-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, F5X8Bg6bxoS+b2FxvUpS1uq4IVtw1sE4a+b3KQaPgVSnc4TmmXQUaZ7ODVW90toW E/TkL/Bl9Ac0qb7FvJjsWQ== 0000032258-04-000121.txt : 20040811 0000032258-04-000121.hdr.sgml : 20040811 20040811200052 ACCESSION NUMBER: 0000032258-04-000121 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040810 FILED AS OF DATE: 20040811 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TITAN CORP CENTRAL INDEX KEY: 0000032258 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 952588754 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3033 SCIENCE PARK RD CITY: SAN DIEGO STATE: CA ZIP: 92121 BUSINESS PHONE: 8585529500 MAIL ADDRESS: STREET 1: 3033 SCIENCE PARK RD CITY: SAN DIEGO STATE: CA ZIP: 92121 FORMER COMPANY: FORMER CONFORMED NAME: ELECTRONIC MEMORIES & MAGNETICS CORP DATE OF NAME CHANGE: 19850610 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RAY GENE W CENTRAL INDEX KEY: 0001082553 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-06035 FILM NUMBER: 04968363 BUSINESS ADDRESS: STREET 1: 3033 SCIENCE PARK RD CITY: SAN DIEGO STATE: CA ZIP: 92121 BUSINESS PHONE: 6195529500 MAIL ADDRESS: STREET 1: 3033 SCIENCE PARK RD CITY: SAN DIEGO STATE: CA ZIP: 92121 4 1 edgar.xml PRIMARY DOCUMENT X0202 4 2004-08-10 0000032258 TITAN CORP TTN 0001082553 RAY GENE W 3033 SCIENCE PARK ROAD SAN DIEGO CA 92121 1 1 0 0 CHAIRMAN, PRESIDENT & CEO Common Stock in 401(k) Plan 77054.588 I 401(k) Plan Common Stock in ESOP 13966.685 I ESOP Trust Common Stock 10000 I Family Trust Common Stock 2004-08-10 4 M 0 25306 3.532 A 384797 D Common Stock 2004-08-10 4 F 0 7578 11.795 D 377219 D Employee Stock Options (right to buy) 3.532 2004-08-10 4 M 0 25306 0 D 2004-08-18 Common Stock 25306 1476265 D Amounts carried forward from Form 5 previously filed by the reporting person for December 31, 2003. Represents the exercise of a stock option granted to the reporting person by the issuer on August 18, 1994 with the shares resulting from the exercise being held by the reporting person. Represents shares owned by the reporting person used to pay the exercise price for acquisition of shares underlying the options detailed in footnote 2. The stock option vested in four equal installments on August 18, 1995, 1996, 1997 and 1998. Gene W. Ray, by Matthew G. Colvin, Attorney-in-Fact 2004-08-11 EX-24 2 rayedg.htm POWER OF ATTORNEY 
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                              POWER OF ATTORNEY

                         For Executing Forms 4 and 5





Know all by these presents that the undersigned hereby constitutes and appoints

each Cheryl L. Barr and Matthew G. Colvin, signing singly, his true and lawful

attorney-in-fact to:



 1) Execute for and on behalf of the undersigned Forms 4 and 5 in

                accordance with Section 16(a) of the Securities Exchange Act of

                1934 and the rules thereunder;



 2) Do and perform any and all acts for and on behalf of the

                undersigned which may be necessary or desirable to complete

                the execution of any such Form 4 or 5 and the timely filing of

                such form with the United States Securities and Exchange

                Commission and any other authority; and



 3) Take any other action of any type whatsoever in connection with

                the foregoing which, in the opinion of such attorney-in-fact,

                may be of benefit to, or in the best interest of, or legally

                required by, the undersigned, it being understood that the

                documents executed by such attorney-in-fact on behalf of the

                undersigned pursuant to this Power of Attorney  shall be in such

                form and shall contain such terms and conditions as such

                attorney-in-fact may approve in his/her discretion.





 The undersigned hereby grants to each such attorney-in-fact, full

power and authority to do and perform all and every act and thing whatsoever

requisite, necessary and proper to be done in the exercise of any of the rights

and powers herein granted, as fully to all intents and purposes as such

attorney-in-fact might or could do if personally present, with full power of

substitution or revocation, hereby ratifying and confirming all that such

attorney-in-fact, or his/her substitute or substitutes, shall lawfully do or

cause to be done by virtue of this power of attorney and the rights and powers

herein granted.  The undersigned acknowledges that the foregoing attorneys-in-

fact, in serving in such capacity at the request of the undersigned, are not

assuming any of the undersigned's responsibilities to comply with Section 16

of the Securities Exchange Act of 1934.



 IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney

to be executed as of this 18th day of April 2003.







    /s/ Ronald B. Gorda

    Ronald B. Gorda





Subscribed and sworn to before me on this 18th day of April 2003



State of California  )

    ) ss.

County of San Diego  )



      /s/ Mary E. Coleman

Notary Public Seal    Signature of Notary Public
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