Notice is hereby given that a class action lawsuit was filed in…

Notice is hereby given that a class action lawsuit was filed in the United
States District Court for the Southern District of California on behalf of all
purchasers of the common stock of The Titan Corporation (NYSE: TTN) (“Titan”
or the “Company”) from July 24, 2003 through March 22, 2004, inclusive (the
“Class Period”).

If you wish to discuss this action or have any questions concerning this
notice or your rights or interests with respect to these matters, please
contact Schiffrin & Barroway, LLP (Marc A. Topaz, Esq. or Stuart L. Berman,
Esq.) toll-free at 1-888-299-7706 or 1-610-667-7706, or via e-mail at
[email protected]

The Complaint alleges that Titan, Gene Ray, Mark Sopp, and Deanna Lund
violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, and
Rule 10b-5 promulgated thereunder. The Complaint alleges that defendants made
material misstatements with respect to the Company’s financial results. More
specifically, the Complaint alleges that defendants failed to disclose and
indicate the following in defendants’ effort to get its merger with Lockheed
Martin Corporation (“Lockheed Martin”) approved by shareholders and various
regulators: (1) that foreign consultants for Titan were engaging in
questionable and potentially illegal activities; (2) that foreign consultants
for Titan made improper payments to foreign government officials in violation
of Foreign Corrupt Practices Act; (3) that Titan improperly accounted for the
funds used in these payments; and (4) as a result, Titan’s improper accounting
for such payments allowed Titan to enter into a definitive merger agreement
with Lockheed Martin.

On February 13, 2004, Titan announced that representatives of Lockheed
Martin and Titan recently initiated meetings with the Department of Justice
and the Securities and Exchange Commission to advise of an internal review
relating to certain agreements between Titan and international consultants and
related payments in foreign countries.

On March 5, 2004, Lockheed Martin announced that it had learned of
allegations that improper payments were made, or items of value were provided,
by consultants for Titan or its subsidiaries to foreign officials. Also on
March 5, 2004, Titan confirmed that it had learned of allegations that
improper payments were made, or items of value were provided, by consultants
for the company or its subsidiaries to foreign officials. The allegations
were identified as part of an ongoing review conducted with Lockheed Martin of
payments to Titan’s international consultants in connection with the proposed
acquisition of Titan by Lockheed Martin.

News of this shocked the market with shares of Titan falling $1.82 per
share to close at $19.11 per share.

On March 22, 2004, The Wall Street Journal reported that internal
investigators of both Titan and Lockheed Martin had found that Titan had made
potentially improper payments oversees. According to the article, Titan made
millions of dollars in suspicious payments, some as recently as last year,
while competing for business in Africa, the Middle East, and Asia. Moreover,
the article reported that the Company was scheduled to hold talks with the
Department of Justice about a possible plea agreement.

On news of this shares of Titan fell $0.43 per share to close at $19.73
per share.

Plaintiff seeks to recover damages on behalf of class members and is
represented by the law firm of Schiffrin & Barroway, which prosecutes class
actions in both state and federal courts throughout the country. Schiffrin &
Barroway is a driving force behind corporate governance reform, and has
recovered in excess of a billion dollars on behalf of institutional and high
net worth individual investors. For more information about Schiffrin &
Barroway, or to sign up to participate in this action online, please visit
http://www.sbclasslaw.com.

If you are a member of the class described above, you may, not later than
June 4, 2004, move the Court to serve as lead plaintiff of the class, if you
so choose. In order to serve as lead plaintiff, however, you must meet
certain legal requirements. You may retain Schiffrin & Barroway, LLP, or
other counsel of your choice, to serve as local counsel in this action.

Scroll to Top