SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934 (Amendment No.  11)

Flowserve Corporation
(Name of Issuer)

Common Stock 
(Title of Class of Securities)

34354P105
(CUSIP Number)

James E. McKee
Gabelli Asset Management Inc.
One Corporate Center
Rye, New York 10580-1435
(914) 921-5294
(Name, Address and Telephone Number of Person Authorized to 
Receive Notices and Communications)

___________________January 8, 2002_______________________
(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 
13G to report the acquisition that is the subject of this Schedule 
13D, and is filing this schedule because of Sections 240.13d-1(e), 
240.13d-1(f) or 240.13d-1(g), check the following box  0.  

CUSIP No. 34354P105                                                                             
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Gabelli Funds, LLC      I.D. NO.  13-4044523    
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)     
(a)             
(b)     

3
SEC USE ONLY

4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
00-Funds of investment advisory clients

5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED 
PURSUANT TO ITEMS 2 (d) OR 2 (e)   

6
CITIZENSHIP OR PLACE OF ORGANIZATION
New York

NUMBER OF

SHARES

BENEFICIALLY

OWNED

BY EACH

REPORTING

PERSON

WITH
: 
7
:
:
:
SOLE VOTING POWER                               

1,181,000  (Item 5)

: 
8
:
:
:
SHARED VOTING POWER                             

NONE

: 
9
:
:
:
SOLE DISPOSITIVE POWER                          

1,181,000  (Item 5)

:1
0
:
:
:
SHARED DISPOSITIVE POWER                        

NONE
11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,181,000  (Item 5)
12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)                      
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

3.12%
14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA

CUSIP No. 34354P105                                                                             

1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

GAMCO Investors, Inc.      I.D. NO.  13-4044521 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)     
(a)             
(b)     

3
SEC USE ONLY

4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
00-Funds of investment advisory clients

5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED 
PURSUANT TO ITEMS 2 (d) OR 2 (e)   

6
CITIZENSHIP OR PLACE OF ORGANIZATION
New York

NUMBER OF

SHARES

BENEFICIALLY

OWNED

BY EACH

REPORTING

PERSON

WITH
: 
7
:
:
:
SOLE VOTING POWER                               

3,681,535   (Item 5)

: 
8
:
:
:
SHARED VOTING POWER                             

NONE

: 
9
:
:
:
SOLE DISPOSITIVE POWER                          

3,783,535  (Item 5)

:1
0
:
:
:
SHARED DISPOSITIVE POWER                        

NONE
11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

3,783,535  (Item 5)
12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)                      
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

9.99%
14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA, CO

CUSIP No. 34354P105                                                                             
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Gabelli & Company, Inc. I.D. NO.  13-2885006    
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)     
(a)     
(b)     

3
SEC USE ONLY

4
SOURCE OF FUNDS (SEE INSTRUCTIONS)      
WC

5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED 
PURSUANT TO ITEMS 2 (d) OR 2 (e)   

6
CITIZENSHIP OR PLACE OF ORGANIZATION
New York

NUMBER OF

SHARES

BENEFICIALLY

OWNED

BY EACH

REPORTING

PERSON

WITH
: 
7
:
:
:
SOLE VOTING POWER                               

100    (Item 5)

: 
8
:
:
:
SHARED VOTING POWER                             

NONE

: 
9
:
:
:
SOLE DISPOSITIVE POWER                          

100       (Item 5)

:1
0
:
:
:
SHARED DISPOSITIVE POWER                        

NONE
11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

100              (ITEM 5)
12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)                              
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

0.00%
14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)     
BD, CO

CUSIP No. 34354P105                                                                             
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Gabelli Group Capital Partners, Inc.  I.D. NO.  13-3056041      
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)     
(a)             
(b)     

3
SEC USE ONLY

4
Source of funds (SEE INSTRUCTIONS)
None

5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED 
PURSUANT TO ITEMS 2 (d) OR 2 (e)   

6
CITIZENSHIP OR PLACE OF ORGANIZATION
New York

NUMBER OF

SHARES

BENEFICIALLY

OWNED

BY EACH

REPORTING

PERSON

WITH
: 
7
:
:
:
SOLE VOTING POWER                               

None 

: 
8
:
:
:
SHARED VOTING POWER                             

NONE

: 
9
:
:
:
SOLE DISPOSITIVE POWER                          

NONE 

:1
0
:
:
:
SHARED DISPOSITIVE POWER                        

NONE
11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

NONE 
12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)                                                              
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

NONE 
14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
HC, CO

CUSIP No. 34354P105                                                                     
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Gabelli Asset Management Inc.   I.D. NO.  13-4007862    
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)     
(a)     
(b)     

3
SEC USE ONLY

4
Source of funds (SEE INSTRUCTIONS)
None

5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED 
PURSUANT TO ITEMS 2 (d) OR 2 (e)   

6
CITIZENSHIP OR PLACE OF ORGANIZATION
New York

NUMBER OF

SHARES

BENEFICIALLY

OWNED

BY EACH

REPORTING

PERSON

WITH
: 
7
:
:
:
SOLE VOTING POWER                               

None 

: 
8
:
:
:
SHARED VOTING POWER                             

NONE

: 
9
:
:
:
SOLE DISPOSITIVE POWER                          

NONE 

:1
0
:
:
:
SHARED DISPOSITIVE POWER                        

NONE
11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

NONE 
12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)                                                              
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

NONE 
14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
HC, CO

CUSIP No. 34354P105                                                                             
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Marc J. Gabelli 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)     
(a)     
(b)     

3
SEC USE ONLY

4
Source of funds (SEE INSTRUCTIONS) 
None

5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED 
PURSUANT TO ITEMS 2 (d) OR 2 (e)   

6
CITIZENSHIP OR PLACE OF ORGANIZATION
USA

NUMBER OF

SHARES

BENEFICIALLY

OWNED

BY EACH

REPORTING

PERSON

WITH
: 
7
:
:
:
SOLE VOTING POWER                               

None 

: 
8
:
:
:
SHARED VOTING POWER                             

NONE

: 
9
:
:
:
SOLE DISPOSITIVE POWER                          

NONE 

:1
0
:
:
:
SHARED DISPOSITIVE POWER                        

NONE
11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

NONE 
12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)                                                              
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

None 
14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN

CUSIP No. 34354P105                                                                             

1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Mario J. Gabelli        
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)     
(a)     
(b)     

3
SEC USE ONLY

4
Source of funds (SEE INSTRUCTIONS)
None

5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED 
PURSUANT TO ITEMS 2 (d) OR 2 (e)   

6
CITIZENSHIP OR PLACE OF ORGANIZATION
USA

NUMBER OF

SHARES

BENEFICIALLY

OWNED

BY EACH

REPORTING

PERSON

WITH
: 
7
:
:
:
SOLE VOTING POWER                               

None 

: 
8
:
:
:
SHARED VOTING POWER                             

NONE

: 
9
:
:
:
SOLE DISPOSITIVE POWER                          

NONE 

:1
0
:
:
:
SHARED DISPOSITIVE POWER                        

NONE
11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

NONE 
12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)                                                              
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

NONE 
14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN

Item 1.         Security and Issuer
This Amendment No. 11 to Schedule 13D on the Common Stock of 
Flowserve Corporation, (the"Issuer") is being filed on behalf of the 
undersigned to amend the Schedule 13D, as amended (the "Schedule 13D") which 
was originally filed on November 19, 1998.  Unless otherwise indicated, all 
capitalized terms used herein but not defined herein shall have the same 
meanings as set forth in the Schedule 13D.

Item 2.         Identity and Background
This statement is being filed by Mario J. Gabelli ("Mario 
Gabelli"), Marc J. Gabelli ("Marc Gabelli") and various entities which either 
one directly or indirectly controls or for which either one acts as chief 
investment officer.  Many of these entities engage in various aspects of the 
securities business, including as investment adviser to various institutional 
and individual clients, including registered investment companies and pension 
plans, and as general partner of various private investment partnerships.  
Certain of these entities may also make investments for their own accounts.
The foregoing persons in the aggregate often own beneficially more 
than 5% of a class of a particular issuer.  Although several of the foregoing 
persons are treated as institutional investors for purposes of reporting their 
beneficial ownership on the short-form Schedule13G, the holdings of those who 
do not qualify as institutional investors may exceed the 1% threshold presented 
for filing on Schedule 13G or implementation of their investment philosophy may 
from time to time require action which could be viewed as not completely 
passive.  In order to avoid any question as to whether their beneficial 
ownership is being reported on the proper form and in order to provide greater 
investment flexibility and administrative uniformity, these persons have 
decided to file their beneficial ownership reports on the more detailed 
Schedule 13D form rather than on the short-form Schedule 13G and thereby to 
provide more expansive disclosure than may be necessary.
(a), (b) and (c) - This statement is being filed by one or more of 
the following persons: Gabelli Group Capital Partners, Inc. ("Gabelli 
Partners"), Gabelli Asset Management Inc. ("GAMI"), Gabelli Funds, LLC 
("Gabelli Funds"), GAMCO Investors, Inc. ("GAMCO"), Gabelli Securities, Inc. 
("GSI"), Gabelli & Company, Inc. ("Gabelli & Company"), Gabelli Performance 
Partnership L.P. ("GPP"), GLI, Inc. ("GLI"), Gabelli Associates Fund ("Gabelli 
Associates"), Gabelli Associates Limited ("GAL"), Gabelli & Company, Inc. 
Profit Sharing Plan (the "Plan"), Gabelli International Limited ("GIL"), 
Gabelli International II Limited ("GIL II"), ALCE Partners, L.P.  ("ALCE"), 
Gabelli Multimedia Partners, L.P. ("Multimedia Partners"), MJG Associates, Inc. 
("MJG Associates"), Gemini Capital Management, LLC. ("Gemini"), Gabelli Fund, 
LDC ("LDC"), Gabelli Foundation, Inc. ("Foundation"), Gabelli Advisers, Inc. 
("Gabelli Advisers"), Gabelli Global Partners Master Fund, Ltd. ("GGP"), 
Gabelli European Partners Master Fund, Ltd. ("GEP"), Mario Gabelli, Marc 
Gabelli, Lynch Corporation ("Lynch"), Spinnaker Industries, Incorporated 
("Spinnaker"), Western New Mexico Telephone Company ("Western New Mexico"), 
Entoleter, Inc. ("Entoleter"), Lynch Telecommunications Corporation ("Lynch 
Telecom"), Lynch Telephone Corporation ("Lynch Telephone"), Lynch Interactive 
Corporation ("Interactive"), Brighton Communications Corporation ("Brighton") 
and Inter-Community Telephone Company ("Inter-Community").  Those of the 
foregoing persons signing this Schedule 13D are hereafter referred to as the 
"Reporting Persons".
Gabelli Partners makes investments for its own account and is the 
parent company of GAMI.  Mario Gabelli is the Chairman of the Board of 
Directors, Chief Executive Officer and majority shareholder of Gabelli 
Partners.  GAMI, a public company listed on the New York Stock Exchange, is the 
parent company of a variety of companies engaged in the securities business, 
including those named below.
GAMCO, a wholly-owned subsidiary of GAMI, is an investment adviser 
registered under the Investment Advisers Act of 1940, as amended ("Advisers 
Act").  GAMCO is an investment manager providing discretionary managed account 
services for employee benefit plans, private investors, endowments, foundations 
and others.
GSI, a majority owned subsidiary of GAMI, acts as a general partner 
or investment manager to limited partnerships and offshore investment companies 
and as a part of its business regularly purchases and sells securities for its 
own account.  It is the immediate parent of Gabelli & Company.
Gabelli & Company, a wholly-owned subsidiary of GSI, is a broker-
dealer registered under the Securities Exchange Act of 1934, as amended ("1934 
Act"), which as a part of its business regularly purchases and sells securities 
for its own account.
GLI, a wholly-owned subsidiary of GSI, is a corporation which 
currently has no active operations.
Gabelli Associates is a limited partnership whose primary business 
purpose is risk arbitrage investments.  GSI and Mario Gabelli are the general 
partners of Gabelli Associates.
GAL is a corporation whose primary business purpose is risk 
arbitrage investments.  Shares of GAL's common stock are offered to persons who 
are neither citizens nor residents of the United States and may be offered to a 
limited number of U.S. investors.  GSI is the investment manager of GAL.
Gabelli Funds, a wholly owned subsidiary of GAMI, is a limited 
liability company. Gabelli Funds is an investment adviser registered under the 
Advisers Act which presently provides discretionary managed account services 
for the following registered investment companies: The Gabelli Equity Trust 
Inc., The Gabelli Asset Fund, The Gabelli Growth Fund, The Gabelli Convertible 
Securities Fund, Inc., The Gabelli Value Fund Inc., The Gabelli Small Cap 
Growth Fund, The Gabelli Equity Income Fund, The Gabelli ABC Fund, The Gabelli 
Global Telecommunications Fund, Gabelli Gold Fund, Inc., The Gabelli Global 
Multimedia Trust Inc., The Gabelli Global Convertible Securities Fund, Gabelli 
Capital Asset Fund, Gabelli International Growth Fund, Inc., The Gabelli Global 
Growth Fund, The Gabelli Utility Trust, The Gabelli Global Opportunity Fund, 
The Gabelli Utilities Fund and The Gabelli Blue Chip Value Fund (collectively, 
the "Funds").
Gabelli Advisers, a subsidiary of GAMI, is an investment adviser 
which provides discretionary advisory services to The Gabelli Westwood Mighty 
Mitessm Fund
The Plan, a qualified employee profit sharing plan, covers 
substantially all employees of  GAMI and its affiliates.
GPP is a limited partnership whose primary business purpose is 
investing in securities.  MJG Associates provides services to GPP, and Mario 
Gabelli is the general partner and a portfolio manager for GPP.
GIL is a corporation whose primary business purpose is investing in 
a portfolio of equity securities and securities convertible into, or 
exchangeable for, equity securities in order to achieve its investment 
objective of significant long-term growth of capital.  Shares of GIL's common 
stock are offered to persons who are neither citizens nor residents of the 
United States and may be offered to a limited number of U.S. investors.  MJG 
Associates is the investment manager of GIL. Mario Gabelli is a portfolio 
manager for GIL and Chairman of the Board of Directors of GIL.
GIL II is a corporation whose business purpose is investing 
primarily in a portfolio of equity securities and securities convertible into, 
or exchangeable for, equity securities in order to achieve its investment 
objective of significant long-term growth of capital.  Shares of GIL II's 
common stock are offered to persons who are neither citizens nor residents of 
the United States and may be offered to a limited number of U.S. investors.  
MJG Associates is the investment manager of GIL II.  Mario Gabelli is a 
portfolio manager and Chairman of the Board of Directors of GIL II.
ALCE is an investment limited partnership that seeks long-term 
capital appreciation primarily through investments in public and private equity 
securities.  GSI is a general partner of ALCE.
Multimedia Partners is an investment limited partnership whose 
objective is to provide long-term capital appreciation by investing primarily 
in public and private multimedia communications companies.  GSI is a general 
partner of Multimedia Partners.
GGP is a corporation whose primary business purpose is investing in 
securities on a global basis.  Gabelli Securities International Limited and 
Gemini are the investment advisors of GGP and Marc Gabelli is the portfolio 
manager for GGP.
GEP is a corporation whose primary business purpose is investing in 
securities of European Companies.  Gabelli Securities International Limited is 
the investment advisor of GEP and Marc Gabelli is a portfolio manager for GEP.
LDC is a corporation whose business purpose is investing primarily 
in a portfolio of equity securities convertible into, or exchangeable for, 
equity securities in order to achieve its investment objective of significant 
long-term growth of capital.  Interests are offered to insurance companies 
which do not conduct any business in the United States and which are licensed 
where they do business.  MJG Associates is the investment manager of LDC.  
Mario Gabelli is a portfolio manager for LDC.
MJG Associates provides advisory services to private investment 
partnerships and offshore funds.  Mario Gabelli is the sole shareholder, 
director and employee of MJG Associates.
Gemini is a limited liability company whose primary business 
purpose is to provide advisory services to offshore funds.  Marc Gabelli is the 
President, Chief Investment Officer and majority shareholder of Gemini.
The Foundation is a private foundation.  Mario Gabelli is the 
President, a Trustee and the investment manager of the Foundation.
Lynch is a public company traded on the American Stock Exchange 
engaged in manufacturing.  Spinnaker, a subsidiary of Lynch, is also a public 
company and its stock is traded through the NASDAQ National Market.  Spinnaker 
is a manufacturing firm with major subsidiaries in specialty adhesive-backed 
materials business.  Interactive, a public company listed on the American Stock 
Exchange, is a holding company whose principal subsidiary is Brighton.  
Brighton is a holding company with subsidiaries in multimedia and services 
businesses.  Western New Mexico, a subsidiary of Brighton, provides local 
telephone services in an area in Southwestern New Mexico.  Inter-Community, 
which is also a subsidiary of Brighton, provides local telephone services in an 
area 40 miles west of Fargo, North Dakota.  Lynch and Interactive actively 
pursue new business ventures and acquisitions.  Mario J. Gabelli is a director, 
Chairman of the Board and a substantial shareholder of Lynch and Interactive.
The Reporting Persons do not admit that they constitute a group.
Gabelli Partners, GAMI, GAMCO, Gabelli & Company and GLI are New 
York corporations and GSI and Gabelli Advisers are Delaware corporations, each 
having its principal business office at One Corporate Center, Rye, New York 
10580.  Gabelli Funds is a New York limited liability company having its 
principal business office at One Corporate Center, Rye, New York 10580.  GPP is 
a New York limited partnership having its principal business office at 401 
Theodore Fremd Ave., Rye, New York 10580.  MJG Associates is a Connecticut 
corporation having its principal business office at 401 Theodore Fremd Ave., 
Rye, New York 10580. Gabelli Associates is a New York limited partnership 
having its principal business office at One Corporate Center, Rye, New York 
10580.  ALCE and Multimedia Partners are Delaware limited partnerships each 
having its principal business office at One Corporate Center, Rye, New York 
10580. GAL and GIL are corporations organized under the laws of the British 
Virgin Islands having their principal business office at c/o Fortis Fund 
Services (Cayman) Limited, Grand Pavilion, Commercial Centre, 802 West Bay 
Road, Grand Cayman, British West Indies.  GIL II is a corporation organized 
under the laws of the British Virgin Islands having their principal business 
office at c/o Coutts & Company (Cayman) Limited, West Bay Road, Grand Cayman, 
British Wet Indies.  Gemini is a Delaware limited liability company with its 
principal place of business at 401 Theodore Fremd Ave, Rye, New York 10580.  
LDC is a corporation organized under the laws of the British Virgin Islands 
having its principal business office at c/o Tremont (Bermuda) Limited, Tremont 
House, 4 Park Road, Hamilton HM II, Bermuda.  The Foundation is a private 
foundation having its principal offices at 165 West Liberty Street, Reno, 
Nevada 89501.  Lynch is an Indiana corporation having its principal business 
office 401 Theodore Fremd Ave., Rye, New York 10580.  Spinnaker is a Delaware 
corporation having its principal business office at 251 Welton Street, Handen, 
CT  06511.   Interactive and Brighton are Delaware corporations each having its 
principal place of business at 401 Theodore Fremd Ave., Rye, New York 10580.
For information required by instruction C to Schedule 13D with 
respect to the executive officers and directors of the foregoing entities and 
other related persons (collectively, "Covered Persons"), reference is made to 
Schedule I annexed hereto and incorporated herein by reference.
(f)  - Reference is made to Schedule I hereto.

Item 5.         Interest In Securities Of The Issuer
Item 5 to Schedule 13D is amended, in pertinent part, as follows:
(a) The aggregate number of Securities to which 
this Schedule 13D relates is 4,964,635 shares, representing 13.11% of the 
37,860,447 shares outstanding as reported in the Issuer's most recent Form 10-Q 
for the quarter ended September 30, 2001.  The Reporting Persons beneficially 
own those Securities as follows:

Name

Shares of
Common Stock
% of Class of
Common
Gabelli Funds

1,181,000
3.12%
GAMCO
3,783,535
9.99%

Gabelli & Company

100

0.00%

Mario Gabelli

0

0.00%

Marc Gabelli 

0

0.00%

Mario Gabelli is deemed to have beneficial ownership of the 
Securities owned beneficially by each of the foregoing persons other than Marc 
Gabelli and Gemini. Marc Gabelli is deemed to have beneficial ownership of the 
Securities owned by Gemini. GSI is deemed to have beneficial ownership of the 
Securities beneficially owned by GAL, Gabelli Associates and Gabelli & Company.
MJG Associates is deemed to have beneficial ownership of the Securities 
beneficially owned by GPP, GIL, GIL II and LDC.  GAMI and Gabelli Partners are 
deemed to have beneficial ownership of the Securities owned beneficially by 
each of the foregoing persons other than Mario Gabelli, Marc Gabelli, Gemini 
and the Foundation.     
(b) Each of the Reporting Persons and Covered Persons has the sole 
power to vote or direct the vote and sole power to dispose or to direct the 
disposition of the Securities reported for it, either for its own benefit or 
for the benefit of its investment clients or its partners, as the case may be, 
except that (i) GAMCO does not have the authority to vote 102,000 of the 
reported shares, (ii) Gabelli Funds has sole dispositive and voting power with 
respect to the shares of the Issuer held by the Funds so long as the aggregate 
voting interest of all joint filers does not exceed 25% of their total voting 
interest in the Issuer and, in that event, the Proxy Voting Committee of each 
Fund shall respectively vote that Fund's shares, (iii) at any time, the Proxy 
Voting Committee of each such Fund may take and exercise in its sole discretion 
the entire voting power with respect to the shares held by such fund under 
special  circumstances such as regulatory considerations, and (iv) the power of 
Mario Gabelli, Marc Gabelli, GAMI, and Gabelli Partners is indirect with 
respect to Securities beneficially owned directly by other Reporting Persons.
(c) Information with respect to all transactions in the Securities 
which were effected during the past sixty days or since the most recent filing 
on Schedule 13D, whichever is less, by each of the Reporting Persons and 
Covered Persons is set forth on Schedule II annexed hereto and incorporated 
herein by reference.
(e) Not applicable.

Signature
After reasonable inquiry and to the best of my knowledge and belief, I 
certify that the information set forth in this statement is true, complete and 
correct.
Dated:  January 9, 2002

MARIO J. GABELLI
MARC J. GABELLI

By:/s/ James E. McKee                   
James E. McKee
Attorney-in-Fact

GABELLI FUNDS, LLC
GABELLI GROUP CAPITAL PARTNERS, INC.
GABELLI ASSET MANAGEMENT INC.
GABELLI & COMPANY, INC.

By:/s/ James E. McKee                   
James E. McKee
Secretary

GAMCO INVESTORS, INC.

By:/s/ Douglas R. Jamieson                      
Douglas R. Jamieson
Executive Vice President

Schedule I

Information with Respect to Executive
Officers and Directors of the Undersigned

Schedule I to Schedule 13D is amended, in pertinent part, as 
follows:

The following sets forth as to each of the executive officers and 
directors of the undersigned: his name; his business address; his 
present principal occupation or employment and the name, principal 
business and address of any corporation or other organization in 
which such employment is conducted.  Unless otherwise specified, 
the principal employer of each such individual is Gabelli Group 
Capital Partners, Inc., Gabelli Asset Management Inc., Gabelli 
Funds, LLC, Gabelli & Company, Inc., or GAMCO Investors, Inc., the 
business address of each of which is One Corporate Center, Rye, New 
York 10580, and each such individual identified below is a citizen 
of the United States.  To the knowledge of the undersigned, during 
the last five years, no such person has been convicted in a 
criminal proceeding (excluding traffic violations or similar 
misdemeanors), and no such person was a party to a civil proceeding 
of a judicial or administrative body of competent jurisdiction as a 
result of which he was or is subject to a judgment, decree or final 
order enjoining future violations of, or prohibiting or mandating 
activities subject to, federal or state securities law or finding 
any violation with respect to such laws except as reported in Item 
2(d) of this Schedule 13D.

Gabelli Group Capital Partners, 
Inc.
Directors:

Mario J. Gabelli  

Chief Executive Officer and Chief Investment 
Officer of Gabelli Group Capital Partners, Inc., 
Gabelli Asset Management Inc., and GAMCO 
Investors, Inc.; Director/Trustee of all 
registered investment companies advised by Gabelli 
Funds, LLC; Chairman and Chief Executive Officer 
of Lynch Interactive Corporation; Director of 
Lynch Corporation.

Richard B. Black
Vice Chairman of the Board of Directors of Oak 
Technology, Inc.; Chairman of ECRM; Director of 
The Morgan Group, Inc.; General Partner of KBA 
Partners
Parker Plaza
400 Kelby Street
Fort Lee, NJ   07029

Charles C. Baum

Chairman, Director and Chief Executive Officer of 
The Morgan Group, Inc.; Secretary & Treasurer
United Holdings Co., Inc.
2545 Wilkens Avenue
Baltimore, MD   21223

Eamon M. Kelly
Professor
Payson Center for International 
Development Technology Transfer
Tulane University
300 Gibson Hall
6823 St. Charles Avenue
New Orleans, LA   70118

Arnold M. Reichman
Chief Executive Officer
Outercurve Technologies
609 Greenwich Street
New York, NY 10014

Marc J. Gabelli

Managing Director

Matthew R. Gabelli

Vice President - Trading
Gabelli & Company, Inc.
One Corporate Center
Rye, New York 10580
Officers:

Mario J. Gabelli
Chairman, Chief Executive Officer and Chief 
Investment Officer
Robert S. Zuccaro
Vice President and Chief Financial Officer

James E. McKee

Vice President, General Counsel and Secretary 

Gabelli Asset Management 
Inc.
Directors:

Raymond C. Avansino, 
Jr.
Chairman
E.L. Wiegand Foundation
165 West Liberty Street
Reno, NV 89501

Mario J. Gabelli

See Above
Paul B. Guenther

Chairman
New York Philharmonic
10 Lincoln Center Plaza
New York, NY 10023

John C. Ferrara
President
SPACE.com
120 West 45th Street
New York, NY 10036

Dr. Eamon M. Kelly
See Above

Karl Otto Pohl (1)
Sal. Oppenheim jr. & Cie.
Bockenheimer Landstrasse 20
D-6000 FRANKFURT AM MAIN
Germany 

Officers:

Mario J. Gabelli

Chairman, Chief Executive Officer and Chief 
Investment Officer

Robert S. Zuccaro
Vice President and Chief Financial Officer

James E. McKee

Vice President, General Counsel and Secretary 

GAMCO Investors, Inc.
Directors:

Douglas R. Jamieson
Joseph R. Rindler, 
Jr.
Regina M. Pitaro
F. William Scholz, II
William S. Selby

Officers:

Mario J. Gabelli
Chief Executive Officer and Chief Investment 
Officer

Joseph R. Rindler, 
Jr.
Chairman

Douglas R. Jamieson
Executive Vice President and Chief Operating 
Officer

Robert S. Zuccaro
Vice President and Chief Financial Officer

James E. McKee

Vice President, General Counsel and Secretary
Gabelli Funds, LLC
Officers:

Mario J. Gabelli

Chief Investment Officer
Bruce N. Alpert
Executive Vice President and Chief Operating 
Officer

Gus Coutsouros
Vice President and Chief Financial Officer

James E. McKee
Secretary

Gabelli Advisers, Inc.
Directors:

Bruce N. Alpert
John D. Gabelli
Joseph R. Rindler. 
Jr.

Officers:

Bruce N. Alpert
Chief Operating Officer

James E. McKee
Secretary

Gabelli Securities, Inc.

Directors:

Robert W. Blake
President of W. R. Blake & Sons, Inc.
196-20 Northern Boulevard
Flushing, NY   11358

Douglas G. DeVivo
General Partner of ALCE Partners, L.P.
One First Street, Suite 16
Los Altos, CA   94022

Joseph R. Rindler, 
Jr.
See above 

Officers:

Robert S. Zuccaro
Vice President-Finance

James E. McKee
Secretary

Gabelli & Company, Inc.
Directors:

James G. Webster, III
Chairman & Interim President

Irene Smolicz
Senior Trader
Gabelli & Company, Inc.

Robert S. Zuccaro
See above

Officers:

James G. Webster, III
Chairman & Interim President

Bruce N. Alpert
Vice President - Mutual Funds

Walter K. Walsh
Compliance Officer

James E. McKee
Secretary

GLI, Inc.
Directors:

Mario J. Gabelli

See above - Gabelli Group Capital Partners, Inc.
Officers:

Mario J. Gabelli
Chairman and Chief Investment Officer

Gabelli Associates Limited
Directors:

Mario J. Gabelli
See above - Gabelli Group Capital Partners, Inc.

MeesPierson Management 
(Cayman) Limited

Grand Pavillion, Commercial Center
802 West Bay Rd.
Grand Cayman, British West Indies

MeesPierson Nominees 
(Cayman) Limited

Grand Pavillion, Commercial Center
802 West Bay Rd.
Grand Cayman, British West Indies

Officers:

Mario J. Gabelli
Chief Investment Officer

Kevin Bromley (2)
Vice President, Treasurer and Assistant Secretary

Sandra Wright (2)
Secretary and Assistant Treasurer

Gabelli International Limited
Directors:

Mario J. Gabelli
See above - Gabelli Group Capital Partners, Inc.

MeesPierson Management 
(Cayman) Limited

Grand Pavillion, Commercial Center
802 West Bay Rd.
Grand Cayman, British West Indies

Gabelli Fund, LDC
Directors:

Johann S. Wong (4)
c/o Tremont (Bermuda) Limited
Tremont House
4 Park Road
Hamilton, HM11
Bermuda

Peter D. Anderson (5)
Givens Hall Bank & Trust
Genesis Building
P.O. Box 2097
Grand Cayman, Cayman Islands
BWI 3459498141

Karl Otto Pohl
See above

Anthonie C. van Ekris

See below
Gabelli Global Partners Master 
Fund, Ltd.
Directors:

Marc J. Gabelli
See above

Patrick Salvisberg (6)
Vice President
Institutional Capital Markets Bear Stearns 
International Ltd.

Marco Sampelligrani (7)
Trader, Gabelli Securities, Inc.

Antonie Van Ekris
See below

Gabelli European Partners Master 
Fund, Ltd.
Directors:

Marc J. Gabelli
See above

Patrick Salvisberg (6)
See above

Marco Sampelligrani (7)
See above

Antonie Van Ekris
See below

Lynch Interactive Corporation, 
401 Theodore Fremd Avenue Rye, NY 10580

Directors:

Paul J. Evanson
President
Florida Light & Power Co.
P.O. Box 14000
700 Universe Blvd.
Juno Beach, FL 33408

Mario J. Gabelli
See above - Gabelli Group Capital Partners, Inc.

Ralph R. Papitto
Chairman and Chief Executive Officer of Lynch 
Corporation
Chairman of the Board
AFC Cable Systems, Inc.
50 Kennedy Plaza - Suite 1250
Providence, RI   02903

Salvatore Muoio
Principal
S. Muoio & Co., LLC
Suite 406
509 Madison Ave.
New York, NY 10022

John C. Ferrara
See above

David C. Mitchell
Business Consultant
c/o Lynch Corporation
401 Theodore Fremd Ave.
Rye, NY 10580

Vincent S. Tese
Lawyer, Investment Adviser and Cable Television 
Executive
c/o Bear Stearns & Company, Inc.
245 Park Avenue, 19th Floor
New York, NY 10167

Daniel R. Lee
Business Consultant
c/o Lynch Corporation
401 Theodore Fremd Ave.
Rye, NY 10580

Officers:

Mario J. Gabelli
Chairman and Chief Executive Officer

Robert E. Dolan

Chief Financial Officer

Brighton Communications Corporation
401 Theodore Fremd Avenue Rye, NY 10580
Directors:

Robert E. Dolan

See above - Lynch Interactive Corporation
Officers:

Robert E. Dolan

President, Controller, Treasurer and Assistant 
Secretary

(1) Citizen of Germany

(2) Citizen of the Cayman Islands

(3) Citizen of Bermuda

(4) Citizen of Bermuda and Canada

(5) Citizen of the UK

(6) Citizen of Switzerland

(7) Citizen of Italy

SCHEDULE II

INFORMATION WITH RESPECT TO
TRANSACTIONS EFFECTED DURING THE PAST SIXTY DAYS OR
SINCE THE MOST RECENT FILING ON SCHEDULE 13D (1)

SHARES PURCHASED        AVERAGE
DATE            SOLD(-)             PRICE(2)

COMMON STOCK-FLOWSERVE CORP COM    

GEMINI CAPITAL MANAGEMENT LTD  
12/05/01           25,000-           25.6812    
GAMCO INVESTORS, INC. 
1/07/02            1,000            26.1000    
1/07/02            5,000-           25.9964    
1/07/02            8,000-           26.0289    
1/07/02           10,000-           26.1513    
1/04/02           10,000-           26.5627    
1/03/02           15,000-           26.4364    
1/03/02            2,000-             *DO      
1/02/02            1,400            26.4200    
12/31/01            2,600            26.4712    
12/27/01           31,500-           26.2375    
12/26/01            1,000-           26.3120    
12/26/01            1,500-           26.2300    
12/24/01           10,000-           26.0248    
12/24/01            3,000-           26.0200    
12/24/01            7,000-           25.9877    
12/21/01           12,500-           25.6791    
12/20/01              500-           26.0100    
12/19/01            3,000-           26.0333    
12/18/01            5,000-           25.7016    
12/17/01           20,000-           24.8921    
12/17/01              300            24.3000    
12/17/01           50,100-             *DO      
12/17/01            2,100-           24.3000    
12/14/01           20,000-           24.2460    
12/14/01           10,000-           24.1704    
12/14/01            1,000            24.3700    
12/13/01            5,000-           25.0000    
12/12/01            3,000-           24.6500    
12/11/01            2,500-           25.7240    
12/10/01              500            25.6200    
12/10/01            3,000-           25.4500    
12/07/01           11,000-           25.3237    
12/07/01            2,800            25.5890    
12/07/01              600-           25.3000    
12/07/01            4,000-           25.5130    
12/06/01            2,000-           25.5050    
12/06/01            5,000-           25.5238    
12/06/01           15,000-           25.5333    
12/04/01            2,000-           25.3125    
12/04/01            3,300            25.2803    
12/04/01              500-           25.1000    
12/04/01            2,000            25.2617    
12/04/01            2,800-           25.3125    
11/13/01            5,000-           24.0590    
11/13/01            5,000            24.0082    
GABELLI FUNDS, LLC.   
GABELLI VALUE FUND   
1/08/02           20,000-           25.8193    
12/24/01           10,000-           26.0000    
12/21/01           10,000-           26.3500    
12/18/01           10,000-           25.3700    
12/17/01           20,000-           24.8798    
12/11/01           50,000-           25.7923    
12/06/01            8,000-           25.4950    
GABELLI SMALL CAP GROWTH FUND  
1/07/02            5,000-           26.1568    
GABELLI CAPITAL ASSET FUND 
12/27/01            5,000-           26.3004    
12/17/01            5,000-           24.7290    

(1) UNLESS OTHERWISE INDICATED, ALL TRANSACTIONS WERE EFFECTED
ON THE NYSE.      

(2) PRICE EXCLUDES COMMISSION.    

(*) RESULTS IN CHANGE OF DISPOSITIVE POWER AND BENEFICIAL OWNERSHIP.