Item 8.01 Other Events.

While the Board of Directors of Overseas Shipholding Group, Inc. (the "Registrant") believes that the fees that are paid to its non-employee directors are reasonable and competitive with the fees paid to non-employee directors of comparable companies, in order to demonstrate the Board's commitment to reducing the Corporation's general and administrative costs, on June 9, 2009 the Board approved the following reductions in cash fees payable to the Registrant's non-employee directors, effective for the one year period from July 1, 2009 to June 30, 2010:

• Annual retainer reduced by $5,000 to $45,000 from $50,000.

• Compensation Committee meeting fee reduced by $500 per meeting to $1,500 per meeting from $2,000 per meeting.

• Corporate Governance and Nominating Committee meeting fee reduced by $1,000 per meeting to $1,000 per meeting from $2,000 per meeting.

• Annual retainer for the Chair of the Corporate Governance and Nominating Committee reduced by $2,500 to $5,000 from $7,500.

• Annual retainer for the nonexecutive Chairman of the Board reduced by $12,500 to $112,500 from $125,000.

The Board and Audit Committee meeting fee of $2,000 per meeting and the annual retainers for the Chairs of the Audit Committee and Compensation Committee of $15,000 and $10,000, respectively, remain unchanged.