<PAGE>

   As filed with the Securities and Exchange Commission on November 18, 1999

                                             REGISTRATION STATEMENT NO.

================================================================================


                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549
                           ------------------------


                                   FORM S-8
                            REGISTRATION STATEMENT
                                     UNDER
                          THE SECURITIES ACT OF 1933
                           ------------------------



                          CIRCOR INTERNATIONAL, INC.
            (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

       DELAWARE                                            04-3477276
(STATE OF INCORPORATION)                    (I.R.S. EMPLOYER IDENTIFICATION NO.)

                              35 CORPORATE DRIVE
                        BURLINGTON, MASSACHUSETTS 01803
                                (781) 270-1200
  (ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE, OF
                   REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES)

        CIRCOR INTERNATIONAL, INC. 1999 STOCK OPTION AND INCENTIVE PLAN
                           (FULL TITLE OF THE PLAN)
                           ------------------------


                              DAVID A. BLOSS, SR.
                            CHIEF EXECUTIVE OFFICER
                          CIRCOR INTERNATIONAL, INC.
                              35 CORPORATE DRIVE
                        BURLINGTON, MASSACHUSETTS 01803
                                (781) 270-1200
(NAME, ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE,
                             OF AGENT FOR SERVICE)
                           ------------------------


                                 With copy to:
                          ROBERT P. WHALEN, JR.,P.C.
                         GOODWIN, PROCTER & HOAR  LLP
                                EXCHANGE PLACE
                       BOSTON, MASSACHUSETTS 02109-2881
                                (617) 570-1000
                           ------------------------


                        CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
============================================================================================================================
Title of Securities Being        Amounts to be     Proposed Maximum Offering        Proposed Maximum          Amount of
 Registered                      Registered (1)(2)     Price Per Share (5)       Aggregate Offering Price   Registration Fee
----------------------------------------------------------------------------------------------------------------------------
<S>                             <C>               <C>                           <C>                        <C>
Common Stock, par value $.01        39,106                $  8.04(3)                 $   314,412.24           $   87.41
 per share                         132,961                $  8.37(3)                 $ 1,112,883.57           $  309.38
                                    13,687                $  9.21(3)                 $   126,057.27           $   35.04
                                   136,872                $  9.43(3)                 $ 1,290,702.96           $  358.82
                                    75,100                $  9.50(3)                 $   713,450.00           $  198.34
                                   323,000                $10.375(3)                 $ 3,351,125.00           $  931.61
                                     7,039                $ 11.32(3)                 $    79,681.48           $   22.15
                                    87,989                $ 11.95(3)                 $ 1,051,468.55           $  292.31
                                    68,436                $ 12.15(3)                 $   831,497.40           $  231.16
                                   146,648                $ 12.98(3)                 $ 1,903,491.04           $  529.17
                                 1,601,900                $10.125(4)                 $16,219,237.50           $4,508.95
                                 ---------                                           --------------           ---------
                                 2,632,738                                           $26,994,007.01           $7,504.34
============================================================================================================================
</TABLE>

(1) This Registration Statement also relates to such indeterminate number of
    additional shares of Common Stock, par value $.01 per share, of CIRCOR
    International, Inc. (the "Common Stock") as may be required pursuant to the
    CIRCOR International, Inc. 1999 Stock Option and Incentive Plan (the "Option
    Plan") in the event of a stock dividend, reverse stock split, split-up,
    recapitalization, forfeiture of stock under the Option Plan or other similar
    event.

(2) This Registration Statement also relates to an aggregate of 632,738 shares
    of Common Stock that may be issued upon the exercise of options which were
    issued pursuant to a stock option and incentive plan of Watts Industries,
    Inc. ("Watts") and which were replaced by CIRCOR International, Inc.
    options upon the consummation of the distribution of all of the Company's
    Common Stock to the shareholders of Watts on October 18, 1999.

(3) Determined pursuant to Rule 457(h) under the Securities Act of 1933, as
    amended (the "Securities Act").

(4) This estimate is made pursuant to Rule 457(c) and (h) under the Securities
    Act solely for the purposes of determining the amount of the registration
    fee.  The registration fee is based upon the average of the high and low
    prices for the Registrant's Common Stock, par value $.01 per share, as
    reported on the New York Stock Exchange on November 15, 1999.

(5) This Registration Statement also relates to the Rights to purchase Series A
    Junior Participating Cumulative Preferred Stock of the Registrant which are
    attached to all shares of Common Stock outstanding as of, and issued
    subsequent to, October 19, 1999, pursuant to the terms of the Registrant's
    Shareholder Rights Agreement dated as of September 16, 1999.  Until the
    occurrence of certain prescribed events, the Rights are not exercisable, are
    evidenced by the certificates of Common Stock and will be transferred only
    with such stock.

================================================================================
<PAGE>

                                    PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


Item 3.   Incorporation of Certain Documents by Reference.
          -----------------------------------------------

     CIRCOR International, Inc. (the "Registrant") hereby incorporates by
reference the following documents which have previously been filed with the
Securities and Exchange Commission (the "Commission"):

     (a)  the Registrant's Registration Statement on Form 10 filed with the
          Commission on August 6, 1999 (File No. 1-14962), as amended;

     (b)  all other reports filed with the Commission by the Registrant pursuant
          to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as
          amended (the "Exchange Act") since August 6, 1999; and

     (c)  the description of the Registrant's Rights to purchase shares of the
          Registrant's Series A Junior Participating Cumulative Preferred Stock
          contained in the Registration Statement on Form 8-A filed with the
          Commission on October 21, 1999 pursuant to Section 12(b) of the
          Exchange Act, and any amendments or reports filed for the purpose of
          updating such description.

     In addition, all documents subsequently filed with the Commission by the
Registrant pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act,
prior to the filing of a post-effective amendment hereto that indicates that all
securities offered hereunder have been sold or which deregisters all securities
then remaining unsold, shall be deemed to be incorporated by reference in this
Registration Statement and to be a part hereof from the date of filing of such
documents.  Any statement contained in a document incorporated by reference
herein shall be deemed to be modified or superseded for purposes hereof to the
extent that a statement contained herein or in any subsequently filed document
which also is incorporated by reference herein modifies or supersedes such
statement.  Any statement so modified or superseded shall not be deemed, except
as so modified or superseded, to constitute a part of this Registration
Statement.

Item 5.   Interests of Named Expert and Counsel.
          -------------------------------------

     Mr. David F. Dietz, a director of the Registrant, has a professional
corporation which is a partner of Goodwin, Procter & Hoar LLP, a law firm which
provides legal services to the Registrant.


Item 6.   Indemnification of Directors and Officers.
          -----------------------------------------

     The Registrant's Amended and Restated By-laws (the "By-laws") provide that
directors and officers of the Registrant shall be, and in the discretion of the
Board of Directors non-officer employees may be, indemnified by the Registrant
to the fullest extent authorized by Delaware law, as it now exists or may in the
future be amended, against all expenses and liabilities reasonably incurred in
connection with service for or on behalf of the Registrant.  The By-laws also
provide that the right of directors and officers to indemnification shall be a
contract right and shall not be exclusive of any other right now possessed or
hereafter acquired under any by-law, agreement, vote of shareholders or
otherwise.  The Registrant's Amended and Restated Certificate of Incorporation
contains a provision permitted by Delaware law that generally eliminates the
personal liability of directors for monetary damages for breaches of their
fiduciary duty, including breaches involving negligence or gross negligence in
business combinations, unless the director has breached his or her duty of
loyalty, failed to act in good faith, engaged in intentional misconduct or a
knowing violation of law, paid a dividend or approved a stock repurchase in
violation of the Delaware General Corporation Law or obtained an improper
personal benefit.  This provision does not alter a director's liability under
the federal securities laws and does not affect the availability of equitable
remedies, such as an injunction or recision, for breach of fiduciary duty.  The
Registrant also entered into indemnification agreements with each of its
directors reflecting the foregoing and requiring the advancement of expenses in
proceedings involving the directors in most circumstances.

                                       2
<PAGE>

Item 8.   Exhibits.
          --------

     The following is a complete list of exhibits filed or incorporated by
reference as part of this Registration Statement.


Exhibits
--------

     4.1  Amended and Restated Certificate of Incorporation (incorporated herein
          by reference to Exhibit 3.1 to the Registrant's Registration Statement
          on Form 10 (File No. 1-14962), as filed with the Commission on August
          6, 1999)

     4.2  Amended and Restated By-laws (incorporated herein by reference to
          Exhibit 3.2 to the Registrant's Registration Statement on Form 10
          (File No. 1-14962), as filed with the Commission on August 6, 1999)

   * 5.1  Opinion of Goodwin, Procter & Hoar LLP as to the legality of the
          securities being registered
    23.1  Consent of Goodwin, Procter & Hoar LLP (included in Exhibit 5.1)

  * 23.2  Consent of KPMG LLP

    24.1  Powers of Attorney (included on signature pages to this Registration
          Statement)

    99.1  CIRCOR International, Inc. 1999 Stock Option and Incentive Plan
          (incorporated herein by reference to Exhibit 10.1 to Amendment No. 1
          to the Registrant's Registration Statement on Form 10 (File No.
          1-14962), as filed with the Commission on September 22, 1999)

    99.2  CIRCOR International, Inc. Management Stock Purchase Plan
          (incorporated herein by reference to Exhibit 10.6 to Amendment No. 1
          to the Registrant's Registration Statement on Form 10 (File No.
          1-14962), as filed with the Commission on September 22, 1999)

* Filed herewith.

Item 9.   Undertakings.
          ------------

     (a)  The undersigned registrant hereby undertakes:

          (1)  To file, during any period in which offers or sales are being
     made, a post-effective amendment to this Registration Statement:

               (i)    To include any prospectus required by Section 10(a)(3) of
                      the Securities Act;

               (ii)   To reflect in the prospectus any facts or events arising
                      after the effective date of the Registration Statement (or
                      the most recent post-effective amendment thereof) which,
                      individually or in the aggregate, represent a fundamental
                      change in the information set forth in the Registration
                      Statement. Notwithstanding the foregoing, any increase or
                      decrease in volume of securities offered (if the total
                      dollar value of securities offered would not exceed that
                      which was registered) and any deviation from the low or
                      high end of the estimated offering range may be reflected
                      in the form of prospectus filed with the Commission
                      pursuant to Rule 424(b) if, in the aggregate, the changes
                      in volume and price represent no more than a 20 percent
                      change in the maximum aggregate offering price set forth
                      in the "Calculation of Registration Fee" table in the
                      effective Registration Statement; and

               (iii)  To include any material information with respect to the
                      plan of distribution not previously disclosed in the
                      Registration Statement or any material change to such
                      information in the Registration Statement;

     provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) herein do not
     apply if the information required to be included in a post-effective
     amendment by those paragraphs is contained in periodic reports filed by the
     undersigned registrant pursuant to Section 13 or Section 15(d) of the
     Exchange Act that are incorporated by reference in the Registration
     Statement;

                                       3
<PAGE>

          (2)  That, for the purpose of determining any liability under the
     Securities Act, each such post-effective amendment shall be deemed to be a
     new registration statement relating to the securities offered therein, and
     the offering of such securities at that time shall be deemed to be the
     initial bona fide offering thereof; and

          (3)  To remove from registration by means of a post-effective
     amendment any of the securities being registered which remain unsold at the
     termination of the offering.

     (b)  The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act, each filing of the
registrant's annual report pursuant to Section 13(a) or 15(d) of the Exchange
Act (and, where applicable, each filing of an employee benefit plan's annual
report pursuant to Section 15(d) of the Exchange Act) that is incorporated by
reference in the Registration Statement shall be deemed to be a new registration
statement relating to the securities offered therein, and the offering of such
securities at that time shall be deemed to be the initial bona fide offering
thereof.

     (c)  Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers and controlling persons
of the registrant pursuant to the foregoing provisions, or otherwise, the
registrant has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the
Securities Act, and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Securities
Act and will be governed by the final adjudication of such issue.

                                       4
<PAGE>

                                   SIGNATURES

     Pursuant to the requirements of the Securities Act, CIRCOR International,
Inc. certifies that it has reasonable grounds to believe that it meets all of
the requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in Burlington, Massachusetts on this 18th day of November, 1999.

                                   CIRCOR INTERNATIONAL, INC.


                                   By: /S/ DAVID A. BLOSS, SR.
                                      -------------------------------
                                      David A. Bloss, Sr.
                                      Chairman of the Board,
                                      Chief Executive Officer and President

                               POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS that each individual whose signature appears
below constitutes and appoints each of David A. Bloss, Sr. and Cosmo S. Trapani
such person's true and lawful attorney-in-fact and agent with full power of
substitution and resubstitution, for such person and in such person's name,
place and stead, in any and all capacities, to sign any and all amendments
(including post-effective amendments) to this Registration Statement, and to
file the same, with all exhibits thereto, and all documents in connection
therewith, with the Securities and Exchange Commission, granting unto each said
attorney-in-fact and agent full power and authority to do and perform each and
every act and thing requisite and necessary to be done in and about the
premises, as fully to all intents and purposes as such person might or could do
in person, hereby ratifying and confirming all that any said attorney-in-fact
and agent, or any substitute or substitutes of any of them, may lawfully do or
cause to be done by virtue hereof.

     Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.


        SIGNATURE                      TITLE                       DATE
---------------------------  -------------------------------  -----------------

  /s/ David A. Bloss, Sr.    Chairman of the Board,           November 18, 1999
---------------------------  Chief Executive Officer,
  David A. Bloss, Sr.        President and Director
                             (Principal Executive Officer)


  /s/ Cosmo S. Trapani       Chief Financial Officer and      November 18, 1999
---------------------------  Executive Vice President
  Cosmo S. Trapani           (Principal Financial Officer and
                             Principal Accounting Officer)


  /s/ Dewain K. Cross        Director                         November 18, 1999
---------------------------
  Dewain K. Cross


  /s/ David F. Dietz         Director                         November 18, 1999
---------------------------
  David F. Dietz


  /s/ Timothy P. Horne       Director                         November 10, 1999
---------------------------
  Timothy P. Horne


  /s/ Daniel J. Murphy, III  Director                         November 18, 1999
---------------------------
  Daniel J. Murphy, III



<PAGE>

                                 EXHIBIT INDEX


Exhibit No.    Description
----------     -----------

    4.1        Amended and Restated Certificate of Incorporation (incorporated
               herein by reference to Exhibit 3.1 to the Registrant's
               Registration Statement on Form 10 (File No. 1-14962), as filed
               with the Commission on August 6, 1999)

    4.2        Amended and Restated By-laws (incorporated herein by reference to
               Exhibit 3.2 to the Registrant's Registration Statement on Form 10
               (File No. 1-14962), as filed with the Commission on August 6,
               1999)

  * 5.1        Opinion of Goodwin, Procter & Hoar llp as to the legality of the
               securities being registered

   23.1        Consent of Goodwin, Procter & Hoar  llp (included in Exhibit 5.1)

 * 23.2        Consent of KPMG LLP

   24.1        Powers of Attorney (included on signature pages to this
               Registration Statement)

   99.1        CIRCOR International, Inc. 1999 Stock Option and Incentive Plan
               (incorporated herein by reference to Exhibit 10.1 to Amendment
               No. 1 to the Registrant's Registration Statement on Form 10 (File
               No. 1-14962), as filed with the Commission on September 22, 1999)

    99.2       CIRCOR International, Inc. Management Stock Purchase Plan
               (incorporated herein by reference to Exhibit 10.6 to Amendment
               No. 1 to the Registrant's Registration Statement on Form 10 (File
               No. 1-14962), as filed with the Commission on September 22, 1999)

------------
* Filed herewith.
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 22387}]
{"company-data": {"conformed-name": "CIRCOR INTERNATIONAL INC", "cik": "0001091883", "assigned-sic": "6770", "irs-number": "043477276", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-91229", "film-number": "99760523"}, "business-address": {"street1": "C/O WATTS INDUSTRIES INC", "street2": "815 CHESTNUT ST", "city": "NORTH ANDOVER", "state": "MA", "zip": "01845", "phone": "7812736268"}, "mail-address": {"street1": "WATTS INDUSTRIES INC", "street2": "815 CHESTNUT ST", "city": "NORTH ANDOVER", "state": "MA", "zip": "01845"}}
As filed with the Securities and Exchange Commission on November 18, 1999

                                             REGISTRATION STATEMENT NO.

================================================================================

                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549
                           ------------------------

                                   FORM S-8
                            REGISTRATION STATEMENT
                                     UNDER
                          THE SECURITIES ACT OF 1933
                           ------------------------

                          CIRCOR INTERNATIONAL, INC.
            (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

       DELAWARE                                            04-3477276
(STATE OF INCORPORATION)                    (I.R.S. EMPLOYER IDENTIFICATION NO.)

                              35 CORPORATE DRIVE
                        BURLINGTON, MASSACHUSETTS 01803
                                (781) 270-1200
  (ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE, OF
                   REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES)

        CIRCOR INTERNATIONAL, INC. 1999 STOCK OPTION AND INCENTIVE PLAN
                           (FULL TITLE OF THE PLAN)
                           ------------------------

                              DAVID A. BLOSS, SR.
                            CHIEF EXECUTIVE OFFICER
                          CIRCOR INTERNATIONAL, INC.
                              35 CORPORATE DRIVE
                        BURLINGTON, MASSACHUSETTS 01803
                                (781) 270-1200
(NAME, ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE,
                             OF AGENT FOR SERVICE)
                           ------------------------

                                 With copy to:
                          ROBERT P. WHALEN, JR.,P.C.
                         GOODWIN, PROCTER & HOAR  LLP
                                EXCHANGE PLACE
                       BOSTON, MASSACHUSETTS 02109-2881
                                (617) 570-1000
                           ------------------------

                        CALCULATION OF REGISTRATION FEE
============================================================================================================================
Title of Securities Being        Amounts to be     Proposed Maximum Offering        Proposed Maximum          Amount of
 Registered                      Registered (1)(2)     Price Per Share (5)       Aggregate Offering Price   Registration Fee
----------------------------------------------------------------------------------------------------------------------------
Common Stock, par value $.01        39,106                $  8.04(3)                 $   314,412.24           $   87.41
 per share                         132,961                $  8.37(3)                 $ 1,112,883.57           $  309.38
                                    13,687                $  9.21(3)                 $   126,057.27           $   35.04
                                   136,872                $  9.43(3)                 $ 1,290,702.96           $  358.82
                                    75,100                $  9.50(3)                 $   713,450.00           $  198.34
                                   323,000                $10.375(3)                 $ 3,351,125.00           $  931.61
                                     7,039                $ 11.32(3)                 $    79,681.48           $   22.15
                                    87,989                $ 11.95(3)                 $ 1,051,468.55           $  292.31
                                    68,436                $ 12.15(3)                 $   831,497.40           $  231.16
                                   146,648                $ 12.98(3)                 $ 1,903,491.04           $  529.17
                                 1,601,900                $10.125(4)                 $16,219,237.50           $4,508.95
                                 ---------                                           --------------           ---------
                                 2,632,738                                           $26,994,007.01           $7,504.34
============================================================================================================================
(1) This Registration Statement also relates to such indeterminate number of
    additional shares of Common Stock, par value $.01 per share, of CIRCOR
    International, Inc. (the "Common Stock") as may be required pursuant to the
    CIRCOR International, Inc. 1999 Stock Option and Incentive Plan (the "Option
    Plan") in the event of a stock dividend, reverse stock split, split-up,
    recapitalization, forfeiture of stock under the Option Plan or other similar
    event.

(2) This Registration Statement also relates to an aggregate of 632,738 shares
    of Common Stock that may be issued upon the exercise of options which were
    issued pursuant to a stock option and incentive plan of Watts Industries,
    Inc. ("Watts") and which were replaced by CIRCOR International, Inc.
    options upon the consummation of the distribution of all of the Company's
    Common Stock to the shareholders of Watts on October 18, 1999.

(3) Determined pursuant to Rule 457(h) under the Securities Act of 1933, as
    amended (the "Securities Act").

(4) This estimate is made pursuant to Rule 457(c) and (h) under the Securities
    Act solely for the purposes of determining the amount of the registration
    fee.  The registration fee is based upon the average of the high and low
    prices for the Registrant's Common Stock, par value $.01 per share, as
    reported on the New York Stock Exchange on November 15, 1999.

(5) This Registration Statement also relates to the Rights to purchase Series A
    Junior Participating Cumulative Preferred Stock of the Registrant which are
    attached to all shares of Common Stock outstanding as of, and issued
    subsequent to, October 19, 1999, pursuant to the terms of the Registrant's
    Shareholder Rights Agreement dated as of September 16, 1999.  Until the
    occurrence of certain prescribed events, the Rights are not exercisable, are
    evidenced by the certificates of Common Stock and will be transferred only
    with such stock.

================================================================================
PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.   Incorporation of Certain Documents by Reference.
          -----------------------------------------------

     CIRCOR International, Inc. (the "Registrant") hereby incorporates by
reference the following documents which have previously been filed with the
Securities and Exchange Commission (the "Commission"):

     (a)  the Registrant's Registration Statement on Form 10 filed with the
          Commission on August 6, 1999 (File No. 1-14962), as amended;

     (b)  all other reports filed with the Commission by the Registrant pursuant
          to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as
          amended (the "Exchange Act") since August 6, 1999; and

     (c)  the description of the Registrant's Rights to purchase shares of the
          Registrant's Series A Junior Participating Cumulative Preferred Stock
          contained in the Registration Statement on Form 8-A filed with the
          Commission on October 21, 1999 pursuant to Section 12(b) of the
          Exchange Act, and any amendments or reports filed for the purpose of
          updating such description.

     In addition, all documents subsequently filed with the Commission by the
Registrant pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act,
prior to the filing of a post-effective amendment hereto that indicates that all
securities offered hereunder have been sold or which deregisters all securities
then remaining unsold, shall be deemed to be incorporated by reference in this
Registration Statement and to be a part hereof from the date of filing of such
documents.  Any statement contained in a document incorporated by reference
herein shall be deemed to be modified or superseded for purposes hereof to the
extent that a statement contained herein or in any subsequently filed document
which also is incorporated by reference herein modifies or supersedes such
statement.  Any statement so modified or superseded shall not be deemed, except
as so modified or superseded, to constitute a part of this Registration
Statement.

Item 5.   Interests of Named Expert and Counsel.
          -------------------------------------

     Mr. David F. Dietz, a director of the Registrant, has a professional
corporation which is a partner of Goodwin, Procter & Hoar LLP, a law firm which
provides legal services to the Registrant.

Item 6.   Indemnification of Directors and Officers.
          -----------------------------------------

     The Registrant's Amended and Restated By-laws (the "By-laws") provide that
directors and officers of the Registrant shall be, and in the discretion of the
Board of Directors non-officer employees may be, indemnified by the Registrant
to the fullest extent authorized by Delaware law, as it now exists or may in the
future be amended, against all expenses and liabilities reasonably incurred in
connection with service for or on behalf of the Registrant.  The By-laws also
provide that the right of directors and officers to indemnification shall be a
contract right and shall not be exclusive of any other right now possessed or
hereafter acquired under any by-law, agreement, vote of shareholders or
otherwise.  The Registrant's Amended and Restated Certificate of Incorporation
contains a provision permitted by Delaware law that generally eliminates the
personal liability of directors for monetary damages for breaches of their
fiduciary duty, including breaches involving negligence or gross negligence in
business combinations, unless the director has breached his or her duty of
loyalty, failed to act in good faith, engaged in intentional misconduct or a
knowing violation of law, paid a dividend or approved a stock repurchase in
violation of the Delaware General Corporation Law or obtained an improper
personal benefit.  This provision does not alter a director's liability under
the federal securities laws and does not affect the availability of equitable
remedies, such as an injunction or recision, for breach of fiduciary duty.  The
Registrant also entered into indemnification agreements with each of its
directors reflecting the foregoing and requiring the advancement of expenses in
proceedings involving the directors in most circumstances.

                                       2
Item 8.   Exhibits.
          --------

     The following is a complete list of exhibits filed or incorporated by
reference as part of this Registration Statement.

Exhibits
--------

     4.1  Amended and Restated Certificate of Incorporation (incorporated herein
          by reference to Exhibit 3.1 to the Registrant's Registration Statement
          on Form 10 (File No. 1-14962), as filed with the Commission on August
          6, 1999)

     4.2  Amended and Restated By-laws (incorporated herein by reference to
          Exhibit 3.2 to the Registrant's Registration Statement on Form 10
          (File No. 1-14962), as filed with the Commission on August 6, 1999)

   * 5.1  Opinion of Goodwin, Procter & Hoar LLP as to the legality of the
          securities being registered
    23.1  Consent of Goodwin, Procter & Hoar LLP (included in Exhibit 5.1)

  * 23.2  Consent of KPMG LLP

    24.1  Powers of Attorney (included on signature pages to this Registration
          Statement)

    99.1  CIRCOR International, Inc. 1999 Stock Option and Incentive Plan
          (incorporated herein by reference to Exhibit 10.1 to Amendment No. 1
          to the Registrant's Registration Statement on Form 10 (File No.
          1-14962), as filed with the Commission on September 22, 1999)

    99.2  CIRCOR International, Inc. Management Stock Purchase Plan
          (incorporated herein by reference to Exhibit 10.6 to Amendment No. 1
          to the Registrant's Registration Statement on Form 10 (File No.
          1-14962), as filed with the Commission on September 22, 1999)

* Filed herewith.

Item 9.   Undertakings.
          ------------

     (a)  The undersigned registrant hereby undertakes:

          (1)  To file, during any period in which offers or sales are being
     made, a post-effective amendment to this Registration Statement:

               (i)    To include any prospectus required by Section 10(a)(3) of
                      the Securities Act;

               (ii)   To reflect in the prospectus any facts or events arising
                      after the effective date of the Registration Statement (or
                      the most recent post-effective amendment thereof) which,
                      individually or in the aggregate, represent a fundamental
                      change in the information set forth in the Registration
                      Statement. Notwithstanding the foregoing, any increase or
                      decrease in volume of securities offered (if the total
                      dollar value of securities offered would not exceed that
                      which was registered) and any deviation from the low or
                      high end of the estimated offering range may be reflected
                      in the form of prospectus filed with the Commission
                      pursuant to Rule 424(b) if, in the aggregate, the changes
                      in volume and price represent no more than a 20 percent
                      change in the maximum aggregate offering price set forth
                      in the "Calculation of Registration Fee" table in the
                      effective Registration Statement; and

               (iii)  To include any material information with respect to the
                      plan of distribution not previously disclosed in the
                      Registration Statement or any material change to such
                      information in the Registration Statement;

     provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) herein do not
     apply if the information required to be included in a post-effective
     amendment by those paragraphs is contained in periodic reports filed by the
     undersigned registrant pursuant to Section 13 or Section 15(d) of the
     Exchange Act that are incorporated by reference in the Registration
     Statement;

                                       3
(2)  That, for the purpose of determining any liability under the
     Securities Act, each such post-effective amendment shall be deemed to be a
     new registration statement relating to the securities offered therein, and
     the offering of such securities at that time shall be deemed to be the
     initial bona fide offering thereof; and

          (3)  To remove from registration by means of a post-effective
     amendment any of the securities being registered which remain unsold at the
     termination of the offering.

     (b)  The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act, each filing of the
registrant's annual report pursuant to Section 13(a) or 15(d) of the Exchange
Act (and, where applicable, each filing of an employee benefit plan's annual
report pursuant to Section 15(d) of the Exchange Act) that is incorporated by
reference in the Registration Statement shall be deemed to be a new registration
statement relating to the securities offered therein, and the offering of such
securities at that time shall be deemed to be the initial bona fide offering
thereof.

     (c)  Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers and controlling persons
of the registrant pursuant to the foregoing provisions, or otherwise, the
registrant has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the
Securities Act, and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Securities
Act and will be governed by the final adjudication of such issue.

                                       4
SIGNATURES

     Pursuant to the requirements of the Securities Act, CIRCOR International,
Inc. certifies that it has reasonable grounds to believe that it meets all of
the requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in Burlington, Massachusetts on this 18th day of November, 1999.

                                   CIRCOR INTERNATIONAL, INC.

                                   By: /S/ DAVID A. BLOSS, SR.
                                      -------------------------------
                                      David A. Bloss, Sr.
                                      Chairman of the Board,
                                      Chief Executive Officer and President

                               POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS that each individual whose signature appears
below constitutes and appoints each of David A. Bloss, Sr. and Cosmo S. Trapani
such person's true and lawful attorney-in-fact and agent with full power of
substitution and resubstitution, for such person and in such person's name,
place and stead, in any and all capacities, to sign any and all amendments
(including post-effective amendments) to this Registration Statement, and to
file the same, with all exhibits thereto, and all documents in connection
therewith, with the Securities and Exchange Commission, granting unto each said
attorney-in-fact and agent full power and authority to do and perform each and
every act and thing requisite and necessary to be done in and about the
premises, as fully to all intents and purposes as such person might or could do
in person, hereby ratifying and confirming all that any said attorney-in-fact
and agent, or any substitute or substitutes of any of them, may lawfully do or
cause to be done by virtue hereof.

     Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.

        SIGNATURE                      TITLE                       DATE
---------------------------  -------------------------------  -----------------

  /s/ David A. Bloss, Sr.    Chairman of the Board,           November 18, 1999
---------------------------  Chief Executive Officer,
  David A. Bloss, Sr.        President and Director
                             (Principal Executive Officer)

  /s/ Cosmo S. Trapani       Chief Financial Officer and      November 18, 1999
---------------------------  Executive Vice President
  Cosmo S. Trapani           (Principal Financial Officer and
                             Principal Accounting Officer)

  /s/ Dewain K. Cross        Director                         November 18, 1999
---------------------------
  Dewain K. Cross

  /s/ David F. Dietz         Director                         November 18, 1999
---------------------------
  David F. Dietz

  /s/ Timothy P. Horne       Director                         November 10, 1999
---------------------------
  Timothy P. Horne

  /s/ Daniel J. Murphy, III  Director                         November 18, 1999
---------------------------
  Daniel J. Murphy, III
EXHIBIT INDEX

Exhibit No.    Description
----------     -----------

    4.1        Amended and Restated Certificate of Incorporation (incorporated
               herein by reference to Exhibit 3.1 to the Registrant's
               Registration Statement on Form 10 (File No. 1-14962), as filed
               with the Commission on August 6, 1999)

    4.2        Amended and Restated By-laws (incorporated herein by reference to
               Exhibit 3.2 to the Registrant's Registration Statement on Form 10
               (File No. 1-14962), as filed with the Commission on August 6,
               1999)

  * 5.1        Opinion of Goodwin, Procter & Hoar llp as to the legality of the
               securities being registered

   23.1        Consent of Goodwin, Procter & Hoar  llp (included in Exhibit 5.1)

 * 23.2        Consent of KPMG LLP

   24.1        Powers of Attorney (included on signature pages to this
               Registration Statement)

   99.1        CIRCOR International, Inc. 1999 Stock Option and Incentive Plan
               (incorporated herein by reference to Exhibit 10.1 to Amendment
               No. 1 to the Registrant's Registration Statement on Form 10 (File
               No. 1-14962), as filed with the Commission on September 22, 1999)

    99.2       CIRCOR International, Inc. Management Stock Purchase Plan
               (incorporated herein by reference to Exhibit 10.6 to Amendment
               No. 1 to the Registrant's Registration Statement on Form 10 (File
               No. 1-14962), as filed with the Commission on September 22, 1999)

------------
* Filed herewith.