SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934 (Amendment No.  15)

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)

August 9, 2004
(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 Section 240.13d-1(e), 240.13d-1(f) 
or 240.13d-1(g), check the following box.  

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                               

1,085,000  (Item 5)

8

SHARED VOTING POWER                             

NONE

9

SOLE DISPOSITIVE POWER                          

1,085,000  (Item 5)

10

SHARED DISPOSITIVE POWER                        

NONE
11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,085,000  (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)

1.96%
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                               

3,078,205   (Item 5)

8

SHARED VOTING POWER                             

NONE

9

SOLE DISPOSITIVE POWER                          

3,273,205  (Item 5)

10

SHARED DISPOSITIVE POWER                        

NONE
11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

3,273,205  (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)

5.92%
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 Securities, Inc.                                                
I.D. NO. 13-3379374     
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-Client Funds

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

6
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED

BY EACH

REPORTING

PERSON

WITH

7

SOLE VOTING POWER                               

1,000  (Item 5)

8

SHARED VOTING POWER                             

NONE

9

SOLE DISPOSITIVE POWER                          

1,000   (Item 5)

10

SHARED DISPOSITIVE POWER                        

NONE
11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,000   (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)

0.00%
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 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 

10

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) X                                                            
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 

10

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) X                                                            
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)

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 

10

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) X                                                            
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. 15 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") 
and various entities which he directly or indirectly controls or for which he 
acts as chief investment officer.  These entities, except for Lynch Corporation 
("Lynch") and Lynch Interactive Corporation ("Interactive"), engage in various 
aspects of the securities business, primarily 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 Schedule 13G, 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. ("GBL"), Gabelli Funds, LLC ("Gabelli 
Funds"), GAMCO Investors, Inc. ("GAMCO"), Gabelli Advisers, Inc. ("Gabelli 
Advisers"), Gabelli Securities, Inc. ("GSI"), Gabelli & Company, Inc. ("Gabelli 
& Company"), Gabelli & Company, Inc. Profit Sharing Plan (the "Plan"), MJG 
Associates, Inc. ("MJG Associates"), Gabelli Foundation, Inc. ("Foundation"), 
Mario Gabelli, Lynch, and Interactive.  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 GBL.  GBL, a public company listed on the New York Stock 
Exchange, is the parent company for a variety of companies engaged in the 
securities business, including those named below.
GAMCO, a wholly-owned subsidiary of GBL, 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 GBL, acts as a general partner 
or investment manager to limited partnerships and offshore investment companies 
and as a part of its business may purchase or sell securities for its own 
account.  It is the immediate parent of Gabelli & Company. GSI is the 
Investment Manager of Gabelli Associates Fund, Gabelli Associates Fund II, 
Gabelli Associates Limited, ALCE Partners, L.P., and Gabelli Multimedia 
Partners, L.P.  GSI and Marc Gabelli own 45% and 55%, respectively, of Gabelli 
Securities International Limited ("GSIL"). GSIL provides investment advisory 
services to offshore funds and accounts.   GSIL is an investment advisor of 
Gabelli International Gold Fund Limited, Gabelli European Partners, Ltd., and 
Gabelli Global Partners, Ltd.
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.
Gabelli Funds, a wholly owned subsidiary of GBL, 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 Gabelli Equity Trust Inc., The Gabelli Asset Fund, The Gabelli Growth 
Fund, The Gabelli Convertible and Income 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, The Gabelli 
Blue Chip Value Fund, The Gabelli Mathers Fund, The Gabelli Woodland Small Cap 
Value Fund, The Comstock Capital Value Fund, The Comstock Strategy Fund, and 
The Gabelli Dividend and Income Trust (collectively, the "Funds"), which are 
registered investment companies.
Gabelli Advisers, a subsidiary of GBL, 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 GBL and its affiliates.
MJG Associates provides advisory services to private investment 
partnerships and offshore funds.  Mario Gabelli is the sole shareholder, 
director and employee of MJG Associates.   MJG Associates is the Investment 
Manager of Gabelli International Limited, Gabelli International II Limited, 
Gabelli Performance Partnership, and Gabelli Fund, LDC.
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.  Interactive is a public company listed on the 
American Stock Exchange and is a holding company with operating subsidiaries 
engaged primarily in the rural telephone industry.  Lynch and Interactive 
actively pursue new business ventures and acquisitions. Lynch and Interactive 
make investments in marketable securities to preserve capital and maintain 
liquidity for financing their business activities and acquisitions and are not 
engaged in the business of investing, reinvesting, or trading in securities.  
Mario J. Gabelli is a director, officer and a substantial shareholder of Lynch 
and Interactive.
Mario Gabelli is the majority stockholder and Chairman of the Board 
of Directors and Chief Executive Officer of Gabelli Partners and GBL, and the 
Chief Investment Officer for each of the Reporting Persons.  Gabelli Partners 
is the majority shareholder of GBL. GBL, in turn, is the sole stockholder of 
GAMCO.  GBL is also the majority stockholder of GSI and the largest shareholder 
of Gabelli Advisers.  Gabelli & Company is a wholly-owned subsidiary of GSI. 
The Reporting Persons do not admit that they constitute a group.
Gabelli Partners, GBL, GAMCO, and Gabelli & Company 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.  MJG 
Associates is a Connecticut corporation having its principal business office at 
140 Greenwich Avenue, Greenwich, CT 06830.  The Foundation is a Nevada 
corporation having its principal offices at 165 West Liberty Street, Reno, 
Nevada 89501.  Lynch is an Indiana corporation having its principal business 
office at 50 Kennedy Plaza, Suite 1250, Providence, Rhode Island 02903.  
Interactive is a Delaware corporation having its principal place of business at 
One Corporate Center, 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 4,359,205 shares, representing 7.89% of the 
55,273,717 shares outstanding as reported in the Issuer's most recent Form 10-Q 
for the quarter ended March 31, 2004.  The Reporting Persons beneficially own 
those Securities as follows:

Name

Shares of
Common Stock
% of Class of
Common
Gabelli Funds

1,085,000
1.96%
GAMCO
3,273,205
5.92%

GSI

Mario Gabelli

1,000

0

0.00%

0.00%

Mario Gabelli is deemed to have beneficial ownership of the 
Securities owned beneficially by each of the foregoing persons.  GSI is deemed 
to have beneficial ownership of the Securities owned beneficially by Gabelli & 
Company.  GBL and Gabelli Partners are deemed to have beneficial ownership of 
the Securities owned beneficially by each of the foregoing persons other than 
Mario Gabelli 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 195,000 of its 
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, GBL, 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:  August 10, 2004

MARIO 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 SECURITIES, 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:

Vincent J. Amabile

Business Consultant 

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; Chief Executive Officer of Lynch 
Interactive Corporation; Vice Chairman of Lynch 
Corporation.

Charles C. Baum

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

Arnold M. Reichman

Business Consultant

Marc J. Gabelli

President

Matthew R. Gabelli

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

Mario J. Gabelli

Marc J. Gabelli

Chairman, Chief Executive Officer and Chief 
Investment Officer

President
Henry Kiernan
Vice President, Chief Financial Officer

Gabelli Asset Management 
Inc.
Directors:

Edwin L 
Artzt

Raymond C. 
Avansino, Jr.

Former Chairman and Chief Executive Officer
Procter & Gamble Company
900 Adams Crossing
Cincinnati, OH 45202

Chairman
E.L. Wiegand Foundation
165 West Liberty Street
Reno, NV 89501

Mario J. Gabelli

John D. 
Gabelli

See above

Senior Vice President

John C. Ferrara
Business Consultant

Karl Otto Pohl (1)

Robert S. 
Prather

Frederic V. 
Salerno

Vincent S. 
Tese 

Sal. Oppenheim jr. & Cie.
Bockenheimer Landstrasse 20
D-6000 FRANKFURT AM MAIN
Germany

President & Chief Operating Officer
Gray Television, Inc.
4370 Peachtree Road, NE
Atlanta, GA 30319

Former Vice Chairman and Chief Financial Officer 
Verizon Communications

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

Officers:

Mario J. Gabelli

Chairman, Chief Executive Officer and Chief 
Investment Officer

Michael R. Anastasio, 
Jr.

Vice President and Chief Accounting 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 Investment Officer

Joseph R. Rindler, 
Jr.
Chairman

Douglas R. Jamieson

Michael R. 
Anastasio Jr.
Executive Vice President and Chief Operating 
Officer

Vice President and Chief Accounting Officer

Stephen M. 
DeTore

General Counsel and Secretary
Gabelli Funds, LLC
Officers:

Mario J. Gabelli

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

Michael R. Anastasio

James E. McKee
Vice President and Chief Accounting Officer

Secretary

Gabelli & Company, Inc.
Directors:

James G. Webster, III
Chairman & Interim President

Irene Smolicz
Senior Trader
Gabelli & Company, Inc.

Officers:

James G. Webster, III
Chairman & Interim President

Bruce N. Alpert
Vice President - Mutual Funds

James E. McKee
Secretary

Lynch Corporation, 
50 Kennedy Plaza, Suite 1250, Providence, RI 02903

Directors:

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

E. Val Cerutti

Business Consultant, Cerutti Consultants
227 McLain Street
Mount Kisco, NY   10540

Avrum Gray

Ralph R. Papitto

Richard E. McGrail

Raymond H. Keller

Anthony R. 
Pustorino

Gbar Limited Partnership
440 South LaSalle, Suite 2900
Chicago, IL 60605

Chairman and Chief Executive Officer

President and Chief Operations Officer

Vice President and Chief Financial Officer

Professor Emeritus
Pace University
1 Martine Avenue
White Plains, NY 10606

Officers:

Ralph R. Papitto

See above
Mario J. Gabelli
Vice Chairman

Richard E. McGrail
See above

Raymond H. Keller
See above

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

Directors:

Paul J. Evanson
President
Allegheny Energy, Inc.
10435 Downsville Pike
Hagerstown, MD 21740

Mario J. Gabelli

See above - Gabelli Group Capital Partners, Inc.

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

Daniel Lee

Morris Berkowitz

John C. Ferrara
Chairman and Chief Executive Officer
Pinnacle Entertainment, Inc.
3800 Howard Hughes Parkway, Suite 1800 
Las Vegas, Nevada 89109 

Consultant
Lynch Interactive Corporation
401 Theodore Fremd Ave.
Rye, NY 10580

See above

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

Officers:

Mario J. Gabelli
Vice Chairman and Chief Executive Officer

Robert E. Dolan 

Chief Financial Officer

(1) Citizen of Germany

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

GAMCO INVESTORS, INC.
8/06/04              500-           22.4800
8/05/04            1,000-             *DO  
8/04/04            3,800-           23.2976
8/03/04            2,200-           23.9582
7/28/04            2,000-           21.9420
7/27/04            1,000-           21.9300
7/27/04            1,800-           21.9000
7/23/04            2,700-           21.6544
7/22/04            1,500-           21.6867
7/21/04            1,500-           22.5500
7/20/04            2,000-           22.3025
7/19/04              200-           22.4300
7/19/04              300-           22.5400
7/15/04            1,500-           23.0473
7/13/04              500-           23.3240
7/12/04            1,000-           23.2550
7/12/04            1,000-           23.3500
7/08/04              800-             *DO  
7/08/04              700-           23.4786
7/08/04              100-           23.4200
7/07/04              700-           24.2914
7/02/04            4,250-           24.6136
7/02/04            3,000-           24.6000
7/01/04              800-           24.9238
6/30/04            1,000-             *DO  
6/30/04              400-           24.6200
6/29/04              500-           24.6000
6/25/04            2,000-           23.5250
6/25/04            3,500-           23.5686
6/25/04            2,000-           23.4500
6/24/04           15,000-           23.5456
6/24/04            4,000-           23.6478
6/23/04            3,000            23.3500
6/23/04            4,100-           23.3378
6/23/04            1,000-           23.3100
6/22/04            5,000-           23.1454
6/22/04            3,000-           23.2143
6/21/04            5,000-           23.0856
6/21/04            3,500-           23.0749
6/21/04            3,500            23.0749
6/21/04            2,000-           23.0545
6/21/04            3,500-           23.0749
6/18/04            3,000-           23.3883
6/17/04            5,000-           23.0980
6/17/04              500-           23.0300
6/16/04            1,000-           23.3600
6/15/04              400-           22.8695
6/15/04              500-             *DO  
6/15/04              400            22.8695
6/15/04              400-           23.1200
6/15/04            1,500-             *DO  
6/15/04            5,000-           23.0618
6/15/04              400-           22.9500
6/15/04            2,000-           23.5205
6/15/04            1,400-           23.2414
6/10/04           10,000-           23.3352
6/10/04            5,000-           23.3866
GABELLI FUNDS, LLC.                                    
GABELLI SMALL CAP GROWTH FUND                      
6/14/04            5,000-           23.1156

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

(2) PRICE EXCLUDES COMMISSION.

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