SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K
                                 CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 31, 1998

TITAN TECHNOLOGIES, INC.
(Exact name of Registrant as specified in its charter)

     New Mexico                 0-25024                    85-0388759
   (State or other           (Commission                  IRS Employer
   jurisdiction of           File Number)               Identification No.
   Incorporation)

      3206 Candelaria Road, N.E.
       Albuquerque, New Mexico                             87107
(Address of principal executive offices)                 (Zip code)

Registrant's telephone number, including area code:  505-884-0272

                          N/A   
(Former name or former address, if changed since last report)
Item 5. Other Events.

On May 13,  1998,  in the United  States  District  Court for New Mexico  (Civil
Action  CV-98-0057),  Diana D. Holt filed an action  against the Company and its
directors alleging that proxy materials filed by the Company with the SEC in May
contained material misstatements and/or omissions of facts, and, in addition Ms.
Holt sought the  recovery of certain  money  alleged to have been paid by her to
complete  and ship to  Pittsburgh,  Pa. a prototype  machine  embodying  certain
Company  technology,  and for  breach  of good  faith  and fair  dealing  in the
execution and  performance  of the agreements  between her and the Company.  The
Company denied all of the allegations of the complaint.

On July 31, 1998,  Ms. Holt  dismissed  the action with  prejudice.  At the same
time,  the Company  agreed with Ms.  Holt that if by October 31,  1998,  she can
assure the Company that she has available sufficient cash resources to construct
a TRTC tire recycling plant in West Virginia,  the Company will grant Ms. Holt a
standard form TRTC tire recycling  license  covering the State of West Virginia.
At the time of that performance by Ms. Holt, the Company has agreed that it will
grant Ms.  Holt the  option  to  acquire  licenses  covering  its oil  recycling
technology  in certain  other states and that at such time that it is able to do
so, it will grant Ms. additional  options to acquire tire recycling  licenses in
those same  additional  states.  The  Company  has also  agreed that is Ms. Holt
completes the financing of the West Virginia plant, the President will recommend
to the board of  directors  that Ms. Holt be appointed to the board and that the
Company grant Ms. Holt an option to purchase up to 150,000  shares of its common
stock at an option price  equivalent to the market price for such shares on July
31, 1998, which was $0.26 per share.

Item 7. Financial Statement and Exhibits.

There are no financial statements or exhibits filed as part of this Report

        SIGNATURES

Pursuant to the  requirements  of the Securities Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the  undersigned  hereunto
duly authorized.

Date: August 3, 1998

TITAN TECHNOLOGIES, INC.

By Ronald L. Wilder
   ----------------------------
   Ronald L. Wilder,  President