X0202 4/A 2005-01-12 2005-01-14 0 0000075208 OVERSEAS SHIPHOLDING GROUP INC OSG 0001239720 ITKIN MYLES R 511 FIFTH AVENUE NEW YORK NY 10017 0 1 0 0 Senior VP, Treasurer and CFO Common Stock, par value $1.00 per share 2005-01-12 4 A 0 2309 0 A 2309 D Stock Option (right to buy) 52.4 2005-01-12 4 A 0 6244 0 A 2015-01-12 Common Stock 6244 6244 D These shares of common stock were granted pursuant to the Overseas Shipholding Group, Inc. 2004 Stock Incentive Plan (the "2004 Plan") and are subject to vesting restrictions. The reporting person becomes vested in one fourth of such shares on each of the first, second, third and fourth anniversaries of the date of grant. The option to purchase 6,244 shares of common stock was granted pursuant to the 2004 Plan and will become exercisable as to one third of such shares on each of the first, second and third anniversaries of the date of grant. The Form 4 to which this amendment relates erroneously listed the Reporting Person as a director of the Issuer and this amendment corrects such error. /s/James I. Edelson, Attorney-in-Fact, pursuant to Power of Attorney previously filed 2005-01-14