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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):
August 23, 2000
Flowserve Corporation
(Exact name of Registrant as specified in its charter)
New York 1-13179 31-0267900
(State or other (Commission File Number) (I.R.S. Employer
jurisdiction of Identification No.)
incorporation)
222 W. Las Colinas Blvd., Suite 1500
Irving, Texas 75039
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (972) 443-6500
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Item 4. Changes in Registrant's Certifying Accountant
(a) Previous independent accountants
(i) On August 23, 2000, Flowserve Corporation's Audit/Finance Committee
and Board of Directors participated in and approved the engagement
of PricewaterhouseCoopers LLP as its new independent accountants for
the year ending December 31, 2000 to replace Ernst & Young LLP who
were dismissed as auditors of the Company effective August 23, 2000.
(ii) The reports of Ernst & Young LLP on the financial statements for the
past two fiscal years did not contain an adverse opinion or a
disclaimer of opinion and were not qualified or modified as to
uncertainty, audit scope or accounting principles.
(iii) In connection with its audits for the two most recent fiscal years
and through August 23, 2000, there have been no disagreements with
Ernst & Young LLP on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope or
procedure, which disagreements if not resolved to the satisfaction
of Ernst & Young LLP would have caused them to make reference
thereto in their report on the financial statements for such years.
(iv) The Registrant has requested that Ernst & Young LLP furnish it with
a letter addressed to the SEC stating whether or not it agrees with
the above statements. A copy of such letter, dated August 29, 2000,
is filed as Exhibit 16 to this Form 8-K.
(b) New independent accountants
(i) The Registrant engaged PricewaterhouseCoopers LLP as its new
independent accountants as of August 23, 2000. During the two most
recent fiscal years and through August 23, 2000, the Registrant has
not consulted with PricewaterhouseCoopers LLP regarding either (i)
the application of accounting principles to a specified transaction,
either completed or proposed; or the type of audit opinion that
might be rendered on the Registrant's financial statements, and
either a written report was provided to the Registrant or oral
advice was provided that PricewaterhouseCoopers LLP concluded was an
important factor considered by the Registrant in reaching a decision
as to the accounting, auditing or financial reporting issue; or (ii)
any matter that was either the subject of a disagreement, as that
term is defined in Item 304(a)(1)(iv) of Regulation S-K and the
related instructions to Item 304 of Regulation S-K, or a reportable
event, as that term is defined in Item 304(a)(1)(v) of Regulation
S-K.
(ii) PricewaterhouseCoopers LLP has served as the independent accountants
for Ingersoll-Dresser Pumps, which Flowserve acquired on August 8,
2000.
Item 7. Financial Statements and Exhibits
(c) Exhibit 16 - Letter re Change in Certifying Accountant
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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.
FLOWSERVE CORPORATION
Date: August 29, 2000 /s/ Renee J. Hornbaker
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Name: Renee J. Hornbaker
Title: Vice President and Chief
Financial Officer
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EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NO. DESCRIPTION
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<S> <C>
16 Letter re Change in Certifying Accountant
</TABLE>
