FORM 6-K

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                        Report of Foreign Private Issuer


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


                           For the month of July, 2004

                         Commission File Number 1-15236

                              Advantest Corporation
                 (Translation of Registrant's Name Into English)

                              Shinjuku-NS Building
                           4-1 Nishi-Shinjuku 2-chome
                                   Shinjuku-ku
                                 Tokyo 163-0880
                                      Japan
                    (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):
                                                    -----

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








Materials Contained in this Report:

1.   English translation of the Japanese-language First Quarter Financial
     Results for the period commencing April 1, 2004 and ending June 30, 2004,
     as filed with the Tokyo Stock Exchange on July 28, 2004.
2.   English translation of a Japanese-language notice announcing a change in
     registrant's independent registered public accounting firm, as filed with
     the Tokyo Stock Exchange on July 28, 2004.
3.   English translation of a press release dated July 28, 2004, announcing the
     Company's revised earnings forecast for the fiscal year ending March 2005.







                                   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.




                                         Advantest Corporation



                                         By:/S/ HITOSHI OWADA
                                            ------------------------------------
                                            Name:  Hitoshi Owada
                                            Title: Director and Managing
                                                   Executive Officer




Date:  July 28, 2004