SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |

1. Name and Address of Reporting Person ^*
BLINN MARK A

(Last) | (First) | (Middle)
5215 N. O'CONNOR BLVD., SUITE 2300

(Street)
IRVING | TX | 75039

(City) | (State) | (Zip)

2. Issuer Name and Ticker or Trading Symbol
FLOWSERVE CORP [ FLS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| Director | | 10% Owner
X | Officer (give title below) | | Other (specify below)
VP and Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
04/20/2006

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)
X | Form filed by One Reporting Person
| Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) |
| | | Code | V | Amount | (A) or (D) | Price | | | | | |
Common Stock ($1.25 par value per share) | 04/20/2006 | | F | | 1,323 | D | $56.31 | 54,369 | D | | | |

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| | | | Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | | | | | | | |
Stock Option (right-to-buy) | $24.9 | | | | | | | ^(1) | 02/16/2015 | Common Stock | 14,000 | | 14,000 | D | | | | |
Stock Option (right-to-buy) | $27.97 | | | | | | | ^(2) | 04/20/2015 | Common Stock | 15,000 | | 15,000 | D | | | | |
Stock Option (right-to-buy) | $30.95 | | | | | | | ^(3) | 07/13/2015 | Common Stock | 28,500 | | 28,500 | D | | | | |
Explanation of Responses:
1. The option shares vest and become exercisable as follows: 4,667 shares on February 16, 2006; 4,666 shares on February 16, 2007 and 4,667 shares on February 16, 2008.
2. The option shares vest and become exercisable in three equal annual installments on April 20, 2006; April 20, 2007 and April 20, 2008.
3. The option shares vest and become exercisable in three equal annual installments on July 14, 2006; July 14, 2007 and July 14, 2008.
Remarks:
| /s/ Tara D. Mackey, attorney in fact | 04/24/2006
| ** Signature of Reporting Person | Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

POWER OF ATTORNEY

The undersigned, Mark A. Blinn, being an Officer of Flowserve Corporation (the
"Company"), hereby appoints Ronald F. Shuff and Tara D. Mackey, or either one of
them, as his agent and attorney-in-fact to prepare and execute, on his behalf,
all reports required, in the judgment of Ronald F. Shuff or Tara D. Mackey, to
be filed with the Securities and Exchange Commission involving his transactions
in the securities of the Company, including, without limitation, the filing of
all his required Form 3, Form 4 and Form 5 reports.

This Power of Attorney shall extend until revoked in writing by the undersigned
or until the undersigned is no longer subject to the requirements of Section 16
of the Securities Exchange Act due to termination of his role as an Officer of
the Company.

/s/ Mark A. Blinn
Mark A. Blinn

Dated:  October 13, 2004.