The fetal sheep has been used to investigate a wide range of developmental and pathological processes such as the effect of severe hypoxia, asphyxia, or intrauterine infection on the brain but, until now, there has been no complete description of the normal anatomical organisation of neuronal groups to facilitate interpretation of these studies. In this paper, we describe the major nuclei of the fetal sheep brainstem based on a study of 5 fetal sheep at 140 days of gestation (G140: term is G147). Nuclei were identified with the aid of brain atlases available for other species, and from the previously published, partial descriptions available for the sheep. Fifty-five distinct nuclei were identified after Nissl (thionin) staining, and their caudal and rostral margins were defined. This paper provides an easy reference to the position of the major nuclei within the fetal sheep brainstem, and can be used as a guide for future studies examining the organisation of neuronal populations under normal and pathological conditions in this animal model.