SEC Form 3

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 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* CAXTON INTERNATIONAL LTD (Last) (First) (Middle) C/O PRIME MANAGEMENT LIMITED MECHANICS BLDG, 12 CHURCH STREET (Street) HAMILTON D0 HM11 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 08/05/2014	3. Issuer Name and Ticker or Trading Symbol OVERSEAS SHIPHOLDING GROUP INC [ OSG ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

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)
Class A Common Stock	43,486,841(1)	D

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: 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
Warrants	(1)	08/05/2039	Class A Common Stock	32,601,606	$0.01	D

1. Name and Address of Reporting Person* CAXTON INTERNATIONAL LTD (Last) (First) (Middle) C/O PRIME MANAGEMENT LIMITED MECHANICS BLDG, 12 CHURCH STREET (Street) HAMILTON D0 HM11 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* CAXTON ASSOCIATES LP (Last) (First) (Middle) PRINCETON PLAZA, BUILDING 2 731 ALEXANDER ROAD (Street) PRINCETON NJ 08540 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Canterbury Holdings (USA) LLC (Last) (First) (Middle) 500 PARK AVENUE (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Canterbury Holdings Ltd (Last) (First) (Middle) TRUST CORPORATION OF THE CHANNEL ISLANDS ROSENEATH, THE GRANGE (Street) ST. PETER PORT Y7 GY1 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Law Andrew E (Last) (First) (Middle) 731 ALEXANDER ROAD, BLDG 2 (Street) PRINCETON NJ 08540 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Agnes III Peter W (Last) (First) (Middle) 731 ALEXANDER ROAD (Street) PRINCETON NJ 08540 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. For reporting purposes, the aggregate amount of Class A Common Stock of Overseas Shipholding Group, Inc. deemed to be beneficially owned by the Reporting Persons (as named herein) is calculated on an aggregate of 10,885,235 shares of Class A common stock and 32,601,606 shares of Class A common stock issuable upon exercise of 32,601,606 Warrants, in each case held by Reporting Persons as of August 5, 2014. The Warrants may be exercised only with the consent of Overseas Shipholding Group, Inc. and are subject to certain restrictions set out in the terms of the Warrants and the organizational documents of Overseas Shipholding Group, Inc.

	Jospeh Kelly	08/15/2014
	Maxwell Quin	08/15/2014
	Scott B. Bernstein	08/15/2014
	Ajay Mehra on behalf of Andrew E. Law, as sole director, as attorney-in-fact	08/15/2014
	Ajay Mehra on behalf of ANdrew E. LAw, as attorney-in-fact	08/15/2014
	Peter W. Agnes III	08/15/2014
	Scott B. Bernstein	08/15/2014
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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