FORM 10-QSECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 (X)   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)OF THE SECURITIES AND EXCHANGE ACT OF 1934. For the quarterly period ended
      March 31, 2004 OR (  )   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)OF THE SECURITIES AND EXCHANGE ACT OF 1934. For the period from	___________________ to ___________________  Commission File Number001-14135 OMI CORPORATION  (Exact name of registrant as specified in its charter)


|Marshall Islands                |  | 52-2098714         
|------------------------------- |  | -------------------
|                                |  |                    
|(State or other jurisdiction    |  | (I.R.S. Employer   
|incorporation or organization)  |  | Identification No.)
|                                |  |                    
|One Station Place, Stamford, CT |  | 06902              
|                                |  |                    
|(Address of principal           |  | (Zip Code)         
|executive offices)              |  |                    

Registrant's telephone number, including area code(203) 602-6700

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities and Exchange Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

YES___X 	NO
______

Indicateby check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act).

YES___X NO
______

Indicate the number of shares outstanding of
each of the issuer's classes of common stock, 
as of	May
10, 2004:

Common Stock, par value $0.50 per share 81,075,212 shares

---

OMI CORPORATION AND SUBSIDIARIES
INDEX

|PART I:    | FINANCIAL INFORMATION                                       | Page
|---------- | ----------------------------------------------------------- | ----
|           |                                                             |     
|           |                                                             |     
|Item 1.    | Financial Statements                                        |     
|           |                                                             |     
|           | Condensed Consolidated Statements of                        |     
|           | Income (unaudited) for the three months                     |     
|           | ended March 31, 2004 and 2003                               |     
|           |                                                             | 3   
|           |                                                             |     
|           | Condensed Consolidated Balance Sheets-                      |     
|           | March 31, 2004 (unaudited) and December 31, 2003            | 4   
|           |                                                             |     
|           | Condensed Consolidated Statement of Comprehensive           |     
|           | Income and Changes in Stockholders' Equity                  |     
|           | (unaudited) for the three months ended March 31, 2004       | 5   
|           |                                                             |     
|           | Condensed Consolidated Statements of Cash Flows (unaudited) |     
|           | for the three months ended March 31, 2004 and 2003          | 6   
|           |                                                             |     
|           | Notes to Condensed Consolidated Financial                   |     
|           | Statements (unaudited)                                      | 7   
|           |                                                             |     
|Item 2.    | Management's Discussion and Analysis of                     |     
|           | Financial Condition and Results of Operations               | 15  
|           |                                                             |     
|Item 3.    | Quantitative and Qualitative Disclosures about              |     
|           | Market Risks                                                | 38  
|           |                                                             |     
|Item 4.    | Controls and Procedures                                     | 38  
|           |                                                             |     
|PART II:   | OTHER INFORMATION                                           | 39  
|           |                                                             |     
|           |                                                             |     
|SIGNATURES | 41                                                         

2

---

PART I: FINANCIAL INFORMATION

Item 1. Financial Statements

OMI CORPORATION AND SUBSIDIARIES 
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(IN THOUSANDS, EXCEPT PER SHARE DATA) 
(UNAUDITED)

|                                     | FOR THE THREE |        
|------------------------------------ | ------------- | -------
|                                     | MONTHS ENDED  |        
|                                     | MARCH 31,     |        
|                                     | 2004          |        
|                                     |               |        
|                                     |               |        
|Revenue                              | $             | 126,638
|                                     |               |        
|                                     |               |        
|Operating Expenses:                  |               |        
|Voyage expense                       |               |        
|Vessel expense                       |               |        
|Charter hire expense                 |               |        
|Depreciation and amortization        |               |        
|General and administrative           |               |        
|Loss on disposal of assets           |               |        
|                                     |               |        
|Total operating expenses             |               |        
|                                     |               |        
|                                     |               |        
|                                     |               |        
|Operating Income                     |               |        
|                                     |               |        
|                                     |               |        
|Other (Expense) Income:              |               |        
|Interest expense                     |               | (7,819 
|Interest income                      |               |        
|                                     |               |        
|Net Other Expense                    |               | (7,662 
|                                     |               |        
|                                     |               |        
|Net Income                           |               | $      
|                                     |               |        
|                                     |               |        
|Basic Earnings Per Share             |               | $      
|                                     |               |        
|Diluted Earnings Per Share           |               | $      
|                                     |               |        
|Weighted Average Shares Outstanding: |               |        
|Basic                                |               |        
|Diluted                              |               |        
|                                     |               |        
|Cash Dividends Declared Per Share    |               | $      

See notes to condensed consolidated financial statements.

3

---

|OMI CORPORATION AND SUBSIDIARIES         
|-----------------------------------------
|CONDENSED CONSOLIDATED BALANCE SHEETS    
|(IN THOUSANDS)                           
|                                         
|                                         
|                                         
|                                         
|                                         
|                                         
|ASSETS                                   
|Current Assets:                          
|Cash, including cash equivalents:        
|2004-$61,705; 2003-$39,607               
|                                         
|Receivables:                             
|Traffic receivables, net of allowance for
|doubtful accounts of $2,729 in 2004 and  
|$1,926 in 2003                           
|Other                                    
|Other prepaid expenses and current assets
|Vessels held for sale                    
|                                         
|Total Current Assets                     
|                                         
|                                         
|Vessels and other property, at cost      
|Construction in progress                 
|                                         
|Total vessels and other property         
|Less accumulated depreciation            
|                                         
|Vessels and other property-net           
|                                         
|                                         
|Drydock costs-net of amortization        
|Other assets and deferred charges        
|                                         
|Total Assets                             
|                                         
|                                         
|LIABILITIES AND STOCKHOLDERS EQUITY     
|Current Liabilities:                     
|Accounts payable                         
|Accrued Liabilities                      
|Deferred charter hire revenue            
|Dividend Payable                         
|Charter Hire Payable                     
|Deferred gain on sale of vessels         
|Current portion of long-term debt        
|                                         
|Total Current Liabilities                
|                                         
|                                         
|Long-term debt                           
|Other liabilities                        
|Deferred gain on sale of vessels         
|Stockholders equity                     
|                                         
|Total Liabilities & Stockholders Equity 
|                                         

See notes to condensed consolidated financial statements.

4

---

OMI CORPORATION AND SUBSIDIARIES 
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME AND CHANGES IN STOCKHOLDERS EQUITY 
FOR THE THREE MONTHS ENDED MARCH 31, 2004 
(IN THOUSANDS) 
(UNAUDITED)

|                                 |  |              |  |         |  |          |  |            |   | Unearned     |   |               |   | Accumulated   |   |               |   |         |  
|-------------------------------- |  | ------------ |  | ------- |  | -------- |  | ---------- | - | ------------ | - | ------------- | - | ------------- | - | ------------- | - | ------- | -
|                                 |  |              |  |         |  |          |  |            |   | Compensation |   |               |   | Other         |   | Total         |   |         |  
|                                 |  | Common Stock |  | Capital |  | Retained |  | Restricted |   | Treasury     |   | Comprehensive |   | Stockholders' |   | Comprehensive |  
|                                 |  | Shares       |  | Amount  |  | Surplus  |  | Earnings   |   | Stock        |   | Stock         |   | Loss          |   | Equity        |   | Income  |  
|                                 |  |              |  |         |  |          |  |            |   |              |   |               |   |               |   |               |   |         |  
|Balance at January 1, 2004       |  | 80,658       |  | $40,330 |  | $340,866 |  | $164,403   |   | $(5,776      | ) | $            |   | $(2,059       | ) | $537,764      |   |         |  
|                                 |  |              |  |         |  |          |  |            |   |              |   |               |   |               |   |               |   |         |  
|Comprehensive Income:            |  |              |  |         |  |          |  |            |   |              |   |               |   |               |   |               |   |         |  
|Net income                       |  |              |  |         |  |          |  | 56,409     |   |              |   |               |   |               |   | 56,409        |   | $56,409 |  
|Derivative loss                  |  |              |  |         |  |          |  |            |   |              |   |               |   | (692          | ) | (692          | ) | (692    | )
|                                 |  |              |  |         |  |          |  |            |   |              |   |               |   |               |   |               |   |         |  
|Comprehensive income             |  |              |  |         |  |          |  |            |   |              |   |               |   |               |   |               |   | $55,717 |  
|                                 |  |              |  |         |  |          |  |            |   |              |   |               |   |               |   |               |   |         |  
|Dividends declared               |  |              |  |         |  |          |  | (4,051     | ) |              |   |               |   |               |   | (4,051        | ) |         |  
|Exercise of stock options        |  | 367          |  | 183     |  | 1,622    |  |            |   |              |   |               |   |               |   | 1,805         |   |         |  
|Treasury stock                   |  |              |  |         |  |          |  |            |   | 376          |   | (637          | ) |               |   | (261          | ) |         |  
|Amortization of restricted stock |  |              |  |         |  |          |  |            |   | 481          |   |               |   |               |   | 481           |   |         |  
|                                 |  |              |  |         |  |          |  |            |   |              |   |               |   |               |   |               |   |         |  
|Balance at March 31, 2004        |  | 81,025       |  | $40,513 |  | $342,488 |  | $216,761   |   | $(4,919      | ) | (637          | ) | $(2,751       | ) | $591,455      |   |         |  
|                                 |  |              |  |         |  |          |  |            |   |              |   |               |   |               |   |               |   |         |  



See notes to condensed consolidated financial statements.

5

---

OMI CORPORATION
AND SUBSIDIARIES 
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS) 
(UNAUDITED)

|                                                     | FOR THE THREE |       
|---------------------------------------------------- | ------------- | ------
|                                                     | MONTHS ENDED  |       
|                                                     | MARCH 31,     |       
|                                                     | 2004          |       
|CASH FLOWS PROVIDED (USED) BY OPERATING ACTIVITIES:  |               |       
|Net income                                           | $             | 56,409
|Adjustments to reconcile net income to net cash      |               |       
|provided by operating activities:                    |               |       
|Depreciation and amortization of vessels and         |               |       
|other property                                       |               | 13,363
|Loss on disposal of assets                           |               |      
|Amortization of deferred gain on sale of vessels     |               | (389  
|Amortization of debt issue costs                     |               | 588   
|Amortization of restricted stock awards              |               | 481   
|                                                     |               |       
|Changes in assets and liabilities:                   |               |       
|Increase in receivables and other current assets     | (7,242        | )     
|Increase (decrease) in accounts payable and          |               |       
|accrued liabilities                                  |               | 7,673 
|(Increase) decrease in other assets and deferred     |               |       
|charges                                              |               | (50   
|Decrease in other liabilities                        |               | (6    
|Other                                                |               | (258  
|                                                     |               |       
|Net cash provided by operating activities            |               | 70,569
|                                                     |               |       
|                                                     |               |       
|CASH FLOWS PROVIDED (USED) BY INVESTING ACTIVITIES:  |               |       
|Additions to vessels and other property              | (36,020       | )     
|Proceeds from disposition of vessels                 |               | 1,034 
|Payments for drydocking                              |               | (34   
|Proceeds from disposition of joint venture           |               |      
|Escrow of funds                                      |               | 250   
|                                                     |               |       
|Net cash used in investing activities                | (34,770       | )     
|                                                     |               |       
|                                                     |               |       
|CASH FLOWS PROVIDED (USED) BY FINANCING ACTIVITIES:  |               |       
|Proceeds from issuance of debt                       |               | 50,200
|Payments on debt                                     | (70,498       | )     
|Payments for debt issue costs                        |               | (105  
|Proceeds from issuance of common stock               |               | 1,805 
|                                                     |               |       
|Net cash (used) provided by financing activities     | (18,598       | )     
|                                                     |               |       
|                                                     |               |       
|Net increase (decrease) in cash and cash equivalents |               | 17,201
|Cash and cash equivalents at beginning of year       |               | 48,788
|                                                     |               |       
|Cash and cash equivalents at end of period           | $             | 65,989
|                                                     |               |       

See notes to condensed consolidated financial statements.

6

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OMI CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

Note 1 - Basis of Presentation and Summary of Significant Accounting Policies

OMI Corporation (OMI or the Company) is a bulk shipping company incorporated January 9, 1998 in the Republic of the Marshall Islands. OMI is a leading seaborne
transporter of crude oil and refined petroleum products operating in the international shipping markets. The unaudited condensed consolidated interim financial statements of OMI are prepared in conformity with accounting principles generally
accepted in the United States of America ("GAAP") and the Securities and Exchange Commissions instructions to Form 10-Q. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) necessary for a fair
presentation of the financial position and results of operations for the periods presented have been included. The condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto
contained in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2003.  The results of operations for the three months ended March 31, 2004, are not necessarily indicative of the results for the entire fiscal year ending
December 31, 2004.

The condensed consolidated financial statements include the financial statements of the Company and its wholly owned subsidiaries. All significant intercompany balances and transactions
have been eliminated in consolidation.

ReclassificationsCertain reclassifications have been made to the prior year financial
statements to conform to the 2004 presentation. These reclassifications had no effect on previously reported net income.

Newly Issued Accounting StandardsIn January 2003, the Financial Accounting Standards Board FASB released Interpretation No.
46, Consolidation of Variable Interest Entities(FIN 46). FIN 46 requires that all primary beneficiaries of Variable Interest Entities
(VIE) consolidate that entity. FIN 46 is effective immediately for VIEs created after January 31, 2003, and to VIEs to which an enterprise obtains an interest after that date. It applies in the first fiscal year or interim period
beginning after June 15, 2003, to VIEs in which an enterprise holds a variable interest it acquired before February 1, 2003. In December 2003, the FASB published a revision to FIN 46 (Interpretation Accounting Research Bulletin No. 51 or FIN
46R) to clarify some of the provisions of the interpretation and defer to the effective date of implementation for certain entities. Under the guidance of FIN 46R, entities that do not have interests in structures that are commonly referred to
as special purpose entities are required to apply the provisions of the interpretation in financial statements for periods ending after March 14, 2004. We do not have interests in special purpose entities. The provisions of FIN 46R, which the
Company adopted in March 2004, did not have an effect on the Companys financial statements.

Stock-Based CompensationThe Company currently sponsors stock option plans and restricted stock
award plans. Prior to 2003, the Company accounted for these plans under the recognition and measurement provisions by using the intrinsic value method in accordance with APB Opinion No. 25 Accounting for Stock Issued to Employees
(APB No. 25) and related interpretations.

7

---

Note 1 - Basis of Presentation and Summary of
Significant Accounting Policies (continued)

OMI has adopted the fair value recognition provisions of SFAS 123, Accounting for Stock Based Compensation, as amended by SFAS 148, Accounting for Stock Based
Compensation-Transition and Disclosure to account prospectively for stock options issued after December 31, 2002. As a result of this adoption, the Company records compensation expense for new options issued. No stock-based employee
compensation expense for stock options was reflected in net income for the three months ended March 31, 2004 and 2003.    In accordance with the modified prospective method of adoption, results of prior years have not been restated. There were no
options granted in the first quarter of 2004 or 2003.

The following table illustrates the effect on net income and earnings per share if the fair value method had been applied to all outstanding and unvested awards in each of the three months
ended March 31, 2004 and 2003.

|                                            | For the Three Months |       
|------------------------------------------- | -------------------- | ------
|                                            | Ended March 31,      |       
|(in thousands, except per share amounts)    | 2004                 |       
|                                            |                      |       
|Net income as reported                      | $                    | 56,409
|Stock based compensation expense determined |                      |       
|by using the fair value method(1)           |                      |      
|                                            |                      |       
|Pro forma net income                        | $                    | 56,409
|                                            |                      |       
|                                            |                      |       
|Basic earnings per common share:            |                      |       
|Net income per common share, as reported    | $                    | 0.70  
|                                            |                      |       
|Net income per common share, as pro forma   | $                    | 0.70  
|                                            |                      |       
|                                            |                      |       
|Diluted earnings per common share:          |                      |       
|Net income per common share, as reported    | $                    | 0.70  
|                                            |                      |       
|Net income per common share, as pro forma   | $                    | 0.70  
|                                            |                      |       

(1) As of March 31, 2004, an immaterial number of options were unvested.

The following table is a summary of the average fair values of options granted during the three months ended March 31, 2004 and 2003 on the date of grant using the Black-Scholes option
pricing model with the assumptions used for the expected volatility, risk free interest rate and dividend yield rate.

|                                           | For the Three Months | 
|------------------------------------------ | -------------------- | 
|                                           | Ended March 31,      | 
|                                           | 2004                 | 
|                                           |                      | 
|Average fair value of options granted      | n/a                  | 
|Expected volatility                        | 66%                  | 
|Risk free interest rate                    | 2.78%                | 
|Dividend yield rate                        | 1.75%                | 
|Weighted average expected lives of options | 4.50                 | 

8

---

Note 1 - Basis of Presentation and Summary of
Significant Accounting Policies (continued)

Restricted Stock

The Company has granted
an aggregate of 1,313,923 shares of restricted stock to certain of its employees,
executive officers and directors under the 2001 Restricted  Stock Plan and the
2003 Stock Incentive Plan. The market value of the remaining restricted stock
awarded (net of 104,391 forfeited shares, which are included in treasury stock)
totaled an aggregate of approximately $7,973,000. Restricted stock
awards granted in July 2001, April 2002 and September 2003 and were recorded
as unearned compensation as a separate component of stockholders equity.
The Company is amortizing unearned compensation over the vesting periods. During
the three  months ended March 31, 2004 and 2003, we recognized $481,000 and $259,000,
respectively, of compensation expense related to restricted stock.

Note 2  Credit Facilities and Loan Agreements

As of March 31, 2004 the Companys debt and credit arrangements consisted of the following (in thousands):

|Term loans under bank mortgage agreements at a |   |         | 
|---------------------------------------------- | - | ------- | 
|margin plus variable rates above the London    | $ | 216,645 | 
|Interbank Offering Rate (LIBOR)(1), (2)      |   |         | 
|Reducing revolving facilities at a margin plus |   |         | 
|variable rates above LIBOR*(1), (2)            |   | 127,929 | 
|7.625% Unsecured Senior Notes dueNovember 2013 |   | 200,000 | 
|                                               |   |         | 
|Total                                          |   | 544,574 | 
|Less current portion of long-term debt:        |   |         | 
|Scheduled payments of debt                     |   | 22,709  | 
|                                               |   |         | 
|Long-term debt                                 | $ | 521,865 | 
|                                               |   |         | 

* As of March 31, 2004, the available debt undrawn under all credit facilities was $283,667,000. Currently, approximately $317,000,000 of undrawn debt is available.

(1)Rates for the three months ended March 31, 2004 ranged from 1.97 percent to 3.0625 percent (including margins). Rates at March 31, 2003 ranged from 2.875
percent to 4.8125 percent (including margins).

(2)As of March 31, 2004, OMI had various interest rate swaps that fix notional amount aggregating $234,300,000 (not including $57,840,000 that begins in July
2004) of variable rate debt ranging from 2.07 percent to 4.86 percent (excluding margins) with maturity dates ranging from June 2004 to February 2009.

All of our loan agreements contain restrictive covenants as to cash, net worth, maintenance of specified financial ratios and collateral values. They alsorestrict the amount of certain payments, such as dividends and the repurchasing of its stock. As of March 31, 2004, we were in compliance with all covenants.

2004 Financing Transactions

- During April 2004, OMI drew $24,000,000 on a term loan for a product carrier newbuilding delivered (see Note 6).

9

---

Note 2  Credit Facilities and Loan Agreements (continued)

- During April 2004, the Companys $348 million revolver was reduced by an unscheduled payment of $25,000,000.
- We have secured financing for three vessels
    currently under construction for
    approximately $71.0 million. The
    interest rate is based on LIBOR plus
    a margin on the loan that will vary in accordance with charter status of
    the vessels.

Note 3  Financial Instruments

All derivatives are recognized on the Companys
balance sheet at
their fair values.  On
the date
the derivative
contract is
entered into
the Company designates the derivative as (1) a
hedge of the fair value of a recognized asset or liability or of an unrecognized
firm commitment (fair value hedge) or (2) a hedge of a forecasted
transaction
(cash flow hedge). The Company does not have foreign-currency cash-flow
or fair-value hedges (foreign currency hedge)
or a hedge of a net investment in a foreign operation.

As of March 31, 2004, the Company had interest rate swaps to effectively convert a portion of its debt from a floating to a fixed-rate basis. The swaps are designated and qualify as cash
flow hedges. These swap contracts were effective hedges and therefore no ineffectiveness was recorded in the Condensed Consolidated Statements of Income.

OMI entered into interest rate swap agreements to manage interest costs and the risk associated with changing LIBOR interest rates. As of March 31, 2004, we had various interest rate swaps
aggregating $292,140,000 (which includes a notional amount of $57,840,000 on an interest rate swap that commences in July 2004) on various debt tranches within a range of 2.07% to 4.86% expiring from June 2004 to February 2009. The Company will pay
fixed-rate interest amounts and will receive floating-rate interest amounts based on three month LIBOR settings (for a term equal to the swaps' reset periods). As of March 31, 2004, the Company has recorded a liability, which is included in Other
liabilities in the Balance Sheet of $2,810,000 and an asset of $59,000 related to the fair market value of these hedges and a corresponding reduction of $2,751,000 to Accumulated other comprehensive income.

Note 4  Earnings Per Common Share and
Cash Dividend Declared

The computation of basic earnings per share is based on the weighted average number of common shares outstanding during the period.  The computation of diluted earnings per share assumes the foregoing and the exercise
of all stock options using the treasury stock method and the conversion of the 7% convertible note, which matured in March 2004, to the extent dilutive.

The components of the denominator for the calculation of basic and diluted earnings per share and the results of such calculations are as follows:

10

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Note 4  Earnings Per Common Share and
Cash Dividend Declared (continued)

|                                           | For the Three Months |     
|------------------------------------------ | -------------------- | ----
|                                           | Ended March 31,      |     
|(in thousands, except per share amounts)   | 2004                 |     
|                                           |                      |     
|Basic earnings per share:                  |                      |     
|Weighted average common shares outstanding | 80,908               |     
|                                           |                      |     
|                                           |                      |     
|Diluted earnings per share:                |                      |     
|Weighted average common shares outstanding | 80,908               |     
|Options                                    |                      | 140 
|                                           |                      |     
|Weighted average common shares-diluted     | 81,048               |     
|                                           |                      |     
|                                           |                      |     
|Basic earnings per common share            | $                    | 0.70
|                                           |                      |     
|                                           |                      |     
|Diluted earnings per common share          | $                    | 0.70
|                                           |                      |     

For the three months ended March 31, 2003, the effect of the assumed conversion of the 7% convertible notes due 2004 was not included in the computation of diluted earnings per share because the average price of
OMIs stock was less than the stock conversion price of $7.375.

Cash dividend declared

OMI's board of directors declared a regular quarterly dividend of $0.05 per share.  The current Cash dividend of $4,051,000 was paid on April 14, 2004 to shareholders based on the number of
common shares outstanding of 81,025,000 at the record date at the close of business on March 22, 2004.

Note 5 - Supplemental Cash Flow Information

During the three months ended March 31, 2004 and 2003 cash paid for interest, net of amounts capitalized, totaled approximately $2,911,000 and $6,117,000, respectively.

Note 6  Acquisitions

During February 2004, OMI took delivery of a 37,000 dwt 1A ice-class product carrier, the LOIRE, which began a five year time charter upon delivery.  At March 31, 2004, the vessel had total
capitalized costs of $28,892,000. The vessel was partially financed with a term loan in the amount of $25,200,000.

During April 2004, OMI took delivery of another 37,000 dwt 1A ice-class product carrier, the GARONNE, which began a five year time charter upon delivery. At March 31, 2004, the vessel had
total contracted shipyard costs of approximately $28,150,000. The vessel was partially financed with a term loan in the amount of $24,000,000 (see Notes 2 and 9).

Note 7 Vessels Held for Sale

During March 2004, two 1981 single hull Panamaxes with an aggregate net book value of $7,255,000 were reclassified to Vessels held for sale in the Current Asset Section of the Condensed
Consolidated Balance Sheets. The net book values were adjusted at December 31, 2003 to the vessels projected estimated undiscounted future cash flow plus its salvage value, as the Company had planned to scrap these vessels in 2004.  Also
during March, one of these vessels was contracted to be sold for scrap. The sale is expected to close in the second quarter of 2004.

11

---

Note 8 - Financial Information Relating to
      Segments

The Company organizes its business principally into two operating segments. These segments and their respective operations are as follows:

Crude Oil Tanker Fleet - includes vessels that normally carry crude oil and dirty products. The current fleet includes four sizes of vessels; Suezmax, ULCC, Panamax and handysize.

Product Carrier Fleet - includes vessels that normally carry refined petroleum products such as gasoline, naphtha and kerosene.  This fleet includes three sizes of vessels, Panamax, handymax and handysize vessels.

The following is
a summary by major operating segments for the three months ended March 31, 2004
and March 31, 2003:

|                                       | For the Three Months |        
|-------------------------------------- | -------------------- | -------
|                                       | Ended March 31,      |        
|(in thousands)                         | 2004                 |        
|Revenue:                               |                      |        
|Crude Oil Fleet                        | $                    | 97,239 
|Product Carrier Fleet                  |                      | 29,164 
|                                       |                      |        
|Subtotal                               |                      | 126,403
|Other                                  |                      | 235    
|                                       |                      |        
|Total                                  | $                    | 126,638
|                                       |                      |        
|Time Charter Equivalent Revenue:(1)    |                      |        
|Crude Oil Fleet                        | $                    | 82,298 
|Product Carrier Fleet                  |                      | 28,769 
|Other                                  |                      |       
|                                       |                      |        
|Total                                  | $                    | 111,067
|                                       |                      |        
|Net Income:                            |                      |        
|Crude Oil Fleet                        | $                    | 49,777 
|Product Carrier Fleet(2)               |                      | 12,736 
|                                       |                      |        
|                                       |                      | 62,513 
|General and administrative expense not |                      |        
|allocated to vessels                   |                      | (2,753 
|Other                                  |                      | (3,351 
|                                       |                      |        
|Total                                  | $                    | 56,409 
|                                       |                      |        

(1) The Company uses time charter equivalent
  ("TCE") revenue, which is (i) voyage revenue less voyage expenses and (ii)
      time charter (TC)
  revenue, as a measure of analyzing fluctuations in voyage revenue between financial
  periods and as a method of equating revenue generated from a voyage charter
to time charter.

The following is a reconciliation of TCE revenue for the three months
  ended March 31, 2004:

|                       | Crude Oil |        | Product  |   |              | 
|---------------------- | --------- | ------ | -------- | - | ------------ | 
|(in thousands)         | Fleet     |        | Carriers |   | Consolidated | 
|                       |           |        |          |   |              | 
|Voyage and TC Revenues | $         | 97,239 |          | $ | 29,164       | 
|Voyage Expenses        |           | 14,941 |          |   | 395          | 
|                       |           |        |          |   |              | 
|TCE Revenue            | $         | 82,298 |          | $ | 28,769       | 
|                       |           |        |          |   |              | 

The following is a reconciliation of TCE revenue for the three months ended March 31, 2003:

|(in thousands)         | Crude Oil |        | Product  |   |              | 
|---------------------- | --------- | ------ | -------- | - | ------------ | 
|                       | Fleet     |        | Carriers |   | Consolidated | 
|                       |           |        |          |   |              | 
|Voyage and TC Revenues | $         | 50,956 |          | $ | 32,741       | 
|Voyage Expenses        |           | 8,898  |          |   | 3,329        | 
|                       |           |        |          |   |              | 
|TCE Revenue            | $         | 42,058 |          | $ | 29,412       | 
|                       |           |        |          |   |              | 

12

---

Note 8 - Financial Information Relating to Segments
(continued)

(2) Net income includes Loss on disposal of
  assets
of $3,215,000 for the three months ended March 31,
2003.

During the three
    months ended March 31, 2004 and 2003, mortgage debt of OMI and its related
    interest expense has been allocated to the above segments based upon the
    relative value
    of the vessels collateralizing the debt.

Note 9 - Other Commitments and Contingencies

Contracts to Purchase
Vessels

At March 31,
    2004, OMI had commitments to construct seven vessels; six handysize and one
    handymax
    1A ice-class product carriers (including the vessel delivered in April 2004,
    see Note 6) with contract costs aggregating $206,380,000. As of March 31,
    2004, payments of $37,522,000 have been made to the shipyard
    of which, $17,757,000 was paid in the first quarter of 2004. Bank financing
    or operating
    cash will
    provide most of the additional amounts to be paid. One vessel was delivered
    in
    April 2004; one will be delivered in August and one in November 2004. Three
    vessels will be delivered in 2005 and one in 2006. Four of the vessels will
    begin five
    year time charters upon delivery. Future construction and delivery payments
     aggregate approximately $168,858,000 (before financing) as follows (in
    thousands):

|Year                     |  | Payments
|------------------------ |  | --------
|                         |  |         
|2004(1)                  |  | $       
|2005                     |  |         
|2006                     |  |         
|                         |  |         
|Total Remaining Payments |  | $       
|                         |  |         

(1) Includes payments of $16,884,000 made for the delivery of the GARONNE in April 2004.

Agreement with the Department of Justice

OMI reached an agreement with the U.S. Department of Justice pursuant to which we pleaded guilty to one count of knowingly violating regulations promulgated under the Act to Prevent
Pollution from Ships by failing to maintain an oil record book on one of our vessels. The violations were the result of crew members on a vessel acting in violation of Company policies without the knowledge of OMI management. Sentencing
by the Judge originally scheduled for May 2004 has been rescheduled to July 2004.  If the presiding judge sentences us according to the agreement, we will pay a $4,200,000 fine and serve a probationary period of three years. The amount of the
anticipated fine and related expenses, aggregating $6,000,000 was expensed in the fourth quarter of 2003.  Any amounts received under insurance policies will be recognized when received.

In March 2004, the Company reported that a crew member had made an allegation of a Marpol violation on one of its ships on the high seas. The Company is unable at this time to determine
whether sentencing for the violation described in the paragraph above will be affected by the reported incident, whether there will be additional charges or whether additional costs and fines, if any, will be material.

13

---

Note 9 - Other Commitments and Contingencies (continued)

Other

Letters of Credit
- In the normal course of business, we issued a letter of credit for $1.6 million
as
collateral,
as
required by certain of our operations.

OMI and certain subsidiaries are defendants in various actions arising from shipping operations. Such actions are covered by insurance or, in the opinion of management; the ultimate
resolution of these matters will not have a material adverse effect on the financial condition, results of operations or cash flows of the Company. Management accrues an estimate of expense for any matters that are considered probable of occurring
based on the facts and circumstances.

Note 10  Treasury Stock

During April 2004, OMI purchased 215,000 shares of its common stock in the open market aggregating $2,165,000.

14

---

Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS
AND FINANCIAL CONDITION

The following presentation of managements discussion and analysis of  OMI Corporations (OMI or the Company) financial condition and results of operations
should be read in conjunction with the condensed consolidated financial statements and accompanying notes appearing elsewhere in this Form 10-Q.

Overview

We provide seaborne transportation services for crude oil and petroleum products in the international shipping markets. Our customers include major independent and state-owned oil companies, major oil traders,
government entities and various other entities.

We own or charter-in a fleet of 37 vessels (see our Fleet section). We are focused on maintaining a high quality fleet that is concentrated primarily into two vessel types, Suezmax
tankers, which generally carry crude oil from areas of oil production to refinery areas, and product carriers, which generally carry refined petroleum products (such as gasoline and aviation fuel) from refineries to distribution areas.

Financial Summary

Our 2004 activities
have supported our business strategies and also enhanced our competitive strengths.
OMIs operating results for the first quarter of 2004 were at record levels
in
the Companys history on both a net income and per share basis and exceeded
the annual income of the Company and its predecessors (the Company spun-off from
the domestic company, OMI Corp. in 1998) for all but two years since 1984. Revenue
of $126.6 million for the three months ended March 31, 2004 increased $42.8 million
or 51 percent compared to revenue of $83.8 million for the three months ended
March 31, 2003. Average spot rates earned by our Suezmax fleet were 38% higher
in the
first quarter of 2004 as compared with the first quarter of 2003. Our Company
benefited in the first quarter of 2004 from the strong tanker market resulting
in higher earnings for the Suezmax fleet. Average spot rates earned for the Suezmax
fleet have been on the rise since the fourth quarter of 2003 and continue to
be strong even after the seasonally strong winter months with rates already about
36% higher in the second quarter of 2004 as compared to average rates for the
second quarter of
2003. Due to the seasonality of the demand for oil, and the effect from time
to
time on services for seaborne transportation, our revenues and operating income
are typically higher in its first and fourth quarters. Fourth
quarter
rates
are

typically stronger than the second and third quarters because of the need to
replenish inventories in the stronger
months ahead.

There were several key drivers for our Revenues and Operating income including:

|(1) | increased spot rates in the Suezmax tanker market,                                                                                                             
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------
|(2) | increased number of revenue
    earning operating days from the addition of vessels to our fleet,                                                              
|(3) | increased marketability of
       our vessels by the formation of strategicalliances
    and capitalizing on our experience and reputation in the industry, and
|(4) | low costs from operating an
      efficient and
young fleet of vessels.                                                                                        

Due to our strong financial performance, we were able to continue to meet our goal of strengthening our Balance Sheet, and at the same time, we



15

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|are continuing to grow by building six more product carriers that will be delivered in 2004, 2005 and 2006.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|(1)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|(2)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|(3)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|(4)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|The
       spot market is volatile, but we have been successful in managing our business
       risk by operating approximately 68% of our aggregate deadweight (dwt),
       which are primarily our crude oil carriers, in the spot market giving
       us the
       ability to take
       advantage of high rates in strong markets while securing long-term contract
       revenue at attractive rates by time chartering  our product carriers.
       Currently, seven of our time
charter contracts have profit sharing arrangements that enable us to benefit
       from strong tanker markets while protecting our downside when tanker rates
    are weak by having a floor rate.
|The Company studies market indicators and trends when making decisions for managing risk, such as: world oil demand (increases / decreases in consumption of
oil ), tonne-mile demand, long-haul versus short-haul voyages or trading routes, world oil supply by geographic regions, inventory levels by geographic regions, world tanker newbuildings (orderbook), deletions (scrappings),
and average tanker rates by vessel dwt.                                                                                                                                                                                                                                                          
|Recently
       issued regulations, (see Market Overview) that call for the phasing out
       of single hull vessels has positively impacted owners with modern fleets.
        Because 92% of our fleet is double hulled (excluding the three vessels
       we plan to dispose of in 2004), we will benefit from the demand that was
       previously met by single hull vessels.                                                                                                                                                                                                                                                                                                             
|Our current financial condition permitted us to establish a regular quarterly dividend. Our liquidity increased with unrestricted cash and amounts available
under our lines of credit aggregating approximately $350 million at March 31, 2004 (achieving a net leverage ratio of 45%, see Liquidity and Capital Resources section). The following are several other significant items that have recently
occurred:                                                                                                                                                                                                                                                                              
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|16                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                

---



| |  | Also in March 2004, we contracted
    to scrap the Volga, which is to occur in the second quarter of 2004.
| |  | ----------------------------------------------------------------------------------------------------------

In 2004, we plan to capitalize on our strengths and continue to build on our capabilities as a leading transporter of crude oil and refined petroleum products. See Liquidity and
Capital Resources section.

MARKET OVERVIEW

Suezmax Tanker Overview

The strong freight rate environment of the tanker market in 2003 continued in the first quarter of 2004, and the average TCE for Suezmax tankers in the West Africa to U.S. trade was
substantially higher compared to the preceding quarter as well as the same quarter of last year. In fact, it was the highest since 1990. This was the result of greater world oil demand due to improving world economic activity especially in the U.S.,
China and South East Asia, cold weather during the winter months, and the decline of the U.S. Dollar. Furthermore, the tanker market benefited from a switch of combined carrier tonnage into the strong dry bulk sector, congestion out of the Black Sea
due to adverse weather conditions, more long-haul Middle East OPEC oil replacing the loss of Iraqi oil production through a pipeline to the Mediterranean, and the persistent shortfall of oil production in Venezuela, notwithstanding an increase in
the world tanker fleet. Freight rates in the crude tanker market have continued to be high thus far in the second quarter of 2004.

The average OPEC
oil production in the first quarter of 2004 totaled about 28.2 million barrels
per day (b/d), 1.4 million b/d higher than the same period last year.
OPEC oil  producers recently announced a reduction to their oil production quotas
by 1.0 million b/d, down to 23.5 million b/d (excluding Iraq), beginning April
1, 2004. According to OPEC, this decision was taken in order to contain the seasonal
increase of
world oil inventories and support oil prices during the seasonal decrease in
the demand for oil in the second quarter. However, OPEC oil production is well
above quotas because of the current high oil prices.

OPEC Crude Oil Production and Suezmax Tanker Earnings



Note: As at 3/31/04 
Source: Industry Sources

17

---

World oil demand in the first quarter of 2004 averaged more than 81 million b/d, and was higher than the preceding quarter as well as above the level prevailing in the same period of last
year.  World oil demand is expected to decrease seasonally in the current quarter, but still average substantially higher than the second quarter of last year.

Preliminary commercial crude oil and petroleum products inventories in the United States, Western Europe and Japan at the end of the first quarter of 2004 were about 53 million barrels, or
2.7% higher than last years level, but 1.0% below the average of the last five years. At the same time, crude oil inventories were 0.9% and petroleum products inventories were 1.1% below the average of the last five years, respectively. Oil
inventories are expected to increase in the first half of 2004, but decrease in the later part of the year, and by year-end be at about the same levels as the end of 2003.

US, W. Europe and Japan Crude Oil Inventories





The world tanker fleet totaled 295.3 million dwt at the end of the first quarter of 2004, up by 6.1 million dwt or 2.1% from the year-end 2003 level.  The tanker orderbook totaled about
83.1 million dwt, or 28.1% of the existing fleet at the end of the first quarter of 2004. Approximately 20.5 million dwt are for delivery in 2004, 30.1 million dwt in 2005, 19.8 million dwt in 2006 and most of the balance in 2007. The tanker
orderbook includes 84 Suezmaxes of about 13.2 million dwt or 34.1% of the existing internationally trading Suezmax tanker fleet.

The accelerated phase-out of single-hull tankers due to new IMO and European Union (EU) regulations is expected to moderate the effect of the relatively large tanker orderbook.
At the end of the first quarter of

18

---

2004, approximately 41.5 million dwt or 14.1% of the total tanker fleet was 20 or more years old, including 18.3 million dwt or 6.2% of the fleet which was 25 or more years old. Furthermore, 19 Suezmaxes were 20 or more
years old, including 9 which were 25 or more years old.

Tanker sales for scrap totaled about 3.0 million dwt in the first quarter of 2004, including four Suezmaxes and three VLCCs.  Tanker deletions are likely to be high in the next few years
given the age profile of the tanker fleet and stricter regulations.

The EU adopted new tanker regulations, which commenced on October 21, 2003. In response to the EU regulations, the IMO adopted new strict tanker regulations which will commence on April 5,
2005.  These regulations primarily prevent single-hull tankers of 5,000 dwt and above from carrying heavy fuel oils from early April 2005; accelerate the phase-out of single-hull tankers to 2010, in line with EU rules, with some exceptions, and
force all single hull tankers to comply with the Condition Assessment Scheme (CAS) from the age of 15 years, commencing in 2005.

At the end of the first quarter of 2004 there were 112.2 million dwt of tankers or 38% of the total tanker fleet which will be affected by these regulations.

Product Tanker Overview

The strong performance of the product tanker market in 2003 continued in the first quarter of 2004, and the average spot TCE for handysize product tankers in the Caribbean was 76% higher
than the previous year, and the highest since 1990.  The product tanker market improvement was the result of increasing world economic activity especially in the U.S., China and Southeast Asia and the usual seasonal oil demand gains, notwithstanding
an increase of the world product tanker fleet.  Freight rates in the product tanker market have continued at high levels thus far in the second quarter of 2004.

The world product tanker fleet totaled about 54.4 million dwt at the end of the first quarter of 2004, up by about 2.8% from the year-end 2003 level. The product tanker orderbook for
delivery over the next few years totals about 24.1 million dwt, or about 44.3% of the existing product tanker fleet at the end of the first quarter of 2004.  Approximately 6.8 million dwt are for delivery in 2004, 8.9 million dwt in 2005, 5.8
million dwt in 2006 and most of the balance in 2007.  At the end of the first quarter of 2004, approximately 12.6 million dwt or 23.2 % of the existing fleet was 20 or more years old. The orderbook for handysize and handymax product tankers at the
end of the first quarter of 2004 totaled about 10 million dwt or 30.5% of the existing handysize and handymax product tanker fleet.

The tanker market is expected to benefit as a result of higher world oil demand due to improving world economic activity, especially in the U.S., Latin America, China and Southeast Asia,
possible disruptions due to political instability in short-haul oil producers Venezuela and Nigeria, and stricter tanker regulations by IMO and the European Union.  However, given the high tanker orderbook, tanker rates will depend on the level of
world economic activity and oil demand growth as well as the total amount of tanker scrappings.

19

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OMIs Fleet

OMIs fleet currently comprises 37 vessels (excluding two Suezmax vessels in the Gemini pool owned by a pool member) aggregating approximately 3.0 million dwt, consisting of ten Suezmaxes (including two
chartered-in vessels), two Panamax tankers carrying crude oil (excluding one vessel contracted for sale), two Panamax product carriers, 20 handysize and handymax product carriers, two handysize crude oil tankers and one ultra large crude carrier
(ULCC).

|                                   | Number     |  |     |          
|---------------------------------- | ---------- |  | --- | ---------
|                                   | Of vessels |  | Dwt |          
|                                   |            |  |     |          
|Crude Oil Fleet:                   |            |  |     |          
|                                   |            |  |     |          
|1998-2002 built Suezmax vessels(1) | 10         |  |     | 1,585,871
|1986 built ULCC(2)                 | 1          |  |     | 322,466  
|1980s built Panamax vessels(3)    | 2          |  |     | 132,555  
|1993 built handysize vessels       | 2          |  |     | 72,707   
|                                   |            |  |     |          
|Total                              | 15         |  |     | 2,113,599
|                                   |            |  |     |          
|                                   |            |  |     |          
|                                   |            |  |     |          
|Product Carrier (Clean) Fleet:   |            |  |     |          
|                                   |            |  |     |          
|1999-2004 built handysize vessels  | 12         |  |     | 437,300  
|2000-2003 built handymax vessels   | 6          |  |     | 282,216  
|1988-1991 built handysize vessels  | 2          |  |     | 59,995   
|2003 built Panamax vessels         | 2          |  |     | 140,659  
|                                   |            |  |     |          
|Total                              | 22         |  |     | 920,170  
|                                   |            |  |     |          
|Total Fleet(4)                     | 37         |  |     | 3,033,769
|                                   |            |  |     |          

|(1) | Two
        Suezmax vessels are chartered-in; one charter expires June 2010 and the
    other charter expires December 2006.                                                                                       
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(2) | Vessel is held for sale.                                                                                                                                                                                           
|(3) | One vessel (NILE) is held
         for sale. The above table excludes the vessel (VOLGA) contracted for
         sale at March 31, 2004, which is scheduled to be delivered in the second
         quarter of
2004.
|(4) | 81% of our vessels are double
         hulled (92% are double hulled, excluding thethree
    single hulled vessels held for sale)                                                                                  

Currently we have the following vessels under construction:

|               |  | Type of   |  | Date To Be |  |         |  |         |  | Charter   
|-------------- |  | --------- |  | ---------- |  | ------- |  | ------- |  | ----------
|Name of Vessel |  | Vessel    |  | Delivered  |  | Hull(1) |  | Dwt     |  | Expiration
|               |  |           |  |            |  |         |  |         |  |           
|               |  |           |  |            |  |         |  |         |  |           
|SAONE          |  | Handysize |  | Aug-04     |  | DH      |  | 37,000  |  | Aug-09    
|GANGES         |  | Handysize |  | Nov-04     |  | DH      |  | 37,000  |  | SPOT      
|FOX            |  | Handysize |  | Jun-05     |  | DH      |  | 37,000  |  | Jun-10    
|THAMES         |  | Handymax  |  | Aug-05     |  | DH      |  | 47,000  |  | SPOT      
|TEVERE         |  | Handysize |  | Aug-05     |  | DH      |  | 37,000  |  | Aug-10    
|RHINE          |  | Handysize |  | Apr-05     |  | DH      |  | 37,000  |  | SPOT      
|               |  |           |  |            |  |         |  |         |  |           
|Total          |  |           |  |            |  |         |  | 232,000 |  |           
|               |  |           |  |            |  |         |  |         |  |           

(1) DH-double-hulled

Critical Accounting Estimates

There have been no
significant changes to our critical accounting estimates during the three months
ended
March 31, 2004 as compared to those we disclosed in Managements Discussion
and  Analysis of Results of Operations and Financial Condition   included
in
our
Annual Report on Form 10-K for the year ended December 31, 2003.

20

---

Consolidated Results

OMIs net income was $56.4 million or $0.70 basic and diluted earnings per share (EPS) for the first quarter of 2004 compared to net income of $25.7 million or $0.33 basic
and diluted EPS for the first quarter of 2003.

Results of Operations for the Three Months Ended March 31, 2004 Compared to the Three Months ended March 31, 2003

The following table summarizes our results of operations for the three months ended March 31, 2004, compared to the three months ended March 31, 2003:

|                                    | For the Three Months |         |      |   |       
|----------------------------------- | -------------------- | ------- | ---- | - | ------
|                                    | Ended March 31,      |         |      |   |       
|                                    | 2004                 |         | 2003 |   | Change
|                                    |                      |         |      |   |       
|(In thousands)                      |                      |         |      |   |       
|Voyage and time charter revenue     | $                    | 126,403 |      | $ | 83,697
|Voyage expenses                     |                      | 15,336  |      |   | 12,227
|                                    |                      |         |      |   |       
|Time charter equivalent revenue     |                      | 111,067 |      |   | 71,470
|Other revenue                       |                      | 235     |      |   | 88    
|Vessel expenses                     |                      | 13,948  |      |   | 14,706
|Charter hire expense                |                      | 15,537  |      |   | 5,239 
|Depreciation and amortization       |                      | 13,363  |      |   | 12,099
|General and administrative expenses |                      | 4,383   |      |   | 4,534 
|Loss on disposal of assets          |                      |         |      |   | 3,215 
|                                    |                      |         |      |   |       
|Operating income                    |                      | 64,071  |      |   | 31,765
|                                    |                      |         |      |   |       
|Interest expense                    |                      | (7,819  | )    |   | (6,130
|Interest income                     |                      | 157     |      |   | 93    
|                                    |                      |         |      |   |       
|Net income                          | $                    | 56,409  |      | $ | 25,728
|                                    |                      |         |      |   |       

Time Charter Equivalent Revenue

TCE revenue comprises revenue from vessels operating on time charters (TC) and voyage revenue less voyage expenses from vessels operating in the spot market. Consistent with
industry practice: (1) we use TCE revenue as a key performance indicator as we measure and analyze fluctuations between financial periods, (2) TCE revenue serves as an industry standard for measuring revenue and comparing results between
geographical regions and among competitors and (3) as a method of equating TCE revenue generated from a voyage charter to time charter revenue. A time charter involves the placing of a vessel at the charterers disposal for a set period of
time, during which the charterer may use the vessel in return for the payment by the charterer of a specified daily or monthly hire rate. Under a voyage charter, the owner of a vessel agrees to provide the vessel for the transport of specific goods
between specific ports in return for the payment of an agreed upon freight per ton of cargo or, alternatively, for a specified total amount. All operating costs are for the owners account.

The Company earned TCE revenue of $111.1 million for the three months ended March 31, 2004 and $71.5 million for the three months ended March 31, 2003. During the first quarter of 2004, 27
percent or $29.8 million of our TCE revenue was earned by vessels operating on TC and 73 percent or $81.3 million of our TCE revenue was earned by vessels operating on voyage charters in the spot market. The TCE revenue earned by TC was $5.7 million
higher for the three months ended March 31, 2004 compared to the respective 2003 period, primarily because of the additional 348 operating days from five newbuildings that began TCs. However, the percent of TCE revenue

21

---

earned by vessels on TC to total TCE revenue declined in 2004 from 34 percent for the first quarter 2003 to 27 percent because the spot market was stronger in 2004. There was an increase of 71 percent or $33.8 million
in TCE revenue earned by vessels operating in the spot market during the three months ended March 31, 2004 compared to the three months ended March 31, 2003.

Our business strategy is to blend long-term contract revenue at attractive rates with the ability to capture additional earnings in strong spot markets with the Suezmax tanker fleet, certain of our product carriers
and from profit sharing arrangements (seven of our product carriers are currently on time charters with profit sharing). Currently, 23 of our 37 vessels operate on time charters.  However, the majority of our tonnage (approximately 68 percent),
including all of our Suezmaxes, operates in the spot market, giving us the ability to take advantage of high rates. Currently, every $1,000 per day revenue increase in our vessels operating in the spot market (including vessels with profit sharing
arrangements) increases annual TCE revenue by approximately $6.3 million or $0.08 basic EPS.  All of our contracts that have profit sharing arrangements have a floor rate and profit sharing without a cap. In 2004 and 2005, three more vessels with
profit sharing arrangements will be delivered. These profit sharing arrangements enable us to benefit from strong tanker markets while protecting our downside in weaker tanker markets with floor rates. During 2004, the contracts for three vessels
with profit sharing expire, but two of those vessels have been extended at a fixed rate.

The following table compares TCE revenue earned by vessels on TC for the three months ended March 31, 2004 to the three months ended March 31, 2003, in thousands of dollars and as a percent
of Total TCE revenue in each of the 2004 and 2003 first quarter periods:

|                              | For The Three Months |        |      |  
|----------------------------- | -------------------- | ------ | ---- | -
|                              | Ended March 31,      |        | Net  |  
|TCE Revenue for vessels on TC | 2004                 |        | 2003 |  
|                              |                      |        |      |  
|Crude Oil Fleet               | $                    | 2,988  |      | $
|Product Carrier Fleet         |                      | 26,792 |      |  
|                              |                      |        |      |  
|Total                         | $                    | 29,780 |      | $
|                              |                      |        |      |  
|% of TCE Revenue for vessels  |                      |        |      |  
|on TC to Total TCE Revenue    |                      | 27     | %    |  

*(1)*Increases
      in TCE revenue resulted from the delivery of five new vessels in 2003 and
2004.

The following table compares TCE revenue earned
  by vessels on spot
for the three months ended March 31, 2004
to the three months ended March 31, 2003, in thousands of dollars and as a percent
increase in spot revenue in 2004:

|                                   | For The Three Months |        |      |  
|---------------------------------- | -------------------- | ------ | ---- | -
|                                   | Ended March 31,      |        | Net  |  
|TCE Revenue for vessels on Spot    | 2004                 |        | 2003 |  
|                                   |                      |        |      |  
|Crude Oil Fleet(1)                 | $                    | 79,310 |      | $
|Product Carrier Fleet(2)           |                      | 1,977  |      |  
|                                   |                      |        |      |  
|Total                              | $                    | 81,287 |      | $
|                                   |                      |        |      |  
|% increase in spot revenue in 2004 |                      |        |      |  

(1)Increases in 2004 resulted from additional operating days from vessels acquired and increased TCE spot rates.

(2)Decreases in 2004 resulted from the disposal of five single hull vessels and the redelivery of a vessel chartered-in.

22

---

TCE revenue increased during the first quarter of 2004 compared to the first quarter of 2003 primarily as a result of improvement in the market (see Market Overview and Segment
Information-Detailed Results of Operations) and additional operating days.

There were additional operating days during the first quarter of 2004 as a result of vessels acquired:

- Suezmax
            fleet on spot chartersacquired two second hand vessels in August 2003 increasing the fleets operating days by 182. Two vessels that began operating in the Gemini
            Suezmax tanker pool in December 2003(see description of pool below) also increased the fleets operating days by 182.
- Product carriersacquired five newbuildings delivered in January, March, April and July 2003 and February
  2004, which contributed an increase of 348 operating days in the first quarter of 2003 over the first quarter of 2004.

TCE revenue declined
for product carriers operating in the spot market resulting from the disposal
of five single hull vessels, two in April, one in October and two in November

2003.

Vessel expenseVessel expense of $13.9 million for the three months ended March 31, 2004, decreased minimally by $0.8
  million compared to $14.7 million for the three months ended March 31, 2003.

Vessel expense includes operating expenses such as crew related costs, stores, routine maintenance and repairs, insurance and miscellaneous. These expenses are a function of the fleet size,
utilization levels for certain expenses, and requirements under laws, by charterers and our own standards.

Insurance expense varies with overall insurance market conditions as well as the insureds loss record, level of insurance and desired coverage. We maintain marine hull and machinery
coverage to cover damage to or loss of vessels and concomitant war risk insurance to cover the same resulting from war risk events.We also have protection and
indemnity coverage (mutual liability insurance provided by P&I Clubs) for general vessel liabilities, pollution, and some war and terrorist related liabilities. Additional war risk premiums for voyages into war designated areas are
typically for the account of the charterers.

OMIs vessels are technically managed (excluding insurance provided for vessels, which is managed directly by OMI) by a wholly owned subsidiary, OMI Marine Services LLC
(OMS), located at offices in Stamford, Connecticut and Houston, Texas.  OMS subcontracts some day-today operations to Orinoco Marine Consultancy India Private Limited(OMCI), located in Mumbai, India (not a related party to OMI or any of its subsidiaries). OMCI is primarily responsible for the crewing, general maintenance and repairs, the stocking of supplies on vessels and for the
drydocking of the vessels.

Vessel expense decreased $0.8 million for the three months ended March 31, 2004 primarily as a result of the disposal of the five older single hull vessels, which had higher operating costs
than the newbuildings acquired.

23

---

Charter hire expenseCharter hire expense of $15.5
million for the three months ended March 31, 2004, increased by $10.3 million compared to $5.2 million for the three months ended March 31, 2003. Charter hire expense increased $11.3 million for two vessels operating in the Gemini pool, which was
partially offset by a decrease in charter hire expense of $1.0 million primarily for the redelivery of a product carrier in October 2003 that we chartered during the first quarter of 2003.

Charter hire expense is typically the payment made to the owner of the vessel chartered-in for our use. The owner is responsible for the vessels operating expenses, in addition to
drydock and capital expenditures. We are responsible for the voyage expenses.

In December 2003, OMI began operating Gemini Tankers ("Gemini"), which is a wholly owned subsidiary of OMI. Gemini is a pool for double hulled Suezmax vessels. Currently, there are 12
Suezmax vessels (10 from OMI and two from a European shipowner) operating in the pool. The earnings of the pool are allocated to the pool members by an agreed upon formula. The revenues and expenses (included primarily as charter hire expense) of
Gemini are consolidated into OMI and are reflected in the results for the three month period ended March 31, 2004.

Depreciation and amortization expense Depreciation and amortization expense of $13.4 million for the three months ended March 31, 2004,
increased by $1.3 million compared to $12.1 million for the three months ended March 31, 2003 because of the acquisition of seven vessels since 2003. Additionally, depreciation expense was accelerated for four single hull vessels beginning in the
first quarter of 2004 (resulting from the shortening of the estimated useful lives of four vessels, two of which were reclassified to Vessels held for sale at March 31, 2004). The increase in depreciation expense was partially offset by decreases as
a result of the disposal of five vessels since 2003.

Loss on disposal of assetsDuring thefirst quarter of 2003 a loss of $3,215,000 was recorded, which resulted from the sale of two single hull product carriers built in 1984.

Interest expense Interest expense during the three months ended March 31, 2004 of $7.8 million increased $1.7 million compared to the three
months ended March 31, 2003 of $6.1 million.	Interest expense was higher during the first quarter of 2004 for primarily two reasons, first, the increase in the average debt balance during the 2004 period due to the acquisition of vessels and second,
the increase in fixed rate debt from the 7.625 percent $200 million Unsecured Senior Notes issued in November 2003 that replaced variable rate bank debt based on LIBOR plus a margin.

The following table is a breakdown of Interest expense for the three months ended March 31, 2004 compared to the three months ended March 31, 2003:



24

---

|                                 | For The Three |     
|-------------------------------- | ------------- | ----
|                                 | Months Ended  |     
|                                 | March 31,     |     
|In millions                      | 2004          |     
|                                 |               |     
|Interest before swap interest,   |               |     
|capitalized interest &           |               |     
|amortization of debt issue costs | $             | 6.7 
|Impact of swaps                  |               | 1.0 
|Capitalized interest             |               | (0.5
|Amortization of debt issue cost  |               | 0.6 
|                                 |               |     
|Interest expense                 | $             | 7.8 
|                                 |               |     

Segment InformationDetailed Results of Operations

OMIs segment information is detailed by its two operating segments, its crude oil tankers and product carrier fleets. OMI also manages its performance by category in the tables that
follow.

The following discussion of Vessel Operating Income (defined as, TCE revenue less vessel expense, charter hire expense and depreciation and amortization) for our crude oil tanker fleet and
our product carrier or clean fleet segments excludes Loss on disposal of assets and General and administrative expenses.

Crude Oil Tankers Results of Operations

Vessel Operating Income of $53.2 million for the three months ended March 31, 2004 increased $27.1 million over the comparable balance for the three months ended March 31, 2003 of $26.1
million. The net increase in Vessel Operating Income during the 2004 period was primarily attributable to an increase in the Suezmax, Panamax and ULCC TCE revenue resulting from improved spot rates in addition to increased earnings for the two
Suezmaxes delivered in August 2003.



25

---

BREAKDOWN BY FLEET

|(In thousands, except daily
       rates & expenses, number
    of |  |                      |        |      |  
|------------------------------------------------------------------ |  | -------------------- | ------ | ---- | -
|vessels and operating days)                                        |  |                      |        |      |  
|                                                                   |  | FOR THE THREE MONTHS |       
|                                                                   |  | ENDED MARCH 31,      |       
|                                                                   |  | 2004                 |        | 2003 |  
|CRUDE FLEET:                                                       |  |                      |        |      |  
|Suezmaxes:                                                         |  |                      |        |      |  
|TCE revenue                                                        |  | $                    | 68,016 |      | $
|Vessel expense                                                     |  |                      | 3,793  |      |  
|Charter hire expense                                               |  |                      | 15,537 |      |  
|Depreciation and amortization                                      |  |                      | 4,432  |      |  
|                                                                   |  |                      |        |      |  
|Vessel Operating Income(1)                                         |  | $                    | 44,254 |      | $
|                                                                   |  |                      |        |      |  
|                                                                   |  |                      |        |      |  
|Average daily TCE (Spot)                                           |  | $                    | 62,286 |      | $
|Average daily vessel expense                                       |  | $                    | 5,210  |      | $
|Average number of OMI vessels for the period*(2)                   |  |                      | 10.0   |      |  
|Number of OMI TCE revenue days                                     |  |                      | 910    |      |  
|Number of pool member TCE revenue days(3)                          |  |                      | 182    |      |  
|                                                                   |  |                      |        |      |  
|ULCC:                                                              |  |                      |        |      |  
|TCE revenue                                                        |  | $                    | 2,771  |      | $
|Vessel expense                                                     |  |                      | 661    |      |  
|Depreciation and amortization(4)                                   |  |                      |       |      |  
|                                                                   |  |                      |        |      |  
|Vessel Operating Income                                            |  | $                    | 2,110  |      | $
|                                                                   |  |                      |        |      |  
|                                                                   |  |                      |        |      |  
|Average daily TCE                                                  |  | $                    | 30,453 |      | $
|Average daily vessel expense                                       |  | $                    | 7,264  |      | $
|Average number of vessels for the period                           |  |                      | 1      |      |  
|Number of TCE revenue days                                         |  |                      | 91     |      |  
|                                                                   |  |                      |        |      |  
|Panamaxes:                                                         |  |                      |        |      |  
|TCE revenue                                                        |  | $                    | 8,523  |      | $
|Vessel expense                                                     |  |                      | 1,341  |      |  
|Depreciation and amortization(5)                                   |  |                      | 2,008  |      |  
|                                                                   |  |                      |        |      |  
|Vessel Operating Income                                            |  | $                    | 5,174  |      | $
|                                                                   |  |                      |        |      |  
|                                                                   |  |                      |        |      |  
|Average daily TCE                                                  |  | $                    | 31,218 |      | $
|Average daily vessel expense                                       |  | $                    | 4,912  |      | $
|Average number of vessels for the period                           |  |                      | 3      |      |  
|Number of TCE revenue days                                         |  |                      | 273    |      |  
|                                                                   |  |                      |        |      |  
|Handysize Crude Oil Carriers-on time charter:                      |  |                      |        |      |  
|TCE revenue                                                        |  | $                    | 2,988  |      | $
|Vessel expense                                                     |  |                      | 621    |      |  
|Depreciation and amortization                                      |  |                      | 714    |      |  
|                                                                   |  |                      |        |      |  
|Vessel Operating Income                                            |  | $                    | 1,653  |      | $
|                                                                   |  |                      |        |      |  
|                                                                   |  |                      |        |      |  
|Average daily TCE                                                  |  | $                    | 16,418 |      | $
|Average daily vessel expense                                       |  | $                    | 3,412  |      | $
|Average number of vessels for the period                           |  |                      | 2      |      |  
|Number of TCE revenue days                                         |  |                      | 182    |      |  
|                                                                   |  |                      |        |      |  
|Total Vessel Operating Income                                      |  | $                    | 53,191 |      | $
|                                                                   |  |                      |        |      |  

Note:  Average daily vessel expenses are computed using the number of days in the period which OMI owned the vessel. Number of operating or TCE revenue days used to compute Average daily TCE includes waiting days and
is reduced only for the days the vessels are out of service due to drydock.

*	includes two vessels chartered -in during the periods shown.

26

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|(1) | Includes TCE revenue and expenses generated by the pool. The Suezmax pool began December 2003 and includes our 10 Suezmaxes and two Suezmaxes owned by another pool member.
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(2) | In August 2003, two 2000 built Suezmax vessels were acquired.                                                                                                              
|(3) | Number of TCE revenue days for the two Suezmaxes owned by another pool member.                                                                                             
|(4) | Vessel is held for sale.                                                                                                                                                   
|(5) | Two vessels were held for sale at March 31, 2004. One of the two vessels is contracted to be sold in the second quarter of 2004.                                           

Fluctuations in each of the crude oil tanker groups were as follows:

Suezmaxes:The increase in Vessel Operating Income of $22.3 million for the three months ended March 31, 2004 over the comparable
period in 2003 was attributable to the increases in TCE revenues of $35.5 million offset in part by increases in vessel expense of $1.0 million, charter hire expense of $11.1 million and depreciation and amortization expense of $1.1 million.
Increases in TCE revenue in this group was primarily the result of significant improvement in charter rates for our vessels which operate in the spot market (see Market Overview) coupled with 192 more operating days in the first quarter of 2004
compared to the same 2003 period resulting primarily from revenue earned by two Suezmax vessels acquired in August 2003. Increases in vessel expense and depreciation expense were also primarily attributable to the two vessels acquired in 2003.
Charter hire expense increased $11.1 million for the three months ended March 31, 2004, primarily resulting from the expenses relating to the two vessels of a pool member operating in the Gemini pool.

ULCC:The increase in Vessel Operating Income of $1.7 million for the three months ended March 31, 2004 over the comparable period in 2003 was
attributable to the increases in TCE revenues of $1.4 million primarily resulting from higher revenue earned in the spot market in 2004 compared to revenue earned from a short-term time charter that terminated in May 2003. Vessel expense increased
by $0.2 million due to increased costs to operate this vessel. Depreciation and amortization decreased $0.5 million because the vessel has been held for sale since year end 2003.

Panamaxes:The increase in Vessel Operating Income of $3.0 million for the three months ended March 31, 2004 over the comparable period
in 2003 was the result of increases in TCE revenues of $3.1 million which was due to a significant improvement in charter rates. Decreases in vessel expenses in 2004 of $0.5 million was due to lower operating expenses for the two vessels held for
sale at March 31, 2004 to be scrapped in 2004. Depreciation expense increased $0.6 million as a result of the accelerated depreciation expense for two vessels whose lives were shortened.

Handysize Crude Oil Carriers-on Time Charter:There immaterial fluctuations for the three months ended March 31, 2004 in Vessel
Operating Income compared to the same period in 2003.

Product Carriers Results of Operations

Vessel Operating Income of $15.0 million for the three months ended March 31, 2004 increased $2.0 million over the comparable balance for the three months ended March 31, 2003 of $13.0 million. The increase in Vessel
Operating Income for the 2004 period was attributable to the increases for five product carriers acquired in 2003 and 2004,offset by a decrease in earnings for the
five single hull product carriers that were disposed of in 2003.

27

---

|BREAKDOWN BY FLEET                                         |  |                      |        |      |   |        | 
|---------------------------------------------------------- |  | -------------------- | ------ | ---- | - | ------ | 
|(In thousands, except daily rates & expenses,number
    of |  |                      |        |      |  
|vessels and operating days)                                |  |                      |        |      |  
|                                                           |  | FOR THE THREE MONTHS |       
|                                                           |  | ENDED MARCH 31,      |       
|                                                           |  | 2004                 |        | 2003 |  
|CLEAN FLEET:                                               |  |                      |        |      |   |        | 
|Products-on spot:                                          |  |                      |        |      |   |        | 
|TCE revenue                                                |  | $                    | 1,977  |      | $ | 8,205  | 
|Vessel expenses                                            |  |                      | 277    |      |   | 2,942  | 
|Charter hire expense                                       |  |                      |       |      |   | 1,242  | 
|Depreciation and amortization                              |  |                      | 348    |      |   | 1,608  | 
|                                                           |  |                      |        |      |   |        | 
|Vessel Operating Income                                    |  | $                    | 1,352  |      | $ | 2,413  | 
|                                                           |  |                      |        |      |   |        | 
|                                                           |  |                      |        |      |   |        | 
|Average daily TCE                                          |  | $                    | 21,722 |      | $ | 13,265 | 
|Average daily vessel expense                               |  | $                    | 3,044  |      | $ | 5,448  | 
|                                                           |  |                      |        |      |   |        | 
|Average number of vessels for the period(1)*               |  |                      | 1.0    |      |   | 6.9    | 
|Number of TCE revenue days                                 |  |                      | 91     |      |   | 620    | 
|                                                           |  |                      |        |      |   |        | 
|Products-on time charter:                                  |  |                      |        |      |   |        | 
|TCE Revenue(2)                                             |  | $                    | 26,792 |      | $ | 21,207 | 
|Vessel expenses                                            |  |                      | 7,383  |      |   | 6,111  | 
|Depreciation and amortization                              |  |                      | 5,766  |      |   | 4,499  | 
|                                                           |  |                      |        |      |   |        | 
|Vessel Operating Income                                    |  | $                    | 13,643 |      | $ | 10,597 | 
|                                                           |  |                      |        |      |   |        | 
|                                                           |  |                      |        |      |   |        | 
|Average daily TCE                                          |  | $                    | 15,194 |      | $ | 15,200 | 
|Average daily vessel expense                               |  | $                    | 4,188  |      | $ | 4,367  | 
|                                                           |  |                      |        |      |   |        | 
|Average number of vessels for the period(3)*               |  |                      | 19.4   |      |   | 15.6   | 
|Number of TCE revenue days                                 |  |                      | 1,763  |      |   | 1,400  | 
|                                                           |  |                      |        |      |   |        | 
|Total Vessel Operating Income                              |  | $                    | 14,995 |      | $ | 13,010 | 
|                                                           |  |                      |        |      |   |        | 

|Note: Average daily vessel expenses are computed using the number of days in the period which OMI owned the vessel. Number of operating or TCE revenue days used to compute Average
daily TCE includes waiting days and is reduced only for the days the vessels are out of service due to drydock.                                                                                                                                                                                                                                                                                             
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|*                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|(1)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|(2)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|(3)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|Fluctuations in each of the product carrier groups were as follows:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|Productson spot:The decrease in Vessel Operating Income of $1.0 million for the three months ended March
31, 2004 over the comparable period in 2003 was attributable to the decreases in TCE revenues of $6.2 million, in addition to, decreases in vessel expense of $2.7 million, charter hire expense of $1.2 million and depreciation and amortization of
$1.3 million. TCE revenue, vessel expenses and depreciation expenses were lower in the first quarter of 2004 primarily from 529 fewer operating days due primarily to the disposal of five vessels in 2003. Charter hire expense
|28                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              

---

decreased for the chartered-in product carrier, which has been redelivered and operated in the spot market from January to April 2003.

Productson time charter:Vessel Operating Income increased $3.0 million for the three months ended March 31, 2004 over the
comparable period in 2003. TCE revenue increased $5.6 million primarily from 363 more operating days resulting from one newbuilding delivered in February 2004 and four newbuildings in January, March, April and July 2003. Vessel expenses and
depreciation expenses were $2.6 million higher because of additional expenses relating to the acquisition of five additional vessels in 2003 and 2004.

At March 31, 2004, six vessels with long-term time charters have base time charter rates with profit sharing agreements (50% profit sharing above the base rate). For the three months ended
March 31, 2004, profit sharing was recognized for one vessel of $1.4 million compared to $1.5 million for the three months ended March 31, 2003.

In accordance with SEC Staff Accounting Bulletin No. 101 Revenue Recognition in Financial Statements, we recognize the profit sharing or contingent revenue only after meeting a threshold,
which is the minimum yearly charter hire.  The Company receives preliminary profit sharing after six months.  This distribution is recorded in deferred revenue (a liability) until the threshold is reached.

Liquidity and Capital Resources

Cash Flows

The following were the net changes in Operating, Investing and Financing Activities for the three months ended March 31, 2004 and March 31, 2003:

|                                     | For the Three Months |       |      |   |      
|------------------------------------ | -------------------- | ----- | ---- | - | -----
|                                     | Ended March          |       |      |   |      
|                                     | 2004                 |       | 2003 |   |      
|                                     |                      |       |      |   |      
|(In millions)                        |                      |       |      |   |      
|Condensed Cash Flows                 |                      |       |      |   |      
|Provided (used) by:                  |                      |       |      |   |      
|Operating Activities                 | $                    | 70.6  |      | $ | 37.1 
|Investing Activities                 |                      | (34.8 | )    |   | (54.7
|Financing Activities                 |                      | (18.6 | )    |   | 9.7  
|                                     |                      |       |      |   |      
|Net Increase in Cash and Cash        |                      |       |      |   |      
|Equivalents                          |                      | 17.2  |      |   | (7.9 
|Cash and Cash Equivalents at the     |                      |       |      |   |      
|Beginning of the Year                |                      | 48.8  |      |   | 40.9 
|                                     |                      |       |      |   |      
|Cash and Cash Equivalents at the End |                      |       |      |   |      
|of the Period                        | $                    | 66.0  |      | $ | 33.0 
|                                     |                      |       |      |   |      

29

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|Working Capital                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|The two primary components of working capital are Cash and cash equivalents and Traffic receivables.	We supplement working capital requirements as needed
with borrowings under our revolving credit facilities (see Long-Term Debt Obligations). Cash and cash equivalents of $66.0 million at March 31, 2004 increased $17.2 million from cash and cash equivalents of $48.8 million at December 31,
2003. Net cash provided by operating activities of $70.6 million for the quarter ended March 31, 2004 increased $33.5 million compared to net cash provided by operating activities of $37.1 million for the quarter ended March 31, 2003 primarily from
higher net earnings (see Results of Operations). Currently, we have $317.0 million available in undrawn debt. Our working capital increased by $16.4 million from December 31, 2003 to $65.2 million at March 31, 2004.                                                                                                                                                  
|At
       March 31, 2004, current assets increased a net of $30.5 million from December
       31, 2003, resulting primarily from increases in Cash and cash equivalents
       of $17.2 million, Traffic receivables of $10.0 million and Vessels held
       for sale of $7.3 million at March 31, 2004. At March 31, 2004, current
       liabilities increased $14.1 million from December 31, 2003, primarily
       because of increases in Account payable
and Accrued liabilities of $2.6 million, Deferred charter hire revenue of $2.2
       million, Dividend payable of $4.1 million, Charter hire payable of $3.9
       million and Current portion of long-term debt of $1.3 million (see Long-Term
       Debt
Obligations below). Increases relating to Traffic receivables and Deferred
charter hire revenue and Voyage and vessel included in Accrued liabilities are
attributable to timing differences of cash receipts and disbursements in a particular

period and are not necessarily comparable between periods.
|Our
       current intention, subject to the Companys financial condition,
       the amount of funds generated from operations and the level of capital
       expenditures, is to continue to pay a regular quarterly dividend to stockholders
    of our common stock.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|The Company has
       total projected capital expenditures of approximately$75 million
       (see Capital Expenditures section) for the remainder of 2004, which includes
       the delivery of two vessels under construction, construction in progress
       installment payments and projected drydock expenditures.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|Vessels, Construction in Progress (CIP) and Other Property                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|At March 31, 2004, Vessels, CIP and Other Property-net of $1,038.6 million increased a net of $15.8 million from $1,022.8 million at December 31,
2003.	Capital expenditures were primarily for the final payment for one newbuilding, and installment payments for five vessels under construction. Vessels decreased due to adjustments not relating to cash, a reclass of two of our Panamax vessels to
Vessels held for sale.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Cash used by investing activities was $34.8 million for the three months ended March 31, 2004, compared to cash used by investing activities of $54.7 million
for the three months ended March 31, 2003. During the 2004 period, $36.0 million was used for capital expenditures as follows:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|30                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           

---

|Long-Term Debt Obligations and Credit Arrangements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|As of March 31, 2004, long-term debt obligations decreased $20.3 million to $544.6 million from $564.9 million at December 31, 2003. Long-term obligations as
of March 31, 2004, consisted of the following:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|(1)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|As of March 31, 2004, OMI had various interest rate swaps that fix notional amounts, aggregating $234.3 million (not including $57.8 million that is
beginning in July 2004) of variable rate debt ranging from 2.07% to 4.86% (excluding margins) with maturity dates of the swaps ranging from June 2004 to February 2009.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|Cash used by financing activities was $18.6 million for the three months ended March 31, 2004, compared to cash provided by financing activities of $9.7
million for the three months ended March 31, 2003. During the first quarter of 2004, we made $70.5 million in principal payments ($6.3 million were scheduled payments and $64.2 million were unscheduled prepayments on the revolving lines of credit)
and received $50.2 million in proceeds from the issuance of debt; $25.2 million for the purchase of a vessel and $25.0 million for working capital purposes. During April 2004, our $348 million revolver was reduced by an unscheduled payment of $25.0
million.                                                                                                                                                                                                                                                                                                                               
|As of March 31, 2004, the available debt undrawn under our two credit facilities was $283.7 million. Since we did not borrow all funds available under these
two credit facilities, there are no quarterly future payments due in the next 12 months unless we draw up to the amount available. Our Current portion of long-term debt balance does not include, or are we required to include, a current amount
payable relating to the $128.0 million outstanding balance of the two reducing revolving credit facilities, which can be redrawn in future periods. See Contractual Obligations table below for debt requirements in the next five
years.                                                                                                                                                                                                                                                                                                                                                      
|Unsecured Senior Notes and Subsidiary Guarantees:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|The
         Company issued $200.0 million of 7.625% Senior Notes (the "Notes") due December 1, 2013, in November 2003, with allowances for optional redemptions on or
  after December 1, 2008. The Notes accrue interest at the rate of 7.625% per year, payable semiannually in arrears on June 1 and December 1, commencing on June 1, 2004. The Notes are general unsecured, senior obligations of the Company. The Notes are
  guaranteed fully and unconditionally as well as jointly and severally by substantially all of the Companys
  current and future subsidiaries. Any subsidiaries of the Company, other than
  the subsidiary guarantors, are minor within the meaning of Rule 3-10 of Regulation
  S-X under the Securities Act. The Senior Notes are subject to certain covenants
  that among other things, limit the type and amount of additional indebtedness
  that may be incurred by the Company and the restricted subsidiaries
  and impose certain limitations on sales or
     31

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transfers of assets and certain payments, the ability of the Company to enter into sale and leaseback transactions and certain mergers, consolidations and purchases of assets.

Restrictive Covenants

All of our loan agreements contain restrictive covenants as to cash, net worth, maintenance of specified financial ratios and collateral values. They alsorestrict the amount of certain payments, such as dividends and repurchase of its stock. As of March 31, 2004, we were in compliance with all covenants.

Interest-Rate Swap

We have interest rate swap agreements to manage interest costs and the risk associated with changing LIBOR interest rates. As of March 31, 2004, we had various interest rate swaps
aggregating $292.1 million (which includes a notional amount of $57.8 million on an interest rate swap that commences in July 2004) on various debt tranches within a range of 2.07% to 4.86% expiring from June 2004 to February 2009. The Company pays
fixed-rate interest amounts and receives floating-rate interest amounts based on three month LIBOR settings (for a term equal to the swaps reset periods). As of March 31, 2004, the Company has recorded a liability which is included in Other
liabilities of $2.8 million related to the fair market value of these hedges and corresponding charges of $0.1 million in Other assets and deferred charges and $2.7 million to Other comprehensive income.

Contracted Time Charter Revenue

The contracted TC revenue schedule below does not include any estimates for profit sharing in the future periods; however, profit sharing of $1.5 million earned by one vessel currently
during the first half of 2004 is included.  We have reduced future contracted revenue for any estimated off-hire days relating to drydocks.

The following table reflects our current contracted time charter revenue through 2008 and includes the three new five year time charters for the product carriers to be delivered in 2004 and
2005:

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|                     | 2004   |     | 2005  |     | 2006  |     | 2007  |     | 2008  |    
|-------------------- | ------ | --- | ----- | --- | ----- | --- | ----- | --- | ----- | ---
|                     |        |     |       |     |       |     |       |     |       |    
|(In millions)        |        |     |       |     |       |     |       |     |       |    
|TC Revenue           | $113.5 |     | $69.0 |     | $49.4 |     | $33.5 |     | $27.8 |    
|                     |        |     |       |     |       |     |       |     |       |    
|Number of Vessels(a) | 18     | (b) | 13    | (c) | 7     | (d) | 7     | (e) | 5     | (f)

|    |                                                                                                                                                                                                         
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(a) | Number of vessels at the end of each year.                                                                                                                                                              
|(b) | 24 vessels will operate on time charters during 2004 (including three vessels beginning time charters upon delivery); assuming no extensions, 6 vessels complete time charter contracts during the
year.
|(c) | 20 vessels will operate on time charters during 2005 (including two vessels that will begin time charters upon delivery); assuming no extensions, 7 vessels complete time
charters.                     
|(d) | 13 vessels will operate on time charters during 2006; assuming no extensions, 6 vessels complete time charters.                                                                                         
|(e) | 7 vessels will operate on time charters in 2007.                                                                                                                                                        
|(f) | 7 vessels will operate on time charters in 2008, 2 vessels complete time charters.                                                                                                                      

Capital Expenditures

2004 Drydocks

OMI evaluates its vessels to determine if a drydock, special survey, both a drydock combined with a special survey or a postponement is appropriate for each vessel. After inspecting and
evaluating vessels we anticipated to be drydocked during 2004, we have reduced the number of vessels and associated off-hire days and costs to drydock for certain vessels.  Currently, we anticipate drydocking up to eight vessels during 2004 for an
estimated aggregate cost of $6.3 million, and the vessels could incur approximately 192 off-hire days.

The following is a breakdown of the estimated drydock cost (in thousands) for the second quarter and second half of 2004 with allocation of off-hire days by vessel type and charter type (spot or TC):

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|              | Number of Days   |  | Number of Days   |  | Projected |      
|------------- | ---------------- |  | ---------------- |  | --------- | -----
|              | Second Qtr.-2004 |  | Second Half-2004 |  | Costs     |      
|              |                  |  |                  |  |           |      
|Crude Fleet:  |                  |  |                  |  |           |      
|ULCC-spot     |                 |  | 24               |  | $         | 1,500
|Panamax-spot  | 24               |  |                 |  |           | 900  
|Handysize-TC  | 24               |  | 24               |  |           | 1,200
|              |                  |  |                  |  |           |      
|Clean Fleet:  |                  |  |                  |  |           |      
|Products-spot | 24               |  |                 |  |           | 650  
|Products-TC   | 24               |  | 48               |  |           | 2,000
|              |                  |  |                  |  |           |      
|Total         | 96               |  | 96               |  | $         | 6,250
|              |                  |  |                  |  |           |      

Capital Expenditures for Vessel Acquisitions

At March 31, 2004, OMI had commitments to construct
seven vessels; six handysize and one handymax 1A ice class product carriers (including
the vessel delivered in April 2004) with contract costs aggregating $206.4  million.
As of March 31, 2004, payments of $37.5 million have been made to
the
shipyard of which, $17.8 million was paid in the first quarter. Bank financing
or operating
cash will provide most of the additional amounts to be paid. One vessel was
delivered on April 19, 2004 and began a five year time charter; one will be delivered
in August and one in November 2004. Three vessels will be delivered in 2005 and
one in 2006. Three of the vessels will begin five year time charters upon delivery.
 Construction and delivery payments will aggregate approximately $168.9 million
(before financing) as follows (in thousands):

|Year                     |     | Payments
|------------------------ | --- | --------
|                         |     |         
|2004                     | (1) |         
|2005                     |     |         
|2006                     |     |         
|                         |     |         
|Total Remaining Payments |     | $       
|                         |     |         

(1) Including payment of $16.9 million made for the delivery of the GARONNE in April 2004.

In December 2003, we obtained a five year $24.0 million term loan to partially finance the purchase a product carrier newbuilding, which was delivered in April 2004. There have been no
amounts drawn on the loan as of March 31, 2004. The loan will be repaid in 20 quarterly installments of approximately $0.55 million plus a balloon payment of $13.55 million due with the last installment. The outstanding balance of the loan bears
interest at LIBOR plus an applicable margin of 0.90% while the vessels have time charters.

In May 2004, we have secured financing for six years on three vessels currently under construction for approximately $71.0 million.  The margin on the loan will vary as to the status of the
charter on the vessels.

Our management believes that cash flow from operations, along with available borrowing capacity under our credit facilities ( see Long-Term Debt Obligations and Credit
Arrangements), will be sufficient to meet capital requirements over the next twelve months.

Dividends

OMI's board of directors declared a regular quarterly dividend of $0.05 per share. The current dividend of $4.1 million was paid on April 14, 2004 to shareholders of record at the close of
business on March 22, 2004.

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Treasury Stock

During April 2004,
OMI purchased 215,000 shares of its common stock in the open market aggregating
$2.2
million.

Restricted Stock

In 2003, the Stockholders approved the 2003 Stock Incentive Plan. This plan provides for the granting of options to officers, employees, consultants and Directors for restricted
shares and stock options. The total number of shares that may be awarded under the Plan are 4,000,000 of which 1,400,000 shares of stock may be awarded as restricted stock.  We have not granted any stock options under this plan in 2003 or 2004.  No
additional restricted shares or options may be granted pursuant to any prior Company plan.

In September 2003, we awarded and issued 498,314 shares of restricted stock to employees, executive officers and directors for a total value at the date of grant of approximately $3.4
million, which was recorded to Unearned compensation restricted stock. At March 31, 2004, 104,391 shares have been forfeited and are held by the Company as treasury stock. Restrictions lapse for one third of the shares at the end of year three, the
next third at the end of year four, and the remaining third of the shares at the end of year five.

In April 2002, we awarded and issued 20,000 shares of restricted stock to a new director for a total value at the date of grant of approximately $0.1 million. Restrictions lapse for 25
percent of the shares at the end of year three, the next 25 percent at the end of year five, and the remaining 50 percent of the shares at varying years in accordance with years of service at the individuals retirement date (if the director
remains with us for at least five years from the date of grant).

Other Commitments and Contingencies

Please refer to the appropriate sections within the Liquidity and Capital Resource section for other commitments disclosed (i.e. for capital expenditures relating to vessel purchases under
current construction contracts see Capital Expenditures section.)

Agreement with the Department of Justice

OMI reached an agreement with the Department of Justice pursuant to which we pleaded guilty to one count of knowingly violating regulations promulgated under the Act to Prevent Pollution
from Ships by failing to maintain an oil record book on one of our vessels. The violations were the result of crew members on a vessel acting in violation of Company policies without the knowledge of OMI management. Sentencing by the
Judge originally scheduled for May 2004 has been rescheduled to July, 2004. If the presiding judge sentences us according to the agreement, we will pay a $4.2 million fine and serve a probationary period of three years. The amount of the anticipated
fine and related expenses, aggregating $6.0 million was expensed in the fourth quarter of 2003. Any amounts received under insurance policies will be recognized when received.

In March 2004, the Company reported that a crew member had made an allegation of a Marpol violation on one of its ships on the high seas. The Company is unable at this time to determine
whether sentencing for the violation described in the paragraph above will be effected by the reported incident, whether there will be additional charges or whether additional costs and fines, if any, will be material.

35

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Other

OMI and certain subsidiaries are defendants in various actions arising from shipping operations. Such actions are covered by insurance or, in the opinion of management; the ultimate
resolution of these matters will not have a material adverse effect on the financial condition, results of operations or cash flows of the Company. Management accrues an estimate of expense for any matters that are considered probable of occurring
based on the facts and circumstances.

Contractual Obligations

The following table lists contractual obligations by required payment periods as of March 31, 2004:

|Payments Due By Period  
|------------------------
|                        
|(in millions)           
|                        
|Contractual Obligations 
|Long Term Debt         
|Operating Leases (1)    
|Purchase Obligations (2)

|    |                                                                                                                                                                                                                                                                                                                                                                                       
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(1) | Contractual obligations relating to future minimum lease payments required by year, under operating leases subsequent to March 31, 2004, include leases
for the chartering-in of two vessels and the lease obligation for the office space and are not included as liabilities on the Consolidated Balance Sheet, since such payments relate to services to be provided
in the future.
|(2) | Purchase obligations relate to contracts to construct vessels. Future payments required are related to future services to be performed and are not reflected on the Consolidated Balance Sheet as
Liabilities.                                                                                                                                                                        

Off-Balance-Sheet Arrangements

As of March 31, 2004, we did not have any significant off-balance-sheet arrangements, as defined in Item 303(a) (4) (ii) of SEC Regulation S-K.

Letters of Credit - In the normal course of business,
we issued a letter of credit for $1.6 million as collateral, as required by certain
of
our
operations.

Effects of Inflation

The Company does not consider inflation to be a significant risk to the cost of doing business in the current or foreseeable future. Inflation has a moderate impact on operating expenses,
drydocking expenses and corporate overhead.

Newly Issued Accounting Standards

In January 2003,
the Financial Accounting Standards Board FASB released Interpretation
No. 46, Consolidation of Variable Interest Entities(FIN 46).
FIN 46 requires that all primary beneficiaries of Variable Interest Entities
(VIE) consolidate that entity. FIN 46 is effective immediately for
VIEs  created after January 31, 2003, and to VIEs to which an enterprise obtains
an interest after that date. It applies in the first fiscal year or interim period
beginning after June 15, 2003, to VIEs in which an enterprise holds a variable
interest it
acquired before February 1, 2003. In December 2003, the FASB published a revision
to FIN
46 (Interpretation Accounting Research Bulletin
No. 51 or FIN 46R) to

36

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clarify some of the provisions of the interpretation and defer to the effective date of implementation for certain entities. Under the guidance of FIN 46R, entities that do not have interests in structures that are
commonly referred to as special purpose entities are required to apply the provisions of the interpretation in financial statements for periods ending after March 14, 2004. We do not have interests in special purpose entities. The provisions of FIN
46R, which the Company adopted in March 2004, did not have an effect on the Companys financial statements.

Forward Looking Statements

This report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the Securities Act) and Section 21E of the
Securities Exchange Act of 1934, as amended (the Exchange Act) and the Private Securities Litigation Reform Act of 1995 and are intended to be covered by the safe harbor provided for under these sections. These statements may include
words such as believe, estimate, project, intend, expect, plan, anticipate, and similar expressions in connection with any discussion of the timing or nature of
future operating or financial performance or other events. Our forward-looking statements include, without limitation:

- estimates of future earnings and cash flows and the sensitivity of earnings and cash flows to charter rates;
- estimates of when new vessels will be delivered by shipyards to the Company and when they may be chartered by customers;
- estimates of when vessels may be contracted for sale and delivered to buyers;
- estimates of when laws, regulations or commercial decisions may remove older vessels from markets or enhance the value or earnings of double hulled vessels;
- statements as to the projected development of the Companys strategy and how it may act to implement its strategy;
- estimates of future costs and other liabilities for certain environmental matters and investigations and the expectations concerning insurance coverage therefor;
- estimates relating to expectations in world economic activity, growth in the demand for crude oil and petroleum products and their affect upon tanker markets;
- estimates of the number of drydockings of vessels, their costs and the number of related off-hire days;
- estimates of capital requirements and the sources of the funding;
- statements regarding financial hedges and their affects.

Where we express an expectation or belief as to future events or results, such expectation or belief is expressed in good faith and believed to have a reasonable basis. However, our
forward-looking statements are subject to risks, uncertainties, and other factors, which could cause actual results to differ materially from future results expressed, projected, or implied by those forward-looking statements. Such risks include,
but are not limited to, supply of tankers, demand for their use, world economic activity, breakdown of vessels and resultant time out of service as well as repair cost, availability and cost of insurance, governmental regulation, customer
preferences and availability and cost of financing.

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All subsequent written and oral forward-looking statements attributable to persons acting on our behalf are expressly qualified in their entirety by the cautionary statements. We disclaim
any intent or obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

Item 3. Quantitative and Qualitative Disclosures about Market Risks

We have a risk exposure to changing interest rates. At March 31, 2004, the floating rate debt was $344.6 million of the $544.6 million total debt, and we had interest rate swaps relating to
the floating rate debt of $292.1 million (including $57.8 million on an interest rate swap that commences in July 2004). At December 31, 2003, the floating rate debt was $364.6 million, and we had interest rate swaps relating to the floating rate
debt of $275.4 million (including $57.8 million on interest rate swaps that commences in 2004). Based on the floating rate debt at March 31, 2004, a one-percentage point increase in the floating interest rate would increase interest expense by $0.5
million per year.

The fair market value of the fixed rate debt on the balance sheet was $207.5 million as of March 31, 2004, and $201.3 million as of December 31, 2003, respectively. Based on the fixed rate
debt at March 31, 2004, if interest rates were to increase (decrease) by one percent with all other variables remaining constant, the market value of the fixed rate debt would increase interest expense by $2.1 million per year.

Our policy is to manage interest rate risk through the use of interest rate derivatives based upon market conditions. We use interest rate swaps to manage the impact of interest rate
changes on borrowings under our variable rate credit facilities. The interest rate swaps are entered into with a group of financial institutions with investment grade credit ratings, thereby minimizing the risk of credit loss. We have entered into
certain interest rate derivative transactions with certain financial institutions to manage the impact of interest rate changes on variable rate debt.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

The Companys Chief Executive and Chief Financial Officer have reviewed and evaluated the effectiveness of the Companys disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under
the Securities Exchange Act of 1934 (the Exchange Act)), as of the end of the period covered by this report, based on the evaluation of the Companys disclosure controls and procedures required by paragraph (b) of Exchange Act Rules
13a-15 and 15d-15.

Changes in Internal Controls

There have not been any significant changes in the Companys internal controls or in other factors that could significantly affect these controls subsequent to the date of their
evaluation.  There were no significant deficiencies or material weakness in the internal controls, and therefore no corrective actions were taken.

38

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PART II: OTHER INFORMATION

Item 1 - Legal Proceedings

None.

Item 2 - Changes in Securities

None.

Item 3 - Defaults upon Senior Securities

None.

Item 4  Submission of Matters to a Vote of Security Holders

None.

Item 5 - Other Information

None.

Item 6 - Exhibit and Reports on Form 8-K

a. Exhibits

| | 31.1
          OMI Corporations certification by the Chief Executive Officer
          on Form 10-Qfor
          the period ending March 31, 2004 as adopted pursuant to section 302
          of	THE SARBANES-OXLEY ACT OF 2002.
      31.2 OMI
          Corporations certification by the Chief Financial Officer on
          Form 10-Qfor
          the period ending March 31, 2004 as adopted pursuant to section 302
          of	THE SARBANES-OXLEY ACT OF 2002.
      32.1 OMI Corporations certification
          by the Chief Executive Officer on Form 10-Qfor
          the period ending March 31, 2004 pursuant to 18 U.S.C. Section 1350,
          as adopted pursuant to section 906 of	THE SARBANES-OXLEY ACT OF 2002.
      32.2 OMI Corporations certification
          by theChief
          Financial Officer on Form 10-Q for the period ending March 31, 2004
          pursuant to 18 U.S.C. Section 1350, as adopted pursuant to section
    906 of	THE SARBANES-OXLEY ACT OF 2002.
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|b. Reports
         on Form 8-K
|-------------------------------
|                              
|                              
|                              
|                              
|                              

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| | On March 26, 2004, OMI filed
        a Form 8-K to comply with Regulation FD for text slides presented by
        the Company at an investors
conference.
|- | ----------------------------------------------------------------------------------------------------------------------------------------------------------
| | On April 20, 2004, OMI filed
        a Form 8-K announcing its financial results for the first quarter of
        2004.                                   

40

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SIGNATURES

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

|OMI CORPORATION
|---------------
|               
|(REGISTRANT)   
|               
|               
|               
|               
|               
|Date:          
|               
|               
|               
|               
|               
|               
|               
|Date:          
|               
|               
|               
|               
|               

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