Operations
                                   (Unaudited)
                             (United States Dollars

                                                          Three months ended
                                                     ---------------------------
                                                      March 31,       March 31,
                                                        1998            1997
                                                      ---------       ---------
Revenues:
    Rental income                                    $   87,555      $   84,739
    Investment income                                     2,610          78,081
    Other Income                                           --             1,827
                                                     ----------      ----------
       Total revenues                                    90,165         164,647
                                                     ----------      ----------
Expenses:
    Depreciation                                         10,209           8,196
    Legal and professional fees                           1,168           9,547
    Consulting fees                                      62,500          88,000
    Consulting fees paid to a
      related company                                   125,000         125,000
    Interest expense                                     88,881          30,350
    Foreign exchange (gain)
      loss                                                 --            (7,950)
    Land lease                                           19,208          20,080
    Rental real estate
      management fees                                     5,204           4,089
    Salaries                                               --             4,527
    Other operating and
      administrative fees                                45,303         153,525
                                                     ----------      ----------
       Total expenses                                   357,473         435,364
                                                     ----------      ----------
Net loss from continuing
  operations                                           (267,308)       (270,717)
                                                     ----------      ----------
Discontinued operations
  Cangzhou cement                                                        32,559
  Wuhan container                                                        86,011
                                                                     ----------
Net income (loss) from discontinued operations                          118,570
                                                                     ----------
Net loss before minority
  interest                                             (267,308)       (389,287)
Minority interest from
  discontinued operations                                                33,132
                                                     ----------      ----------
Net loss                                               (267,308)       (356,155)
                                                     ==========      ==========
Earnings (loss) per share (basic):
  From continuing operations                         $   (0.017)     $   (0.020)
  Effect of discontinued                          
    operations                                           (0.017)         (0.007)
                                                     ----------      ----------
  Net loss per share                                 $   (0.034)     $   (0.027)
                                                     ==========      ==========
Weighted average number
  of shares of common stock
  outstanding                                        15,559,542      13,120,147
                                                     ==========      ==========

 See the accompanying notes to the Condensed Consolidated Financial Statements.

 
                                     -3-
<PAGE>

                          Powersoft Technologies, Inc.
                    formerly Heng Fai China Industries, Inc.
                 Condensed Consolidated Statement of Cash Flows
                                   (Unaudited)
                             (United States Dollars

                                                        Three months ended
                                                    -------------------------
                                                    March 31,       March 31,
                                                      1998             1997
                                                    ---------       ---------
Cash flows from operating activities
  Net loss                                         $(267,308)     $   (356,155)
  Adjustments to reconcile net loss                               
  to net cash used in operating activities:                     
    Minority interest                                   --             (33,132)
    Depreciation and amortization                     10,209            40,372
    Consulting fee paid in common stock               62,500            88,000
  Changes in working capital components:                        
    Accounts receivable                              (21,331)       (2,291,372)
    Inventories                                         --           1,900,859
    Prepaid and other current assets                   8,709           (59,154)
    Amounts receivable from related parties         (366,950)          (94,921)
    Value added taxes recoverable                                     (198,132) 
    Prepaid rental                                                       7,229  
    Accounts payable and accrued expenses            (35,709)          125,982
    Bills payable                                                      (80,723) 
    Accrued interest                                  (6,100)            3,123
    Security deposits payable                            929            25,167
    Amounts due to related parties                   558,148              (809)
    Exchange difference                                 (443)         (554,764)
                                                   ---------      ------------
    Net cash used in operating activities            (57,346)       (1,478,430)
                                                   ---------      ------------
Cash flows from investing activities:                           
  Purchase of available-for-sale securities                         (2,710,936)
  Proceeds from sale of available-for-sale                    
    securities                                                       1,291,805
  Purchases of property, plant and                            
    equipment                                                            6,211
                                                   ---------      ------------
    Net cash used in investing activities                           (1,425,342)
                                                   ---------      ------------
Cash flow from financing activities:                            
  Common stock issued for cash                                       1,020,000
  Increase in short-term borrowings                                    659,341
  Increase in margin loan payable                     63,474        11,842,704
  Margin loan repaid                                               (10,591,959)
  Mortgage loan repaid                                (5,235)           (4,947)
                                                   ---------      ------------
    Net cash provided by (used in) financing                    
      activities                                      58,239         2,925,139
                                                   ---------      ------------
Net increase in cash and                                        
  cash equivalents                                       893            21,367
Cash and cash equivalents, beginning of                         
  the period                                          36,173           170,259
                                                   ---------      ------------
Cash and cash equivalents, end of the period       $  37,066      $    191,626
                                                   =========      ============
Analysis of the balance of cash and                             
  cash equivalents                                              
    Bank balances and cash                         $  37,066      $    191,626
                                                   =========      ============
                                                              
 See the accompanying notes to the Condensed Consolidated Financial Statements.
                                      
   
                                       -4-
<PAGE>

                          Powersoft Technologies, Inc.
                    formerly Heng Fai China Industries, Inc.
            Condensed Consolidated Statement of Shareholders' Equity
                                   (Unaudited)
                             (United States Dollars

                                                        Three months ended
                                                    ---------------------------
                                                    March 31,         March 31,
                                                      1998              1997
                                                   -----------       ---------- 
Balance, January 1                                 $(2,731,663)      $   3,370
                                                   -----------       ----------
Comprehensive income (loss):

  Net loss                                            (267,308)        (356,155)

  Reversal of expense for common stock issued
    for services                                        62,500           88,000

  Change in cummulative exchange 
    adjustment                                          (4,290)            --

  Change in net unrealized loss                       (226,285)        (112,111)
                                                   -----------       ----------
    Comprehensive income (loss)                       (435,383)        (380,266)
                                                   -----------       ----------
Proceeds from private placement                                       1,020,000
                                                   -----------       ----------
Balance, June 30, 1998                             $(3,167,046)      $  643,104
                                                   ===========       ==========

 See the accompanying notes to the Condensed Consolidated Financial Statements.

   
                                       -5-
<PAGE>

                          Powersoft Technologies, Inc.
                    formerly Heng Fai China Industries, Inc.
       Notes to Condensed Consolidated Financial StatementsMarch 31, 1998

                                   (Unaudited)

1.  BASIS OF PRESENTATION

The  condensed  consolidated  financial  statements  include the accounts of the
Company and its wholly owned subsidiaries.  The condensed consolidated financial
statements  included  herein have been prepared by the Company,  without  audit,
pursuant to the rules and regulations of the Securities and Exchange Commission.
Certain  information  and footnote  disclosures  normally  included in financial
statements prepared in accordance with generally accepted accounting  principles
have been condensed or omitted pursuant to such rules and regulations,  although
the Company  believes that the  disclosures are adequate to make the information
presented not misleading.  The condensed  consolidated  financial statements and
the notes thereto should be read in conjunction with the consolidated  financial
statements  included in the  Company's  Annual  Report on Form 10-K for the year
ended  December 31, 1997. In the opinion of the  management of the Company,  the
accompanying  condensed  consolidated financial statements contain all necessary
adjustments to present fairly the financial position,  the results of operations
and cash flows for the periods reported.  All adjustments are a normal recurring
nature.

The results of operations for the  three-month  periods ended March 31, 1998 and
March 31, 1997, are not necessarily indicative of the results to be expected for
the full year.

The condensed  statements of operations for the  three-month  period ended March
31, 1997, have been reclassified to conform to the 1998 presentation.

2.  CONTINUING OPERATIONS

These  condensed  consolidated  financial  statements  have been prepared on the
going  concern  basis of  accounting  which assumes the Company will realize its
assets and  discharge  its  liabilities  in the normal  course of business.  The
Company is currently operating at a loss and has minimal in net tangible assets.
Should the Company be unable to  continue as a going  concern it may be required
to  realize  its assets and  settle  its  liabilities  at amounts  substantially
different from the current carrying values.

The  Company's  ability to continue as a going concern is dependent on continued
financial support from its principal shareholder,  Fai H. Chan, who has signed a
letter of financial support to the Company.


                                      -6-
<PAGE>

                          Powersoft Technologies, Inc.
                    formerly Heng Fai China Industries, Inc.
       Notes to Condensed Consolidated Financial StatementsMarch 31, 1998

                                   (Unaudited)

3.  AVAILABLE-FOR-SALE SECURITIES

The cost and approximate market value of investment securities were as follows:

                                                   March 31,       December 31,
                                                     1998              1997
                                                   ---------       ------------
Corporate equity securities (a):
    Cost                                         $ 3,811,208        $ 3,814,612
    Less gross unrealized losses                  (2,533,552)        (2,307,267)
                                                 -----------        -----------
    Estimated fair value                         $ 1,277,656        $ 1,507,345
                                                 ===========        ===========
    Carrying value  (c)                          $ 1,277,656        $ 1,507,345
                                                 ===========        ===========
Margin loan payable (b)                          $ 3,121,769        $ 3,058,295
                                                 ===========        ===========

        (a) Included in the above securities are 48,535,276  shares at March 31,
        1998, and December 31, 1997, representing 3.9 percent of the outstanding
        common stock of Heng Fung Holdings Company Limited ("Heng Fung").  These
        securities  were  acquired  in 1997 at a cost  of  $3,811,208  and had a
        carrying  value of  $1,277,656  at March 31,  1998,  and  $1,507,345  at
        December 31, 1997. Fai H. Chan and Robert Trapp, directors of Heng Fung,
        are also officers, directors and/or shareholders of the Company.

        The  investment  securities  held by the  Company are not subject to any
        contractual or statutory  resale  restrictions  and any portion of these
        securities  can be  reasonably  expected  to qualify for sale within one
        year.

        (b) All  investments  are  pledged to secure the  Company's  margin loan
        payable.  The loan is payable on demand and bears  interest at Hong Kong
        best lending rate (10% at March 31, 1998) plus 3.5% per annum.

        (c) At  October  31,  1998,  the market  value of the  available-or-sale
        securities  held by the  Company at the balance  sheet date  amounted to
        approximately $450,000.

4.  MORTGAGE LOANS PAYABLE:

The mortgage  loan which  matured and became  payable  June 15,  1998,  has been
extended for an additional five year period.


                                      -7-
<PAGE>

                          Powersoft Technologies, Inc.

                    formerly Heng Fai China Industries, inc.

                                 March 31, 1998

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

The  following  discussion  should  be read in  conjunction  with the  Condensed
Consolidated  Financial Statements of the Company and the related notes thereto,
and  other  financial   information   that  is  included   elsewhere  herein  or
incorporated by reference.

Introduction

The Company  was  originally  incorporated  in 1958 and until June 1994 had been
engaged in business other than those it presently operates.

The Company owns an apartment building in North Vancouver, British Columbia, and
until June 1995 the Company's  operations were comprised of that single segment.
In 1995 and 1996, the Company,  through various  subsidiaries,  acquired certain
interests  in the People's  republic of China  ("PRC"),  including  (i) Min You,
which has an option to lease a  production  line in Cangzhou  Factory for cement
manufacturing; (ii) a 70% interest in Wuhan, a PRC container manufacturer; (iii)
an interest in the duck contract  pursuant to which the Company  operated a duck
farm in PRC; and (iv) an option to form Heng Li in order to develop a commercial
building in Zhangjiagang PRC.

During  the  fourth  quarter  of  1997,  the  Company  determined  that it would
discontinue substantially all of its operations in PRC. The divestiture included
(i) the transfer of 81% of the Company's  interest in Min You; (ii) effecting an
agreement  to reverse the  acquisition  of a 70%  interest  in Wuhan;  (iii) the
termination of the duck contract; and (iv) the termination of the option to form
Heng Li and cancel the respective joint venture agreement.

Presently the Company  retains a 19% interest in Min You, with a full  provision
for the permanent  dimunition in value, its sole PRC operation,  and 100% of the
outstanding stock of Vancouver Hong Kong.


                                      -8-
<PAGE>

Results of Continuing Operations

The three  months  ended March 31, 1998 as  compared to the three  months  ended
March 31, 1997

There were no significant  changes in the revenues and expenses  attributable to
the operation of Vancouver  Hong Kong's real estate between the first quarter of
fiscal 1998 and the first quarter of fiscal 1997.

Investment  income decreased from $78,081 in 1997 to $2,610 in 1998. The Company
has not engaged in investment  activity during the quarter ended March 31, 1998.
This is  because of the  uncertainty  related  to the  international  securities
markets. Investment income in 1998 consists of interest income.

Consulting  expense  decreased from an aggregate of $213,000 in 1997 to $187,500
in  1998.  This is due to the  Company's  reduced  use of  consulting  services.
Interest  expense  increased  from  $30,350 for the three months ended March 31,
1997 to $89,032  for the same  period in 1998.  This is due to the  increase  in
margin loans payable.  The outstanding  balance of margin loans payable amounted
to  $3,121,769   and   $1,739,938  at  March  31,  1998,  and  March  31,  1997,
respectively. Other expenses decreased from $153,525 in 1997 to $45,303 in 1998.
The  decrease  is due to reduced  professional  fees and  financial,  travel and
miscellaneous expenses. The Company experienced no foreign exchange loss for the
three  months  ended March 31, 1998 as  compared to a foreign  exchange  gain of
$7,950 for the three months ended March 31, 1997.

The Company's net loss from continuing operations for the period ended March 31,
1998 was $267,308, a change of $3,409 compared to a net loss of $270,717 for the
corresponding  period  in  1997.  The net  decrease  in the net loss was the net
result of (i) a reduction  in  investment  income;  (ii)  reduced  expenses  for
overhead and  consultants;  (iii) an decrease in  professional  fees included in
other  operating  and  administrative  expenses;  and  (iv)  increased  interest
expense.

Results of Continuing Operations

The three  months  ended March 31, 1997 as  compared to the three  months  ended
March 31, 1996

There were no significant  changes in the revenues and expenses  attributable to
the operation of Vancouver  Hong Kong's real estate between the first quarter of
fiscal 1997 and fiscal 1996.

Investment  income  increased  to $78,081 in 1997.  There was no  investment  in
income for the same period in 1996.

The  consulting  arrangements  that  caused an expense of  $845,051 in the three
months ended March 31, 1996 did not recur in 1997. Consulting fees declined from
$845,051  to $213,000  in 1997.  Other  operating  and  administrative  expenses
increased in the three  months ended March 31, 1997 to $142,340  from $53,166 in
the same period of 1996. The increase is due primarily to increased professional
fees.


                                      -9-
<PAGE>

Interest  expense  amounted to $30,350 and  $21,998 for the three  months  ended
March 31, 1997 and 1996, respectfully.

The Company's net loss from continuing operations for the period ended March 31,
1997 was $270,717,  a change of $619,281  compared to a net loss of $889,998 for
the  corresponding  period  in 1996.  The  decrease  in the net loss was the net
result of (i) an increase in investment income; (ii) a reduction in expenses for
overhead and  consultants;  (iii) an increase in  professional  fees included in
other  operating  and  administrative  expenses;  and  (iv)  increased  interest
expense.

Results of Discontinued Operations

Inflation

The general inflation rate in China was approximately 15%, 8% and 3%per annum in
1995, 1996 and 1997, respectively. In recent years, the PRC Government has taken
steps to control inflation by means of credit restrictions, increase in interest
rates and open  market  operations,  which in turn,  lead to a  slowdown  of the
Chinese economy.  The austerity measures  implemented by the PRC Government have
continued  to affect the  operations  of Min You and Wuhan  Container.  Although
there was a sign of easing in such austerity measures,  both turnover and profit
margin of Min You and Wuhan Container were still severely affected.

The three  months  ended March 31, 1998 as  compared to the three  months  ended
March 31, 1997

There has been no activity in the discontinued operations in 1998.

The three  months  ended March 31, 1997 as  compared to the three  months  ended
March 31, 1996

The cement  operation of Min You Cement Company Limited  commenced in the second
half of 1995.  Cement  sales  decreased  from  US$84,158 in 1996 to US$42,163 in
1997.  At the same time the cost of cement  sales  decreased  from  US$76,531 to
$42,163 in 1997.

Wuhan  container  experienced  a  sales  of  $2,037,158  and  cost of  sales  of
$1,736,449 for the three months ended March 31, 1998.  There was no activity for
the corresponding period in 1997.

Both  operations  operated at less than full capacity  because of the impacts of
the austerity measures noted above.

Liquidity and Capital Resources

The net cash used in operating activities cash flows for the three months period
ended March 31, 1998 amounted to $57,346. This is primarily due to the operating
losses  experienced.  The Company met its working capital  requirements from the
proceeds of margin  loans,  described  below and the  collection of amounts from
related parties.

During  the  three  months  ended  March  31,  1998,  the  Company  did not make
additional cash investments in securities or facilities.


                                      -10-
<PAGE>

The net cash provided by financing  activities amounted to $58,239 for the three
months ended March 31, 1998.  This is due  primarily to the  increases in margin
loans.

The net cash used in  operating  activities  for the three  months  period ended
March 31, 1997 amounted to  $1,478,430.  This was primarily due to the operating
losses experienced,  increases in receivables from the container segment and the
payment of amounts  that were  payable to related  parties.  The Company met its
working  capital  requirements  from the  proceeds  of bank  borrowings  and the
issuance of common shares.

The net cash used in investing activities amounted to US$1,425,342 for the three
months ended March 31, 1997. This is primarily due to the use of cash to pay for
the purchase of investments.

The net cash provided by financing  activities  amounted to US$2,925,139 for the
three months ended March 31,  1997.  This is due to the  increases in short term
borrowings and margin loans and the issuance of common shares.

As  discussed  in  the  1997  annual  report  at  Note  2 of  the  Notes  to the
Consolidated   Financial   Statements,   the  Company's  recurring  losses  from
operations and minimal net tangible  assets raise  substantial  doubts as to its
ability to continue as a going concern.  However, the principal  shareholder has
committed to continue providing financial support.


                                      -11-
<PAGE>

Exchange Rate Risk

At present,  the Company's revenues and expenses are denominated in U.S. dollars
and Hong Kong dollars and Canadian dollars.  In view of the exchange rate pegged
between Hong Kong dollars and U.S.  dollars,  the Company's Hong Kong operations
are not subject to any direct  exposure from the  fluctuation  of U.S.  dollars.
Also, the Company's  disposal of its operations in PRC in 1997 nearly eliminates
its exposure to exchange  rate risk with the PRC  Renminbi.  The Renminbi is the
currency of the PRC.  The  Company is exposed to exchange  rate risk in its real
estate  operations in Canada.  The Company's real estate activity  transactions,
including  long-term debt are payable in Canadian  dollars.  The Canadian dollar
has  declined  in its  relation to the U.S.  dollar to $1.42 from  approximately
$1.36 in 1996.

The Company is not involved in any hedging activities in foreign currencies.

New accounting standards not yet adopted

In February 1998,  the FASB issued SFAS No. 132,  Employers'  Disclosures  about
Pensions  and  Other  Postretirement   Benefits,  which  amends  the  disclosure
requirements  for pensions and other  postretirement  benefits.  Adoption of the
standard  will  not  significantly  change  the  Company's  financial  statement
disclosures.

During April 1998, the AICPA  Accounting  Standards  Executive  Committee issued
Statement of Position  98-5,  "Reporting  on the Costs of Start-up  Activities".
Generally the Statement requires that the costs of start-up  activities shall be
expensed as incurred,  and that upon initial  adoption an  adjustment to reflect
the  cumulative  effect of a change in accounting  principle  shall be recorded.
This statement will be effective for periods  beginning after December 15, 1998,
with earlier application permitted.

In June 1998,  the  Financial  Accounting  Standards  Board issued  Statement of
Financial Accounting  Standards 133, "Accounting for Derivative  Instruments and
Hedging  Activities."  This  statement  establishes   accounting  and  reporting
standards  for  derivative  instruments.  It requires an entity to recognize all
derivatives  as either  assets or  liabilities  in the  statement  of  financial
position  and  measure  those  instruments  at fair  value.  This  statement  is
effective  for fiscal  years  beginning  after  June 15,  1999,  although  early
adoption is permitted.

The Company  believes that the effects of adopting  these  standards will not be
material to the Company's financial position or results of operations.


                                      -12-
<PAGE>

Regional economic developments

Several countries in Asia have recently experienced significant adverse economic
developments including substantial exchange rate fluctuations, inflation, social
unrest,  increased  interest rates,  reduced  economic  growth rates,  corporate
bankruptcies,  declines in the market value of shares listed on stock exchanges,
emergency   loan   agreements   with  the   International   Monetary   Fund  and
government-imposed  austerity  measures.  To date, neither the PRC nor Hong Kong
has experienced these  developments to the same extent as many other major Asian
countries.  However,  there can be no assurance that these economic developments
in other  countries  will not  adversely  affect the  economy of the PRC or Hong
Kong, or that similar adverse economic developments will not occur in the PRC or
Hong  Kong in the  future,  which  could  have a  material  adverse  effect on a
Company's financial condition or results of operations.

The year 2000

The Year 2000 Issue is the result of computer  programs  being written using two
digits rather than four digits to define the applicable year.  Computer programs
that have  sensitive  software may  recognize a date using "00" as the year 1900
rather  than  the  year  2000.   This  could  result  in  a  system  failure  or
miscalculations  causing  disruptions  of  operations,  including,  among  other
things, a temporary inability to process  transactions,  send invoices or engage
in similar normal business  activities.  Based on a recent internal  assessment,
the Company does not anticipate that the cost of any needed  modifications  will
have a material effect on results of operations.

There can be no  assurance,  however,  that should the Year 2000 Issue  become a
problem, that such problem will be resolved successfully and in a timely fashion
or that any failure or delay by the Company or any third parties which  interact
with the  Company in  achieving  Year 2000  compliance  will not have an adverse
effect on its operations.


                                      -13-
<PAGE>

                           PART II. OTHER INFORMATION

Item 1.  Legal Proceedings

         None

Item 2.  Changes in Securities

         None

Item 3.  Defaults in Senior Securities

         None

Item 4.  Submission of Matters to a Vote of Security Holders

         On March 23, 1998, a majority of the  Company's  shareholders  voted by
written  unanimous consent to change the name of the Company from Heng Fai China
Industries, Inc. to Powersoft Technologies, Inc.

Item 5.  Other Information

         None

Item 6.  Exhibits and Reports on Form 8-K

         None


                                      -14-
<PAGE>

                                   SIGNATURES

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

                                            POWERSOFT TECHNOLOGIES, INC.

Dated:  January 29, 1999                    By:   /s/Robert H. Trapp
                                                   -------------------------
                                                   Robert H. Trapp
                                                   Secretary and Treasurer


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