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): March 9, 1999



                                 S.W. LAM, INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)



             Nevada                      0-22049                 62-1563911
- ---------------------------------  --------------------     --------------------
(State or other jurisdiction       (Commission File No.        (IRS Employer 
of incorporation or organization)                            Identification No.)



             Unit 25-32, 2nd Floor, Block B, Focal Industrial Centre
                       Man Lok Street, Hunghom, Hong Kong
             --------------------------------------------------------
                    (Address of principal executive offices)



                                 (852) 2766 3688
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              (Registrant's telephone number, including area code)



              ---------------------------------------------------- 
              (Former name, former address and formal fiscal year,
                         if changed since last report)




Item 5.  Other Events

     Hang  Fung  Gold  Technology   Limited  ("Hang  Fung  Gold"),  an  indirect
majority-owned   subsidiary  of  S.W.  Lam,  Inc.,  a  Nevada  corporation  (the
"Registrant"),  and a company  incorporated  on  December 4, 1997 as an exempted
company  under the  Companies  Act 1981 of Bermuda,  completed  the  offering of
78,750,000  shares (the "New  Shares") of its capital  stock,  HK$.10 per share,
(the  "Offering")  on March 9, 1999.  The New Shares were offered at HK$0.90 per
share for an aggregate  offering  price of  HK$70,875,000.  After  deducting the
expenses in connection with the Offering, the net proceeds to Hang Fung Gold are
approximately  HK$59,000,000.  Hang Fung Gold is a majority-owned  subsidiary of
Quality Prince Limited ("Quality Prince") which is a wholly-owned  subsidiary of
the Registrant.

     The  Listing  Committee  of the Stock  Exchange of Hong Kong  Limited  (the
"Stock  Exchange")  approved  the listings  of, and  permission  to deal in, (i)
315,000,000  shares,  including the New Shares and 236,250,000 shares which have
been allotted or issued to Quality Prince and  Phenomenal  Limited in connection
with the organization and capitalization of Hang Fung Gold; and (ii) such shares
subject to the Share Option Scheme (defined below). Trading of shares of capital
stock on the Stock Exchange commenced on March 16, 1999.

     The Registrant holds, through Quality Prince, 53.145% of the issued capital
stock of Hang Fung Gold,  whereas Phenomenal Limited holds 21.855% of the issued
capital  stock and the  investing  public holds the  remaining 25% of the issued
capital stock of Hang Fung Gold.

     In addition to the Offering, Hang Fung Gold has also adopted a share option
scheme (the "Share Option Scheme").  Under the Share Option Scheme, the board of
directors of Hang Fung Gold may grant stock options to  directors,  officers and
employees of Hang Fung Gold or its  subsidiaries to purchase such maximum number
of shares equal to 10% of the issued and outstanding  shares of capital stock of
Hang Fung Gold from time to time. The subscription price shall be the greater of
80% of the average per share closing  prices of the shares on the Stock Exchange
for the  five  trading  days  immediately  preceding  the  date of  offer of the
relevant option or HK$.10 per share.



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                                   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.

                                                 S.W. LAM, INC.


Date:  March 16, 1999                         By:/s/  Lam Sai Wing
                                                 ----------------------------
                                                 Lam Sai Wing, President and
                                                 Chief Executive Officer

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