During this time period, the defendants allegedly issued statements that failed to disclose, or misrepresented, the following adverse facts, among others:

1. That Flowserve's declining revenues and earnings during 2001 and 2002 would have caused the company to violate its loan covenants but for its public stock offerings, which enabled the company to reduce its debt, obtain favorable interest rates and debt refinancings from lenders, and enable Flowserve to fund the acquisition of the Flow Control Division of Invensys plc (IFC), among other things.

2. That demand for the company's products had materially declined, especially its aftermarket sales or "quick-turnaround business," resulting in revenue and earnings shortfalls.

3. That the company's recent acquisitions, including Ingersoll-Dresser Pump Company (IDP) and IFC, had not materially altered the company's dependence on revenue streams from the chemical industry, or further stabilized its aftermarket revenue streams for its pump and valve business through significant cross-selling opportunities, among other things.

4. That the company's reorganizations, downsizing and facility closures, following its acquisition of Innovative Valve Technologies, Inc., IDP and IFC, had failed to eliminate excess manufacturing capacity resulting in the material erosion of the company's gross margins and earnings.

5. That the company had severe and continuing integration problems following the acquisition of Innovative Valve Technologies, resulting in a disruption of the company's service and maintenance operations and contributing to the decline in Flowserve's high-margin service revenues, eventually necessitating the reorganization of the company's service business segment.

6. That, based on the foregoing, the defendants' opinions, projections and forecasts concerning the company and its operations were lacking in a reasonable basis at all times.

On September 27, 2002, Flowserve warned of a 21% earnings shortfall for the quarter ending September 30, 2002, and cut its full year 2002 earnings guidance by over 60%, to $1.45 per share, from the $2.30 per share earnings guidance shared with investors during roadshow presentations promoting the company's public offerings less than six months prior.

Market reaction to the company's announcement was swift and severe. Flowserve shares fell over 38% to close at $8.70 on September 27, 2002, a decline of more than 75% from the time-period high of $34.90 reached on May 2, 2002.

Prior to the disclosure of the true facts, Flowserve completed two public offerings of its common stock, thereby raising $434 million, and Flowserve insiders sold their personally-held Flowserve common stock, generating millions in proceeds.