United States
Securities and Exchange Commission
Washington, D.C. 20549
                                                                            

FORM 8-K
 
CURRENT REPORT
 

Pursuant to Section 13 OR 15(d ) of the
Securities Exchange Act of 1934
 

                             April 16, 2008                        
Date of Report (Date of earliest event reported)

Overseas Shipholding Group, Inc.
(Exact Name of Registrant as Specified in Charter)

              1-6479-1              
Commission File Number

Delaware                                 (State or other jurisdiction of incorporation or organization)

13-2637623             (I.R.S. Employer Identification Number)

666 Third Avenue
                     New York, New York 10017                      
(Address of Principal Executive Offices) (Zip Code)

Registrant's telephone number, including area code(212) 953-4100

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Section 8.        Other Events

Item 8.01          Other Events
     

                    On April 16, 2008, Overseas Shipholding Group, Inc. (the "Registrant") issued a press release announcing today that U.S. ownership of its common stock at the close of business on April 15, 2008 was 77 percent. This is the minimum percentage of shares that must be owned by United States citizens in order to preserve the status of the Registrant as a Jones Act company, in accordance with the Registrant ’s charter and bylaws. A copy of the press release is hereby furnished to the Securities and Exchange Commission and is attached as Exhibit 99.

 

 

Section 9.       Financial Statements and Exhibits

 

Item 9.01         Financial Statements and Exhibits

 

                         (d)   Exhibits

 

Exhibit No.	Description
99	Press Release dated April 16, 2008

 

SIGNATURES

                    Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 

	OVERSEAS SHIPHOLDING GROUP, INC.                      (Registrant)
Date: April 16 , 2008	By:   /s/James I. Edelson
	Name:   James I. Edelson       Title:     General Counsel and Secretary

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EXHIBIT INDEX

Exhibit No.	Description
99	Press Release dated April 16, 2008