EXHIBIT 99.1



                                November 6, 2001


(Name)
(Company)
(Address)
(Address)

Dear (Name)

         Let me begin by thanking you for your continued support of Fleming. As
you know, we have just completed a successful third quarter. With total sales
over $4 billion and net distribution sales of $3.5 billion for the 12-week
quarter, Fleming has become the largest distributor in its industry.
Importantly, we exceeded analyst expectations and continued to make progress on
our many initiatives and strategies.

         In spite of these results, Fleming's stock has traded down in recent
months. Management believes that the decline in stock price is attributable, in
part, to heavy pressure from "short selling" in the marketplace.

         Short sellers' interest in our company is directly opposite to that of
most stockholders. As you know, short sellers make money by a declining stock
price. Consequently, short sellers may have a direct financial incentive to
promote or deliberately place misinformation, rumors, and innuendoes into the
market place.

         What are we doing about this situation? Fleming is taking action on
several fronts and there is an action that you can take as well.

         1.       Depending on your arrangement with your broker, your shares of
                  Fleming stock may have been lent out in support of the short
                  sellers' tactics. We urge you to call your broker or custodian
                  immediately and determine whether your shares have been loaned
                  to short sellers. We do not believe that it is in your best
                  interest as a stockholder to facilitate the actions of the
                  shorts.

         2.       In order to protect our stockholders, we are exploring all
                  legal and regulatory remedies available to Fleming to identify
                  and combat any coordinated activities by the short sellers
                  intended to cause declines in Fleming's stock price. Fleming
                  intends to pursue all available legal recourse to protect the
                  integrity of the market for our stock.

         3.       Finally, we will continue to work diligently in an effort to
                  continue our strong financial results. Consistent,
                  above-expectation operating results are the



                                       5


                  surest means of driving away those traders who would profit
                  from a declining stock price.

         As you can see, we are confronting this issue in a variety of ways,
including asking for your help. We appreciate your consideration of this
important matter and thank you for your continuing support of Fleming.

                                         Sincerely,


                                         /s/ Carlos M. Hernandez
                                         Senior Vice President
                                         General Counsel and Corporate Secretary









Any statements in this letter that are not historical facts are forward-looking
statements within the meaning of Section 21E of the Securities Exchange Act of
1934, as amended. Such forward-looking statements may depend on future events
for accuracy and assumptions that may prove to be inaccurate. These forward
looking statements and the company's business prospects are subject to a number
of factors that could cause actual results to differ material. Such factors are
described in the company's SEC reports. The company undertakes no obligation to
update forward-looking statement to reflect developments or information obtained
after the date hereof.