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Fleming Overseas Inv (JMO)

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Tuesday 06 March, 2001

Fleming Overseas Inv

Director Shareholding

Fleming Overseas Inv Trust PLC
6 March 2001

SCHEDULE 11

NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS


1.        Name of company:

THE FLEMING OVERSEAS INVESTMENT TRUST PLC

2.       Name of director:

S STEVENSON

3.       Please state whether notification indicates that it is in respect of
holding of the shareholder named in 2 above or in respect of a non-beneficial
interest or in the case of an individual holder if it is a holding of that
person's spouse or children under the age of 18 or in respect of a
non-beneficial interest:

NOTIFICATION IN RESPECT OF A DIRECTOR

4.       Name of the registered holder(s) and, if more than one holder, the
number of shares held by each of them (if notified):

HENDERSON NOMINEES LTD

5.        Please state whether notification relates to a person(s) connected
with the Director named in 2 above and identify the connected person(s):

N/A

6.       Please state the nature of the transaction. For PEP transactions
please indicate whether general/single co PEP and if discretionary/
non-discretionary:

DIVIDEND RE-INVESTMENT THROUGH SHAREPLAN

7.        Number of shares/amount of stock acquired:

30

8.       Percentage of issued class:

0.00%

9.       Number of shares/amount of stock disposed:

N/A

10.     Percentage of issued class:

N/A

11.      Class of security:

ORDINARY 25p SHARES

12.     Price per share:

605p

13.     Date of transaction:

27TH NOVEMBER 2001


14.     Date company informed:

6TH MARCH 2001

15.     Total holding following this notification:

5,158

16.     Total percentage holding of issued class following this notification:

0.006%

If the company has granted options to a director, please complete boxes 17 to
22 inclusive:

17.     Date of grant:

N/A

18.    Period during which or date on which exercisable:

N/A

19.     Total amount paid (if any) for grant of the option:

N/A

20.    Description of shares or debentures involved, class and number:

N/A

21.     Exercise price (if fixed at time of grant) or indication that price is
to be fixed at time of exercise:

N/A

22.    Total number of shares or debentures over which options held following
this notification:

N/A

23.    Any additional information:

NOTIFICATION FROM PLAN MANAGER RECD 6TH MARCH 2001

24.    Name of contact and telephone number for queries:

LINDA FIELD , 020 7742 3426

25.    Date of notification:


6TH D MARCH 2001