FLOWSERVE CORP — Director's Dealing 2004

Jul 20, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FLOWSERVE CORP (FLS)
CIK: 0000030625
Period of Report: 2004-07-15

Reporting Person: Pajonas Thomas L (VP, Division Pres-FCD)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-07-15	Stock Option (right-to-buy)	$22.90	A	11000	Acquired	2014-07-15	Common Stock (11000)	Direct
2004-07-15	Restricted Common Stock ($1.25 par value per share)	$0	A	7000	Acquired		Common Stock (7000)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Common Stock ($1.25 par value per share)	$0		Common Stock (6000)	6000	Direct

Footnotes

F1: Option shares vest in three (3) equal annual installments beginning on July 15, 2005, with the remaining thirds vesting on July 15, 2006 and July 15, 2007, respectively.

F2: The shares of Restricted Common Stock shall be valued at the fair market value upon each vesting date. A conversion or exercise price is not applicable.

F3: One-third of the shares of Restricted Common Stock vests on July 15, 2005, with the remaining thirds vesting on July 15, 2006 and July 15, 2007, respectively.

F4: Vesting of the shares of Restricted Common Stock is contingent upon continued employment with the Issuer. An expiration date is not applicable.

F5: The shares of Restricted Common Stock shall be valued at the fair market value upon each vesting date. A conversion or exercise price is not applicable.

F6: One-third of the shares of Restricted Common Stock vests on May 3, 2005; with the remaining thirds vesting on May 3, 2006 and May 3, 2007, respectively.

F7: Vesting of the shares of Restricted Common Stock is contingent upon continued employment with the Issuer. An expiration date is not applicable.