FLOWSERVE CORP — Director's Dealing 2006

Feb 21, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FLOWSERVE CORP (FLS)
CIK: 0000030625
Period of Report: 2006-02-16

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-02-16	Common Stock ($1.25 par value per share)	F	769	$48.99	Disposed	51751	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock ($1.25 par value per share)	68	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (right-to-buy)	$22.90	2014-07-15	Common Stock (11000)	11000	Direct
Stock Option (right-to-buy)	$24.90	2015-02-16	Common Stock (11000)	11000	Direct
Stock Option (right-to-buy)	$27.97	2015-04-20	Common Stock (15000)	15000	Direct
Stock Option (right-to-buy)	$30.95	2015-07-13	Common Stock (25000)	25000	Direct

Footnotes

F1: The reporting person previously reported grants by issuer of restricted common stock on Table II. The reporting person will begin reporting those grants on Table I. Accordingly, this amount reflects the total shares of restricted common stock previously granted to the reporting person.

F2: The 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.

F3: The option shares vest and become exercisable in three (3) equal annual installments commencing on February 16, 2006, February 16, 2007 and February 16, 2008, respectectively.

F4: The option shares vest and become exercisable in three (3) equal annual installments commencing on April 20, 2006, April 20, 2007 and April 20, 2008, respectively.

F5: The option shares vest and become exercisable in three (3) equal annual installments commencing on July 14, 2006, July 14, 2007 and July 14, 2008, respectively.