Abstract: A bypass valve with a tubular housing having an inlet at one end, a main outlet at the other end and a bypass outlet between the ends. A larger-diameter valving element controls the flow of fluid from the inlet to the main outlet, and a smaller-diameter valving element which is coaxial with the larger-diameter valving element controls the flow of fluid from the interior of the housing to the bypass outlet. The valving elements are mounted on a rod which confines them to movement in and counter to the direction of fluid flow from the inlet to the main outlet. Each valving element is movable by the fluid to an infinite number of positions in each of which they permit the fluid to flow to the respective outlets at a different rate. The smaller-diameter valving element is movable against an annular seat to seal the bypass outlet from the interior of the housing.