X0306 4/A 2012-06-29 2012-07-03 0 0000075208 OVERSEAS SHIPHOLDING GROUP INC OSG 0001239730 MERKIN SOLOMON N MERKIN & CO. 910 SYLVAN AVENUE ENGLEWOOD CLIFFS NJ 07632 0 0 0 1 Fmr. director - ret. 6/14/2012 Common Stock, par value $1.00 per share 2012-06-29 4 J 0 15378 A 36678 D Common Stock, par value $1.00 per share 2012-06-29 4 J 0 5370 A 42048 D On June 14, 2012, the Reporting Person retired as a director of the Issuer and on June 29, 2012 the Issuer issued the Reporting Person these 15,378 shares of Common Stock of the Issuer pursuant to the Issuer's 2004 Stock Incentive Plan, as amended and restated as of June 14, 2012, upon conversion of an equal number of previously issued restricted stock units. The Reporting Person inadvertently reported on July 3, 2012 that he acquired 7,853 shares rather than 5,370 shares pursuant to the Issuer's Non-Employee Director Deferred Compensation Plan in connection with the Reporting Person's retirement as a director and relate to deferred director fees outstanding on December 31, 2011. /s/James I. Edelson, Attorney-in-Fact pursuant to a power of attorney previously filed 2012-07-09