A 61-year-old male presented with advanced gastric cancer with lymph node swelling around the root of superior mesenteric artery lymph nodes and invasion of pancreas. We thought a complete resection would be difficult, so he was given neo-adjuvant chemotherapy in combination with S-11 20 mg/body/day (3 weeks administration and 1 week rest) and paclitaxel (PTX) 80 mg/m(2) (day 1, 8, 15). After 2 courses of this neo-adjuvant chemotherapy, the tumor and lymph node swelling decreased in size. Total gastrectomy, Roux-en Y and D1+beta type nodal dissection were performed. Intraoperative findings included tumor exposure on the serous membrane and enlarged lymph nodes on the lesser curvature; however, no marked pancreatic invasion was observed and the lymph nodes had become scarred. The changes with neo-adjuvant chemotherapy were judged to be grade 2. After the operation, there was no side effect, though he received the same chemotherapy as an outpatient in three courses. Five years passed from the first medical examination. The patient remains alive, and the neo-adjuvant chemotherapy proved effective.