Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  SMITH JANICE K.
 2. Date of Event Requiring Statement (Month/Day/Year)
02/01/2010		 3. Issuer Name and Ticker or Trading Symbol
OVERSEAS SHIPHOLDING GROUP INC [OSG]
(Last)
(First)
(Middle)
666 THIRD AVENUE, 5TH FLOOR		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Risk Officer
 5. If Amendment, Date Original Filed(Month/Day/Year)
02/04/2010
(Street)

NEW YORK, NY 10017		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock, par value $1.00 per share 1,514 (1)
D
 
Common Stock, par value $1.00 per share 426 (2)
I (2)
(2)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy)   (3) 01/10/2018 Common Stock 2,729 $ 64.92 D  
Stock Option (right to buy)   (4) 12/17/2018 Common Stock 4,328 $ 40.95 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SMITH JANICE K.
666 THIRD AVENUE, 5TH FLOOR
NEW YORK, NY 10017		       Chief Risk Officer  

Signatures

/s/James I. Edelson, as attorney-in-fact, pursuant to a power of attorney attached hereto 02/04/2011
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) This amendment corrects an error in reporting originally that the Reporting Person owned 1,520 shares of common stock rather than the correct number of 1,514 shares of common stock. These shares of common stock were granted pursuant to the Overseas Shipholding Group, Inc. 2004 Stock Incentive Plan, as amended (the "2004 Plan"). Of these 1,514 shares of common stock, 1,157 shares are subject to vesting restrictions. The reporting person becomes vested in 257 shares on December 17, 2010, 192 shares on January 10, 2011, 257 shares on December 17, 2011, 193 shares on January 10, 2012 and 258 shares on December 17, 2012.
(2) The reporting person indirectly owns these 426 shares of common stock through the Overseas Shipholding Group, Inc. 2000 Employee Stock Ownership Plan.
(3) The option to purchase these shares of common stock was granted pursuant to the 2004 Plan on January 10, 2008. The option is exercisable with respect to 1,819 of these shares and will become exercisable with respect to the remaining 910 shares shares on January 10, 2011.
(4) The option to purchase these shares of common stock was granted pursuant to the 2004 Plan on December 17, 2008. The option is exercisable with respect to 1,442 of these shares and will become exercisable with respect to an additional 1,443 shares on each of December 17, 2010 and December 17, 2011.

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