X0303 4 2010-01-19 0 0000075208 OVERSEAS SHIPHOLDING GROUP INC OSG 0001239720 ITKIN MYLES R 666 THIRD AVENUE 5TH FLOOR NEW YORK NY 10017 0 1 0 0 Exec. VP, Treasurer and CFO Common Stock, par value $1.00 per share 2010-01-19 4 F 0 718 50.42 D 20041 D In accordance with the terms of the Overseas Shipholding Group, Inc. 2004 Stock Incentive Plan, as amended, these 718 shares of common stock were surrendered to Overseas Shipholding Group, Inc. upon the January 19, 2010 vesting of 1,784 shares (the "Vested Shares") of the reporting person's restricted stock in payment of the reporting person's tax withholding liability incurred as a result of the vesting of the Vested Shares. Of these 20,041 shares of common stock, 8,329 shares are subject to vesting restrictions as of January 19, 2010. /s/James I. Edelson, Attorney-in-Fact, pursuant to power of attorney previously filed 2010-01-20