FORM 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 ~~under the Securities Exchange Act of 1934~~

~~January~~under the ~~21,~~Securities ~~2005~~Exchange Act of 1934

February 18, 2005

Commission File Number 33-79548

EURO DISNEY S.C.A.

(Translation of registrant’s name into English)

Immeubles Administratifs ~~Route Nationale 34 77144 Chessy France~~

Route Nationale 34

77144 Chessy

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: ý Form 40-F: o

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: q o No: ý

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: q o No: ý

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: q o No: ý

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

EURO DISNEY S.C.A.

• Euro Disney launchesannounces capitalsuccessful increaseequity asrights the final step in its financial restructuring and key element for growth strategyoffering

(Marne-la-Vallée, ~~January~~February 2118, 2005) Euro Disney S.C.A., operator of Disneyland Resort Paris, announced today the ~~launch~~success of ~~the capital increase approved by~~ its ~~shareholders~~share atcapital ~~the~~increase ~~annual~~for ~~meeting of December 17, 2004 in~~ a total amount of € 253~~,347,188~~.3 million (issue premium included)~~. This~~ ~~capital~~launched ~~increase~~on is20th ~~the final step in the Company’s financial restructuring~~January, ~~which~~2005. The isoffering ~~designed~~provided toexisting ~~provide liquidity,~~shareholders ~~protection~~the ~~from~~preferential ~~business~~rights ~~volatility and capital~~ to ~~maintain~~purchase ~~its~~2.8 ~~existing~~billion ~~asset base and add~~ new ~~attractions~~shares toat ~~fuel~~€0.09 ~~the~~per ~~Company’s growth strategy~~share.

~~The~~At ~~capital~~the ~~increase~~closing ~~will~~of bethe ~~implemented~~centralisation ~~through~~period, ~~the~~total ~~distribution~~subscriptions toexceeded ~~existing~~shares ~~shareholders~~offered ofby ~~preferential~~approximately ~~subscription~~9%, ~~rights. The~~demonstrating ~~subscription~~investor ~~price~~confidence ~~has~~in ~~been set~~the atCompany’s ~~€ 0~~future.09 3.1 ~~per~~billion ~~share. Shareholders may~~total ~~use~~shares ~~the~~were ~~subscription~~subscribed, ~~rights~~of which to2.6 ~~participate~~billion inshares ~~the~~were ~~capital~~subscribed ~~increase,~~on ora ~~may choose~~non-reducible tobasis ~~sell~~and ~~their~~496.3 million ~~rights~~were subscribed on ~~the~~a ~~market~~reducible basis. The ~~subscription~~method ~~period~~by ~~will~~which ~~start~~applications onfor ~~January~~reducible ~~31,~~shares ~~2005 and~~ will ~~end~~be onscaled ~~February~~down 8,will ~~2005,~~be ~~inclusive. At~~published ~~the~~early ~~end of~~next ~~this period, non-exercised preferential subscription rights will be cancelled~~week.

The ~~Walt~~new ~~Disney~~shares ~~Company~~will ~~has~~be ~~committed~~admitted to ~~cause~~trading anon ~~affiliate~~Euronext toParis ~~subscribe~~and ~~for~~Euronext ~~1,111,111,112~~Brussels ~~new~~as ~~shares~~from ~~and a company~~23rd ~~owned~~February, ~~by a trust for the benefit of H~~2005.~~R.H.~~ The ~~Prince~~new ~~Alwaleed~~shares ~~Bin~~and ~~Talal Bin~~the ~~Abdulaziz~~new AlDepositary ~~Saud~~Receipts ~~and~~will ~~his~~also ~~family~~be ~~has~~admitted ~~committed~~ to ~~subscribe~~trading ~~for~~on ~~217,310,879 new shares in~~ the ~~offering. A~~London ~~bank syndicate~~Stock ~~has~~Exchange’s ~~agreed~~market tofor ~~underwrite~~listed ~~the remaining shares~~securities.

2Upon final settlement of the share capital increase on 23rd February, 2005, the Company’s restructuring, which was designed to provide liquidity and capital to support operations and fuel future growth, will become fully effective.

~~The~~We ~~French~~are ~~prospectus~~pleased ~~relating~~with ~~to this offering has received~~ the ~~visa~~strong ofmarket ~~the~~response ~~Autorité~~to ~~des~~our ~~marchés~~equity ~~financiers (the “AMF”) under n°05-027 on January 20~~offering, ~~2005. The French~~ ~~prospectus~~which ~~includes~~we ~~the~~see ~~reference~~as ~~document~~a ~~registered~~vote byof ~~the~~confidence ~~AMF~~in ~~on January 10, 2005 under n° R. 05-003, and details of~~ the ~~share~~Company’s ~~rights~~growth ~~offering~~potential ~~(note~~and ~~d’opération)~~strategy. ~~Copies~~Now, ofour ~~this~~undivided ~~prospectus are available free of charge from institutions~~attention ~~authorized~~turns to ~~receive subscriptions and at~~ the ~~registered~~execution ~~office~~ of ~~Euro~~our ~~Disney S.C.A.,~~growth ~~Immeubles Administratifs~~strategy, ~~Route~~said ~~Nationale~~Jeffrey ~~34,~~R. ~~77700 Chessy~~Speed, ~~Seine-et-Marne.~~ ~~The prospectus will be available on the website of the Autorité~~Senior ~~des~~Vice ~~marchés~~President ~~financiers: www.amf-france.org~~ and onChief ~~the~~Financial ~~website~~Officer of Euro Disney S.C.A.~~: www~~S.~~eurodisney.com. The legal notice will be published in the Bulletin des Annonces Légales Obligatoires on January 24, 2005.~~

~~“The~~André ~~AMF draws~~Lacroix, ~~the~~Chairman ~~public’s~~and ~~attention~~Chief toExecutive ~~the~~Officer ~~following~~of ~~elements~~Euro Disney S.A.S., added:

~~• The~~“We ~~paragraph~~look ~~2.6~~forward to an exciting future as we begin an unprecedented, multi-year expansion of our resort offering. In April, we will witness the launch of Space Mountain: Mission 2, ~~Note~~followed ~~d’Opération~~by ~~describes~~our Summer Magic Celebration honoring the ~~consequences~~50th Anniversary of The Disneyland Resort in California. Each of the ~~issue~~years on2006, 2007 and 2008 will bring even more rides and attractions to our Resort. These investments, combined with an innovative marketing and sales strategy should set the ~~shareholder’s~~foundation for ~~position;~~sustained and profitable growth.”

• The statutory auditors included an observation in their report with respect to the change in accounting methods concerning the financial statements for fiscal year ended September 30, 2004 as well as to the going-concern principle, which is presented below:2

~~“However, we~~Euro ~~draw~~Disney ~~your~~S.C.A. ~~attention~~and toits ~~the~~subsidiaries ~~uncertainty~~operate ~~about~~ the ~~Group’s~~Disneyland ~~ability~~Resort toParis ~~continue as~~which aincludes: ~~going-concern~~Disneyland Park, ~~which~~Walt ~~was~~Disney ~~the~~Studios ~~matter~~Park, ofseven ~~emphasis~~themed ~~reported~~hotels ~~above~~with ~~and~~approximately ~~which will~~5,800 berooms ~~removed~~(excluding ~~subject~~2,033 toadditional ~~the~~third-party ~~completion~~rooms inlocated ~~cash~~on of the ~~share~~site), ~~capital~~two ~~increase to~~convention ~~which~~centres, ~~this~~Disney ~~Note~~Village ~~d’Opération~~(a ~~relates.~~dining, Asshopping ~~mentioned~~and inentertainment ~~the~~centre) ~~paragraph~~and ~~2.2.16 “Use~~a of27-hole ~~proceeds”~~golf offacility. ~~the~~The ~~present “Note d~~Group’~~Opération”,~~s ~~the~~operating ~~completion~~activities ofalso ~~this share~~include ~~capital increase is~~ the ~~last~~management ~~step~~and ofdevelopment ~~the restructuring~~ of the ~~Group.~~2,000-hectare ~~As a result~~site, ~~all~~which ~~other~~currently ~~components~~includes ofapproximately ~~the restructuring agreements will become effective~~1,000 inhectares ~~particular~~of ~~those~~undeveloped ~~related~~land. toEuro ~~the~~Disney ~~legal~~S.C.A.’s ~~reorganization~~shares ~~and~~trade toin ~~the financial~~Paris ~~debt~~(SRD), ofLondon ~~the~~and ~~Group;”~~Brussels.

~~• The~~These ~~implementation~~materials ofare ~~the~~not ~~restructuring remains~~an ~~subject~~offer to, ~~and~~sell or a solicitation to buy any securities in the ~~credit~~rights ~~agreements~~offering in France, asthe ~~amended,~~United States or any other jurisdiction. The rights offering will ~~become~~be ~~effective~~made ~~upon~~only by ~~completion~~means of ~~the~~an ~~share~~offering ~~capital~~document ~~increase~~complying ~~and~~with the ~~legal~~applicable ~~reorganisation,~~securities nolaws ~~later~~of ~~than~~the ~~March~~jurisdiction ~~31,~~or ~~2005.~~jurisdictions Ifin ~~those~~which ~~transactions~~such dorights ~~not~~offering ~~occur~~shall bybe made. The ~~March~~securities ~~31,~~offered ~~2005,~~in the ~~parties~~rights tooffering ~~the~~have ~~memorandum~~not ofbeen ~~agreement~~and will ~~have~~not 30be ~~days~~registered tounder ~~negotiate~~the anUnited ~~alternative~~States ~~arrangement.~~Securities IfAct ~~such~~of an1933 ~~alternative~~and ~~arrangement~~may ~~cannot~~not be ~~agreed, most~~offered ofor sold in the ~~provisions~~United States ofor ~~the~~in ~~memorandum~~any ofother ~~agreement~~jurisdiction ~~would~~absent ~~become~~registration, ~~null~~an ~~and~~applicable ~~void;~~exemption from registration requirements or qualification under the applicable securities laws of such jurisdiction.

• No dividends were declared or paid in respect of fiscal years 1997 through 2004 and Euro Disney S.C.A. does not expect to pay dividends for a substantial period of time.”

Corporate Communication		Investor Relations
Pieter Boterman		Fiona Lord Duarte
Tel: +331 64 74 59 50		Tel: +331 64 74 58 55
Fax: +331 64 74 59 69		Fax: +331 64 74 56 36
e-mail: pieter.boterman@disney.com		e-mail: fiona.lord.duarte@disney.com

This press release is not an offer to sell or a solicitation to buy any securities in the rights offering and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful. The rights offering will be made only by means of an offering document complying with the applicable securities laws of the jurisdiction or jurisdictions in which such rights offering shall be made. The securities offered in the rights offering have not been and will not be registered under the United States Securities Act of 1933 and may not be offered or sold in the United States or in any other jurisdiction absent registration, an applicable exemption from registration requirements or qualification under the applicable securities laws of such jurisdiction.

Code ISIN:		FR0000125874		Code Reuters:		EDL.PA
Sicovam:		12 587		Code Bloomberg:		EDL FP

Corporate Communication		Investor Relations
Pieter Boterman		Fiona Lord Duarte
Tel: +331 64 74 59 50		Tel: +331 64 74 58 55
Fax: +331 64 74 59 69		Fax: +331 64 74 56 36
e-mail: pieter.boterman@disney.com		e-mail: fiona.lord.duarte@disney.com

Code ISIN:	FR0000125874	Code Reuters:	EDL.PA
Sicovam:	12 587	Code Bloomberg:	EDL FP

SIGNATURES

~~Euro~~Pursuant ~~Disney~~to ~~S.C.A.~~the ~~and~~requirements ~~its~~of ~~subsidiaries operate~~ the ~~Disneyland~~Securities Exchange ~~Resort~~Act ~~Paris~~of ~~which includes: Disneyland Park~~1934, ~~Walt~~Euro Disney ~~Studios~~has ~~Park,~~duly ~~seven~~caused ~~themed~~this ~~hotels~~report ~~with~~to ~~approximately~~be ~~5,800~~signed ~~rooms (excluding 2,033 additional third-party rooms located~~ on its ~~the~~behalf ~~site),~~by ~~two convention centres, Disney Village (a dining, shopping and entertainment centre) and a 27-hole golf facility. The Group’s operating activities also include~~ the ~~management and development of the 2~~undersigned,~~000-hectare~~ ~~site,~~thereunto ~~which~~duly ~~currently includes approximately 1,000 hectares of undeveloped land~~authorized. ~~Euro Disney S.C.A.’s shares trade in Paris (SRD), London and Brussels.~~

	EURO DISNEY S.C.A.
	By the Management Company (Gerant) Euro Disney S.A.S.


Date: February 18, 2005

	By:	/s/ DIANE FUSCALDO
	Name: Diane Fuscaldo
	Title: Director Corporate Controllership

~~SIGNATURES~~4

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

	EURO DISNEY S.C.A.
	By the Management Company (Gerant) Euro Disney S.A.S.
Date: January 21, 2005
	By:	/s/ Diane Fuscaldo
	Name: Diane Fuscaldo
	Title: Director Corporate Controllership

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