May 30, 2018

Harald Gurvin
Chief Financial Officer
Ship Finance International Ltd
Par-la-Ville Place, 14 Par-la-Ville Road
Hamilton, HM 08, Bermuda

       Re: Ship Finance International LTD
           Form 20-F for the Year Ended December 31, 2017
           Form 6-K furnished February 28, 2018
           File No. 001-32199

Dear Mr. Gurvin:

       We have limited our review of your filing to the financial statements
and related
disclosures and have the following comments. In some of our comments, we may
ask you to
provide us with information so we may better understand your disclosure.

       Please respond to these comments within ten business days by providing
the requested
information or advise us as soon as possible when you will respond. If you do
not believe our
comments apply to your facts and circumstances, please tell us why in your
response.

       After reviewing your response to these comments, we may have additional
comments.

Form 6-K furnished February 28, 2018

Selected Key Financial Data, page 1

1.     Please explain the difference both quantitatively and qualitatively
between "total charter
       revenues" as presented in selected key financial data and "total
operating revenues"
       presented on page 6. We note that the company has certain wholly-owned
subsidiaries
       which are accounted for using the equity method because as it has been
determined under
       ASC 810 that they are variable interest entities in which Ship Finance
International Ltd. is
       not the primary beneficiary. It appears that "total charter revenues"
include revenue from
       these entities using a method other than the equity method of
accounting. Inclusion of
       your proportionate economic ownership (i.e. 100%) appears to create a
non-GAAP
       measure that is not consistent with the guidance in Question 100.04 of
the Non-GAAP
       Compliance and Disclosure Interpretations and Rule 100(b) of Regulation
G. Please
 Harald Gurvin
Ship Finance International Ltd
May 30, 2018
Page 2
         explain.
2.       We note at the top of page 2 you disclose that reported net operating
income pursuant to
         US GAAP for the quarter was $38.6 million, or $.38 per share, and
reported net income
         was $20.1 million, or $.20 per share. Adjusted for various non-cash
and one-off items, the
         result was $24.9 million, or $.24 per share. Please note that this
adjusted amount should
         be labeled as a non-GAAP financial measure and should be accompanied
by a
         reconciliation as required by Regulation G.
Appendix 1, page 10

3.       We note from Appendix 1 that the reconciliation of net income to
Adjusted EBITDA
         includes several adjustments related to your investments in
subsidiaries accounted for
         under the equity method such as, charter revenue   finance lease
adjustment, interest
         income from associates, and results in associates. Please explain to
us the nature of these
         adjustments and tell us why you are adjusting for these items in your
Adjusted EBITDA
         measure. Also, please tell us the nature of the repayment of
investment in finance leases
         adjustment and why you are adjusting for this amount in your Adjusted
EBITDA measure.
Form 20-F for the Year Ended December 31, 2017

Financial Statements
Consolidated Statements of Changes in Stockholders' Equity, page F-8

4.       Please tell us the nature of the significant change in additional paid
in capital in the
         amount of $137 million related to the convertible notes due 2021.
       In closing, we remind you that the company and its management are
responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review,
comments, action or
absence of action by the staff.

       You may contact Heather Clark at 202-551-3624 or Claire Erlanger at
202-551-3301 with
any questions.

FirstName LastNameHarald Gurvin
Comapany NameShip Finance International Ltd
                                                                 Division of
Corporation Finance
May 30, 2018 Page 2                                              Office of
Transportation and Leisure
FirstName LastName