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 October 2004

                        Commission File Number: 001-31368

                                 SANOFI-AVENTIS
                 (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-________








     On October 29, 2004, Sanofi-Aventis (formerly known as Sanofi-Synthelabo)
published the attached notice on its website (www.sanofi-aventis.com),
announcing that as at Thursday, October 28, 2004, 18.00 hours (CET)
Sanofi-Aventis's mandatory offer for the shares in Hoechst Aktiengesellschaft
has been accepted for 111,428 shares in Hoechst Aktiengesellschaft, representing
0.02% of the share capital and the voting rights of Hoechst Aktiengesellschaft.
                                  

                                  EXHIBIT LIST

Exhibit No.                       Description
-----------                       -----------

Exhibit 99.1       Notice, dated October 28, 2004, announcing number of
                   Hoechst shares tendered into mandatory offer by
                   Sanofi-Aventis to the shareholders of Hoechst AG, as of
                   October 28, 2004 at 18:00 hours (CET).







                                   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: October 29, 2004                      SANOFI-AVENTIS


                                             By:    /s/ Jean-Claude Leroy       
                                                --------------------------------
                                                Name:   Jean-Claude Leroy       
                                                Title:  Senior Vice President & 
                                                        Chief Financial Officer 






                                  EXHIBIT INDEX

Exhibit No.                       Description
-----------                       -----------

Exhibit 99.1       Notice, dated October 28, 2004, announcing number of
                   Hoechst shares tendered into mandatory offer by
                   Sanofi-Aventis to the shareholders of Hoechst AG, as of
                   October 28, 2004 at 18:00 hours (CET).