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

October 5, 2005

(Date of earliest event reported)

FLOW INTERNATIONAL CORPORATION

(Exact name of Registrant as specified in its charter)

Washington	0-12448	91-1104842
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

23500 - 64th Avenue South, Kent, Washington 98032

(Address of principal executive offices, zip code)

Registrant’s telephone number, including area code:

(253) 850-3500

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 5.02.  Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

Flow International Corporation announced today that Douglas Fletcher, age 50, had been appointed Chief Financial Officer. Mr. Fletcher has served since August 16, 2005 as Interim Chief Financial Officer. Mr. Fletcher was most recently the Chief Financial Officer for GiftCertificates.com, a position he held since August 2001. Mr. Fletcher was the Chief Financial Officer for eCharge Corporation from May 2000 until March 2001. From 1987 to 2000, Mr. Fletcher held a variety of senior positions with Citigroup/Citibank in New York.

A press release (the “Press Release”) announcing that Mr. Fletcher has been appointed as the Company’s Chief Financial Officer was issued by the Company on October 5, 2005. A copy of the Press Release is attached hereto as Exhibit 99.1.

The information contained in the Press Release shall not be deemed “Filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits

99.1. Press Release of Flow International Corporation, dated October 5, 2005.

SIGNATURES

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 hereunto duly authorized.

Date: October 5, 2005	FLOW INTERNATIONAL CORPORATION
	By:	/s/ John S. Leness
		John S. Leness
		General Counsel and Secretary

- 3 -

EX-99.1

Exhibit 99.1

Contact:	John Leness
	General Counsel
	253-850-3500

FLOW INTERNATIONAL APPOINTS DOUGLAS FLETCHER VP & CFO

KENT, Wash., October 5, 2005 – Flow International Corporation (Nasdaq: FLOWE), the world’s leading supplier of ultrahigh-pressure waterjet products, today announced the appointment of Douglas P. Fletcher as Vice President and Chief Financial Officer. Fletcher will oversee all of FLOW’s financial functions from the company’s headquarters in Kent, Washington, and report directly to Stephen R. Light, FLOW’s President and Chief Executive Officer. Fletcher joined FLOW on August 16th, 2005, when he was appointed interim CFO.

“We are very pleased to welcome Doug as a full-time member of our executive team,” said Stephen R. Light, FLOW’s President and Chief Executive Officer. “Doug is a seasoned executive with a long and impressive record overseeing some large financial organizations. His depth of experience will no doubt make a very positive contribution to FLOW.”

Fletcher has nearly 30 years of experience in finance, strategic planning, and accounting. Before joining FLOW, Fletcher served as CFO of GiftCertificates.com and of eCharge Corporation, both based in Seattle. Prior to that, he held various senior positions in corporate and structured finance, equipment finance, restructuring, and other finance positions with Citibank in New York. He also held several senior finance positions, including Group Controller, with International Paper Company, and served as a Senior Auditor of Price Waterhouse in New York. He has a Bachelors degree in accounting from Ohio University.

About Flow International

Flow International Corporation is the world’s leading developer and manufacturer of ultrahigh-pressure waterjet cutting technology to industries including automotive, aerospace, job shop, surface preparation, and more. For more information, visit www.flowcorp.com.

This press release contains forward-looking statements relating to future events or future financial performance that involve risks and uncertainties. The words “believe,” “expect,” “intend,” “anticipate,” variations of such words and similar expressions identify forward-looking statements but their absence does not mean that the statement is not forward-looking. These statements are only predictions and actual results could differ materially from those anticipated in these statements based on a number of risk factors, including those set forth in the April 30, 2005 Flow International Corporation Form 10-K Report filed with the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date of this announcement.