UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

~~OF THE~~ SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): ~~January 30~~February 25, 2014

ACCELRYS, INC.

(Exact ~~Name~~ name of ~~Registrant~~registrant as ~~Specified~~specified in its ~~Charter~~charter)

Delaware	0-27188	33-0557266
(State or other jurisdiction of incorporation)	Commission file number	(I.R.S. Employer identification number)
(State or other jurisdiction ofincorporation or organization)	Commissionfile number	(I.R.S. Employeridentification number)

5005 Wateridge Vista Drive, San Diego, California 92121-1761

San Diego, California 92121-1761

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (858) 799-5000

N/A

(Former name, ~~or Former~~former ~~Address~~address and former fiscal year, if ~~Changed~~changed ~~Since~~since ~~Last~~last ~~Report~~report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:



¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)



¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)



¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))



¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~Item~~ 1~~.01. Entry Into a Material Definitive Agreement.~~

OnItem ~~January 30, 2014, Accelrys, Inc~~2.~~, a Delaware corporation (the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Dassault Systemes Americas Corp~~02., aResults ~~Delaware corporation (“Dassault”), and 3DS Acquisition Corp., a Delaware corporation and wholly owned subsidiary~~ of ~~Dassault (“Purchaser”).~~Operations Pursuant to the terms of the Merger Agreement, Purchaser will commence a tender offer (the “Offer”) to purchase all of the outstanding shares of common stock, par value $0.0001 per share, of the Company (the “Company Common Stock”), at a price per share of $12.50, net to the seller in cash, without interest (such amount, as it may be adjusted from time to time on the terms and ~~subject~~Financial to the conditions set forth in the Merger Agreement the “Offer Price”), and subject to deduction for any required withholding of taxes. Purchaser is obligated to commence the Offer as promptly as practicable, and in any event within 10 business days following the date of the Merger Agreement, and the Offer will remain open for a minimum of 20 business days from the date of commencement of the Offer. Condition

~~The~~On ~~consummation of the Offer is subject to customary closing conditions, including, among other things, (i)~~February ~~the valid tender of shares of Company Common Stock representing at least a majority of the total outstanding shares of Company Common Stock~~25, ~~calculated on a fully diluted basis~~2014, ~~(ii) the expiration or termination of all applicable waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act of 1976~~ Accelrys, asInc. ~~amended~~ (~~the~~ “~~HSR Act~~we”), ~~and the antitrust~~“us”, ~~competition~~“our” ~~and trade regulation laws of certain other jurisdictions as agreed between the parties, (iii) the conclusion~~ or ~~termination of review by The Committee on Foreign Investment in~~ the ~~United States (~~“~~CFIUS~~Company”), ~~and~~issued ~~(iv) other~~a ~~conditions~~press torelease ~~the~~announcing ~~Offer~~its ~~set~~financial ~~forth~~results infor ~~Exhibit~~the Ayear toended ~~the~~December 31, ~~Merger Agreement~~2013. ~~The~~A ~~consummation~~copy of ~~the Offer~~this ispress ~~not~~release ~~subject~~is toattached ~~any~~hereto ~~financing~~as ~~condition.~~Exhibit 99.1.

~~Upon~~The ~~completion~~press ofrelease ~~the~~describes ~~Offer~~non-GAAP financial measures for revenue, ~~and~~operating ~~subject~~income, tonet ~~the~~income, ~~satisfaction~~net orincome ~~waiver~~per ofdiluted ~~the conditions~~share ~~set~~and ~~forth~~free incash ~~the~~flow ~~Merger~~that ~~Agreement~~exclude deferred revenue fair value adjustments, ~~Purchaser~~acquisition-related ~~will~~cost beof ~~merged~~revenue, ~~with~~business consolidation, restructuring and ~~into~~headquarter-relocation ~~the~~costs, ~~Company~~stock-based compensation expense, ~~with~~note ~~the~~receivable ~~Company~~impairment, ~~surviving~~purchased asintangible aasset ~~wholly~~amortization, ~~owned~~royalty ~~subsidiary~~income offair ~~Dassault~~value ~~(the~~adjustments, ~~“Merger”).~~amortization ~~The~~of ~~Merger~~note ~~Agreement~~receivable ~~provides~~discount, ~~that~~gain ~~the Merger~~on ~~will~~sale beof ~~governed~~real byestate, ~~Section 251(h)~~gain on sale of ~~the~~intellectual ~~Delaware~~property, ~~General~~write-off ~~Corporation~~of ~~Law~~lease ~~(the~~related ~~“DGCL”)~~assets, other non-operating expense and ~~shall~~income betax ~~effected~~adjustments. byThese ~~Purchaser~~financial ~~and~~measures ~~the~~are ~~Company~~not ascalculated ~~soon~~in asaccordance ~~practicable~~with ~~following~~generally ~~the~~accepted ~~consummation~~accounting ofprinciples ~~the~~(GAAP) ~~Offer~~and ~~without~~are ~~a stockholders~~not ~~meeting~~based ~~pursuant~~on toany ~~Section 251(h)~~comprehensive set of ~~the~~accounting ~~DGCL~~rules or principles.

AtManagement ~~the~~believes ~~effective~~these ~~time~~non-GAAP offinancial ~~the~~measures ~~Merger~~provide ~~(the~~a ~~“Effective Time”),~~useful ~~each~~measure ~~outstanding share~~ of ~~Company Common Stock, other than shares of Company Common Stock owned by~~ the Company,’s ~~Dassault~~operating ~~or Purchaser immediately prior to the Effective Time~~results, ora bymeaningful ~~stockholders~~comparison ~~who~~with ~~have~~historical ~~validly~~results ~~exercised~~and ~~their appraisal~~with ~~rights~~the ~~under~~results ~~Delaware~~of ~~law,~~other ~~will~~companies ~~be canceled~~ and ~~converted~~insight into the ~~right~~Company’s toongoing ~~receive~~operating anperformance. ~~amount in cash equal to the Offer Price~~Further, ~~payable~~management ~~to the holder thereof on the terms~~ and ~~subject to~~ the ~~conditions~~Board ~~set~~of ~~forth~~Directors inof the ~~Merger Agreement. In addition, at the Effective Time, (i) each option to purchase~~ Company ~~Common~~utilize ~~Stock~~these ~~(each~~measures, ain ~~“Company~~addition ~~Option”) outstanding immediately prior~~ to ~~the~~GAAP ~~Effective Time~~measures, ~~whether~~when ~~vested~~evaluating orand ~~unvested,~~comparing ~~will be canceled, with~~ the ~~holder~~ ~~thereof~~Company’s ~~becoming~~operating ~~entitled~~performance toagainst ~~receive,~~internal infinancial ~~full~~forecasts ~~satisfaction~~and ofbudgets. ~~the~~These ~~rights~~non-GAAP offinancial ~~such~~measures ~~holder~~should ~~with~~not ~~respect~~be ~~thereto,~~considered anas ~~amount in cash equal to (~~a~~) the~~ ~~excess,~~substitute ~~if any~~for, ofor ~~(1) the~~superior ~~Offer Price minus (2) the exercise price per share of Company Common Stock subject~~ to ~~such Company Option~~, ~~multiplied~~measures ~~by (b) the number~~ of ~~shares~~financial ofperformance ~~Company~~prepared ~~Common~~in ~~Stock~~accordance ~~subject~~with toGAAP. ~~such~~In ~~Company~~addition, ~~Option~~these ~~immediately~~non-GAAP ~~prior~~financial tomeasures ~~the~~may ~~Effective~~be ~~Time,~~different ~~and~~from ~~(ii) each~~non-GAAP ~~outstanding~~financial ~~restricted~~measures ~~stock~~used ~~unit (each,~~by aother ~~“Company~~companies. ~~RSU”)~~Investors ~~outstanding~~are ~~immediately~~encouraged ~~prior~~ to ~~the~~review ~~Effective Time, whether vested or unvested, will be canceled, with~~ the ~~holder~~reconciliation ~~thereof becoming entitled to receive, in full satisfaction~~ of the ~~rights~~non-GAAP offinancial ~~such holder~~measures ~~with~~presented ~~respect thereto, an amount~~ in ~~cash equal to~~ the ~~product~~press ofrelease ~~(a) the number of shares of Company Common Stock subject~~ to ~~such~~their ~~Company~~most ~~RSU~~directly ~~immediately~~comparable ~~prior~~GAAP tofinancial ~~the~~measures ~~Effective~~included ~~Time~~in ~~and (b)~~ the ~~Offer~~press ~~Price~~release.

~~The~~As ~~Company,~~described ~~Dassault and Purchaser have made customary representations~~above, ~~warranties and covenants in~~ the ~~Merger Agreement. The~~ Company~~’s covenants~~ ~~include,~~adjusts among other things, covenants regarding the operation of the Company’s business prior to the Effective Time and covenants restricting the ability of the Company to solicit third-party proposals relating to alternative transactions or provide information or enter into discussions in connection with alternative transactions, subject to certain exceptions to permit the board of directors of the Company (the “Company Board”) to comply with its ~~fiduciary~~ ~~duties.~~GAAP ~~Notwithstanding~~financial ~~the~~statements ~~limitations~~for ~~applicable pursuant to~~ the ~~“no~~following shop” restrictions set forth in the Merger Agreement, prior to the consummation of the Offer, under specified circumstances the Company Board may change its recommendation in connection with an intervening event that was not known (or the consequences of which were not known) as of the date of the Merger Agreement, or in connection with an alternative proposal that does not result from breach of the “no shop” restrictions and that the Company Board determines in good faith constitutes a superior proposal (in which latter case the Company may also terminate the Merger Agreement to enter into such superior proposal upon payment of the termination fee, as discussed below). Before the Company Board may change its recommendation in connection with a superior proposal, or terminate the Merger Agreement to accept a superior proposal, the Company must provide Dassault with a customary five calendar day match right, subject to an additional five calendar day match right in the event of a material change to such superior proposal. items:

Deferred revenue fair value adjustment. The ~~Merger~~deferred ~~Agreement~~revenue ~~also~~fair ~~includes~~value ~~customary~~adjustment ~~termination~~relates ~~provisions~~to ~~for~~our ~~both~~acquisitions ~~the~~of ~~Company~~Qumas ~~and Dassault~~Limited on December 9, 2013, ChemSW, Inc. (“ChemSW”) on September 3, 2013, Vialis AG (“Vialis”) on January 11, 2013, Aegis Analytical Corporation (“Aegis”) on October 23, 2012, VelQuest Corporation (“VelQuest”) on December 30, 2011, Contur Industry Holding AB and ~~provides~~Contur ~~that~~Software AB (collectively, in“Contur”) on ~~connection~~May 19, 2011, and our merger with Symyx Technologies, Inc. (“Symyx”) on July 1, 2010. At the ~~termination~~time of ~~the~~each ~~Merger~~of ~~Agreement~~these business combination transactions, ~~under~~each ~~certain~~of ~~circumstances~~ChemSW, Vialis, Aegis, VelQuest, Contur and Symyx had recorded deferred revenue related to revenue which would be recognized in future periods as revenue recognition criteria are satisfied. The purchase accounting guidance required us to write down a significant portion of this deferred revenue to its fair value as of the ~~Company~~business ~~must~~combination ~~pay~~transaction ~~Dassault~~date. Consequently, on a ~~termination~~GAAP ~~fee~~basis in post-acquisition periods, we do not recognize the full amount of ~~$25~~this deferred revenue. When measuring the performance of our business,~~000~~ however,~~000~~ we add back non-GAAP revenue associated with the deferred revenue that would have been recognized during the relevant accounting period but was excluded as a result of these purchase accounting adjustments, ~~including~~as ~~due~~we believe this provides information about the impact on operations of the acquired business in a manner consistent with the revenue recognition for our pre-existing services. We further believe that the inclusion of non-GAAP revenue enables investors to ~~termination~~better understand the impact of the ~~Merger~~acquisitions ~~Agreement~~on bythe baseline revenue of the Company and provides useful information to ~~accept~~investors aon ~~superior~~revenue ~~proposal.~~trends impacting the business in the post-acquisition periods.

~~Each~~Acquisition-related ~~party~~cost isof ~~required~~revenue. toThe ~~use~~acquisition-related ~~its~~cost ~~reasonable~~of ~~best~~revenue ~~efforts~~relates to ~~satisfy~~our ~~the~~acquisition ~~closing~~of ~~conditions~~VelQuest ~~relating~~and ~~to required~~resulted ~~governmental~~from orprofessional ~~third~~service ~~party~~arrangements ~~consents,~~under ~~including~~which byresulting ~~making~~revenue ~~required~~was ~~filings~~deferred ~~under~~at the ~~HSR~~acquisition ~~Act~~date. ~~and~~The inacquisition-related ~~certain~~cost ~~jurisdictions~~of asrevenue ~~agreed~~is ~~between~~recorded as the ~~parties~~associated ~~and~~revenue ~~submitting~~is arecognized. ~~voluntary~~The ~~joint~~purchase ~~filing~~accounting ofrules ~~notice~~required ofus ~~the~~to ~~transactions~~write ~~contemplated~~down by the ~~Merger~~acquisition-related ~~Agreement~~cost toof ~~CFIUS,~~revenue ~~and taking certain actions necessary~~ to ~~prevent~~its ~~the~~fair ~~commencement~~value as of ~~any proceeding or~~ the ~~issuance~~business ofcombination ~~any~~transaction ~~judgment~~date, bywhich ~~any~~we ~~governmental~~estimated ~~entity~~to ~~that~~be ~~would~~zero. ~~delay~~When ormeasuring ~~prohibit~~the ~~consummation~~performance of ~~the~~our ~~transactions~~business, ~~contemplated by the Merger Agreement~~however, ~~provided~~we ~~that~~add noback ~~party~~non-GAAP ~~will~~acquisition-related becosts ~~obligated~~of ~~to sell~~revenue, ~~hold~~as ~~separate~~we orbelieve ~~dispose~~this ofenables ~~any~~investors ~~business or assets, or~~ to ~~agree~~better tounderstand ~~take~~the ~~any~~impact ~~such~~of ~~action~~the ~~over~~acquisition ~~certain~~on ~~thresholds,~~the asCompany ~~set~~and ~~forth~~provides inuseful ~~the~~information ~~Merger~~to ~~Agreement~~investors.

~~The~~Business ~~foregoing~~consolidation, ~~summary~~restructuring and headquarter-relocation costs. Business consolidation, restructuring and headquarter-relocation costs consist of ~~the~~professional ~~Merger~~services, ~~Agreement~~legal, ~~the~~litigation, ~~Offer~~investment banking, and ~~the~~other ~~Merger~~costs ~~does~~incurred ~~not~~in ~~purport~~connection with anticipated and completed business combinations, as well as costs incurred by the Company to beintegrate ~~complete~~acquired companies, including consultant and isemployee ~~subject~~related tocosts incurred during integration and transition periods. Also included are acquisition-related contingent compensation costs, lease obligation exit costs, facility closure costs, severance and ~~qualified~~other costs incurred in ~~its~~ ~~entirety~~connection ~~by,~~with the ~~full~~various ~~text~~restructuring ofactivities commenced by the ~~Merger~~Company ~~Agreement,~~and acosts ~~copy~~associated ofwith ~~which~~our isheadquarter ~~attached~~relocation ~~hereto~~in asJuly ~~Exhibit~~2013, ~~2.1~~including professional services and additional rent expense during the ~~terms~~transition ofto ~~which~~the new facility. The Company excludes these costs because it believes they are ~~incorporated~~not ~~herein~~reflective byof ~~reference.~~ongoing operating results.

The Merger Agreement has been attached hereto pursuant to applicable rules and regulations of the Securities and Exchange Commission (“SEC”) in order to provide investors and stockholders with information regarding its terms. However, it is not intended to provide any other factual information about the Company, Dassault, their respective subsidiaries and affiliates, or any other party. In particular, the representations, warranties and covenants contained in the Merger Agreement have been made only for the purpose of the Merger Agreement and, as such, are intended solely for the benefit of the parties to the Merger Agreement. In many cases, these representations, warranties and covenants are as of specific dates, subject to limitations agreed upon by the parties and qualified by certain disclosures exchanged by the parties in connection with the execution of the Merger Agreement. Furthermore, many of the representations and warranties in the Merger Agreement are the result of a negotiated allocation of contractual risk among the parties and, taken in isolation, do not necessarily reflect facts about the Company, Dassault, their respective subsidiaries and affiliates or any other party. Likewise, any references to materiality contained in the representations and warranties may not correspond to concepts of materiality applicable to investors or stockholders. Information concerning the subject matter of the representations and warranties may change after the date of the Merger Agreement and these changes may not be fully reflected in the Company’s public disclosures. 2

ASStock-based Acompensation ~~RESULT~~expense. OFStock-based ~~THE~~compensation ~~FOREGOING,~~expense ~~INVESTORS~~consists ~~AND~~of ~~STOCKHOLDERS~~expenses ~~ARE~~recorded ~~STRONGLY~~for ~~ENCOURAGED~~employee ~~NOT~~stock TOoptions, ~~RELY~~restricted ONstock ~~THE~~units ~~REPRESENTATIONS,~~and ~~WARRANTIES~~employee ~~AND COVENANTS~~stock ~~CONTAINED~~purchase INrights. ~~THE~~These ~~MERGER~~expenses ~~AGREEMENT,~~are ORexcluded ONfrom ~~ANY~~the ~~DESCRIPTIONS~~Company’s ~~THEREOF,~~non-GAAP ASfinancial ~~ACCURATE~~measures ~~CHARACTERIZATIONS~~because OFthey ~~THE~~are ~~STATE~~non-cash OFexpenses ~~FACTS~~that ORthe ~~CONDITION~~Company OFbelieves ~~THE~~are ~~COMPANY~~not ORreflective ~~ANY~~of ~~OTHER~~ongoing ~~PARTY~~operating results. Further, the Company believes it is useful to investors to understand the impact of stock-based

~~Forward~~compensation expense to its results of operations. Stock-~~Looking~~based ~~Statements~~compensation expense is recorded in the cost of revenue, product development, sales and marketing, general and administrative and business consolidation, restructuring and headquarter-relocation costs lines in the Company’s consolidated statements of operations.

~~Certain statements~~Note inreceivable ~~this Current Report on Form 8-K and in the press release attached hereto may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995~~impairment. ~~Such~~Note ~~statements~~receivable ~~relate~~impairment torelates ~~a variety of matters, including but not limited~~ to: ~~the~~an ~~timing~~impairment ~~and~~charge ~~anticipated~~incurred ~~completion~~in of the ~~Offer~~three ~~and~~months ~~the~~ended ~~proposed~~December ~~Merger; and other statements that are not purely statements of historical fact. These forward-looking statements are made on the basis of the current beliefs~~31, ~~expectations~~2013 ~~and~~related ~~assumptions of the management of the Company and Dassault and are subject~~ to ~~significant~~an ~~risks~~unsecured ~~and~~note ~~uncertainty~~receivable. ~~Investors~~We ~~are~~believe ~~cautioned~~it ~~not~~is useful to ~~place~~exclude ~~undue reliance on any such forward-looking statements. All such forward-looking statements speak only as of~~ the ~~date~~note ~~they~~receivable ~~are~~impairment ~~made,~~because ~~and~~it ~~neither~~is ~~the~~not ~~Company~~part ~~nor Dassault undertakes any obligation to update or revise these statements, whether as a result~~ of ~~new~~our ~~information,~~direct ~~future events or otherwise~~operations.

~~Factors~~Purchased ~~that~~intangible ~~could~~asset ~~cause~~amortization. ~~actual~~Purchased ~~results~~intangible toasset ~~differ~~amortization ~~materially~~reflects ~~from~~ the ~~forward-looking~~amortization ~~statements~~expense ~~contained~~recorded ~~herein~~for ~~include,~~intangible ~~but are~~assets ~~not~~acquired ~~limited~~through ~~to:~~a ~~potential~~business ~~adverse~~combination. ~~reactions~~These orexpenses ~~changes~~are toexcluded ~~business relationships resulting~~ from the ~~announcement~~Company’s ofnon-GAAP ~~the~~financial ~~proposed~~measures ~~acquisition~~primarily ofbecause ~~the~~they ~~Company;~~are ~~unexpected~~non-cash ~~costs, charges or~~ expenses ~~resulting~~that ~~from~~ the ~~proposed acquisition of the~~ Company; ~~litigation~~believes orare ~~adverse~~not ~~judgments~~reflective ~~relating~~of toongoing ~~the~~operating ~~proposed~~results. ~~acquisition~~Purchased ofintangible ~~the~~asset ~~Company;~~amortization ~~risks~~is ~~relating~~recorded toin the ~~consummation~~amortization of ~~the~~completed ~~proposed acquisition of the Company~~technology, ~~including~~purchased ~~the~~intangible ~~risk~~asset ~~that~~amortization the closing conditions to the Offer or the proposed Merger will not be satisfied; any difficulties associated with requests or directions from governmental authorities resulting from their reviews of the transaction; and ~~any~~royalty ~~changes in general economic~~ and~~/or~~ ~~industry-specific~~other ~~conditions.~~income, ~~Additional factors~~net ~~that~~lines ~~could cause actual results to differ materially from those described~~ in the ~~forward-looking statements are set forth in the~~ Company’s ~~Annual~~consolidated ~~Report~~statements onof Form 10-K for the fiscal year ended December 31, 2012, which was filed with the SEC on March 7, 2013, under the heading “Item 1A—Risk Factors” and in subsequent reports on Forms 10-Q and 8-K and other filings made with the SEC by the Companyoperations.

~~Additional~~Royalty ~~Information~~income ~~and~~fair ~~Where~~value adjustment. Royalty income fair value adjustment relates to ~~Find~~our Itmerger with Symyx. At the time of the merger, Symyx had recorded deferred royalty income for advance payments received on royalty contracts, the revenue resulting from which would be recognized in future periods over the contractual period. The purchase accounting rules required us to write down this amount to its fair value as of the completion of the merger, which we estimated to be zero. We further believe that the inclusion of the royalty income fair value adjustment enables investors to better understand the impact of the acquisition on the Company and provides useful information to investors.

NoAmortization ~~statement in this document or the attached exhibits is an offer to purchase or a solicitation~~ of annote ~~offer~~receivable ~~to sell securities~~discount. ~~The~~Amortization ~~Offer for the shares~~ of ~~Company~~note ~~Common~~receivable ~~Stock~~discount ~~has~~reflects ~~not commenced. Dassault intends to file a tender offer statement on Schedule TO with~~ the ~~SEC,~~amortization ~~and~~of the ~~Company~~discount ~~intends~~on toour ~~file~~promissory anote ~~solicitation/recommendation~~receivable ~~statement~~from ~~on Schedule 14D-9~~Intermolecular, ~~each~~Inc. ~~with~~(“IM”) ~~respect to the Offer described~~ in ~~this~~connection ~~Current~~with ~~Report on Form 8-K and~~ the ~~exhibits~~sale ~~attached hereto. Any offers to purchase or solicitations~~ of ~~offers~~certain tointellectual ~~sell~~property ~~will be made only pursuant~~ to ~~such~~IM ~~tender~~in ~~offer~~November ~~statements~~2011. ~~The~~We ~~tender~~believe ~~offer~~it ~~statement~~is onuseful ~~Schedule TO (including an offer~~ to ~~purchase,~~exclude ~~a related letter of transmittal and other offer documents) and~~ the ~~related~~amortization ~~solicitation/recommendation statement on Schedule 14D-9 will contain important information, including the various terms~~ of, ~~and conditions to,~~ the ~~Offer,~~discount which should be read carefully by the Company’s stockholders before they make any decision with respect to the Offer. Such materials, when prepared and ready for release, will be made available to the Company’s stockholders at no expense to them. In addition, at such time, such materials (and all other offer documents filed with the SEC) will be available at no charge on ~~the~~this ~~SEC’s~~promissory ~~website~~note atreceivable ~~www.sec.gov~~because ~~and~~this ~~may~~incremental ~~also~~income beis ~~obtained~~not bypart ~~directing a request to the Corporate Secretary~~ of ~~the~~our ~~Company,~~direct ~~at (858) 799-5000~~operations.

~~Item~~Gain 8on sale of real estate.01 Gain on sale of real estate relates to the sale of real property, comprised of land and an office building located in Santa Clara, California, which we sold in June 2012. ~~Other~~This ~~Events~~property was acquired as a result of our merger with Symyx and was not utilized in our ongoing operations.

OnGain ~~January 30,~~on ~~2014,~~sale ~~the~~of ~~Company~~intellectual ~~and~~property. ~~Dassault~~Gain ~~issued~~on asale ~~joint~~of ~~press~~intellectual ~~release~~property ~~announcing~~reflects the ~~execution~~net ofgain recognized upon the ~~Merger~~sale ~~Agreement.~~of Acertain ~~copy~~patents ofto ~~the press~~IM ~~release~~in isNovember ~~attached~~2011 ~~hereto~~in asconsideration ~~Exhibit~~for ~~99.1~~a ~~and~~secured ispromissory ~~incorporated~~note ~~herein~~receivable bythat ~~reference.~~we collected in full in May 2013.

~~Item~~Write-off 9of lease related assets.~~01.~~ ~~Financial~~Write-off ~~Statements~~of ~~and~~lease ~~Exhibits~~related assets relates to the write off in June 2012 of certain assets in connection with exiting the lease of a restructured facility.

~~(d)~~Other ~~Exhibits~~non-operating expense. Other non-operating expense relates to loss on disposal of certain fixed assets as a result of the relocation of our corporate headquarters in July 2013.

ExhibitNumber		Description
2.1		Agreement and Plan of Merger, dated as of January 30, 2014, by and among Accelrys, Inc., Dassault Systemes Americas Corp. and 3DS Acquisition Sub.
99.1		Press Release issued by Accelrys, Inc. and Dassault Systemes Americas Corp. on January 30, 2014, announcing the execution of the Merger Agreement.

Income tax. Income tax adjustments relate to adjusting our non-GAAP operating results to reflect an effective tax rate that would be applied if the Company was in a taxable income position and was not able to utilize its net operating loss carryforwards. The income tax adjustment also excludes any impact of a release of our valuation allowance against deferred tax assets.

~~SIGNATURES~~In accordance with General Instruction B.2. of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

~~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 hereunto duly authorized.~~ 3

~~ACCELRYS,~~Item ~~INC~~9. ~~By: /s/ Michael A~~01. ~~Piraino~~Financial ~~Michael~~Statements ~~A. Piraino Executive Vice President~~ and ~~Chief Financial Officer~~Exhibits.

~~Date:~~(d) ~~January 30, 2014~~ Exhibits




Exhibit No.		Description

99.1		Press release dated February 25, 2014

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 hereunto duly authorized.




ACCELRYS, INC.

By:		/s/ Michael A. Piraino
		Michael A. Piraino
		Executive Vice President and
		Chief Financial Officer

Date: February 25, 2014

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