UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                               ------------------
                                    FORM 6-K

                        REPORT OF FOREIGN PRIVATE ISSUER
                        PURSUANT TO RULE 13a-16 OR 15d-16
                    UNDER THE SECURITIES EXCHANGE ACT OF 1934
                               ------------------
                           For the month of June 2004

                        Commission File Number: 001-31368

                                SANOFI-SYNTHELABO
                 (Translation of registrant's name into English)

                   174, avenue de France, 75013 Paris, FRANCE
                    (Address of principal executive offices)

         Indicate by check mark whether the registrant files or will file annual
reports under cover 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): _____

         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): _____

         Indicate by check mark whether the registrant by furnishing the
information contained in this Form 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" marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b):  82-________


         This Report on Form 6-K shall be deemed to be incorporated by reference
into  Sanofi-Synthelabo's  Registration  Statement on Form F-4 (Registration No.
333-112314),  as post-effectively amended and declared effective on May 13, 2004
by the United States Securities Exchange Commission, and the related prospectus,
dated April 9, 2004, and the  prospectus  supplement,  dated May 27, 2004,  each
filed pursuant to Rule 424(b) under the United States Securities Act of 1933, as
amended,  and shall be part thereof from the date on which this Report is filed,
to the extent not  superseded  by  documents  or reports  subsequently  filed or
furnished.





         On June 23,  2004 and June 24,  2004,  respectively,  Sanofi-Synthelabo
issued the two press releases  attached hereto as Exhibit 99.1 and Exhibit 99.2,
each of which is incorporated herein by reference.

                                  EXHIBIT LIST

Exhibit No.                                Description
----------                                 -----------
Exhibit 99.1       Press Release, dated June 23, 2004, confirming the extension
                   of the U.S. Offer, the French Offer and the German Offer

Exhibit 99.2       Press Release, dated June 24, 2004, announcing the results of
                   Annual General Meeting of Sanofi-Synthelabo shareholders








                                   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.


Dated: June 24, 2004                     SANOFI-SYNTHELABO


                                         By:       /s/ Marie-Helene Laimay
                                              ----------------------------------
                                              Name:    Marie-Helene Laimay
                                              Title:   Senior Vice President and
                                                       Chief Financial Officer






                                  EXHIBIT INDEX

Exhibit No.                              Description
----------                               -----------
Exhibit 99.1       Press Release, dated June 23, 2004, confirming the extension
                   of the U.S. Offer, the French Offer and the German Offer

Exhibit 99.2       Press Release, dated June 24, 2004, announcing the  results
                   of Annual General Meeting of Sanofi-Synthelabo shareholders