UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
The Titan Corporation
(Name of Issuer)
Common Stock
Title of Class of Securities
888266103
(CUSIP Number)
Mr. Jack D. Witt
120 South Newport Dr.
Napa, CA 94559
(707) 256-3380
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 30, 1997
(Date of Event which Requires filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the following
box [_].
Check the following box if a fee is being paid with the statement [ ]. (A
fee is not required only if the reporting person: (1) has a previous statement
on file reporting beneficial ownership of more than five percent of the class
of securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are
to be sent.
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter disclosure
provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
<PAGE>
SCHEDULE 13D
CUSIP No. 888266103 Page 2 of 6 Pages
________________________________________________________________________
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
1 Mr. Jack D. Witt Social Security Number: ###-##-####
________________________________________________________________________
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
________________________________________________________________________
SEC USE ONLY
3
________________________________________________________________________
SOURCE OF FUNDS*
4 OO
________________________________________________________________________
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e)
5 [_]
________________________________________________________________________
CITIZENSHIP OR PLACE OF ORGANIZATION
6 United States
________________________________________________________________________
NUMBER OF SOLE VOTING POWER
7 1,195,417
SHARES ________________________________________________
SHARED VOTING POWER
BENEFICIALLY 8 0
________________________________________________
OWNED BY SOLE DISPOSITIVE POWER
9 1,195,417
EACH ________________________________________________
SHARED DISPOSITIVE POWER
PERSON 10 0
WITH
________________________________________________________________________
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11 1,195,417
________________________________________________________________________
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12 [_]
________________________________________________________________________
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13 7.28%
________________________________________________________________________
TYPE OF REPORTING PERSON*
14 IN
________________________________________________________________________
<PAGE>
Amendment No. 1 to Statement on Schedule 13D
This amended statement on Schedule 13D relates to the Common Stock, $.01
par value per share (the "Shares"), of The Titan Corporation (the
"Company"). Items 2 and 5 of this statement, previously filed by Mr.
Jack D. Witt (the "Reporting Person"), are hereby amended as set forth
below.
Item 2. Identity and Background.
------------------------
Name: Jack D. Witt
Address: 120 South Newport Dr.
Napa, California 94559
Principal Occupation: Consultant
Citizenship: U.S.
Mr. Witt has not, during the past five years, been convicted in a
criminal proceeding (excluding traffic violations or similar
misdemeanors). Nor has Mr. Witt, during the last five years, been
subject to a judgment, decree or final order enjoining future violations
of, or prohibiting or mandating activities subject to, federal or state
securities laws or finding any violation with respect to such laws.
Item 5. Interest in Securities of the Issuer.
-------------------------------------
Mr. Witt is the sole beneficial owner of 1,195,417 shares of Titan
Common Stock, which includes 333,333 shares of Titan Common Stock which
Mr. Witt may acquire through conversion of the 500,000 shares of Titan
Series B Preferred Stock also owned by Mr. Witt. Such shares of Series
B Preferred Stock are convertible into 333,333 shares of Titan Common
Stock from November 24, 1996 through November 24, 1997. Mr. Witt has
sole voting and investment power with respect to all such shares;
provided, however, that pursuant to a Stockholder's Agreement entered
into between Witt and Titan in connection with the Acquisition, Witt has
agreed for a period of two years to vote all shares of Titan Common
Stock and Series B Preferred Stock in proportion to the vote of the
other outstanding voting securities of Titan in respect of each proposal
submitted for a stockholder vote.
During the last 60 days Mr. Witt has disposed of 173,500 shares of Titan
Common Stock through open market transactions on the New York Stock
Exchange. The following table sets forth all transactions Mr. Witt has
conducted during the last 60 days.
<PAGE>
<TABLE>
<CAPTION>
Date Activity Quantity
<S> <C> <C>
6/2/97 Sale 20,000
6/3/97 Sale 16,500
6/5/97 Sale 14,500
6/5/97 Sale 3,500
6/6/97 Sale 18,000
6/6/97 Sale 2,000
6/10/97 Sale 20,000
6/11/97 Sale 11,500
6/17/97 Sale 20,000
6/18/97 Sale 20,000
6/19/97 Sale 7,500
6/25/97 Sale 2,700
6/26/97 Sale 6,400
6/26/97 Sale 1,000
6/27/97 Sale 7,500
6/30/97 Sale 2,400
Total 173,500
</TABLE>
SIGNATURE
----------
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true,
complete and correct.
Dated: July 25, 1997
By: /s/
-----------------------
Jack D. Witt
