X0303 4 2011-01-10 0 0000075208 OVERSEAS SHIPHOLDING GROUP INC OSG 0001349704 Zabrocky Lois K 666 THIRD AVENUE 5TH FLOOR NEW YORK NY 10017 0 1 0 0 SVP &Head Product Carrier SBU Common Stock, par value $1.00 per share 2011-01-10 4 F 0 711 36.76 D 11240 D In accordance with the terms of the Overseas Shipholding Group, Inc. 2004 Stock Incentive Plan, these 711 shares of common stock were surrendered to Overseas Shipholding Group, Inc. upon the January 10, 2010 vesting of 1,756 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 11,240 shares of common stock, 5,079 shares are subject to vesting restrictions as of January 10, 2011. /s/James I. Edelson, Attorney-in-Fact, pursuant to power of attorney previously filed 2011-01-11