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                           SECURITIES AND EXCHANGE COMMISSION
                                 WASHINGTON, D.C. 20549

                                        FORM 8-K

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

            DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED APRIL 26, 2002)

                                      HEARTSOFT, INC.
                 (Exact name of registrant as specified in its charter)


          DELAWARE                    033-23138-D               87-0456766
          --------                    -----------               ----------
       (State or other                (Commission             (I.R.S. Employer
        jurisdiction                  File Number)           Identification No.)
      of incorporation)


                 3101 NORTH HEMLOCK CIRCLE, BROKEN ARROW, OKLAHOMA 74012
                        (Address of principal executive offices)

            Registrant's telephone number, including area code (918) 362-3600


ITEM 1. CHANGES IN CONTROL OF REGISTRANT.

None.


ITEM 2. DISPOSITION OF ASSETS.

As of and prior to April 25, 2002, Selective Factors, LLC, an Oklahoma limited
liability company, possessed a perfected security interest in the tangible and
intangible assets of Heartsoft, Inc. secured by a debt of $939,506 plus accrued
interest.

On April 26, 2002, Selective Factors, after public disclosure of the
anticipated foreclosure and disposition of the company's assets, conducted a
sale of said assets to the highest qualified bidder at public sale. The assets
were sold as a group and in bulk.

No other qualified bids were submitted at the public sale, and as a result,
Selective Factors purchased the assets of the Company by bidding an aggregate
of $500,000.

Prior to the sale and disposition of the assets of the Company, Selective
Factors had no relationship to the company, affiliates, or its officers and
directors.


ITEM 3. BANKRUPTCY OR RECEIVERSHIP.

None.


ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.

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None.


ITEM 5. OTHER EVENTS

Pursuant to rules as to the use of Form 10-QSB, the company inadvertently
failed to obtain review and approval of its financial statements for the
quarter ending March 31, 2002, by its Certifying Accountant. Due to the
substantially reduced business activities of the Company during the quarter
ending March 31, 2002, the Company believes that no material dispute of facts
exists in the unaudited financials statements for the quarter ending March 31,
2002.


ITEM 6. RESIGNATION OF REGISTRANT'S DIRECTORS.

Effective immediately, Directors Kathleen M. Hurley and Jimmy L. Butler have
resigned from the Board of Directors of the Company. No further information is
available regarding their resignations.


SIGNATURES

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 hereunto duly authorized.


                                  HEARTSOFT, INC.
                                  ---------------
                                   (Registrant)


    HEARTSOFT SOFTWARE COMPANY    /s/ BENJAMIN P. SHELL
                                  ------------------------------
                                  (SIGNATURE)
                                  CHAIRMAN OF THE BOARD, PRESIDENT AND
                                  CHIEF EXECUTIVE OFFICER