The X-Fi Titanium Fatal1ty Pro has more onboard RAM (64MB) while the regular Titanium only has 16MB. It also has a minor EMI protection from the casing, even if it's not active shielding.
Creative X-Fi Titanium HD has a newer chip with better audio performance than all previous X-Fi cards from either Creative, Auzentech or from other brands. And yes, it outperforms them, but it's a stereo soundcard, not surround.
About gaming headphones, I recommend you to read this thread, as it has good info on different headphones for the purpose of gaming, graded for both the fun and the competitive factor. Just completely dismiss the chat over Dolby Headphone and focus on the headphones themselves.