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Fleming Overseas Inv (JMO)

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Wednesday 04 September, 2002

Fleming Overseas Inv

Director Shareholding

Fleming Overseas Inv Trust PLC
04 September 2002



SCHEDULE 11

NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS


1.  Name of company:

    THE FLEMING OVERSEAS INVESTMENT TRUST PLC

2.  Name of director:

    R A BARFIELD

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):

    JPM FLEMING INVESTMENT TRUST PENSION

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

    NOTIFICATION IN RESPECT OF A DIRECTOR

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

    PURCHASE OF SHARES IN PENSION SCHEME

7.  Number of shares/amount of stock acquired:

    289

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 SHARES OF 25p

12. Price per share:

    479.85p

13. Date of transaction:

    22ND FEBRUARY 2002

14. Date company informed:
    
    4TH SEPTEMBER 2002

15. Total holding following this notification:

    1,253

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

    0.00%

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 RECEIVED FROM PLAN MANAGER 4TH SEPTEMBER 2002

24. Name of contact and telephone number for queries:
         
    LINDA FIELD 0207-742-3426

25. Date of notification:

    4TH SEPTEMBER 2002




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