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: SHUFF RONALD F (VP, Secretary and Gen. Counsel)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-11-04	Stock option (right-to-buy)	$26.50	D	7000	Disposed	2006-10-23	Common Stock (7000)	Direct
2005-11-04	Stock option (right-to-buy)	$26.50	A	7000	Acquired		Common Stock (7000)	Direct
2005-06-01	Stock option (right-to-buy)	$27.56	D	7000	Disposed	2005-10-19	Common Stock (7000)	Direct
2005-06-01	Stock option (right-to-buy)	$27.56	A	7000	Acquired		Common Stock (7000)	Direct
2005-11-04	Stock option (right-to-buy)	$27.56	D	7000	Disposed	2006-12-31	Common Stock (7000)	Direct
2005-11-04	Stock option (right-to-buy)	$27.56	A	7000	Acquired		Common Stock (7000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock ($1.25 par value per share)	4179	Indirect
Common Stock ($1.25 par value per share)	30123	Indirect
Common Stock ($1.25 par value per share)	2683	Indirect
Common Stock ($1.25 par value per share)	33619	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock option (right-to-buy)	$19.15	2013-07-17	Common Stock (9000)	9000	Direct
Stock option (right-to-buy)	$24.84	2012-07-17	Common Stock (9000)	9000	Direct
Stock option (right-to-buy)	$27.12	2011-07-18	Common Stock (9000)	9000	Direct
Stock option (right-to-buy)	$17.81	2010-08-22	Common Stock (7800)	7800	Direct
Stock option (right-to-buy)	$17.00	2009-09-03	Common Stock (5600)	5600	Direct
Stock option (right-to-buy)	$18.50	2008-11-02	Common Stock (8340)	8340	Direct
Stock option (right-to-buy)	$30.00	2007-10-23	Common Stock (9000)	9000	Direct
Stock option (right-to-buy)	$22.90	2014-07-15	Common Stock (8500)	8500	Direct
Stock option (right-to-buy)	$24.90	2015-02-16	Common Stock (8500)	8500	Direct
Stock option (right-to-buy)	$30.95	2015-07-13	Common Stock (6500)	6500	Direct

Footnotes

F1: Shares in which the undersigned has a beneficial interest under the Issuer's Dividend Reinvestment Plan.

F2: Shares in which the undersigned has a beneficial interest in the Issuer's Deferred Compensation Plan.

F3: The reporting person previously reported grants by the 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 vested, the vesting was previously reported as a settlement of a derivative security. An aggregate of 8,333 shares of these grants reported on Table II remain unvested. The reporting person will begin reporting these grants on Table 1. Accordingly, this amount reflects the total restricted common stock previously granted to the reporting person (including all previous vesting of such grants).

F4: The options vest and become exercisable in three (3) equal annual installments on July 17, 2004, July 17, 2005 and July 17, 2006, respectively.

F5: The options are fully vested and exercisable.

F6: The option shares vest and become exercisable in three (3) equal annual installments on July 15, 2005, July 15, 2006 and July 15, 2007, respectively.

F7: The option shares vest and become exercisable in three (3) equal annual installments on February 16, 2006, February 16, 2007 and February 16, 2008, respectively.

F8: The option shares vest and become exercisable in three (3) equal annual installments on July 14, 2006, July 14, 2007 and July 14, 2008, respectively.

F9: 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.

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.

F11: 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 become 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.

F12: 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.