FLOWSERVE CORP — Director's Dealing 2006

Jan 31, 2006

SEC Form 4/A — Form 4/A

Issuer: FLOWSERVE CORP (FLS)
CIK: 0000030625
Period of Report: 2005-06-01

Reporting Person: BEALL ANDREW J (VP, Division President-FSD)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-06-01	Stock Option (right-to-buy)	$27.56	D	2280	Disposed	2005-10-19	Common Stock (2280)	Direct
2005-06-01	Stock Option (right-to-buy)	$27.56	A	2280	Acquired		Common Stock (2280)	Direct
2005-11-04	Stock Option (right-to-buy)	$27.56	D	2280	Disposed	2006-12-31	Common Stock (2280)	Direct
2005-11-04	Stock Option (right-to-buy)	$27.56	A	2280	Acquired		Common Stock (2280)	Direct
2005-11-04	Stock Option (right-to-buy)	$26.50	D	1667	Disposed	2006-10-23	Common Stock (1667)	Direct
2005-11-04	Stock Option (right-to-buy)	$26.50	A	1667	Acquired		Common Stock (1667)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock ($1.25 par value per share)	10418	Indirect
Common Stock ($1.25 par value per share)	21345	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock option (right-to-buy)	$30.00	2007-10-23	Common Stock (4000)	4000	Direct
Stock option (right-to-buy)	$18.50	2008-11-02	Common Stock (2300)	2300	Direct
Stock option (right-to-buy)	$17.00	2009-08-02	Common Stock (4533)	4533	Direct
Stock option (right-to-buy)	$17.81	2010-08-22	Common Stock (3800)	3800	Direct
Stock option (right-to-buy)	$27.12	2011-07-18	Common Stock (2500)	2500	Direct
Stock option (right-to-buy)	$24.84	2012-07-17	Common Stock (3000)	3000	Direct
Stock option (right-to-buy)	$19.15	2013-07-17	Common Stock (9000)	9000	Direct
Stock option (right-to-buy)	$22.90	2014-07-15	Common Stock (7500)	7500	Direct
Stock option (right-to-buy)	$24.90	2015-02-16	Common Stock (10000)	10000	Direct
Stock Option (right-to-buy)	$30.95	2015-07-13	Common Stock (12500)	12500	Direct

Footnotes

F1: The reporting person previously reported grants by issuer of restricted common stock on Table II that vest in equal annual one-third increments beginning on the first anniversary of the dates of grant. As the restricted common stock has vested, the vesting was previously reported as a settlement of a derivative security. An aggregte of 12,000 shares of these grants reported on Table II remain unvested. The reporting person will begin reporting these grants on Table I. Accordingly, this amount reflects the total restricted common stock previously granted to the reporting person (including all previous vesting of such grants).

F2: All of the option shares are fully vested and exercisable.

F3: 6,000 shares are fully vested and exercisable, the remaining 3,000 shares vest on July 17, 2006.

F4: 5,528 option shares are fully vested and exercisable and the remaining 1,972 option shares vest on July 15, 2007.

F5: 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.

F6: 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.

F7: For purposes of Section 16(a) under the Securities Exchange Act of 1934, the transaction will be deemed to occur upon shareholder approval of certain stock compensation plan amendments at Issuer's next annual shareholders meeting.

F8: For purposes of Section 16(a), upon shareholder approval of the required stock compensation plan amendments, extension of the term of the option will result in a deemed cancellation of the old option and the grant of a replacement option. However, for purposes of section 409A of the Internal Revenue Code of 1986, such extension will not be deemed to involve a cancellation or new grant. The option was originally granted on October 19, 1995 and is fully vested and exercisable.

F9: As a result of certain tax considerations discussed in the Issuer's Form 8-K dated December 14, 2005, the option extensions as disclosed in the original Form 4 Report have been partially rescinded so that they continue only until the later of (i) 30 days after the options first becomes lawfully exercisable after the expiration of the securities trading limitations currently applicable to the Issuer's stock option programs or (ii) in the case of options which expire in 2006 under their terms in effect as originally granted, the later of December 31, 2006 or two and one-half months after the date of their respective original expiration dates.

F10: For purposes of Section 16(a), upon shareholder approval of the required stock compensation plan amendments, extension of the term of the option will result in a deemed cancellation of the old option and the grant of a replacement option. However, for purposes of section 409A of the Internal Revenue Code of 1986, such extension will not be deemed to involve a cancellation or new grant. The option was originally granted on October 23, 1996 and is fully vested and exercisable