The Collaborative International Dictionary of English v.0.48:

Overtake \O`ver*take"\, v. t. [imp. Overtook; p. p.
   Overtaken; p. pr. & vb. n. Overtaking.]
   [1913 Webster]
   1. To come up with in a race, pursuit, progress, or motion;
      also, to catch up with and move ahead of.
      [1913 Webster +PJC]

            Follow after the men; and when thou dost overtake
            them, say . . . Wherefore have ye rewarded evil for
            good.                                 --Gen. xliv.
                                                  4.
      [1913 Webster]

            He had him overtaken in his flight.   --Spenser.
      [1913 Webster]

   2. Hence: To surpass in production, achievement, etc.; as,
      although out of school for half a year due to illness, the
      student returned and overtook all the others to finish as
      valedictorian.
      [PJC]

   3. To come upon from behind; to discover; to surprise; to
      capture; to overcome.
      [1913 Webster]

            If a man be overtaken in a fault.     --Gal. vi. 1
      [1913 Webster]

            I shall see
            The winged vengeance overtake such children. --Shak.
      [1913 Webster]

   4. Hence, figuratively, in the past participle (overtaken),
      drunken. [Obs.] --Holland.
      [1913 Webster]

   5. To frustrate or render impossible or irrelevant; -- used
      mostly of plans, and commonly in the phrase overtaken by
      events; as, their careful marketing plan was overtaken by
      events.
      [PJC]

WordNet (r) 3.0 (2006):

overtake
    v 1: catch up with and possibly overtake; "The Rolls Royce
         caught us near the exit ramp" [syn: overtake, catch,
         catch up with]
    2: travel past; "The sports car passed all the trucks" [syn:
       pass, overtake, overhaul]
    3: overcome, as with emotions or perceptual stimuli [syn:
       overwhelm, overpower, sweep over, whelm, overcome,
       overtake]

Moby Thesaurus II by Grady Ward, 1.0:

50 Moby Thesaurus words for "overtake":
   attend, befall, booze up, boozify, catch up with, come after,
   come up to, come up with, come upon, crock, displace, emanate,
   ensue, follow after, follow up, fuddle, gain on, gain upon,
   go after, hit, issue, lap, leave behind, leave standing,
   outdistance, outpace, outrun, outsail, outstrip, overhaul,
   overwhelm, pass, pickle, plaster, pollute, reach, replace, result,
   seize, souse, stew, stone, strike, succeed, supervene, swack, take,
   tipsify, track, trail