SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 6-K

                        REPORT OF FOREIGN PRIVATE ISSUER

                      PURSUANT TO RULE 13a-16 OR 15d-16 OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                    Report on Form 6-K dated February 9, 2005

                           Commission File No. 0-28578

                             DASSAULT SYSTEMES S.A.
                             ----------------------
                              (Name of Registrant)

         9, Quai Marcel Dassault, B.P. 310, 92156 Suresnes Cedex, France
         ---------------------------------------------------------------
                    (Address of Principal Executive Offices)

Indicate by check mark whether the registrant files or will file annual reports
                     under cover of Form 20-F or Form 40-F

                          Form 20-F X      Form 40-F
                                   ---              ---

Indicate by check mark if the registrant is submitting the Form 6-K in paper as
              permitted by Regulation S-T Rule 101(b)(1):

                                Yes         No X
                                   ---        ---

Indicate by check mark if the registrant is submitting the Form 6-K in paper as
                  permitted by Regulation S-T Rule 101(b)(7):

                                Yes         No X
                                   ---        ---

 Indicate by check mark whether by furnishing the information contained in this
     Form, the registrant is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:

                                Yes         No X
                                   ---        ---

If "Yes" is marked, indicate below the file number assigned to the registrant in
                 connection with Rule 12g3-2(b): 82-___________


                                   ENCLOSURES:

Dassault Systemes S.A. is furnishing under cover of Form 6-K a press release
dated February 9, 2005, reporting the Company's financial results for the fourth
quarter and the year ended December 31, 2004.





[DASSAULT SYSTEMES logo]


For immediate release:

                   DASSAULT SYSTEMES EXTENDS MARKET LEADERSHIP
                 AND DELIVERS STRONG 2004 REVENUE AND EPS GROWTH

PARIS, FRANCE, February 9, 2005 - Dassault Systemes (DS) (Nasdaq: DASTY;
Euronext Paris: #13065, DSY.PA), a worldwide leading software developer of 3D
and product lifecycle management (PLM) solutions, reported financial results for
the fourth quarter and year ended December 31, 2004.

                        Financial and Business Highlights

Fourth Quarter
     o    Fourth quarter in line with DS financial objectives
     o    Total revenue (euro)239.9 million, up 5% as reported and up 9% in
          constant currencies
     o    Operating expenses up 10% from targeted investments in SMB channels
          and R&D
     o    EPS (euro)0.51 as reported and (euro)0.52 excluding acquisition costs
     o    SolidWorks revenue increases 23% (up 33% in U.S. dollars) with new
          licenses up 26%
Full Year 2004
     o    Full year in line with DS financial objectives
     o    Total revenue (euro)796.6 million, up 6% as reported and up 9% in
          constant currencies
     o    Software revenue (euro)670.9 million, up 4% as reported and up 8% in
          constant currencies
     o    Process-centric up 3% as reported and 7% in constant currencies o
          SolidWorks' revenue up 16% as reported (up 28% in U.S. dollars)
     o    PDM revenue reaches (euro)100 million milestone, with revenue up 8% as
          reported and up 11% in constant currencies
     o    Operating margin 28.8% increasing from 28.2% in 2003 on U.S. GAAP
          basis 
     o    Operating margin excluding acquisition costs on target and stable at
          29.0%
     o    EPS (euro)1.35 (up 14%) on U.S. GAAP basis
     o    EPS up 11% to (euro)1.36 excluding acquisition costs

Bernard Charles, President and Chief Executive Officer, commented, "Dassault
Systemes met all its financial objectives for the full year 2004. We extended
our market leadership in 2004, delivering strong revenue growth of 16% in U.S.
dollars. All geographic regions contributed to the growth, led by excellent
results in the Americas. Our successes in both 3D and PLM during 2004
demonstrated the widespread interest in our solutions across a broad range of
industries and companies of all sizes.

"Our PDM business reached the (euro)100 million milestone, with another year of
solid performance building upon its consistent track record of growth over the
prior three years. In digital manufacturing, our DELMIA solutions made good
progress with broader adoption by OEMs and their suppliers.

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9, quai Marcel Dassault, BP 310, 92156 Suresnes Cedex, FRANCE,
Tel : + 33 1 40 99 40 99 - Fax : +33 1 42 04 45 81 - http://www.3ds.com

                                       1



"SolidWorks produced excellent results, achieving record revenues and record new
licenses in 2004. It continues to win over many former 2D users with software
solutions delivering significant power, ease of use and quick return on
investment. Based upon its revenue performance in 2004, we are pleased that,
once again, SolidWorks maintains its market leadership position in the entry 3D
market.

"In summary, 2004 was a year of strong performance as well as a period in which
we made significant investments for our growth in the years to come. The Company
is well-positioned to deliver new, breakthrough technologies in PLM based upon
our strategic focus on Research and Development. These investments are enabling
our end-to-end PLM software solutions to provide value to our customers in
innovation and productivity, and are driving our penetration of key vertical
industries and entry into new business lines as we are doing in Automation," Mr.
Charles concluded.

                        Fourth Quarter Financial Results
Revenue
Total revenue in the 2004 fourth quarter increased 5% to (euro)239.9 million as
reported and increased 9% in constant currencies in comparison to the fourth
quarter of 2003 where total revenue was (euro)227.8 million.

Software revenue increased 5% to (euro)206.4 million, and increased 9% in
constant currencies in the fourth quarter of 2004, compared to (euro)196.5
million in the year-ago quarter. Service and other revenue of (euro)33.5 million
in the 2004 fourth quarter increased 7% and 11% in constant currencies compared
to (euro)31.3 million in the year-ago period. New CATIA and SolidWorks seats
licensed in the fourth quarter of 2004 increased 12% to 19,726 seats, compared
to 17,561 seats in the fourth quarter of 2003.

Process-centric revenue, including PDM (Product Data Management) revenue,
totaled (euro)198.6 million in the fourth quarter of 2004, up from (euro)194.1
million in the fourth quarter of 2003. Process-centric revenue increased 2% as
reported and 6% in constant currencies compared to the year-ago quarter. In the
fourth quarter of 2004, PDM revenues totaled (euro)35.6 million, stable with the
year-ago quarter and up 4% in constant currencies. CATIA licenses increased 3%
year over year to 10,786.

SolidWorks revenue increased 23% (33% if reported in U.S. dollars) to (euro)41.3
million in the fourth quarter of 2004, up from (euro)33.7 million in the fourth
quarter of 2003. SolidWorks seats licensed increased 26% year over year to a
record quarterly total of 8,940.

Operating Income and Margin and EPS
Operating income decreased 2% to (euro)88.3 million in the fourth quarter of
2004 (36.8% operating margin), compared to (euro)89.8 million in the year-ago
period (39.4% operating margin). Operating income excluding acquisition costs
decreased 3% to (euro)88.4 million in the fourth quarter of 2004, compared to
(euro)90.8 million in the year-ago quarter. As anticipated the operating margin
excluding acquisition costs decreased year over year, reflecting investments in
expanding the Company's marketing and sales activities with small and
medium-sized businesses in both PLM and the entry 3D market and investments in
R&D. Specifically, the operating margin excluding acquisition costs decreased to
36.8% in the fourth quarter of 2004, compared to the year-ago period where the
operating margin was 39.9% excluding acquisition costs.

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9, quai Marcel Dassault, BP 310, 92156 Suresnes Cedex, FRANCE,
Tel : + 33 1 40 99 40 99 - Fax : +33 1 42 04 45 81 - http://www.3ds.com

                                       2



Earnings per share increased 2% to (euro)0.51 per diluted share in the fourth
quarter of 2004, compared to (euro)0.50 per diluted share in the fourth quarter
of 2003. Earnings per share excluding acquisition costs increased 2% to
(euro)0.52 per diluted share in the fourth quarter of 2004, compared to
(euro)0.51 per diluted share in the year-ago quarter.


                           Full Year Financial Results
Revenue
Total revenue increased 6% as reported and 9% in constant currencies to
(euro)796.6 million in 2004 reflecting year-over-year growth in both software
and services. Software revenue increased 4% as reported and 8% in constant
currencies to (euro)670.9 million, while service and other revenue rose 15% and
19% in constant currencies to (euro)125.7 million in 2004. Services gross margin
improved 1.7 percentage points to 19.6% in 2004, up from 17.9% in 2003. Software
revenue represented 84% of total revenue with service and other revenue
accounting for 16% of total revenue in 2004. Recurring licenses revenue
continued to represent a large component of total software revenue, with
recurring licenses revenue accounting for 51% of total software revenue in 2004.
Total CATIA and SolidWorks seats licensed in 2004 were 62,577, representing an
increase of 9% over 2003 where seats licensed totaled 57,524.

Process-centric revenue, including PDM (Product Data Management) revenue,
totaled (euro)650.7 million, and increased 3% as reported and 7% in constant
currencies in comparison to 2003 where process-centric revenue totaled
(euro)629.1 million. PDM revenue increased 8% as reported and 11% in constant
currencies, reaching (euro)101.7 million. CATIA licenses increased 2% to 32,695,
compared to 32,163 in 2003.

SolidWorks revenue grew 16% year over year to (euro)145.9 million and increased
28% in US dollars, the reporting currency of its peer group. SolidWorks seats
licensed increased 18% to a record 29,882 seats in 2004 on strong demand in all
major geographic markets.

In 2004 all three geographic regions posted improvement in revenues over 2003,
with the Americas recording the largest year-over-year increase. Europe grew 5%
and represented 47% of total revenues. The Americas grew 7% as reported and
increased 18% in constant currencies. Asia grew 5% as reported and 8% in
constant currencies. The Americas and Asia regions represented 29% and 24% of
total revenue, respectively.

Operating Income and Margin, EPS and Financial Position
Thibault de Tersant, Executive Vice President and CFO of Dassault Systemes,
commented, "We were pleased with the financial performance of the Company in
2004, with strong revenue and earnings growth. We raised our revenue objectives
twice during the year, primarily reflecting higher demand for our software
solutions. Our operating margin was stable at 29.0% excluding acquisition costs,
notwithstanding reinvesting in our businesses by growing our R&D resources,
strengthening and expanding our distribution channels and undertaking new
initiatives, while also absorbing negative currency fluctuations."

Operating income increased 8% to (euro)229.8 million (28.8% operating margin) in
2004, compared to (euro)212.7 million (28.2% operating margin) in 2003.
Operating income excluding acquisition costs increased 6% to (euro)231.2 million
in 2004, up from (euro)218.6 million in 2003. The operating margin excluding
acquisition costs was stable at 29.0% in 2004. During 2004, the Company
increased R&D resources, with headcount increasing 7% to 2,171 at year-end.
Marketing and
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Tel : + 33 1 40 99 40 99 - Fax : +33 1 42 04 45 81 - http://www.3ds.com

                                       3



sales expenses increased primarily reflecting additional resources focused on
the small and medium-sized businesses market.

Earnings per diluted share were (euro)1.35 in 2004, an increase of 14% in
comparison to 2003. Earnings per diluted share excluding acquisition costs
increased 11% to (euro)1.36 per share, compared to (euro)1.22 per share in 2003.

Dassault Systemes financial position remained strong, with cash and short-term
investments totaling (euro)552.8 million at December 31, 2004. Net cash provided
by operations was (euro)209 million for 2004. During the year, the Company paid
cash dividends aggregating (euro)38 million.

For financial reporting, the Company prepares its consolidated financial
statements pursuant to U.S. GAAP. It also prepares its financials statements
according to French GAAP, as required under French regulations. In addition to
U.S. GAAP which remains the primary accounting standard for financial reporting,
effective January 1, 2005, the Company will prepare consolidated financial
statements under International Financial Reporting Standards (IFRS) as required
for all listed European Union companies, replacing French GAAP.

                      Strategy, Technology and Partnerships

During the fourth quarter Dassault Systemes and Microsoft Corp. announced a
multiyear, global strategic alliance to deliver Dassault Systemes product
lifecycle management (V5 PLM) and 3D design solutions to companies of all sizes
taking advantage of the Microsoft(R) software platform. By capitalizing on the
Microsoft platform, the companies intend to deliver greater customer value
through solutions that are easy to use, deploy and maintain with reduced
ownership and integration costs. This alliance enables a far broader set of
customers to realize the benefits of 3D collaboration and PLM. Microsoft and
Dassault Systemes have also agreed to explore opportunities to work together to
encourage broad market adoption of XML for 3D applications across the design and
graphics industry.

Dassault Systemes and CAXA, the leading domestic PLM vendor in China, entered
into a strategic alliance during the fourth quarter to create and sell design
packages developed in China based on Dassault Systemes V5 PLM technology. These
solutions will be developed in a joint R&D center operated by CAXA in Beijing
combining CAXA's R&D expertise and technology with Dassault Systemes 3D PLM
solutions and V5 technology components. Through the strategic alliance, CAXA
will develop and market in China CAXA V5, a new generation of integrated and
scalable 2D and 3D PLM solutions for the Chinese market that embed V5 technology
components from Dassault Systemes.

Delmia Corp. and OMRON Corp., a leading manufacturer of control equipment for
factory automation, entered into a strategic partnership in November through
which OMRON will distribute DELMIA Automation as its new collaborative
programming desktop for control engineers. OMRON becomes a DELMIA business
partner and will integrate DELMIA Automation into its new generation of Control
and Network Solutions using Dassault Systemes' Component Application
Architecture Version 5 (CAA V5).

In early January 2005, Dassault Systemes completed the previously announced
acquisition of RAND Worldwide's subsidiaries in the United Kingdom, Sweden,
Germany and Switzerland, plus the subsidiary Rand Technologies C.I.S., Inc.,
which serves Russia and also increased its ownership of RAND North America, Inc.
to 70% from 60%.
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Tel : + 33 1 40 99 40 99 - Fax : +33 1 42 04 45 81 - http://www.3ds.com

                                       4



Business Outlook
Thibault de Tersant stated, "Looking to the full year 2005, we believe the
Company is positioned to accelerate revenue growth in constant currencies in
comparison to 2004. We are, therefore, reconfirming our revenue growth objective
of approximately 11% to 12% in constant currencies. We are adjusting our
reported revenue objective to approximately (euro)865-875 million for 2005,
simply reflecting a weaker U.S. dollar to Euro exchange rate of $1.30 per
(euro)1.00, from $1.25. Our EPS objective for 2005 is about (euro)1.45-1.47 per
share excluding acquisition costs and stock-based compensation expense and this
objective is based upon the same exchange rate assumptions as for reported
revenue. For the first quarter of 2005, our objective is to grow revenues year
over year about 9-12% in constant currencies, translating to a reported revenue
objective of about (euro)190-195 million with the same exchange rate assumption.
Our EPS objective for the first quarter is about (euro)0.25-0.26 per share
excluding acquisition costs and stock-based compensation expense.

"We have elected to proceed with an early adoption of SFAS 123(R), Share-Based
Payments, as of January 1, 2005. We estimate that stock-based compensation
expense in 2005 would have less than a 1 percentage point impact on operating
margin. While the actual number of stock options and their cost may vary, we
believe this is a conservative assumption to take at this point in time.

"Reflecting our 2005 revenue objective, investment plans and key currency
exchange rate assumptions, the Company has set a 2005 operating margin objective
of about 29% excluding acquisition costs and stock-based compensation expense,
unchanged from our preliminary views and stable with 2004."

Endnotes:

     1.   All comparative figures are given on a year-over-year basis unless
          specified otherwise.
     2.   All financial information is unaudited and reported in accordance with
          U.S. generally accepted accounting principles (U.S. GAAP). Additional
          financial information is also presented that is not in conformity with
          U.S. GAAP, in particular the presentation of operating income,
          operating margin and earnings per share excluding acquisition costs
          (acquisition costs are primarily comprised of technology amortization
          in addition to other acquisition- related costs). The Company has
          provided in the tables to this press release and on its website
          http://www.3ds.com/corporate/investors/ reconciliations between U.S.
          GAAP and non-U.S. GAAP figures.
     3.   The Company uses constant currency revenue growth to evaluate its
          financial performance in comparison to prior periods and as a measure
          of expected growth in planning and setting objectives for future
          periods. The Company believes this measure is an important indicator
          of the Company's progress and outlook because it provides a better
          gauge of the level of change in the business activity as it eliminates
          any changes arising from currency fluctuations. The Company believes
          the presentation of this measure is relevant and useful for investors
          because it allows investors to view revenue growth in a manner similar
          to the method used by the Company's management, helps improve
          investors' ability to understand the Company's revenue growth, and
          makes it easier to compare the Company's results with other companies,
          including competitors, whose reporting currency may be different from
          Dassault Systemes. Constant currency revenue growth, as calculated by
          the Company, may not be comparable to similarly titled measures
          employed by other companies.

Conference call information
The Company will host a teleconference call today, Wednesday, February 9, 2005
at 4:00 PM CET/3:00 PM London/10:00 AM New York. The conference call will be
available via the Internet by accessing http://www.3ds.com/corporate/investors/.
Please go to the website at least fifteen minutes prior to the call to register,
download and install any necessary audio software. The webcast teleconference
will be archived for 30 days. Financial information to be discussed in the call
will be available on the Company's website prior to commencement of the
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Tel : + 33 1 40 99 40 99 - Fax : +33 1 42 04 45 81 - http://www.3ds.com

                                       5



teleconference http://www.3ds.com/corporate/investors/. Additional investor
information can be accessed at http://www.3ds.com/corporate/investors/ or by
calling Dassault Systemes' Investor Relations at 33.1.40.99.69.24.

Statements above that are not historical facts but express expectations or
objectives for the future, including but not limited to statements regarding the
Company's objectives for 2005 revenue growth in constant currencies, 2005
reported revenue range, 2005 operating margin objective excluding acquisition
costs and SFAS 123R, 2005 EPS objective, first quarter 2005 revenue growth
objective in constant currencies, first quarter 2005 reported revenue range and
first quarter EPS objective are forward-looking statements (within the meaning
of Section 21E of the 1934 Securities Exchange Act, as amended). Such
forward-looking statements are based on management's current views and
assumptions and involve known and unknown risks and uncertainties. Actual
results or performances may differ materially from those in such statements due
to, among other factors: (i) currency fluctuations, (ii) reduced corporate
spending on IT infrastructure as a result of changing economic or business
conditions that could negatively affect market demand for our products and
services, (iii) difficulties or adverse changes affecting our partners or our
relationships with our partners, including our longstanding, strategic partner,
IBM, (iv) new product developments and technological changes, and (v) errors or
defects in our products. Unfavorable changes in any of the above or other
factors described in the Company's SEC reports, including the Form 20-F for the
year ended December 31, 2003, which was filed with the SEC on June 30, 2004,
could materially affect the Company's financial position or results of
operations.


About Dassault Systemes
As world leader in 3D and PLM (Product Lifecycle Management) solutions, the
Dassault Systemes group brings value to more than 80,000 customers in 80
countries. A pioneer in the 3D software market since 1981, Dassault Systemes
develops and markets PLM application software and services that support
industrial processes and provide a 3D vision of the entire life cycle of
products from conception to maintenance. Its offering includes integrated PLM
solutions for product development (CATIA(R), DELMIA(R), ENOVIA(R), SMARTEAM(R)),
mainstream product design tools (SolidWorks(R)), and 3D components (Spatial -
ACIS(R)). Dassault Systemes is listed on the Nasdaq (DASTY) and Euronext Paris
(#13065, DSY.PA) stock exchanges. For more information, visit http://www.3ds.com

                               (Tables to follow)


CONTACT:
--------

Dassault Systemes:                                Financial Dynamics:
Geraldine Nithart-Riva                            Harriet Keen
33.1.40.99.69.24                                  44.20.7831.3113
                                                  Emma Rutherford
                                                  Jean-Benoit Roquette
                                                  Nelly Dimey /Elisa Kitson
                                                  33.1.47.03.68.10

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Tel : + 33 1 40 99 40 99 - Fax : +33 1 42 04 45 81 - http://www.3ds.com

                                       6



                                DASSAULT SYSTEMES
                            NON-U.S. GAAP KEY FIGURES

4th QUARTER
-----------

in millions of Euro, except per share data, headcount and exchange rates.

                                          4Q04           4Q03       Variation
                                    --------------------------------------------
Process-Centric excluding PDM            163.0          158.5           3%
PDM                                       35.6           35.6           0%
Design-Centric                            41.3           33.7          23%

Revenue                                  239.9          227.8           5%

        Americas                          68.6           62.8           9%
        Europe                           119.6          114.9           4%
        Asia                              51.7           50.1           3%

Operating Income (1)                      88.4           90.8          (3%)

Operating Margin (1)                      36.8%          39.9%

Net Income (1)                            60.2           58.7           3%

EPS (1)                                    0.52           0.51          2%

Closing Headcount                        4,456          4,088           9%

Average Rate USD per Euros                1.30           1.19           9%
Average Rate JPY per Euros               137.1          129.7           6%

(1) Excluding acquisition costs. For U.S. GAAP figures, please refer to
reconciliation tables


FULL YEAR
---------

in millions of Euro, except per share data and exchange rates.

                                          2004           2003        Variation
                                    --------------------------------------------
Process-Centric excluding PDM            549.0          534.5           3%
PDM                                      101.7           94.6           8%
Design-Centric                           145.9          125.7          16%

Revenue                                  796.6          754.8           6%

           Americas                      230.9          215.3           7%
           Europe                        371.0          353.9           5%
           Asia                          194.7          185.6           5%

Operating Income (1)                     231.2          218.6           6%

Operating Margin (1)                     29.0%          29.0%

Net Income (1)                           157.6          140.4          12%

EPS (1)                                   1.36           1.22          11%

Average Rate USD per Euros                1.24           1.13          10%
Average Rate JPY per Euros               134.4          131.0           3%

(1) Excluding acquisition costs. For U.S. GAAP figures, please refer to
reconciliation tables

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                                       7



                                DASSAULT SYSTEMES
          CONSOLIDATED STATEMENT OF INCOME DATA PREPARED IN ACCORDANCE
                                 WITH U.S. GAAP
                  (in millions of Euro, except per share data)



                                               Three Months Ended           Twelve Months Ended
                                          December 31,    December 31,   December 31,   December 31,
                                              2004            2003           2004           2003

                                                                           
   New licenses revenue                          109.8          110.7          312.1          307.1
   Recurring licenses and product                 96.6           85.8          358.8          338.5
   development revenue
                                          -------------  -------------  -------------  -------------
Software revenue                                 206.4          196.5          670.9          645.6

Service and other revenue                         33.5           31.3          125.7          109.2
                                          -------------  -------------  -------------  -------------
           Total Revenue                  (euro) 239.9   (euro) 227.8   (euro) 796.6   (euro) 754.8


Software                                           6.7            5.2           21.7           21.7
Service and other                                 25.1           23.8          101.0           89.7
                                          -------------  -------------  -------------  -------------
         Total Cost of Revenue            (euro)  31.8   (euro)  29.0   (euro) 122.7   (euro) 111.4

           Gross Profit                   (euro) 208.1   (euro) 198.8   (euro) 673.9   (euro) 643.4

Research and Development                          59.3           55.8          221.9          215.6
Marketing and Sales                               47.9           41.3          173.7          162.4
General Administration                            12.5           10.9           47.1           46.8
Acquisition Costs                                  0.1            1.0            1.4            5.9
                                          -------------  -------------  -------------  -------------
Total Research, Selling, Administration   (euro) 119.8   (euro) 109.0   (euro) 444.1   (euro) 430.7
and Acquisition expenses
                                          =============  =============  =============  =============
           Operating Income (1)           (euro)  88.3   (euro)  89.8   (euro) 229.8   (euro) 212.7

Financial revenue and Other                        0.6           (3.0)           7.5           (0.4)
                                          -------------  -------------  -------------  -------------
Income before income taxes                        88.9           86.8          237.3          212.3

Income tax expense                               (28.8)         (29.0)         (80.9)         (76.9)
                                          -------------  -------------  -------------  -------------
           Net Income (1)                 (euro)  60.1   (euro)  57.8   (euro) 156.4   (euro) 135.4
                                          =============  =============  =============  =============
Basic net income per share                (euro)  0.53  (euro)   0.51  (euro)   1.38  (euro)   1.20
                                          =============  =============  =============  =============
   Diluted net income per share (1)       (euro)  0.51  (euro)   0.50  (euro)   1.35  (euro)   1.18
                                          =============  =============  =============  =============
Basic weighted average shares                    113.4          113.0          113.2          113.0
outstanding (in millions)
                                          =============  =============  =============  =============
Diluted weighted average shares                  116.8          116.0          116.2          114.7
outstanding (in millions)

      (1) Excluding acquisition costs, operating income and net income would have been as follows:

Operating Income                          (euro)  88.4   (euro)  90.8   (euro) 231.2   (euro) 218.6
                                          =============  =============  =============  =============
Net Income                                (euro)  60.2   (euro)  58.7   (euro) 157.6   (euro) 140.4
                                          =============  =============  =============  =============
Diluted net income per share              (euro)  0.52   (euro)  0.51   (euro)  1.36   (euro)  1.22
                                          =============  =============  =============  =============


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Tel : + 33 1 40 99 40 99 - Fax : +33 1 42 04 45 81 - http://www.3ds.com

                                       8



Supplemental Disclosures Regarding Non-U.S. GAAP Financial Information:
Excluding Acquisition Costs

The following table sets forth the Company's Consolidated Statement of Income
Data excluding acquisition costs for the three months and year ended December
31, 2004. In particular, the table presents operating income, operating margin
and earnings per share excluding acquisition costs (acquisition costs are
primarily comprised of technology amortization in addition to other
acquisition-related costs).

The Company uses these non-U.S. GAAP measures, among other things, to evaluate
the Company's operating performance and for planning and setting objectives for
future periods. The Company believes these non-U.S. GAAP measures are useful to
investors because they provide an alternative method for measuring the operating
performance of the Company's business by isolating the effect of acquisition
costs, which do not impact the underlying business. In addition, these measures
are among the primary measures used externally by analysts for purposes of
valuation and the comparing operating performance of the Company to other
companies in the industry.

Since these measures of performance are not calculated in accordance with U.S.
GAAP, they should not be considered in isolation of, or as a substitute for,
operating income, operating margin and earnings per share including acquisition
costs, as an indicator of operating performance.




--------------------------------------------------------------------------------
9, quai Marcel Dassault, BP 310, 92156 Suresnes Cedex, FRANCE,
Tel : + 33 1 40 99 40 99 - Fax : +33 1 42 04 45 81 - http://www.3ds.com

                                       9



                                DASSAULT SYSTEMES
               NON-U.S. GAAP CONSOLIDATED STATEMENT OF INCOME DATA
                               PERCENTAGE VARIANCE
                          (EXCLUDING ACQUISITION COSTS)

                  (in millions of Euro, except per share data)



                               Three Months Ended



                                            December 31,   December 31,
                                               2004            2003        Variation
                                           -------------  -------------   -----------
                                                                    
   New licenses revenue                           109.8          110.7       (0.8%)
   Recurring licenses and product
   development revenue                             96.6           85.8       12.6%
                                           -------------  -------------
Software revenue                                  206.4          196.5        5.0%

Service and other revenue                          33.5           31.3        7.0%
                                           -------------  -------------
           Total Revenue                   (euro) 239.9   (euro) 227.8        5.3%

Software                                            6.7            5.2       28.8%
Service and other                                  25.1           23.8        5.5%
                                           -------------  -------------
       Total Cost of Revenue               (euro)  31.8   (euro)  29.0        9.7%

           Gross Profit                    (euro) 208.1   (euro) 198.8        4.7%

Research and Development                           59.3           55.8        6.3%
Marketing and Sales                                47.9           41.3       16.0%
General Administration                             12.5           10.9       14.7%
                                           -------------  -------------
Total Research, Selling, Administration    (euro) 119.7   (euro) 108.0       10.8%
                                           =============  =============

           Operating Income                (euro)  88.4   (euro)  90.8       (2.6%)

Financial revenue and Other                         0.6           (3.0)
                                           -------------  -------------
Income before income taxes                         89.0           87.8        1.4%
Income tax expense                                (28.8)         (29.1)
                                           -------------  -------------

           Net Income                      (euro)  60.2   (euro)  58.7        2.6%
                                           =============  =============

Diluted net income per share               (euro)  0.52   (euro)  0.51        2.0%
                                           =============  =============
Diluted weighted average shares
outstanding (in millions)                         116.8          116.0



--------------------------------------------------------------------------------
9, quai Marcel Dassault, BP 310, 92156 Suresnes Cedex, FRANCE,
Tel : + 33 1 40 99 40 99 - Fax : +33 1 42 04 45 81 - http://www.3ds.com

                                       10



                                DASSAULT SYSTEMES
                      CONSOLIDATED STATEMENT OF INCOME DATA
                    RECONCILIATIONS NON-U.S. GAAP / U.S. GAAP

                  (in millions of Euro, except per share data)



                               Three Months Ended




                                                 December 31, 2004                             December 31, 2003
                                    ------------------------------------------    ------------------------------------------

                                                                  Excluding                                     Excluding
                                       Reported    Acquisition   Acquisition         Reported    Acquisition   Acquisition
                                        Amount        Costs         Costs             Amount        Costs         Costs
                                    ------------------------------------------    ------------------------------------------
                                                                                           
   New licenses revenue                    109.8                      109.8              110.7                      110.7
   Recurring licenses and product
   development revenue                      96.6                       96.6               85.8                       85.8
                                    -------------              --------------     -------------              --------------
Software revenue                           206.4                      206.4              196.5                      196.5

Service and other revenue                   33.5                       33.5               31.3                       31.3
                                    -------------              --------------     -------------              --------------
           Total Revenue            (euro) 239.9               (euro) 239.9       (euro) 227.8               (euro) 227.8


Software                                     6.7                        6.7                5.2                        5.2
Service and other                           25.1                       25.1               23.8                       23.8
                                    -------------              --------------     -------------              --------------
       Total Cost of Revenue        (euro)  31.8               (euro)  31.8       (euro)  29.0               (euro)  29.0

           Gross Profit             (euro) 208.1               (euro) 208.1       (euro) 198.8               (euro) 198.8

Research and Development                    59.3                       59.3               55.8                       55.8
Marketing and Sales                         47.9                       47.9               41.3                       41.3
General Administration                      12.5                       12.5               10.9                       10.9
Acquisition Costs                            0.1       (0.1)             -                 1.0       (1.0)             -
                                    -------------              --------------     -------------              --------------
Total Research, Selling,            (euro) 119.8               (euro) 119.7       (euro) 109.0               (euro) 108.0
Administration
                                    =============              ==============     =============              ==============

           Operating Income         (euro)  88.3               (euro)  88.4       (euro)  89.8               (euro)  90.8

Financial revenue and Other                  0.6                        0.6              (3.0)                      (3.0)
                                    -------------              --------------     -------------              --------------
Income before income taxes                  88.9                       89.0               86.8                       87.8

Income tax expense                         (28.8)        -            (28.8)             (29.0)      (0.1)          (29.1)
                                    -------------              --------------     -------------              --------------
           Net Income               (euro)  60.1               (euro)  60.2       (euro)  57.8               (euro)  58.7
                                    =============              ==============     =============              ==============
Diluted net income per share        (euro)  0.51               (euro)  0.52       (euro)  0.50               (euro)  0.51
                                    =============              ==============     =============              ==============
Diluted weighted average shares            116.8                      116.8              116.0                      116.0
outstanding (in millions)



--------------------------------------------------------------------------------
9, quai Marcel Dassault, BP 310, 92156 Suresnes Cedex, FRANCE,
Tel : + 33 1 40 99 40 99 - Fax : +33 1 42 04 45 81 - http://www.3ds.com

                                       11



                                DASSAULT SYSTEMES
               NON-U.S. GAAP CONSOLIDATED STATEMENT OF INCOME DATA
                               PERCENTAGE VARIANCE
                          (EXCLUDING ACQUISITION COSTS)

                  (in millions of Euro, except per share data)



                               Twelve Months Ended



                                          December 31,    December 31,
                                              2004            2003          Variation
                                         -------------   -------------     -----------
                                                                     
   New licenses revenue                         312.1           307.1          1.6%
   Recurring licenses and product
   development revenue                          358.8           338.5          6.0%
                                         -------------   -------------
Software revenue                                670.9           645.6          3.9%

Service and other revenue                       125.7           109.2         15.1%
                                         -------------   -------------
           Total Revenue                 (euro) 796.6    (euro) 754.8          5.5%


Software                                         21.7            21.7          0.0%
Service and other                               101.0            89.7         12.6%
                                         -------------   -------------
       Total Cost of Revenue             (euro) 122.7    (euro) 111.4         10.1%

           Gross Profit                  (euro) 673.9    (euro) 643.4          4.7%

Research and Development                        221.9           215.6          2.9%
Marketing and Sales                             173.7           162.4          7.0%
General Administration                           47.1            46.8          0.6%
                                         -------------   -------------
Total Research, Selling, Administration  (euro) 442.7    (euro) 424.8          4.2%
                                         =============   =============

           Operating Income              (euro) 231.2    (euro) 218.6          5.8%

Financial revenue and Other                       7.5            (0.4)
                                         -------------   -------------
Income before income taxes                      238.7           218.2          9.4%

Income tax expense                              (81.1)          (77.8)
                                         -------------   -------------
           Net Income                    (euro) 157.6    (euro) 140.4         12.3%
                                         =============   =============
Diluted net income per share             (euro)  1.36    (euro)  1.22         11.5%
                                         =============   =============
Diluted weighted average shares                 116.2           114.7
outstanding (in millions)



--------------------------------------------------------------------------------
9, quai Marcel Dassault, BP 310, 92156 Suresnes Cedex, FRANCE,
Tel : + 33 1 40 99 40 99 - Fax : +33 1 42 04 45 81 - http://www.3ds.com

                                       12



                                DASSAULT SYSTEMES
                      CONSOLIDATED STATEMENT OF INCOME DATA
                    RECONCILIATIONS NON-U.S. GAAP / U.S. GAAP

                  (in millions of Euro, except per share data)



                               Twelve Months Ended





                                                 December 31, 2004                             December 31, 2003
                                    ------------------------------------------    ------------------------------------------

                                                                  Excluding                                     Excluding
                                       Reported    Acquisition   Acquisition         Reported    Acquisition   Acquisition
                                        Amount        Costs         Costs             Amount        Costs         Costs
                                    ------------------------------------------    ------------------------------------------
                                                                                           
   New licenses revenue                    312.1                      312.1              307.1                      307.1
   Recurring licenses and product
   development revenue                     358.8                      358.8              338.5                      338.5
Software revenue                           670.9                      670.9              645.6                      645.6

Service and other revenue                  125.7                      125.7              109.2                      109.2
                                    -------------              --------------     -------------              --------------
           Total Revenue            (euro) 796.6               (euro) 796.6       (euro) 754.8               (euro) 754.8


Software                                    21.7                       21.7               21.7                       21.7
Service and other                          101.0                      101.0               89.7                       89.7
                                    -------------              --------------     -------------              --------------
       Total Cost of Revenue        (euro) 122.7               (euro) 122.7       (euro) 111.4               (euro)  111.4

           Gross Profit             (euro) 673.9               (euro) 673.9       (euro) 643.4               (euro)  643.4

Research and Development                   221.9                      221.9              215.6                      215.6
Marketing and Sales                        173.7                      173.7              162.4                      162.4
General Administration                      47.1                       47.1               46.8                       46.8
Acquisition Costs                            1.4       (1.4)              -                5.9       (5.9)             -
                                    -------------              --------------     -------------              --------------
Total Research, Selling,            (euro) 444.1               (euro) 442.7       (euro) 430.7               (euro) 424.8
Administration
                                    =============              ==============     =============              ==============

           Operating Income         (euro) 229.8               (euro) 231.2       (euro) 212.7               (euro) 218.6

Financial revenue and Other                  7.5                        7.5               (0.4)                      (0.4)
                                    -------------              --------------     -------------              --------------
Income before income taxes                 237.3                      238.7              212.3                      218.2

Income tax expense                         (80.9)      (0.2)          (81.1)             (76.9)      (0.9)          (77.8)
                                    -------------              --------------     -------------              --------------
           Net Income               (euro) 156.4               (euro) 157.6       (euro) 135.4               (euro) 140.4
                                    =============              ==============     =============              ==============
Diluted net income per share        (euro)  1.35               (euro)  1.36       (euro)  1.18               (euro)  1.22
                                    =============              ==============     =============              ==============
Diluted weighted average shares            116.2                      116.2              114.7                      114.7
outstanding (in millions)



--------------------------------------------------------------------------------
9, quai Marcel Dassault, BP 310, 92156 Suresnes Cedex, FRANCE,
Tel : + 33 1 40 99 40 99 - Fax : +33 1 42 04 45 81 - http://www.3ds.com

                                       13



                                DASSAULT SYSTEMES
                      CONDENSED CONSOLIDATED BALANCE SHEETS


                              (in millions of Euro)





                                                 December 31, 2004        December 31, 2003
                                               ---------------------    ---------------------
                                                                         
ASSETS

Cash and short-term investments                            552.8                    439.7

Accounts receivable, net                                   237.8                    227.6

Other assets                                               308.6                    297.2
                                               ---------------------    ---------------------
Total assets                                      (euro) 1,099.2           (euro)   964.5


LIABILITIES
AND SHAREHOLDERS' EQUITY

Total liabilities                                          340.0                    306.8

Shareholders' equity                                       759.2                    657.7
                                               ---------------------    ---------------------
Total liabilities and shareholders' equity        (euro) 1,099.2           (euro)   964.5





--------------------------------------------------------------------------------
9, quai Marcel Dassault, BP 310, 92156 Suresnes Cedex, FRANCE,
Tel : + 33 1 40 99 40 99 - Fax : +33 1 42 04 45 81 - http://www.3ds.com

                                       14



                                DASSAULT SYSTEMES
              CONDENSED CASH FLOW STATEMENT PREPARED IN ACCORDANCE
                                 WITH U.S. GAAP


                              (in millions of Euro)



                                                 Three Months ended                             Twelve Months ended
                                    December 31,   December 31,                   December 31,   December 31,
                                        2004           2003        Variation          2004           2003        Variation
                                   ------------------------------------------    ------------------------------------------
                                                                                                  
Net Profit                              60.1           57.8           2.3            156.4          135.4           21.0
Working capital and other non
cash P&L items                        (21.9)         (30.8)           8.9             52.5           42.0           10.5
                                   --------------------------                    --------------------------

Net Cash provided by (used in)
operating                               38.2           27.0          11.2            208.9          177.4           31.5


Acquisition and sale of assets         (6.5)          (2.3)         (4.2)           (23.7)         (19.2)          (4.5)
ST investments                           2.1         (22.4)          24.5              7.6          (5.9)           13.5
Acquisition net of cash                (1.3)          (1.5)           0.2            (4.1)          (6.1)            2.0
Loans                                  (1.1)          (5.9)           4.8            (5.8)         (14.0)            8.2
                                   --------------------------                    --------------------------

Net Cash provided by (used in)
investing                              (6.8)         (32.1)          25.3           (26.0)         (45.2)           19.2

Share repurchase and proceeds
from stocks options exercise, net      (3.7)            4.1         (7.8)            (5.1)         (25.0)           19.9
Dividend                                 0.0            0.0           0.0           (38.4)         (37.2)          (1.2)
Others                                 (1.9)          (0.2)         (1.7)            (1.9)          (0.2)          (1.7)
                                   --------------------------                    --------------------------

Net Cash provided by (used in)
financing                              (5.6)            3.9         (9.5)           (45.4)         (62.4)           17.0

Effect of exchange rate changes
on cash                               (20.8)          (8.3)        (12.5)           (16.0)         (22.2)            6.2
                                   ==========================                    ==========================

Increase (Decrease) in cash &
cash equivalents                         5.0          (9.5)          14.5            121.5           47.6           73.9



Cash at beginning of period            536.1          429.1                          419.6          372.0

Cash at end of period                  541.1          419.6                          541.1          419.6



--------------------------------------------------------------------------------
9, quai Marcel Dassault, BP 310, 92156 Suresnes Cedex, FRANCE,
Tel : + 33 1 40 99 40 99 - Fax : +33 1 42 04 45 81 - http://www.3ds.com

                                       15



                                   SIGNATURES

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



                                             DASSAULT SYSTEMES S.A.


         Date: February 9, 2005              By:    /s/ Thibault de Tersant
                                                    -----------------------
                                             Name:  Thibault de Tersant
                                             Title: Executive Vice President,
                                                    Finance and Administration