Abstract: A twin-flow modulating torque converter having a torus which is defined by walls and rings of the pump, turbine and reactor members, and formed with a fluid bypass in the rings for developing an alternate flow circuit which bypasses the blades of one or more members of the fluid circuit; the fluid bypass being normally closed by the reactor member which is adapted for linear movement to open the fluid bypass for accomplishing varying degrees of modulation. The pump and turbine members are adapted to move relative to each other during operation for varying the cross-sectional area of the fluid bypass.