This paper addresses the problem of scheduling n jobs on a proportionate two-machine flowshop where the machines are subject to random breakdowns and setup times are considered separate from processing times. The considered performance measure is makespan. Sequences that minimize makespan with probability 1 are obtained when the first or the second machine is subject to random breakdowns without making any assumptions about downtime distributions or counting processes. It is assumed that the processing and setup times on one machine dominate the corresponding times on the other machine. In the case that processing and setup times on the first and second machines are proportionate, it is shown that the longest processing time (LPT) rule gives an optimal solution when only the first machine is subject to breakdowns, while the shortest processing time (SPT) rule yields an optimal solution when only the second machine suffers breakdowns. © 2001 Elsevier Science Ltd.