FORM 4

FORM 4

       o   Check this box if no longer
              subject to Section 16. Form 4
              or Form 5 obligations may
              continue. See Instruction 1(b).

(Print or Type Responses)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* ROTH, JAMES	2. Issuer Name and Ticker or Trading Symbol THE TITAN CORPORATION (TTN)		6. Relationship of Reporting Person(s) to Issuer (Check all applicable) _X_ Director _____ 10% Owner ____ Officer _____ Other (give title below) (specify below)
(Last) (First) (Middle) 3033 SCIENCE PARK ROAD	3. I.R.S. Identification Number of Reporting Person, if an entity (voluntary)	4. Statement for Month/Day/Year OCTOBER 1, 2002
(Street) SAN DIEGO, CA 92121		5. If Amendment, Date of Original (Month/Day/Year)	7. Individual or Joint/Group Filing (Check Applicable Line) _X__ Form filed by One Reporting Person ____ Form filed by More than One Reporting Person
(City) (State) (Zip)

Table I — Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transactions(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
COMMON STOCK	October 1, 2002		A(1)		519	A	$9.6450	15,519	D

Table II — Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1.
Title
of
Derivative
Security
(Instr.3)

2.
Conversion
or
Exercise
Price of
Derivative
Security

3.
Trans-
action
Date
(Month/
Day/
Year)

3A.
Deemed
Execution
Date, if
any
(Month/
Day/
Year)

4.
Trans-
action
Code
(Instr. 8)

5.
Number of
Derivative
Securities
Acquired
(A) or
Disposed of
(D)
(Instr. 3, 4
and 5)

6.
Date
Exercisable
and
Expiration
Date
(Month/
Day/Year)

7.
Title and
Amount of
Under-
lying
Securities
(Instr. 3
and 4)

8.
Price of
Derivative
Security
(Instr. 5)

9.
Number of
Derivative
Securities
Beneficially
Owned
Following
Reported
Transaction(s)
(Instr. 4)

10.
Ownership
Form of
Derivative
Securities:
Direct
(D) or
Indirect (I)
(Instr. 4)

11.

Nature of
Indirect
Beneficial
Ownership
(Instr. 4)

Code

(A)

(D)

Date
Exer-
cisable

Expira-
tion
Date

Title

Amt.
or
# of
Shares

DIRECTORS

  STOCK

  OPTIONS

30,665(2)

Explanation of Responses: 1) Shares were acquired in lieu of director’s fees on October 1, 2002 under issuer’s 2000 Employee and Director Stock Option and Incentive Plan. (2) Amount carried forward from Form 4 previously filed by the reporting person for September 25, 2002.
		/s/ James Roth **Signature of Reporting Person	October 2, 2002 Date

Reminder:	Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, on of which must be manually signed. If space is insufficient, see Instruction 6 for procedure