Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Beebe Katherine
 2. Date of Event Requiring Statement (Month/Day/Year)
02/19/2019		 3. Issuer Name and Ticker or Trading Symbol
TITAN PHARMACEUTICALS INC [TTNP]
(Last)
(First)
(Middle)
400 OYSTER POINT BLVD., SUITE 505		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Scientific Officer
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SOUTH SAN FRANCISCO, CA 94080		 6. 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 Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 2,387
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Option (Right to Buy)   (1)   (1) Common Stock 28,487 $ 1.56 D  
Option (Right to Buy)   (2) 03/16/2025 Common Stock 4,243 $ 19.8 D  
Option (Right to Buy)   (3) 03/07/2028 Common Stock 28,335 $ 5.82 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Beebe Katherine
400 OYSTER POINT BLVD., SUITE 505
SOUTH SAN FRANCISCO, CA 94080		       Chief Scientific Officer  

Signatures

/s/Katherine Beebe DeVarney 02/25/2019
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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).
(1) Represents currently vested options that were granted between May 2009 and February 2017 that were repriced effective January 23, 2019. Of such options, 7,576 expire on May 17, 2019, with the balance expiring on various dates between May 11, 2021 and February 13, 2027.
(2) These options, which were granted in March 2015, are fully vested.
(3) These options, which were granted in March 2017, are fully vested.

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