EXHIBIT 10.7

                                 OMI CORPORATION
                            2001 INCENTIVE BONUS PLAN

                                    ARTICLE I

                               PURPOSE OF THE PLAN

     The purpose of the OMI Corporation 2001 Incentive Bonus Plan is to promote
the short- and long-term interests of the Company by retaining select executive
officers of the Company or its subsidiaries and aligning the interests of such
executive officers with those of the Company's shareholders by linking such
executive officers' compensation to the performance and value of the Company.


                                   ARTICLE II

                          DEFINITIONS OF CERTAIN TERMS

        As used in the Plan, the following terms shall have the following
meanings:

2.1.    ACTUAL EPS, for a particular Plan Year, means the EPS for such Plan Year
        as reported in the Company's audited annual consolidated financial
        statements for such Plan Year.

2.2.    BOARD means the Board of Directors of the Company.

2.3.    BONUS PERCENTAGE means, for a given Plan Year, a percentage determined
        in accordance with Section 4.1 based upon the relationship between
        Actual EPS to Target EPS for such Plan Year.

2.3.    CAUSE means one of (a) or (b), as applicable: (a) any misconduct,
        dishonesty, insubordination or other act of a Participant which is, or
        is intended to be, materially detrimental to the Company, or materially
        damaging to the Company's relationships with its customers, employees,
        shareholders and/or suppliers, as determined by the Committee in its
        discretion; or (b) if a Participant has entered into an employment
        agreement with the Company, "cause" as defined therein, or a material
        breach of such employment agreement by such Participant.

2.4.    CHANGE IN CONTROL means a "change in control" with respect to the
        Company that would be required to be reported in response to Item 1(a)
        of the Company's current report on Form 8-K, pursuant to Section 13 or
        15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange
        Act"), or equivalent for foreign filers; provided that, without
        limitation, a "Change in Control" shall be deemed to have occurred at
        such time as any person or group of persons, within the meaning of
        Section 13(d) or 14(d) of the Exchange Act, is or becomes the
        "beneficial owner" (as defined in Rule 13d-3 under the Exchange Act),
        directly or indirectly, of twenty percent (20%) or more of the combined
        voting power of the then outstanding securities of the Company (other
        than, in any such event, a


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        sale or other disposition to or for the benefit of any employee benefit
        plan (or related trust) of the Company or a subsidiary of the Company,
        or acquisition or offer to acquire, by or on behalf of, the Company or a
        subsidiary of the Company or any group comprised solely of such
        entities, of shares of Stock); provided, however, that a "Change in
        Control" shall not be deemed to have occurred if such a person or group
        files and maintains a Schedule 13G pursuant to Rule 13d-1 under the
        Exchange Act in connection with its purchase of such securities;
        provided further, however, that upon the filing of a Schedule 13D
        pursuant to such rule by such person or group in connection with such
        securities, there shall be deemed to be an immediate "Change in
        Control." The foregoing to the contrary notwithstanding, a "Change in
        Control" shall be deemed to have occurred if individuals who constitute
        the "Incumbent Board" cease for any reason to constitute at least a
        majority of the Board. "Incumbent Board" shall mean those individuals
        who constitute the Board immediately following the effective date of the
        Plan, or any successor or additional individual who becomes a member of
        the Board and whose election, or nomination for election, by the
        shareholders of the Company was approved by a vote of at least
        three-fourths of the members of the Board comprising the Incumbent Board
        (either by a specific vote or by approval of the proxy statement of the
        Company in which such individual was named as a nominee for member of
        the Board without objection to such nomination).

2.5.    COMMITTEE means the Compensation Committee of the Board or such other
        Board committee as may be designated by the Board to administer the
        Plan.

2.6.    COMPANY means OMI Corporation, a Marshall Islands corporation.

2.7.    DECLARED BONUS means the bonus award, if any, earned by a Participant
        for a particular Plan Year in accordance with the provisions of Article
        IV of the Plan.

2.8.    EPS means the Company's and its consolidated subsidiaries' earnings per
        share.

2.9.    GOOD REASON means one of (a) or (b), as applicable: (a) any of the
        following: (i) a relocation of the Company's offices (or the location of
        the performance of work by the Participant) beyond a fifty (50)-mile
        radius of New York City after a Change in Control, (ii) a material
        diminution of the Participant's duties, responsibilities, authorities,
        titles, offices and/or reporting relationships with the Company or the
        subsidiary employing such Participant, or (iii) a reduction of the
        Participant's base salary or potential incentive compensation; or (b) if
        a Participant has entered into an employment agreement with the Company
        or a subsidiary thereof, "good reason" as defined therein, or a material
        breach of such employment agreement by the Company or such subsidiary.

2.10.   PARTICIPANT means an executive officer of the Company or subsidiary
        thereof designated by the Committee from time to time as a participant
        in the Plan with respect to any Plan Year in accordance with Article
        III.

2.12.   PLAN means this OMI Corporation 2001 Incentive Bonus Plan.


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2.13.   PLAN YEAR means the applicable calendar year or such other fiscal year
        designated by the Committee.

2.14.   TARGET EPS, for a particular Plan Year, means the budgeted "Minimum,"
        "Base," and/or "Maximum" EPS for such Plan Year, as the case may be,
        determined in accordance with Section 4.1.

2.15.   TOTAL DISABILITY means a mental or physical impairment or incapacity
        rendering a Participant substantially unable to perform his or her
        duties to the Company or its subsidiaries for a period of longer than
        180 days out of any 365-day period during the period employed by the
        Company or its subsidiaries, as determined by the Committee in its
        discretion.


                                   ARTICLE III

                          ELIGIBILITY AND PARTICIPATION

3.1     ELIGIBILITY. Executive officers of the Company or its subsidiaries shall
        be eligible to participate in the Plan. The Committee shall make all
        determinations concerning eligibility to participate in the Plan.

3.2     PARTICIPATION. Prior to the commencement of each Plan Year, the
        Committee shall select from eligible executive officers of the Company
        or its subsidiaries the Participants, if any, who shall participate in
        the Plan during such Plan Year. The Committee shall provide each
        Participant for a given Plan Year with written notice of his or her
        selection as a Participant prior to the commencement of such Plan Year.
        Notwithstanding the foregoing, in the case of the first Plan Year
        (calendar year 2001), the Committee shall select and notify the eligible
        executive officers of the Company or its subsidiaries who may become
        Participants as soon as practicable following the effective date of the
        Plan; provided, however, that in order to be entitled to become a
        Participant for such Plan Year, such an eligible executive officer shall
        first be required to provide the Committee with a written waiver of his
        or her right to receive the cash portion of any bonus for the 2001
        calendar year pursuant to the Company's bonus plan in effect immediately
        prior to the effective date of the Plan.

3.3     NO RIGHT TO PARTICIPATE. The adoption of the Plan shall not be deemed to
        give any executive officer or other employee of the Company or its
        subsidiaries any right to be selected to participate in the Plan.
        Participation in the Plan for any given Plan Year shall not be deemed to
        give a Participant any right to participate in the Plan for any other
        Plan Year.


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                                   ARTICLE IV

                             DECLARED BONUS PAYMENT

4.1.    DECLARED BONUS COMPUTATION. Not later than the time annual budgets of
        the Company are established for any Plan Year, the Company's [Chief
        Executive Officer] shall submit to the Committee recommended budgeted
        Minimum Target EPS, Base Target EPS and Maximum Target EPS for such Plan
        Year. Prior to the commencement of such Plan Year, the Committee shall
        establish the Minimum Target EPS, Base Target EPS and Maximum Target EPS
        for such Plan Year and shall communicate in writing each such Target EPS
        to all Participants; provided, however, that with respect to the 2001
        Plan Year, each such Target EPS shall be established by the Committee
        prior to the effective date of the Plan and shall be communicated in
        writing to all Participants as soon as practicable following such
        effective date.

        The amount of a Participant's Declared Bonus under the Plan for a Plan
        Year is the product of such Participant's annual base salary, at the
        rate in effect as of the close of such Plan Year, multiplied by the
        Bonus Percentage for the applicable Plan Year determined based on the
        Actual EPS for such Plan Year in accordance with the following table and
        provisions of this Section 4.1:

           If the Actual EPS is:              Then the Bonus Percentage is:
           ---------------------              ----------------------------
        Less than Minimum Target EPS                       Zero percent (0%)
        Equal to Minimum Target EPS                        Ten percent (10%)
        Equal to Base Target EPS                  One hundred percent (100%)
        Equal to Maximum Target EPS         One hundred fifty percent (150%)
        In excess of Maximum Target EPS     One hundred fifty percent (150%)

        To the extent that the Actual EPS for a Plan Year exceeds the Minimum
        Target EPS and is less than the Base Target EPS for such Plan Year, the
        Bonus Percentage for such Plan Year shall be determined on a
        straight-line basis between 10% and 100% by linear interpolation.
        Similarly, to the extent that the Actual EPS for a Plan Year exceeds the
        Base Target EPS and is less than the Maximum Target EPS for such Plan
        Year, the Bonus Percentage for such Plan Year shall be determined on a
        straight-line basis between 100% and 150% by linear interpolation. In
        the event the Actual EPS for a Plan Year exceeds the Maximum Target EPS
        for such Plan Year to any extent, the Bonus Percentage for such Plan
        Year shall be 150%. In the event that the Actual EPS for a Plan Year is
        less than the Minimum Target EPS for such Plan Year, the Bonus
        Percentage for such Plan Year shall be 0%; provided, however that the
        Committee may, in its sole discretion, determine that a bonus for such
        Plan Year shall be paid to any one or more Participants, in such amount
        as the Committee, in its sole discretion, may determine.

        For the avoidance of ambiguity, any Declared Bonus for the 2001 Plan
        Year shall be computed in accordance with the terms of the Plan with
        respect to the full 2001 calendar year, without any pro-ration or
        adjustment on account of a partial Plan Year.


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4.2.    EXAMPLE OF CALCULATION OF A DECLARED BONUS. This example demonstrates
        the calculation of the Declared Bonus for a Plan Year using the
        following hypothetical amounts for such Plan Year:

            Minimum Target EPS                  =           $1.14
            Base Target EPS                     =           $1.25
            Maximum Target EPS                  =           $1.75
            Actual EPS                          =           $1.50
            Participant's annual base salary    =        $200,000

        Since the Actual EPS is between the Base Target EPS and the Maximum
        Target EPS, the Bonus Percentage is determined on a straight-line basis
        between 100% and 150% according to the provisions set forth in Section
        4.1. Accordingly, the Bonus Percentage is determined by multiplying the
        differential between 100% and 150% (50%) by a fraction, the numerator of
        which is the excess of the Actual EPS over the Base Target EPS and the
        denominator of which is the excess of the Maximum Target EPS over the
        Base Target EPS, and adding the result to 100%, as shown below:


                           ( (150% - 100%) x $1.50 - $1.25 )
                     100%+ (                 ------------- ) = 125%
                           (                 $1.75 - $1.25 )

        The Bonus Percentage for the Plan Year in this example is, therefore,
        125%. The Bonus Percentage is multiplied by the Participant's annual
        base salary for such Plan Year to determine the Participant's Declared
        Bonus in this example, as shown below:

                           125% x $200,000 = $250,000

4.3.    METHOD AND TIME OF PAYMENT. Any Declared Bonus amounts owed to
        Participants under the Plan shall be paid to the respective Participants
        in cash (by check, bank draft, money order or wire transfer) on or as
        soon as practicable following the date such amounts are determined, but
        in no event later than March 31 of the year following the Plan Year to
        which the applicable Declared Bonus relates. The foregoing to the
        contrary notwithstanding, each Participant may, from time to time, name
        any beneficiary or beneficiaries to whom any amount due but unpaid to
        such Participant under the Plan is to be paid in the case of such
        Participant's death. Each such beneficiary designation shall revoke all
        prior designations by the same Participant, shall be in a form
        prescribed by the Committee, and will be effective only when filed by
        the Participant in writing with the Committee or its designee during the
        Participant's lifetime. In the absence of any such beneficiary
        designation, any amounts due but remaining unpaid to a Participant at
        the time of the Participant's death shall be paid as designated by the
        Participant by will or by the laws of descent and distribution.


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                                    ARTICLE V

                    TERMINATION OF EMPLOYMENT; ADMINISTRATION

5.1.    COMMITTEE DETERMINATIONS. Before any amount is paid under the Plan, the
        Committee shall determine the Bonus Percentage for the Plan Year, the
        Declared Bonuses and all other material terms of the calculation of the
        Declared Bonuses, and the extent to which each Participant is entitled,
        if at all, to such payment in accordance with the Plan.

5.2.    TERMINATION OF EMPLOYMENT.

        (a)     If, at any time before the end of the applicable Plan Year, the
                Company terminates a Participant's employment with the Company
                for Cause, or a Participant ceases employment with the Company
                under any other circumstances, other than Total Disability,
                death or resignation with Good Reason, then such Participant
                shall be deemed to have ceased participation in the Plan and
                shall not be entitled to receive any payments under the Plan
                with respect to such Plan Year.

        (b)     If, at any time before the end of the applicable Plan Year, the
                Company or a subsidiary thereof terminates a Participant's
                employment with the Company or a subsidiary for reasons other
                than Cause, or if a Participant ceases employment with the
                Company or such a subsidiary due to Total Disability, death or
                due to the Participant's resignation with Good Reason, then such
                Participant's Declared Bonus with respect to such Plan Year
                shall be paid at the time Declared Bonuses are otherwise payable
                for such Plan Year in accordance with Section 4.3, but such
                Participant's Declared Bonus shall be prorated based on that
                portion of the Participant's annual base salary payable for the
                portion of the applicable Plan Year that the Participant was an
                active employee of the Company or a subsidiary thereof.

        (c)     If, following a Change in Control:

                (i)     a Participant's employment with the Company or a
                        subsidiary thereof is terminated (regardless of whether
                        such termination is in connection with the Change in
                        Control; by the Company or a subsidiary thereof for
                        Cause or without Cause; a resignation by the Participant
                        with or without Good Reason; or otherwise), or

                (ii)    the Plan is terminated without establishment by the
                        Company or its successor or acquiror of a comparable
                        cash bonus plan of equivalent value

                (such terminated Participant, in the case of clause (i), or all
                Participants in the case of clause (ii), shall be referred to as
                "Affected Participants"), then the Affected Participants' annual
                base salaries for the Plan Year during which such termination


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                of employment or termination of the Plan, as applicable, occurs
                (using the higher of an Affected Participant's rate of base
                salary in effect immediately prior to the termination of
                employment or termination of the Plan, as applicable, or in
                effect immediately prior to the Change in Control, and such
                Affected Participant's base salary, for this purpose, shall not
                be reduced by amounts not actually paid for any portion of the
                Plan Year remaining after any termination of employment) and a
                Bonus Percentage of 150% shall be automatically deemed to apply
                for purposes of determining the Affected Participants' Declared
                Bonus payments with respect to such Plan Year under Section 4.1,
                and Declared Bonuses shall be paid to the Affected Participants
                as soon as practicable following such termination of employment
                or termination of the Plan, as the case may be.

5.3.    ADMINISTRATION OF THE PLAN. The Committee shall have full power and
        exclusive authority to interpret and administer the Plan in accordance
        with its terms and conditions. Notwithstanding the foregoing, in its
        absolute discretion, the Board may at any time and from time to time
        exercise any and all rights, duties and responsibilities of the
        Committee under the Plan, including, but not limited to, establishing
        procedures to be followed by the Committee. The Committee may from time
        to time make such decisions and adopt such rules, regulations and
        procedures as it may deem appropriate for implementation and
        administration of the Plan. In the event that the Committee decides, in
        its sole discretion, that it is appropriate to do so, the Committee may
        increase, decrease by a maximum of 20 percent, or eliminate any
        Participant's bonus, based on the Participant's performance or
        otherwise, or accelerate the timing of payment, of the bonus, if any,
        otherwise payable to any Participant under the Plan. The Committee shall
        have full discretionary authority in all matters related to the
        discharge of its responsibilities and exercise of its authorities under
        the Plan. Decisions and actions by the Committee with respect to the
        Plan shall be final, conclusive, and binding upon all Participants and
        any other persons having or claiming to have any right or interest under
        the Plan.


                                   ARTICLE VI

                               GENERAL PROVISIONS

6.1.    PLAN UNFUNDED. The Plan shall be unfunded. The Company shall not be
        required to establish any special or separate fund or to make any other
        segregation of assets to assure the payment of any amount under the
        Plan. Neither the Participants nor any other persons shall have any
        interest in any fund or in any specific assets of the Company by reason
        of participation in the Plan, nor have any rights to receive payment
        under the Plan except to the extent expressly provided hereunder. The
        interest of a Participant hereunder is unsecured and shall be subject to
        the claims of the general creditors of the Company. The Company shall
        bear all costs and expenses incurred in administering the Plan.

6.2.    WITHHOLDING OF TAXES. The Company shall have the right to withhold the
        amount of any taxes which the Committee determines is required by law to
        be withheld with respect to


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        any amount due or payable under the Plan, and the Company shall, to the
        extent permitted by law, have the right to deduct any such taxes from
        any payment of any kind otherwise due to or in respect of a Participant.

6.3.    RIGHTS OF PARTICIPANTS AND OTHER PERSONS. No person shall have any
        rights or claims under the Plan except in accordance with the provisions
        of the Plan. Neither the establishment of the Plan nor anything
        contained in the Plan shall be deemed to give any Participant the right
        to be retained in the service of the Company or any subsidiary of the
        Company nor restrict in any way the right of the Company or any such
        subsidiary to terminate the service of any Participant at any time with
        or without cause.

6.4.    RIGHTS PERSONAL TO EMPLOYEE. Any rights provided to a Participant under
        the Plan shall be personal to such Participant, may not be transferred,
        pledged, hypothecated, sold, alienated, or assigned, otherwise than by
        will or pursuant to the laws of descent or distribution, and shall not
        be subject to claim by a Participant's creditors or become subject to
        execution, garnishment or attachment, and any attempt by any person to
        do so shall be absolutely void and result in the immediate forfeiture of
        all rights under the Plan.

6.5.    NOTICE. Any notice, consent or other communication relating to the Plan
        shall be in writing and, if to the Company, shall be delivered in person
        to the Company's Secretary or sent by facsimile to the Company at (203)
        602-6701, attention Secretary, or sent by certified or registered mail,
        return receipt requested, or reputable overnight courier, prepaid, to
        OMI Corporation, One Station Place, Stamford Connecticut 06902,
        Attention: Secretary; and, if to a Participant, shall be sent by
        certified or registered mail, return receipt requested, prepaid, to such
        Participant at his or her last address maintained in the records of the
        Company.

6.6.    APPLICABLE LAW. The Plan shall be governed by and construed in
        accordance with the laws of the State of New York, without regard to the
        conflict of laws provisions thereof.

6.7.    CONSTRUCTION. The word "Section" herein shall refer to sections of the
        Plan, unless expressly indicated otherwise. Wherever any words are used
        in the Plan in the masculine gender they shall be construed as though
        they were also used in the feminine gender in all cases where they would
        so apply, and wherever any words are used herein in the singular form
        they shall be construed as though they were also used in the plural form
        in all cases where they would so apply.


                                   ARTICLE VII

                   EFFECTIVE DATE; AMENDMENTS AND TERMINATION

7.1     EFFECTIVE DATE. The Plan shall be adopted and approved by the Board and,
        following such adoption and approval, shall become effective on July 1,
        2001.


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7.2     AMENDMENT AND TERMINATION. The Board may, at any time and with or
        without prior notice, amend, alter, suspend, or terminate the Plan,
        retroactively or otherwise; provided, however, that no such amendment,
        alteration, suspension or termination shall be made which would impair
        the previously accrued rights of any Participant under the Plan without
        his or her written consent, and, if the Plan is not terminated earlier
        by the Board, the Plan shall terminate and have no further force or
        effect on December 31, 2006, subject to full payment of all Declared
        Bonuses with respect to Plan Years ending on or before December 31,
        2006, to the Participants entitled thereto.


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