8-K

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of 
The Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): April 26, 2004

FLOWSERVE CORPORATION

(Exact name of registrant as specified in its charter)

New York	1-13179	31-0267900
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

5215 N. O’Connor Blvd., Suite 2300, Irving, Texas	75039
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code:  (972) 443 - 6500

Item 12.       Results of Operations and Financial Condition

On April 26, 2004, Flowserve Corporation (the “Company”) issued a press release announcing its results of operations for 2003 and its restated results of operations for 2002, 2001 and 2000 (the”Original Press Release”) A copy of this Revised Original Press Release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

On April 27, 2004, the Company issued a revised version of the Original Press Release to correct a clerical error.  A copy of the revised Original Press Release is attached hereto as Exhibit 99.2 and incorporated herein by reference.

The information in this Form 8-K and the attached press releases shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, and is not incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Exhibit Index

(99.1)  Original Press Release, dated April 26, 2004, issued by the Company.

(99.2)  Revised Original Press Release, dated April 27, 2004, issued by the Company.

2

Signature

            Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	FLOWSERVE CORPORATION
	By:	/s/ Ronald F. Shuff
	Ronald F. Shuff
	Vice President, Secretary and General Counsel
Date:  April 27, 2004.

3

EX-99.1

Exhibit 99.1

Investor Contact:	Michael E. Conley
	(972) 443-6557
Media Contact:	Sean S. Clancy
	(972) 443-6546

FOR IMMEDIATE RELEASE

Flowserve Announces Financial Results For 2003 And Prior Years

Increases Earnings Guidance Range For 2004

DALLAS – April 26, 2004  – Flowserve Corp.  (NYSE: FLS)  today announced financial results for 2003 and restated results for 2002 through 2000 and for the nine months ended Sept. 30, 2003.

For full year 2003, net income was $52.9 million, or 96 cents a share, compared with restated $45.5 million, or 87 cents a share, in the prior year.  Before special items, full year 2003 net income was $69.1 million, or $1.25 a share, compared with restated $69.6 million, or $1.33 a share, in 2002.

Restated results for the first nine months of 2003 and full years 2002 through 2000 include aggregate pretax charges of $21.4 million for adjustments related to the restatement.  These adjustments represent less than 5 percent of aggregate operating income during the affected periods.  In announcing preliminary financial information on Feb. 3, 2004, the company estimated aggregate pretax charges of approximately $11 million in these periods, predominantly to correct inventory and related balances that resulted in cost of sales adjustments.

Exhibit 99.1

Subsequent to that announcement, additional pretax charges were identified, principally related to the same issues.  The effect of the restatement on prior periods is detailed in the attached schedules.  The company believes the adjustments do not affect its operations going forward.

Reported results for 2003 include post-closing adjustments, including increasing reserves for pre-existing legal contingencies.  These post-closing adjustments had the effect of reducing 2003 reported results by about 22 cents a share.

Partially offsetting these post-closing adjustments was the effect of a tax benefit of 7 cents a share for a refund previously not benefited that reduced the full year 2003 effective tax rate to 28.4 percent.  The tax rate for 2004 is currently expected to range between 35 percent and 37 percent.

Special items in all periods of 2003 and 2002 generally relate to the May 2002 acquisition of the flow control division of Invensys plc (IFC) and early debt reduction in 2002.

The company also increased its earnings guidance for full year 2004.  Chairman, President and Chief Executive Officer C. Scott Greer said, “With 2003 results now announced, I want to make clear our positive view for 2004.  We are encouraged by our strong bookings trends thus far in 2004.  Therefore, we are increasing our full year earnings per share forecast to a range of $1.25 to $1.40.

2

Exhibit 99.1

If our business further improves, we plan to adjust this range accordingly.  For the first quarter of 2004, our earnings per share forecast remains unchanged.”  Greer emphasized that these forecasts exclude any special items and that no special items are expected in 2004.

Flowserve Corp. will hold its annual meeting of shareholders at its Learning Resource Center in Irving, Texas on June 22, 2004.  The record date for the meeting is April 29, 2004.

Flowserve Corp. is one of the world’s leading providers of fluid motion and control products and services.  Operating in 56 countries, the company produces engineered and industrial pumps, seals and valves as well as a range of related flow management services.

SAFE HARBOR STATEMENT: This news release contains various forward-looking statements and includes assumptions about Flowserve’s future market conditions, operations and results. These statements are based on current expectations and are subject to significant risks and uncertainties. They are made pursuant to safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Among the many factors that could cause actual results to differ materially from the forward-looking statements are: material adverse events in the national financial markets; changes in the already competitive environment for the company’s products or competitors’ responses to Flowserve’s strategies; the company’s ability to integrate past and future acquisitions into its management operations; political risks, military actions or trade embargoes affecting customer markets, including continuing conflict in Iraq with its potential impact on Middle Eastern markets and global oil producers; the health of the company’s various customer industries, including the petroleum, chemical, power and water industries; economic turmoil in areas outside the United States; global economic growth; unanticipated difficulties or costs associated with new systems, including software; the company’s relative geographical profitability and its impact on the company’s utilization of foreign tax credits; and the recognition of significant expenses associated with adjustments to realign the company’s facilities and other capabilities with its strategies and business conditions, including, without limitation, expenses incurred in restructuring the company’s operations and the cost of financing, including increases in interest costs, and

3

Exhibit 99.1

litigation developments.  Flowserve undertakes no obligation to update or revise any forward-looking statements contained herein as a result of new information, future events or otherwise occurring after the date on which such forward-looking statements are made.  New factors emerge from time-to-time, and it is not possible for Flowserve to predict all such factors.

(Tables Follow)

4

Exhibit 99.1

Flowserve Corporation

Restated Financial Results

Amounts in thousands except per share amounts

	2003		2002							2001									2000
			Original		Adjustments			Restated		Original			Adjustments			Restated			Original			Adjustments			Restated
Sales	$	2,404,371	$	2,251,331	$	(183	)	$	2,251,148	$	1,917,507		$	(175	)	$	1,917,332		$	1,538,293					$	1,538,293
Cost of sales	1,681,950		1,565,800		7,678			1,573,478		1,302,955			10,835			1,313,790			1,031,381			2,199			1,033,580
Gross profit	722,421		685,531		(7,861		)	677,670		614,552			(11,010		)	603,542			506,912			(2,199		)	504,713
Selling, general & administrative expense	539,782		476,923		510			477,433		410,563			775			411,338			360,306			1,313			361,619
Integration expense	19,768		16,179					16,179		63,043						63,043			35,211						35,211
Restructuring expense	2,879		4,347		—			4,347		(1,208		)	—			(1,208		)	19,364			—			19,364
Operating income	159,992		188,082		(8,371		)	179,711		142,154			(11,785		)	130,369			92,031			(3,512		)	88,519
Loss on debt repayment and extinguishment	1,346		11,237					11,237		24,974						24,974			3,229						3,229
Net interest expense	80,221		92,932					92,932		118,128						118,128			70,488						70,488
Other expense (income), net	4,590		3,543		(302		)	3,241		(1,577		)	(79		)	(1,656		)	(1,641		)	(92		)	(1,733		)
Earnings (loss) before income taxes	73,835		80,370		(8,069		)	72,301		629			(11,706		)	(11,077		)	19,955			(3,420		)	16,535
Provision (benefit) for income taxes	20,947		27,345		(541		)	26,804		2,126			(2,715		)	(589		)	6,714			(1,001		)	5,713
Net earnings (loss)	$	52,888	$	53,025	$	(7,528	)	$	45,497	$	(1,497	)	$	(8,991	)	$	(10,488	)	$	13,241		$	(2,419	)	$	10,822
Average shares outstanding - diluted	55,250		52,193		52,193			52,193		39,330			39,330			39,330			37,842			37,842			37,842
Earnings (loss) per share diluted	$	0.96	$	1.02	$	(0.15	)	$	0.87	$	(0.04	)	$	(0.23	)	$	(0.27	)	$	0.35		$	(0.06	)	$	0.29
SPECIAL ITEMS:
Earnings (loss) before income taxes	$	73,835	$	80,370	$	(8,069	)	$	72,301	$	629		$	(11,706	)	$	(11,077	)	$	19,955		$	(3,420	)	$	16,535
Special items:
Integration expense	19,768		16,179		—			16,179		63,043			—			63,043			35,211			—			35,211
Restructuring expense	2,879		4,347		—			4,347		(1,208		)	—			(1,208		)	19,364			—			19,364
Inventory purchase accounting adjustment	—		5,246		—			5,246		—
Loss on debt repayment and extinguishment	—		11,237		—			11,237		24,974			—			24,974			3,229			—			3,229
Earnings (loss) before special items	96,482		117,379		(8,069		)	109,310		87,438			(11,706		)	75,732			77,759			(3,420		)	74,339
Provision (benefit) for income taxes	27,371		40,081		(325		)	39,756		31,653			(3,846		)	27,807			26,749			(773		)	25,976
Net earnings before special items	$	69,111	$	77,298	$	(7,744	)	$	69,554	$	55,785		$	(7,860	)	$	47,925		$	51,010		$	(2,647	)	$	48,363
Earnings per share diluted, before special items	$	1.25	$	1.48	$	(0.15	)	$	1.33	$	1.42		$	(0.20	)	$	1.22		$	1.35		$	(0.07	)	$	1.28

Note: Flowserve’s management believes that the integration and restructuring expenses and the purchase accounting inventory adjustment included in the results above, while indicative of efforts to integrate the Invensys plc (IFC)  and Ingersoll Dresser Pump (IDP) acquisitions into Flowserve’s business, do not reflect ongoing business results. Management has defined these expenses as special items, along with items that were treated as extraordinary items in prior years. Management believes that investors can better evaluate and analyze historical and future business trends if they also consider results of operations without these special items. Management utilizes earnings excluding these special items to evaluate corporate and segment performance and in determining certain performance-based compensation. Earnings before special items are not a recognized measure under generally accepted accounting principles (GAAP) and should not be viewed as an alternative to GAAP measures of performance. The reconciliation table above reconciles earnings per share before special items to earnings per share on a GAAP basis.

Exhibit 99.1

	Q1-2003							Q2-2003							Q3-2003							Q4-2003
	Original		Adjustments			Restated		Original		Adjustments			Restated		Original		Adjustments			Restated
Sales	$	564,011	$	258		$	564,269	$	614,036	$	411		$	614,447	$	565,146	$	445		$	565,591	$	660,063
Cost of sales	394,509		1,205			395,714		434,068		(1,394		)	432,674		392,253		624			392,877		460,685
Gross profit	169,502		(947		)	168,555		179,968		1,805			181,773		172,893		(179		)	172,714		199,378
Selling, general & administrative expense	128,324		215			128,539		130,447		(1,406		)	129,041		132,942		(329		)	132,613		149,591
Integration expense	6,410		—			6,410		5,662		—			5,662		3,836		—			3,836		3,860
Restructuring expense	1,012		—			1,012		808		—			808		—		—			—		1,059
Operating income	33,756		(1,162		)	32,594		43,051		3,211			46,262		36,115		150			36,265		44,868
Loss on debt repayment and extinguishment	159					159		480					480		369					369		338
Net interest expense	20,247					20,247		20,703					20,703		19,152					19,152		20,119
Other expense (income), net	768		1			769		1,674		—			1,674		412		—			412		1,733
Earnings before income taxes	12,582		(1,163		)	11,419		20,194		3,211			23,405		16,182		150			16,332		22,678
Provision for income taxes	4,341		(401		)	3,940		6,967		1,108			8,075		5,583		(3,459		)	2,124		6,808
Net earnings	$	8,241	$	(762	)	$	7,479	$	13,227	$	2,103		$	15,330	$	10,599	$	3,609		$	14,208	$	15,870
Average shares outstanding - diluted	55,233		55,233			55,233		55,313		55,313			55,313		55,375		55,375			55,375		55,458
Earnings per share diluted	$	0.15	$	(0.01	)	$	0.14	$	0.24	$	0.04		$	0.28	$	0.19	$	0.07		$	0.26	$	0.29
SPECIAL ITEMS:
Earnings before income taxes	$	12,582	$	(1,163	)	$	11,419	$	20,194	$	3,211		$	23,405	$	16,182	$	150		$	16,332	$	22,678
Special items:
Integration expense	6,410		—			6,410		5,662		—			5,662		3,836		—			3,836		3,860
Restructuring expense	1,012		—			1,012		808		—			808		—		—			—		1,059
Earnings before special items	20,004		(1,163		)	18,841		26,664		3,211			29,875		20,018		150			20,168		27,597
Provision for income taxes	6,902		(402		)	6,500		9,199		1,108			10,307		6,906		(4,283		)	2,623		8,285
Net earnings before special items	$	13,102	$	(761	)	$	12,341	$	17,465	$	2,103		$	19,568	$	13,112	$	4,433		$	17,545	$	19,312
Earnings per share diluted, before special items	$	0.24	$	(0.02	)	$	0.22	$	0.32	$	0.03		$	0.35	$	0.24	$	0.08		$	0.32	$	0.35

Note: Flowserve’s management believes that the integration and restructuring expenses included in the results above, while indicative of efforts to integrate the Invensys plc (IFC) acquisition into Flowserve’s business, do not reflect ongoing business results. Management has defined these expenses as special items. Management believes that investors can better evaluate and analyze historical and future business trends if they also consider results of operations without these special items. Management utilizes earnings excluding these special items to evaluate corporate and segment performance and in determining certain performance-based compensation. Earnings before special items are not a recognized measure under generally accepted accounting principles (GAAP) and should not be viewed as an alternative to GAAP measures of performance. The reconciliation table above reconciles earnings per share before special items to earnings per share on a GAAP basis.

Exhibit 99.1

Flowserve Corporation

Segment Operating Income

Amounts in millions

		2003		2002
Operating Income, before special items: *
FPD:
Originally reported		$	84.5	$	134.9
Restated		97.2		130.1
FCD:
Originally reported	(1)	63.5		48.3
Restated	(1)	68.0		44.7
FSD:
Originally reported		74.2		64.9
Restated		74.2		64.9

(1) Special items excluded include:
Integration expense	19.7	16.2
Restructuring expense	2.9	4.3
Inventory purchase accounting adjustment	—	5.2

* Effective January 1, 2003, we realigned certain small sites between segments.  Accordingly, the segment information for all periods presented herein has been reported under the new organizational structure.

Note: Flowserve’s management believes that the integration and restructuring expenses and the purchase accounting inventory adjustment which are excluded in the results above, while indicative of efforts to integrate the Invensys plc (IFC)  acquisition into Flowserve’s business, do not reflect ongoing business results. Management has defined these expenses as special items, along with items that were treated as extraordinary items in prior years. Management believes that investors can better evaluate and analyze historical and future business trends if they also consider results of operations without these special items. Management utilizes earnings excluding these special items to evaluate corporate and segment performance and in determining certain performance-based compensation. Earnings before special items are not a recognized measure under generally accepted accounting principles (GAAP) and should not be viewed as an alternative to GAAP measures of performance.

EX-99.2

Exhibit 99.2

Investor Contact:	Michael E. Conley
	(972) 443-6557
Media Contact:	Sean S. Clancy
	(972) 443-6546

FOR IMMEDIATE RELEASE — Revised (change underlined)

Flowserve Announces Financial Results For 2003 And Prior Years

Increases Earnings Guidance Range For 2004

DALLAS — April 27, 2004  — Flowserve Corp.  (NYSE: FLS)  today announced financial results for 2003 and restated results for 2002 through 2000 and for the nine months ended Sept. 30, 2003.

For full year 2003, net income was $52.9 million, or 96 cents a share, compared with restated $45.5 million, or 87 cents a share, in the prior year.  Before special items, full year 2003 net income was $69.1 million, or $1.25 a share, compared with restated $69.6 million, or $1.33 a share, in 2002.

Restated results for the first nine months of 2003 and full years 2002 through 2000 include aggregate pretax charges of $21.0 million (revised from $21.4 million) for adjustments related to the restatement.  These adjustments represent less than 5 percent of aggregate operating income during the affected periods.  In announcing preliminary financial information on Feb. 3, 2004, the company estimated aggregate pretax charges of approximately $11 million in these periods, predominantly to correct inventory and related balances that resulted in

Exhibit 99.2

cost of sales adjustments.  Subsequent to that announcement, additional pretax charges were identified, principally related to the same issues.  The effect of the restatement on prior periods is detailed in the attached schedules.  The company believes the adjustments do not affect its operations going forward.

Reported results for 2003 include post-closing adjustments, including increasing reserves for pre-existing legal contingencies.  These post-closing adjustments had the effect of reducing 2003 reported results by about 22 cents a share.

Partially offsetting these post-closing adjustments was the effect of a tax benefit of 7 cents a share for a refund previously not benefited that reduced the full year 2003 effective tax rate to 28.4 percent.  The tax rate for 2004 is currently expected to range between 35 percent and 37 percent.

Special items in all periods of 2003 and 2002 generally relate to the May 2002 acquisition of the flow control division of Invensys plc (IFC) and early debt reduction in 2002.

The company also increased its earnings guidance for full year 2004.  Chairman, President and Chief Executive Officer C. Scott Greer said, “With 2003 results now announced, I want to make clear our positive view for 2004.  We are encouraged by our strong bookings trends thus far in 2004.  Therefore, we are increasing our full year earnings per share forecast to a range of $1.25 to $1.40.

2

Exhibit 99.2

If our business further improves, we plan to adjust this range accordingly.  For the first quarter of 2004, our earnings per share forecast remains unchanged.”  Greer emphasized that these forecasts exclude any special items and that no special items are expected in 2004.

Flowserve Corp. will hold its annual meeting of shareholders at its Learning Resource Center in Irving, Texas on June 22, 2004.  The record date for the meeting is April 29, 2004.

Flowserve Corp. is one of the world’s leading providers of fluid motion and control products and services.  Operating in 56 countries, the company produces engineered and industrial pumps, seals and valves as well as a range of related flow management services.

SAFE HARBOR STATEMENT: This news release contains various forward-looking statements and includes assumptions about Flowserve’s future market conditions, operations and results. These statements are based on current expectations and are subject to significant risks and uncertainties. They are made pursuant to safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Among the many factors that could cause actual results to differ materially from the forward-looking statements are: material adverse events in the national financial markets; changes in the already competitive environment for the company’s products or competitors’ responses to Flowserve’s strategies; the company’s ability to integrate past and future acquisitions into its management operations; political risks, military actions or trade embargoes affecting customer markets, including continuing conflict in Iraq with its potential impact on Middle Eastern markets and global oil producers; the health of the company’s various customer industries, including the petroleum, chemical, power and water industries; economic turmoil in areas outside the United States; global economic growth; unanticipated difficulties or costs associated with new systems, including software; the company’s relative geographical profitability and its impact on the company’s utilization of foreign tax credits; and the recognition of significant expenses associated with adjustments to realign the company’s facilities and other capabilities with its strategies and business conditions, including, without limitation, expenses incurred in restructuring the company’s operations and the cost of financing, including increases in interest costs, and

3

Exhibit 99.2

litigation developments.  Flowserve undertakes no obligation to update or revise any forward-looking statements contained herein as a result of new information, future events or otherwise occurring after the date on which such forward-looking statements are made.  New factors emerge from time-to-time, and it is not possible for Flowserve to predict all such factors.

(Tables Follow)

4

Exhibit 99.2

Flowserve Corporation

Restated Financial Results

Amounts in thousands except per share amounts

	2003		2002							2001									2000
			Original		Adjustments			Restated		Original			Adjustments			Restated			Original			Adjustments			Restated
Sales	$	2,404,371	$	2,251,331	$	(183	)	$	2,251,148	$	1,917,507		$	(175	)	$	1,917,332		$	1,538,293					$	1,538,293
Cost of sales	1,681,950		1,565,800		7,678			1,573,478		1,302,955			10,835			1,313,790			1,031,381			2,199			1,033,580
Gross profit	722,421		685,531		(7,861		)	677,670		614,552			(11,010		)	603,542			506,912			(2,199		)	504,713
Selling, general & administrative expense	539,782		476,923		510			477,433		410,563			775			411,338			360,306			1,313			361,619
Integration expense	19,768		16,179					16,179		63,043						63,043			35,211						35,211
Restructuring expense	2,879		4,347		—			4,347		(1,208		)	—			(1,208		)	19,364			—			19,364
Operating income	159,992		188,082		(8,371		)	179,711		142,154			(11,785		)	130,369			92,031			(3,512		)	88,519
Loss on debt repayment and extinguishment	1,346		11,237					11,237		24,974						24,974			3,229						3,229
Net interest expense	80,221		92,932					92,932		118,128						118,128			70,488						70,488
Other expense (income), net	4,590		3,543		(302		)	3,241		(1,577		)	(79		)	(1,656		)	(1,641		)	(92		)	(1,733		)
Earnings (loss) before income taxes	73,835		80,370		(8,069		)	72,301		629			(11,706		)	(11,077		)	19,955			(3,420		)	16,535
Provision (benefit) for income taxes	20,947		27,345		(541		)	26,804		2,126			(2,715		)	(589		)	6,714			(1,001		)	5,713
Net earnings (loss)	$	52,888	$	53,025	$	(7,528	)	$	45,497	$	(1,497	)	$	(8,991	)	$	(10,488	)	$	13,241		$	(2,419	)	$	10,822
Average shares outstanding - diluted	55,250		52,193		52,193			52,193		39,330			39,330			39,330			37,842			37,842			37,842
Earnings (loss) per share diluted	$	0.96	$	1.02	$	(0.15	)	$	0.87	$	(0.04	)	$	(0.23	)	$	(0.27	)	$	0.35		$	(0.06	)	$	0.29
SPECIAL ITEMS:
Earnings (loss) before income taxes	$	73,835	$	80,370	$	(8,069	)	$	72,301	$	629		$	(11,706	)	$	(11,077	)	$	19,955		$	(3,420	)	$	16,535
Special items:
Integration expense	19,768		16,179		—			16,179		63,043			—			63,043			35,211			—			35,211
Restructuring expense	2,879		4,347		—			4,347		(1,208		)	—			(1,208		)	19,364			—			19,364
Inventory purchase accounting adjustment	—		5,246		—			5,246		—
Loss on debt repayment and extinguishment	—		11,237		—			11,237		24,974			—			24,974			3,229			—			3,229
Earnings (loss) before special items	96,482		117,379		(8,069		)	109,310		87,438			(11,706		)	75,732			77,759			(3,420		)	74,339
Provision (benefit) for income taxes	27,371		40,081		(325		)	39,756		31,653			(3,846		)	27,807			26,749			(773		)	25,976
Net earnings before special items	$	69,111	$	77,298	$	(7,744	)	$	69,554	$	55,785		$	(7,860	)	$	47,925		$	51,010		$	(2,647	)	$	48,363
Earnings per share diluted, before special items	$	1.25	$	1.48	$	(0.15	)	$	1.33	$	1.42		$	(0.20	)	$	1.22		$	1.35		$	(0.07	)	$	1.28

Note: Flowserve’s management believes that the integration and restructuring expenses and the purchase accounting inventory adjustment included in the results above, while indicative of efforts to integrate the Invensys plc (IFC)  and Ingersoll Dresser Pump (IDP) acquisitions into Flowserve’s business, do not reflect ongoing business results. Management has defined these expenses as special items, along with items that were treated as extraordinary items in prior years. Management believes that investors can better evaluate and analyze historical and future business trends if they also consider results of operations without these special items. Management utilizes earnings excluding these special items to evaluate corporate and segment performance and in determining certain performance-based compensation. Earnings before special items are not a recognized measure under generally accepted accounting principles (GAAP) and should not be viewed as an alternative to GAAP measures of performance. The reconciliation table above reconciles earnings per share before special items to earnings per share on a GAAP basis.

Exhibit 99.2

	Q1-2003							Q2-2003							Q3-2003							Q4-2003
	Original		Adjustments			Restated		Original		Adjustments			Restated		Original		Adjustments			Restated
Sales	$	564,011	$	258		$	564,269	$	614,036	$	411		$	614,447	$	565,146	$	445		$	565,591	$	660,063
Cost of sales	394,509		1,205			395,714		434,068		(1,394		)	432,674		392,253		624			392,877		460,685
Gross profit	169,502		(947		)	168,555		179,968		1,805			181,773		172,893		(179		)	172,714		199,378
Selling, general & administrative expense	128,324		215			128,539		130,447		(1,406		)	129,041		132,942		(329		)	132,613		149,591
Integration expense	6,410		—			6,410		5,662		—			5,662		3,836		—			3,836		3,860
Restructuring expense	1,012		—			1,012		808		—			808		—		—			—		1,059
Operating income	33,756		(1,162		)	32,594		43,051		3,211			46,262		36,115		150			36,265		44,868
Loss on debt repayment and extinguishment	159					159		480					480		369					369		338
Net interest expense	20,247					20,247		20,703					20,703		19,152					19,152		20,119
Other expense (income), net	768		1			769		1,674		—			1,674		412		—			412		1,733
Earnings before income taxes	12,582		(1,163		)	11,419		20,194		3,211			23,405		16,182		150			16,332		22,678
Provision for income taxes	4,341		(401		)	3,940		6,967		1,108			8,075		5,583		(3,459		)	2,124		6,808
Net earnings	$	8,241	$	(762	)	$	7,479	$	13,227	$	2,103		$	15,330	$	10,599	$	3,609		$	14,208	$	15,870
Average shares outstanding - diluted	55,233		55,233			55,233		55,313		55,313			55,313		55,375		55,375			55,375		55,458
Earnings per share diluted	$	0.15	$	(0.01	)	$	0.14	$	0.24	$	0.04		$	0.28	$	0.19	$	0.07		$	0.26	$	0.29
SPECIAL ITEMS:
Earnings before income taxes	$	12,582	$	(1,163	)	$	11,419	$	20,194	$	3,211		$	23,405	$	16,182	$	150		$	16,332	$	22,678
Special items:
Integration expense	6,410		—			6,410		5,662		—			5,662		3,836		—			3,836		3,860
Restructuring expense	1,012		—			1,012		808		—			808		—		—			—		1,059
Earnings before special items	20,004		(1,163		)	18,841		26,664		3,211			29,875		20,018		150			20,168		27,597
Provision for income taxes	6,902		(402		)	6,500		9,199		1,108			10,307		6,906		(4,283		)	2,623		8,285
Net earnings before special items	$	13,102	$	(761	)	$	12,341	$	17,465	$	2,103		$	19,568	$	13,112	$	4,433		$	17,545	$	19,312
Earnings per share diluted, before special items	$	0.24	$	(0.02	)	$	0.22	$	0.32	$	0.03		$	0.35	$	0.24	$	0.08		$	0.32	$	0.35

Note: Flowserve’s management believes that the integration and restructuring expenses included in the results above, while indicative of efforts to integrate the Invensys plc (IFC) acquisition into Flowserve’s business, do not reflect ongoing business results. Management has defined these expenses as special items. Management believes that investors can better evaluate and analyze historical and future business trends if they also consider results of operations without these special items. Management utilizes earnings excluding these special items to evaluate corporate and segment performance and in determining certain performance-based compensation. Earnings before special items are not a recognized measure under generally accepted accounting principles (GAAP) and should not be viewed as an alternative to GAAP measures of performance. The reconciliation table above reconciles earnings per share before special items to earnings per share on a GAAP basis.

Exhibit 99.2

Flowserve Corporation

Segment Operating Income

Amounts in millions

		2003		2002
Operating Income, before special items: *
FPD:
Originally reported		$	84.5	$	134.9
Restated		97.2		130.1
FCD:
Originally reported	(1)	63.5		48.3
Restated	(1)	68.0		44.7
FSD:
Originally reported		74.2		64.9
Restated		74.2		64.9

(1) Special items excluded include:
Integration expense	19.7	16.2
Restructuring expense	2.9	4.3
Inventory purchase accounting adjustment	—	5.2

* Effective January 1, 2003, we realigned certain small sites between segments.  Accordingly, the segment information for all periods presented herein has been reported under the new organizational structure.

Note: Flowserve’s management believes that the integration and restructuring expenses and the purchase accounting inventory adjustment which are excluded in the results above, while indicative of efforts to integrate the Invensys plc (IFC)  acquisition into Flowserve’s business, do not reflect ongoing business results. Management has defined these expenses as special items, along with items that were treated as extraordinary items in prior years. Management believes that investors can better evaluate and analyze historical and future business trends if they also consider results of operations without these special items. Management utilizes earnings excluding these special items to evaluate corporate and segment performance and in determining certain performance-based compensation. Earnings before special items are not a recognized measure under generally accepted accounting principles (GAAP) and should not be viewed as an alternative to GAAP measures of performance.