EXHIBIT (a)(32)

                           DATRON SYSTEMS INCORPORATED

                       AMENDMENT TO 1985 STOCK OPTION PLAN

         THIS AMENDMENT is made as of June 24, 2001 by DATRON SYSTEMS
INCORPORATED, a Delaware corporation (the "COMPANY").

         WHEREAS, the Section 11 of the Company's 1985 Stock Option Plan (the
"Plan") provides that the Company's Board of Directors may amend the Plan;

         WHEREAS, subsection 6.1.2 of the Plan provides that new option rights
may be substituted for options granted under the Plan in connection with, among
other things, an acquisition or separation in which the Company is involved and
which the administrator determines, in its absolute discretion, would materially
alter the structure of the Company or its ownership; and

         WHEREAS, the Company desires to amend the Plan to provide for an
automatic assumption and, in certain cases, the reassumption of options in
connection with certain corporate transactions as provided below.

         NOW, THEREFORE, the Company hereby amends the Plan as provided below:

                                    AMENDMENT

1.       AMENDMENT OF THE PLAN.

         1.1 A new subsection 6.1.11 of the Plan is hereby added as follows:

             "6.1.11 ASSUMPTION. Reference is made to the Agreement and Plan of
             Merger and Reorganization by and among The Titan Corporation, a
             Delaware corporation ("Parent"); Gem Acquisition Corp., a Delaware
             corporation ("Merger Sub"); and the Company, dated as of June 24,
             2001, as it may be amended from time to time (the "Merger
             Agreement"). All capitalized terms used in this subsection 6.1.11
             and in subsection 6.1.12 shall have the meanings given to them in
             the Merger Agreement unless otherwise defined herein. At the Offer
             Acceptance Time (and without any further action on the part of the
             Company, Parent or any stockholder or optionholder of Parent or the
             Company) all rights with respect to Company Common Stock under each
             Company Option then outstanding shall be automatically converted
             into and become rights with respect to Parent Common Stock, and
             Parent shall assume each such Company Option in accordance with the
             terms and conditions (as in effect as of the date of the Merger
             Agreement) of this Plan under which it was issued and the terms and
             conditions of the Option Agreement by which it is evidenced. From
             and after the Offer Acceptance Time, except as specifically
             provided otherwise in subsection 6.1.12 below, (i) each


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             Company Option assumed by Parent may be exercised solely for shares
             of Parent Common Stock, (ii) the number of shares of Parent Common
             Stock subject to each such Company Option shall be equal to the
             number of shares of Company Common Stock subject to such Company
             Option immediately prior to the Offer Acceptance Time multiplied by
             the Exchange Ratio, rounding down to the nearest whole share, (iii)
             the per share exercise price under each such Company Option shall
             be adjusted by dividing the per share exercise price under such
             Company Option by the Exchange Ratio and rounding up to the nearest
             cent, and (iv) any restriction on the exercise of any such Company
             Option shall continue in full force and effect and the term,
             exercisability, vesting schedule and other provisions of such
             Company Option (other than the right to acquire Company Common
             Stock) shall otherwise remain unchanged; PROVIDED, HOWEVER, that
             each Company Option assumed by Parent in accordance with this
             subsection 6.1.11 shall, in accordance with its terms, be subject
             to further adjustment as appropriate to reflect any stock split,
             stock dividend, reverse stock split, reclassification,
             recapitalization or other similar transaction effected subsequent
             to the Offer Acceptance Time."


         1.2 A new subsection 6.1.12 of the Plan is hereby added as follows:

             "6.1.12 RE-ASSUMPTION. If, at any time after the Offer Acceptance
             Time, Parent shall directly or indirectly hold less than 50% of the
             total shares of Company Common Stock then outstanding (the
             "SEPARATION TIME"), then the Company shall automatically assume in
             accordance with the terms of this Plan (without any further action
             on the part of any Person) each option to acquire Parent Common
             Stock which was previously assumed by Parent pursuant to subsection
             6.1.11 and which is then outstanding (each such option, "FORMER
             COMPANY OPTION") on the terms and conditions of such Former Company
             Option as in existence prior to the Offer Acceptance Time. From and
             after the Separation Time, (i) each Former Company Option assumed
             by the Company may be exercised solely for shares of Company Common
             Stock, (ii) the number of shares of Company Common Stock subject to
             each such Former Company Option shall be equal to the number of
             shares of Company Common Stock subject to such Former Company
             Option immediately prior to the Offer Acceptance Time, (iii) the
             per share exercise price under each such Former Company Option
             shall be equal to the exercise price under such Former Company
             Option as in effect prior to the Offer Acceptance Time, and (iv)
             any restriction on the exercise of any such Former Company Option
             shall continue in full force and effect and the term,
             exercisability, vesting schedule and other provisions of such
             Former Company Option shall otherwise remain unchanged."

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