Executive Officer Life Insurance Plan

EXHIBIT 10.51 FLOWSERVE CORPORATION EXECUTIVE OFFICER LIFE INSURANCE PLAN


FLOWSERVE CORPORATION EXECUTIVE OFFICER LIFE INSURANCE PLAN TABLE OF CONTENTS Page 1. NAME AND PURPOSE 1 1.1 Name 1 1.2 Purpose 1 1.3 Top Hat Plan 1 2. DEFINITIONS OF TERMS AND RULES OF CONSTRUCTION 1 2.1 General Definitions 1 (a)Account Value 1 (b)Affiliate 1 (c)Beneficiary 1 (d)Board 1 (e)Code 2 (f)Committee 2 (g)Company 2 (h)Compensation 2 (i)Effective Date 2 (j)Employee 2 (k)ERISA 2 (l)Insurer 2 (m) Notice 2 (n) Participant 2 (o) Participation Agreement 3 (p) Participant's Death Benefit 3 (q) Plan 3 (r) Policy 3 2.2 Number and Gender 3 2.3 Underscored References 3 2.4 Other Definitions 3 3. ELIGIBILITY AND PARTICIPATION 3 3.1 Selection of Participants 3 3.2 Conditions to Participating 3 4. OPERATIVE INSURANCE POLICY PROVISIONS 4 4.1 Insurance Policy 4 4.2 Ownership 4 4.3 Direction of Policy Account 4


Page 4.4 Payment of Premiums 4 4.5 Designation of Policy Beneficiary/Endorsement 4 4.6 Beneficiary Designation 4 4.7 Policy Loans 5 4.8 Limitations on Corporation' s Rights in Policy 5 4.9 Collection and Payment of Death Benefits 5 4.10 Limitation on Benefits 6 4.11 Liability of Insurer 6 4.12 Assignment of Interest 6 4.13 Termination of Participation 6 4.14 Disposition of Policy Upon Termination of Participation 6 (a) Release of Rights in Policy 6 (b) Company' s Rights in Policy After Termination of Participation 7 4.15 Disposition to Participant 7 5. ADMINISTRATION 7 5.1 Authority 7 5.2 Rights and Powers 7 5.3 Application of Rules 8 5.4 Indemnification 8 6. CLAIMS 8 6.1 Adjudication of Claims 8 (a) Claim 8 (b) Claim Decision 9 (c) Request for Review 9 (d) Review of Decision 10 (e) Change in Decision Maker 11 7. MISCELLANEOUS 11 7.1 Amendments and Terminations 11 7.2 Binding Effect 11 7.3 Governing Law 11 7.4 Necessary Acts 11 7.5 No Contract; Other Benefits 11 7.6 No Trust Created 12 7.7 Notices 12 7.8 Plan Year 12


FLOWSERVE CORPORATION EXECUTIVE OFFICER LIFE INSURANCE PLAN 1. NAME AND PURPOSE 1.1 Name . The name of the Plan is the " Executive Officer Life Insurance Plan." The Plan is effective as of the Effective Date. 1.2 Purpose . The Company has established this Plan to provide equitable, consistent and competitive life insurance benefits to its Executive Officers. 1.3 Top Hat Plan . The Plan is exempt from all reporting and disclosure requirements under ERISA because all Participants are members of a select group of management or highly compensated Employees.2. DEFINITIONS OF TERMS AND RULES OF CONSTRUCTION 2.1 General Definitions . The following words and phrases, when used in the Plan, unless the context clearly otherwise requires, shall have the following respective meanings: (a) Account Value . As such term is defined in the Policy. (b) Affiliate . A wholly-owned subsidiary of the Company. (c) Beneficiary . The person or persons designated as the recipient of a benefit in accordance with the terms of the Plan. (d) Board . The Board of Directors of the Company.

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(e) Code . The Internal Revenue Code of 1986, as amended. Any reference to the Code includes the regulations promulgated under the Code. (f) Committee . The individual or group of individuals designated by the Company pursuant to Section 5.1 of the Plan to perform the duties set forth herein and to manage the operation and administration of the Plan. (g) Company . Flowserve Corporation, together with any Affiliate of or successor to the Company. (h) Compensation . A Participant' s base salary from the Company. (i) Effective Date . The Effective Date of the Plan is January 1, 2004. (j) Employee . Any person employed by the Company. (k) ERISA . The Employee Retirement Income Security Act of 1974, as amended. Any reference to ERISA includes the regulations promulgated under ERISA. (l) Insurer . The insurance company that the Company may from time to time utilize to provide insurance coverage for Beneficiaries under the Plan. (m) Notice . Notice 2001-10, as modified by Notice 2002-8, both issued by the Internal Revenue Service. (n) Participant . An Employee selected by the Company to participate in the Plan who has executed a Participation Agreement.

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(o) Participation Agreement . The agreement which evidences a Participant' s participation in the Plan and an agreement to be bound by all of its terms. (p) Participant' s Death Benefit . The Participant' s Death Benefit shall be equal to two times the Executive Officer' s Compensation, except for the Chief Executive Officer of the Company who shall receive a Death Benefit equal to $2,500,000. (q) Plan . The Flowserve Corporation Executive Officer Life Insurance Plan and all subsequent amendments and supplements thereunder. (r) Policy . Each policy of life insurance on a Participant' s life acquired by the Company to provide the life insurance benefits under the Plan. 2.2 Number and Gender . The masculine and neuter, wherever used in the Plan, shall refer to either the masculine, neuter or feminine; and, unless the context otherwise requires, the singular shall include the plural and the plural the singular. 2.3 Underscored References . The underscored references contained in the Plan are included only for convenience, and they shall not be construed as a part of the Plan or in any respect affecting or modifying its provisions. 2.4 Other Definitions . In addition to Section 2.1, certain terms are defined in other portions of the Plan.3. ELIGIBILITY AND PARTICIPATION 3.1 Selection of Participants . Participants shall be selected by the Company. In making its decisions, the Company shall consider past, present and expected future contributions of potential Participants to the success of the Company. 3.2 Conditions to Participating . Except as hereinafter provided, each Employee who is selected to be a Participant shall become a Participant upon execution of a Participation Agreement. Each Participant must provide all necessary medical information and evidence of insurability and execute such documents and perform such acts required in connection with the application for, and issuance

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of, life insurance. Notwithstanding the foregoing, if a Policy cannot be obtained on an individual, such individual cannot become a Participant in the Plan.4. OPERATIVE LIFE INSURANCE PROVISIONS 4.1 Insurance Policy . The Company will purchase a Policy on each Participant from the Insurer. The Company and each Participant shall take all necessary action to cause the Policy to conform with the provisions of the Plan. The Policy, including the dollar amount, shall be subject to the terms and conditions of the Plan and any endorsements to the Policy filed with the Insurer. 4.2 Ownership . The Company shall be the sole and absolute owner of the Policy, and it may exercise all ownership rights granted to the owner by the terms of the Policy, except as may otherwise be provided in the Plan. 4.3 Direction of Policy Account . The Company shall have the sole authority to direct the manner in which the Account Value, established pursuant to the terms of the Policy, shall be allocated among various investment options from time to time available under the Policy and to change such allocation from time to time, as provided for in the Policy. 4.4 Payment of Premiums . On or before the due date of each Policy premium, or within the applicable grace period, the Company shall pay the full amount of the Policy premium to the Insurer, and shall, upon request, promptly furnish the Participant with evidence of timely payment of such premium. The Company shall furnish to the Participant an annual statement of the amount of income reportable by the Participant for federal and state income tax purposes, if any, as a result of the insurance protection provided the Participant' s Beneficiary under the Plan. 4.5 Designation of Policy Beneficiary/Endorsement . Contemporaneously with the execution of a Participant' s Participation Agreement, the Company shall execute a beneficiary designation for and/or an endorsement to the Policy insuring such Participant' s life. No such beneficiary designation or endorsement shall be terminated, altered or amended by the Company, except with the express written consent of the Participant. The Company and the Participant shall take all action necessary to cause such beneficiary designation or endorsement to conform to the provisions of the Plan. In the event that no named Beneficiary survives the Participant, then his personal representative shall be his Beneficiary. 4.6 Beneficiary Designation . The Participant may select a Beneficiary to receive the portion of Policy proceeds to which the Participant is entitled under the Plan by signing and delivering the beneficiary form to the Company. Upon receipt of such form, the Company shall execute and deliver to the Insurer the forms necessary to designate the requested persons as the Beneficiary to receive the death

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proceeds of the Policy to which they are entitled. The Company and the Participant shall take all action necessary to cause the beneficiary designation to conform with the terms and conditions of the Plan. The Company shall not terminate, alter or amend such beneficiary designation without the express written consent of the Participant. 4.7 Policy Loans . Subject to the terms and conditions of the Plan and the Policy, the Company may, at any time and from ti ...