A test circuit is disclosed for testing embedded synchronous memories. A BIST controller is used to address the memory and provide reference data that is compared to the memory output. Pipeline registers are used to allow the BIST controller to perform reads and/or writes during every clock cycle. In one aspect, the BIST controller includes a reference data circuit that stores or generates data for comparison to the memory output. A pipeline register is positioned before the reference data circuit or between the reference data circuit and compare circuitry. Additional pipeline registers may be positioned between a compare capture circuit and the compare circuitry. The pipeline registers free the BIST controller from having to wait for a read to complete before starting the next read or write. To reduce the number of pipeline registers needed, a negative-edge BIST controller can be used with a positive-edge memory or vice versa.