SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20549

                                 FORM 10-QSB

          [X]           QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
                   OF THE SECURITIES EXCHANGE ACT OF 1934

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

               For the quarterly period ended:  April 30, 2000

                      Commission file number 000-29189

                            J S J CAPITAL II INC.
           (Exact name of registrant as specified in its charter)

Nevada                                                 84-1522580
(State or other jurisdiction of                  (I.R.S. Employer
incorporation or organization)                Identification No.)

1850 E. Flamingo Rd #111
Las Vegas, Nevada                                           89119
(Address of principal executive offices                (zip code)

                               (702) 866-5843
            (Registrant's telephone number, including area code)

Indicate  by check mark whether the registrant (1) filed all reports required
to  be  filed by Section 13 or 15(d) of the Securities Exchange Act  of  1934
during the last 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   X       No

Indicate the number of shares outstanding of each of the issuer's classes  of
common equity, as of the latest practicable date.

          Class                                   Outstanding at
                                                  April 30, 2000

Common Stock, par value $0.0001                    672,000
<PAGE>
<TABLE>

                        ITEM 1.  FINANCIAL STATEMENTS

                            J S J CAPITAL II INC
                        (A Development Stage Company)

                                BALANCE SHEET
                               April 30, 2000
                                 (Unaudited)

                                   ASSETS
                                                       April
                                                      3, 2000

                                                   -------------
<S>                                                <C>
CURRENT ASSETS
  Cash                                                 $        0
                                                    -------------
     TOTAL CURRENT ASSETS                              $        0
                                                    -------------
OTHER ASSETS                                           $        0
                                                    -------------
     TOTAL OTHER ASSETS                                $        0
                                                    -------------
     TOTAL ASSETS                                      $        0
                                                      ===========
</TABLE>
  The accompanying notes are an integral part of these financial statements
<PAGE>
<TABLE>

                            J S J CAPITAL II INC
                        (A Development Stage Company)

                                BALANCE SHEET
                               April 30, 2000
                                 (Unaudited)

                    LIABILITIES AND STOCKHOLDERS' EQUITY

                                                       April
                                                      30, 2000

                                                   -------------
<S>                                                <C>
  TOTAL CURRENT LIABILITIES                           $         0
                                                      -----------
STOCKHOLDERS' EQUITY

     Common stock, par value $.0001
     Authorized 50,000,000 shares
     issued and outstanding at
     April 30, 2000-672,000 shares                  $           67

     Additional paid in Capital                               233

     Deficit accumulated during
     the development stage                                  (300)
                                                      -----------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY                                  $         0
                                                        =========
</TABLE>
  The accompanying notes are an integral part of these financial statements

<PAGE>
<TABLE>
                            J S J CAPITAL II INC
                        (A Development Stage Company)

                           STATEMENT OF OPERATIONS
                               April 30, 2000
                                 (Unaudited)


                                                      October 6,
                                                         1999
                                          April      (INCEPTION)
                                         30, 2000         to
                                                      April 30,
                                                         2000
                                       -----------   -----------
<S>                                    <C>           <C>
INCOME
     Revenue                            $         0   $         0
                                        -----------   -----------
EXPENSES
     General and
     Administrative                     $       300   $       300
                                        -----------   -----------
   Total Expenses                       $        300  $       300
                                        -----------   -----------
Net Loss                                $      (300)  $     (300)

Net Profit
or Loss(-)
Per weighted
Share (Note #1)                           $   (.00)   $     (.00)
                                          =========     =========
Weighted average
Number of common
shares outstanding                          672,000       672,000
                                          =========     =========
</TABLE>

  The accompanying notes are an integral part of these financial statements
<PAGE>
<TABLE>
                            J S J CAPITAL II INC
                        (A Development Stage Company)

                      STATEMENT OF STOCKHOLDERS' EQUITY
                               April 30, 2000
                                 (Unaudited)

                                                Additional    Accumulated
                           Common Stock           paid-in       Deficit
                         Shares       Amount      capital
                    -------------- ------------- ---------  -------------
<S>                 <C>            <C>          <C>         <C>
Balance,
October 31, 1999           672,000         67 $        233      $    (300)

Net loss three
months ended
April 30, 2000                   0          0            0           (300)
                    -------------- ----------- ------------   -------------
Balance,
April 30, 2000             672,000         67   $      233      $    (300)
                         =========    =======     ========        ========

</TABLE>

  The accompanying notes are an integral part of these financial statements
<PAGE>
<TABLE>
                            J S J CAPITAL II INC
                        (A Development Stage Company)

                           STATEMENT OF CASH FLOWS
                               April 30, 2000
                                 (Unaudited)

                                                      October 6,
                                                         1999
                                          April       (INCEPTION)
                                         30, 2000         To
                                                       April 30,
                                                         2000

                                       ------------  ------------
Cash Flows from Operating Activities:
<S>                                    <C>           <C>
  Net Loss from Operations              $      (300)   $    (300)
                                      -------------- ------------

Net cash used in operating activities  $       (300)   $    (300)
                                       ------------- ------------

Cash Flows from Financing Activities:

    Common Stock for Cash                        300          300
                                      -------------- ------------
Net cash provided by financing                   300          300
activities
                                      -------------- ------------

Net Increase in Cash                               0            0

Cash, Beginning of Period                          0            0
                                      -------------- ------------
Cash, End of Period                    $          0    $        0
                                           =========    =========
</TABLE>

  The accompanying notes are an integral part of these financial statements
<PAGE>

                             J S J CAPITAL II INC
                        (A Development Stage Company)

                        NOTES TO FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

HISTORY

     J.S.J.  Capital II Inc. (the Company), a development stage company,  was
organized  under  the laws of the State of Nevada on October  6,  1999.   The
Company  is  in  the  development stage as defined  in  Financial  Accounting
Standards Board Statement No. 7. The fiscal year end is October 31, 2000.

GOING CONCERN

     The Company's financial statements have been presented on the basis that
it  is a going concern, which contemplates the realization of assets and  the
satisfaction of liabilities in the normal course of business.  The Company is
in  the development stage and has not earned any revenues from operations  to
date.

     The  Company  is  currently  devoting its  efforts  to  locating  merger
candidates. The Company's ability to continue as a going concern is dependent
upon  its  ability  to  develop additional sources  of  capital,  locate  and
complete  a  merger with another company, and ultimately, achieve  profitable
operations.  The  accompanying  financial  statements  do  not  include   any
adjustments that might result from the outcome of these uncertainties.

INCOME TAXES

     The  Company  uses the liability method of accounting for  income  taxes
pursuant  to Statement of Financial Accounting Standards No. 109. Under  this
method, deferred income taxes are recorded to reflect the tax consequences in
future years of temporary differences between the tax basis of the assets and
liabilities and their financial amounts at year-end.

     For  federal  income tax purposes, substantially all  expenses  must  be
deferred  until the Company commences business and then they may  be  written
off  over a 60-month period.  Therefore,  $300 of net losses incurred in  the
period  from  October 6, 1999  (inception) to April 30,  2000  has  not  been
deducted for tax purposes and represent a deferred tax asset.  The Company is
providing a valuation allowance in the full amount of the deferred tax  asset
since  there is no assurance of future taxable income.  Tax-deductible losses
can be carried forward for 20 years until utilized.

EARNINGS (LOSS) PER COMMON SHARE

     During  1997  the  Financial  Accounting Standard  Board  (FASB)  issued
Statement  of Financial Accounting Standards No. 128,  "Earnings  per  Share"
(SFAS  128).  SFAS 128 replaced the calculation of primary and fully  diluted
earnings per share with basic and diluted earnings per share.  Basic earnings
(loss)  per common share are computed based upon the weighted average  number
of  common shares outstanding during the period.  Diluted earnings per  share
consists of the weighted average number of common shares outstanding plus the
dilutive effects of options and warrants calculated using the treasury  stock
method.   In loss periods, dilutive common equivalent shares are excluded  as
the effect would be anti-dilutive.
<PAGE>
                            J S J CAPITAL II INC
                     (FORMERLY TITANIC LAS VEGAS, INC.)
                        (A Development Stage Company)

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

USE OF ESTIMATES IN THE PREPARATION OF FINANCIAL STATEMENTS

     The  preparation  of financial statements in conformity  with  generally
accepted  accounting  principles requires management to  make  estimates  and
assumptions  that affect the reported amounts of assets and liabilities,  the
disclosure of contingent assets and liabilities at the date of the  financial
statements  and  the  reported amounts of revenues and  expenses  during  the
reporting  periods.  Actual results could differ  from  those  estimates  and
assumptions.
<PAGE>

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
          RESULTS OF OPERATIONS

     The Company has registered its common stock on a Form 10-SB registration
statement  filed  pursuant  to  the Securities  Exchange  Act  of  1934  (the
"Exchange  Act")  and  Rule  12(g)  thereof.   The  Company  files  with  the
Securities  and Exchange Commission periodic and episodic reports under  Rule
13(a)  of  the Exchange Act, including quarterly reports on Form  10-QSB  and
annual  reports Form 10-KSB.  As a reporting company under the Exchange  Act,
the Company may register additional securities on Form S-8 (provided that  it
is  then  in compliance with the reporting requirements of the Exchange  Act)
and on Form S-3 (provided that is has during the prior 12 month period timely
filed  all reports required under the Exchange Act), and its class of  common
stock  registered under the Exchange Act may be traded in the  United  States
securities  markets  provided that the Company is  then  in  compliance  with
applicable  laws,  rules  and  regulations,  including  compliance  with  its
reporting requirements under the Exchange Act.

     We are currently seeking to engage in a merger with or acquisition of an
unidentified foreign or domestic company which desires to become a  reporting
("public")  company whose securities are qualified for trading in the  United
States  secondary market.  We meet the definition of a "blank check"  company
contained in Section (7)(b)(3) of the Securities Act of 1933, as amended.  We
have  been  in the developmental stage since inception and have no operations
to date.  Other than issuing shares to our original stockholders, we have not
commenced any operational activities.

     We  will  not  acquire  or merge with any entity  which  cannot  provide
audited  financial statements at or within a reasonable period of time  after
closing  of  the proposed transaction.  We are subject to all  the  reporting
requirements included in the Exchange Act.  Included in these requirements is
our  duty to file audited financial statements as part of our Form 8-K to  be
filed  with  the  Securities and Exchange Commission upon consummation  of  a
merger  or acquisition, as well as our audited financial statements  included
in  our  annual  report  on Form 10-K (or 10-KSB, as  applicable).   If  such
audited  financial statements are not available at closing,  or  within  time
parameters  necessary to insure our compliance with the requirements  of  the
Exchange Act, or if the audited financial statements provided do not  conform
to the representations made by the target business, the closing documents may
provide  that the proposed transaction will be voidable at the discretion  of
our present management.

     We will not restrict our search for any specific kind of businesses, but
may  acquire  a  business which is in its preliminary or  development  stage,
which  is  already in operation, or in essentially any stage of its  business
life. It is impossible to predict at this time the status of any business  in
which  we  may  become  engaged,  in that such  business  may  need  to  seek
additional  capital, may desire to have its shares publicly  traded,  or  may
seek other perceived advantages which we may offer.

     A  business combination with a target business will normally involve the
transfer to the target business of the majority of our common stock, and  the
substitution  by  the  target business of its own  management  and  board  of
directors.

     We have, and will continue to have, no capital with which to provide the
owners  of  business  opportunities with any cash or other  assets.  However,
management believes we will be able to offer owners of acquisition candidates
the  opportunity to acquire a controlling ownership interest  in  a  publicly
registered company without incurring the cost and time required to conduct an
initial  public offering.  Our officer and director has not conducted  market
research  and  is  not  aware of statistical data to  support  the  perceived
benefits  of a merger or acquisition transaction for the owners of a business
opportunity.
<PAGE>
     Our  Officer and Director has agreed that he will advance any additional
funds  which  we need for operating capital and for costs in connection  with
searching for or completing an acquisition or merger. Such advances  will  be
made without expectation of repayment unless the owners of the business which
we  acquire  or merge with agree to repay all or a portion of such  advances.
There  is no minimum or maximum amount the Officer and Director will  advance
to  us.   We  will not borrow any funds for the purpose of repaying  advances
made  by such Officer and Director, and we will not borrow any funds to  make
any payments to our promoters, management or their affiliates or associates.

     The  Board of Directors has passed a resolution which contains a  policy
that  we will not seek an acquisition or merger with any entity in which  our
officer,  director,  stockholder or his affiliates  or  associates  serve  as
officer or director or hold more than a 10% ownership interest.

COMPUTER SYSTEMS REDESIGNED FOR YEAR 2000

     Many  existing computer programs use only two digits to identify a  year
in  such  program's date field.  These programs were designed  and  developed
without  consideration of the impact of the change in century for which  four
digits  will  be  required to accurately report the date.  If not  corrected,
many  computer  applications could fail or create  erroneous  results  by  or
following the year 2000 ("Year 2000 Problem").  Many of the computer programs
containing  such  date  language problems have  not  been  corrected  by  the
companies or governments operating such programs.  The Company does not  have
operations and does not maintain computer systems.  However, it is impossible
to  predict  what  computer programs will be effected, the  impact  any  such
computer disruption will have on other industries or commerce or the severity
or duration of a computer disruption.

     Before the Company enters into any business combination, it will inquire
as  to  the status of any target company's Year 2000 Problem, the steps  such
target  company has taken to correct any such problem and the probable impact
on  such target company of any computer disruption.  However, there can be no
assurance that the Company will not combine with a target company that has an
uncorrected  Year 2000 Problem or that any such Year 2000 Problem corrections
are  sufficient.  The extent of the Year 2000 Problem of a target company may
be  impossible  to ascertain and its impact on the Company is  impossible  to
predict.

PART II -- OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

     There  are  no legal proceedings against the Company and the Company  is
unaware of such proceedings contemplated against it.

ITEM 2.  CHANGES IN SECURITIES

     On  May  11, 2000. Anthony N. DeMint purchased all of the 672,000 shares
of  J.S.J. Capital II, Inc. issued and outstanding Common Stock from  of  the
Company's stockholders for total consideration of $175,000.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

     Not applicable.
<PAGE>
ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     Not applicable.

ITEM 5.  OTHER INFORMATION

     On  May  12,  2000 J.S.J. Capital II, Inc. accepted the resignations  of
Jeff  P.  Ploen, James W. Toot and Lawrence Deitler as Officers and Directors
and  Anthony N. DeMint became Sole Director, President, Secretary,  Treasurer
and the only stockholder of record.


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

     (a)  Exhibits

     There were no exhibits filed by the Company during the quarter.

     (b)  Reports on Form 8-K

     There were no reports on Form 8-K filed by the Company during the
     quarter.

<PAGE>
                                 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 thereunto duly authorized.


                         J S J CAPITAL II INC


                         By:_/s/ Anthony N. DeMint________
                              Anthony N. DeMint, President


Dated:    June 21, 2000