April 6, 1999

Titan Pharmaceuticals, Inc.
400 Oyster Point Blvd., Suite 505
South San Francisco, California 94080

Re: Registration Statement on Form S-3

Gentlemen:

      We have acted as counsel to Titan Pharmaceuticals, Inc., a Delaware
corporation (the "Company"), in connection with the preparation of a
registration statement on Form S-3 (the "Registration Statement") filed with the
Securities and Exchange Commission under the Securities Act of 1933, as amended
(the "Act"), relating to the registration of an aggregate of 2,149,273 shares
(the "Shares") of the common stock, par value $.001 per share, of the Company
(the "Common Stock") for resale by certain selling stockholders named in the
Registration Statement (the "Selling Stockholders").

      In this connection, we have reviewed (a) the Registration Statement; (b)
the Company's Restated Certificate of Incorporation and Bylaws; (c) the form of
Subscription Agreement between the Company and each of the Selling Stockholders
dated January 27, 1999; and (d) certain records of the Company's corporate
proceedings as reflected in its minute books. In our examination, we have
assumed the genuineness of all signatures, the authenticity of all documents
submitted to us as originals and the conformity with the original of all
documents submitted to us as copies thereof. Where factual matters relevant to
such opinion were not independently established, we have relied upon
certificates of officers and responsible employees and agents of the Company.
Our opinion set forth below is limited to the General Corporation Law of the
State of Delaware.

      Based upon the foregoing, it is our opinion that the Shares have been duly
and validly authorized and issued and are fully paid and nonassessable.

      We hereby consent to the use of this opinion as Exhibit 5.1 to the
Registration Statement and to all references to our firm in the Registration
Statement. In giving this consent, we do not thereby concede that we come within
the categories of persons whose consent is required by the Act or the General
Rules and Regulations promulgated thereunder.

                                        Very truly yours,


                                        /s/ BACHNER, TALLY, POLEVOY & MISHER LLP