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Securities and Exchange Commission
Washington, D.C. 20549
Form 8-K/A
Current Report
(Amendment No. 1)
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
February 26, 1998
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Date of Report (Date of earliest event reported)
The Titan Corporation
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(Exact name of registrant as specified in its charter)
Delaware 001-06035 95-2588754
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(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation) File Number) Identification No.)
3033 Science Park Road
San Diego, California 92121-1199
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(Address of principal executive offices)
619-552-9500
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(Registrant's telephone number, including area code)
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The undersigned hereby amends Item 7 of its Current Report on Form 8-K filed
with the Commission on March 10, 1998 to read as follows:
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED.
(i) Audited financial statements of DBA at June 30, 1997 and
1996, and for each of the years in the three-year period
ended June 30, 1997, with an audit report by Deloitte &
Touche LLP, are incorporated by reference to pages F-29
through F-45 of Registrant's Registration Statement on Form
S-4 (No. 333-45719) (the "DBA Registration Statement").
(ii) Unaudited interim financial statements of DBA at December 31,
1997 and for the six month periods ended December 31, 1996
and 1997 are incorporated by reference to DBA's Form 10-Q
for the quarter ended December 31, 1997.
(b) PRO FORMA FINANCIAL INFORMATION
(i) The pro forma financial information at September 30, 1997,
for each of the years in the three-year period ended
December 31, 1996 and for the nine-month periods ended
September 30, 1997 and 1996 is incorporated by reference to
the Unaudited Pro Forma Combined Condensed Financial
Information at pages 65 through 71 of the DBA Registration
Statement.
(ii) The pro forma financial information at December 31, 1997,
and for each of the years in the three-year period ended
December 31, 1997 is incorporated by reference to the Audited
Consolidated Financial Statements of The Titan Corporation and
subsidiaries on pages F-2 through F-20 of the Registrant's
Registration Statement on Form S-4 (No. 333-47633)
(c) EXHIBITS
23.1 Consent of Arthur Andersen LLP, Independent Public Accountants.
23.2 Consent of Deloitte & Touche LLP, Independent Auditors.
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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 thereunto duly authorized.
The Titan Corporation
Dated: March 10, 1998 By: /s/ Gene W. Ray
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Gene W. Ray
Chief Executive Officer and President
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INDEX TO EXHIBITS
23.1 Consent of Arthur Andersen LLP, Independent Public Accountants.
23.2 Consent of Deloitte & Touche LLP, Independent Auditors.
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EXHIBIT 23.1
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the incorporation by
reference in this Form 8-K/A of our report dated February 27, 1998 included
in Registration Statement File No. 333-47633.
ARTHUR ANDERSEN LLP
San Diego, California
March 10, 1998
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EXHIBIT 23.2
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in this Current Report on Form
8-K/A of The Titan Corporation of our report on DBA Systems, Inc. for the
year ended June 30, 1997, dated August 20, 1997, appearing in the
Registration Statement on Form S-4 (No. 333-45719) of The Titan Corporation.
DELOITTE & TOUCHE LLP
Orlando, Florida
March 9, 1998
