AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION
                               on August 18, 2003

                          REGISTRATION NO. 333--------

===============================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                ----------------

                                    FORM S-3
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933


                                 OMI CORPORATION
             (Exact name of registrant as specified in its charter)
                                ----------------

       Marshall Islands                                    52-2098714
(State or other jurisdiction                (I.R.S. Employer Identification No.)
of incorporation or organization)

                                One Station Place
                               Stamford, CT 06902
                                 (203) 602-6700

               (Address, including zip code, and telephone number,
                      including area code, of registrant's
                          principal executive offices)

                            FREDRIC S. LONDON, ESQ.,
                     SENIOR VICE PRESIDENT & GENERAL COUNSEL
                                 OMI CORPORATION
                                One Station Place
                               Stamford, CT 06902
                                 (203) 602-6700
            (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)
                                ----------------

 The Registrant hereby amends this Registration Statement on such date or dates
as may be necessary to delay its effective date until the Registrant shall file
 a further amendment which specifically states that this Registration Statement
shall become effective in accordance with Section 8(a) of the Securities Act of
1933 or until the Registration Statement shall become effective on such date as
         the SEC, acting pursuant to said Section 8(a), may determine.

================================================================================
<PAGE>

     The  Commission is requested to mail signed  copies of all orders,  notices
and communications to:

    Fredric S. London, Esq.                   Robert L. Clare III, Esq.
      OMI Corporation                           White & Case LLP
      One Station Place                       1155 Avenue of the Americas
    Stamford, CT  06902                       New York, New York  10036
      (203) 602-6700                            (212) 819-8200

     APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC:  From time
to  time   after   the   effective   date  of   this   Registration   Statement.

                                ----------------

     If the only  securities  being  registered  on this Form are being  offered
pursuant to dividend or interest  reinvestment plans, please check the following
box.  /_/

     If any of the securities being registered on this Form are to be offered on
a delayed or continuous  basis  pursuant to Rule 415 under the Securities Act of
1933, other than securities offered only in connection with dividend or interest
reinvestment plans, check the following box.  /X/

     If this Form is filed to  register  additional  securities  for an offering
pursuant to Rule 462(b) under the Securities Act, please check the following box
and list  the  Securities  Act  registration  statement  number  of the  earlier
effective registration statement for the same offering.  /_/

     If this Form is a  post-effective  amendment  filed pursuant to Rule 462(b)
under the Securities Act, please check the following box and list the Securities
Act  registration   statement  number  of  the  earlier  effective  registration
statement for the same offering.  /_/

     If delivery of the  prospectus is expected to be made pursuant to Rule 434,
please check the following box.   /_/

                                ----------------
<TABLE>

                         CALCULATION OF REGISTRATION FEE
<CAPTION>

                                                               Proposed         Proposed maximum
Title of each class of               Amount to be          maximum offering     aggregate offering           Amount of
securities to be registered           registered           price per share(1)         price              registration fee
<S>                                  <C>                  <C>                   <C>                       <C>
Common  Stock, par                   2,000,000 shares      $6.65                $13,300,000               $1,075.97
value $0.50 per share                (and an equal
(and related Rights (the             number of Rights)
"Rights") with the
shares of Common
Stock)

</TABLE>

----------------

(1)  Estimated  solely  for the  purpose of  calculating  the  registration  fee
     pursuant to Rule 457(c) under the Securities  Act of 1933, as amended,  and
     based on the average of the high and low prices of the Common  Stock on the
     New York Stock Exchange on August 14, 2002

     THE REGISTRANT  HEREBY AMENDS THIS  REGISTRATION  STATEMENT ON SUCH DATE OR
DATES AS MAY BE NECESSARY TO DELAY ITS EFFECTIVE DATE UNTIL THE REGISTRANT SHALL
FILE A FURTHER  AMENDMENT  WHICH  SPECIFICALLY  STATES  THAT  THIS  REGISTRATION
STATEMENT SHALL  THEREAFTER  BECOME EFFECTIVE IN ACCORDANCE WITH SECTION 8(a) OF

                                       ii
<PAGE>

THE  SECURITIES  ACT OF 1933 OR UNTIL THE  REGISTRATION  STATEMENT  SHALL BECOME
EFFECTIVE ON SUCH DATE AS THE COMMISSION,  ACTING PURSUANT TO SAID SECTION 8(a),
MAY DETERMINE.
================================================================================

The information contained in this Prospectus is not complete and may be changed.
A registration  statement  relating to these  securities has been filed with the
Securities and Exchange Commission. We may not sell these securities, nor can we
accept  any offers to buy these  securities,  until the  registration  statement
filed with the  Securities  and  Exchange  Commission  or any  applicable  state
securities  commission  is  effective.  This  Prospectus is not an offer to sell
these  securities and is not soliciting an offer to buy these  securities in any
state  where the offer or sale is not  permitted.  There will not be any sale of
these  securities  in any state  where the offer,  sale or  solicitation  is not
permitted.

                                      iii

<PAGE>


                  Subject to Completion, Dated August 18, 2003

                                2,000,000 Shares
                                 OMI CORPORATION
                                  Common Stock

     This is a public  offering of shares of Common Stock of the OMI Corporation
by the Selling  Stockholders named in this Prospectus.  The Selling Stockholders
are  offering  2,000,000  shares  of  Common  Stock  of  OMI  Corporation.   OMI
Corporation will not receive any of the proceeds from the offering.

     With each share  being  offered,  there is one Right to  purchase  Series A
Participating  Preferred  Stock,  par value $1.00 per share of OMI  Corporation.
This  Right is  exercisable  in  certain  circumstances  arising  from a hostile
takeover attempt.

     The Common Stock is listed on the New York Stock  Exchange under the symbol
"OMM."

     See "Risk Factors"  beginning on page 3 to read about risks that you should
consider before buying shares of our common stock.

================================================================================
     THESE  SECURITIES  HAVE NOT BEEN APPROVED OR  DISAPPROVED BY THE SECURITIES
AND  EXCHANGE  COMMISSION  OR ANY  STATE  SECURITIES  COMMISSION,  NOR  HAS  THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION DETERMINED
IF THIS PROSPECTUS IS TRUTHFUL,  ADEQUATE OR COMPLETE. ANY REPRESENTATION TO THE
CONTRARY IS A CRIMINAL OFFENSE.
================================================================================


                        Prospectus dated August 18, 2003
<PAGE>

<TABLE>
<CAPTION>

                                TABLE OF CONTENTS
<S>                                                                                                       <c>

Available Information........................................................................................5
Risk Factors.................................................................................................5
Incorporation of Certain Information by Reference...........................................................11
The Company.................................................................................................12
Use of Proceeds.............................................................................................12
Common Stock Price Range....................................................................................12
Selling Stockholders........................................................................................13
Plan of Distribution........................................................................................13
Legal Matters...............................................................................................14
Experts.....................................................................................................14
</TABLE>

                                       2
<PAGE>


                              AVAILABLE INFORMATION

     We are subject to the informational requirements of the Securities Exchange
Act of 1934,  as  amended,  and,  in  accordance  with such  requirements,  file
reports, proxy statements and other information with the Securities and Exchange
Commission.

     We have filed with the SEC a registration  statement on Form S-3,  together
with all amendments and exhibits  thereto,  under the Securities Act of 1933 for
the  registration  of the Common Stock and Rights offered here.  This prospectus
constitutes  a part of the  registration  statement and does not contain all the
information  set forth  therein,  certain  parts of which  have been  omitted as
permitted by the rules and  regulations of the SEC. Any statements  contained in
this prospectus  concerning the provisions of any contract or other document are
not necessarily complete and, in each instance, reference is made to the copy of
such  contract  or  other  document  filed  as an  exhibit  to the  registration
statement or otherwise  filed with the SEC. Each such  statement is qualified in
its entirety by such reference.  For further  information  regarding OMI and the
securities offered hereby, you should refer to the registration statement.

     OMI Corporation

     We file annual  reports and special  reports,  proxy  statements  and other
information with the SEC. You may read and copy any document that we file at the
SEC's public reference facilities at:

     Judiciary Plaza, Room 1024, 450 Fifth Street, N.W., Washington, D.C. 20549;

     500 West Madison Street, Suite 1400, Chicago, Illinois 60661; and

     233 Broadway, 13th Floor, New York, New York 10279.

     You may also read and copy any document  that OMI files at the SEC's Public
Reference Section at 450 Fifth Street, N.W., Washington, D.C. 20549. Please call
the SEC at (800)  SEC-0330  for  further  information  on the  Public  Reference
Section. Also, the SEC maintains a Web site  (http://www.sec.gov)  that contains
reports,  proxy  and  information  statements  and other  information  regarding
registrants who file electronically  with the SEC. In addition,  you may inspect
reports, proxy statements and other information concerning OMI at the offices of
the New York Stock Exchange, Inc., 20 Broad Street, New York, New York 10005.

                                  RISK FACTORS

     An  investment  in our  shares of  common  stock  offered  by means of this
prospectus is subject to various  risks,  including  the cyclical  nature of the
tanker  industry and its  dependence on oil markets;  our dependence on spot oil
voyages;  environmental and other regulation; our potential inability to achieve
and manage growth;  the following specific risks as well as various other risks.
Purchasers  should review and consider  carefully these risks, as well as all of
the other information and factors disclosed in this prospectus.

Our  substantial  leverage and financial  covenants  could affect our ability to
incur additional indebtedness or engage in certain transactions.

                                       3
<PAGE>

     The  degree  to which we are  leveraged  now or in the  future  could  have
important consequences to common stockholders, including the following:

o    our ability to obtain  additional  financing for working  capital,  capital
     expenditures and vessel acquisitions may be impaired,

o    a  substantial  portion  of our cash  flow from  operations  may have to be
     dedicated  to  the  payment  of  the  principal  of  and  interest  on  our
     indebtedness,

o    our  leverage may make us more  vulnerable  to economic  downturns  and may
     limit our ability to withstand competitive pressures,

o    rising  interest  rates could have a material  adverse effect on us since a
     substantial  portion of our indebtedness  bears interest at variable rates,
     and

o    if we are unable to service our debt our  creditors  could  accelerate  our
     debt and foreclose our fleet.

     The shipping industry is capital intensive, traditionally using substantial
amounts of indebtedness to finance vessel acquisitions, capital expenditures and
working  capital needs.  Our lenders have imposed  financial and other covenants
that require our subsidiaries which own vessels to mortgage them to such lenders
and assign certain earnings and limit borrowing  availability based on the value
of the collateral pledged.  Borrowings are generally at variable rates,  causing
us to be sensitive to changes in prevailing  interest rates.  This may influence
our  ability  to raise  additional  capital  to fund our  operations  or  vessel
acquisitions.

Our fleet concentration makes us dependent on world and regional oil markets.

     All of our  operating  fleet  consists  of crude oil  tankers  and  refined
petroleum product carriers. As a result, our business is sensitive to changes in
factors affecting the petroleum business and the transportation of crude oil and
refined oil  products.  Historically,  the tanker  industry  has been  cyclical,
experiencing volatility in profitability and asset values resulting from changes
in the supply of, and demand for, tanker capacity. Tanker capacity is a function
of the number of new vessels  built,  and the number of older vessels  scrapped,
converted and lost, and is affected by the operating  efficiency of the existing
fleet.

     The demand for tanker  capacity is  influenced  by,  among  other  factors,
global and regional economic  conditions,  increases and decreases in industrial
production and in the demand for crude oil and petroleum products,  developments
in  international  trade  and  changes  in  seaborne  and  other  transportation
patterns.  Demand for our vessels and  services  in  transporting  crude oil and
petroleum  products has been  dependent  upon, and will continue to be dependent
on, world and  regional  oil markets.  Any decrease in shipments of crude oil in
those markets could have a material  adverse effect on us.  Historically,  those
markets have been  volatile as a result of the many  conditions  and events that
affect the price,  production and transport of oil, as well as competition  from
alternative energy sources.  Because many of the factors  influencing the supply
of and demand for vessel  capacity  are  subject to rapid  change,  the  nature,
timing  and  degree of  changes  in tanker  industry  conditions  are  similarly
volatile.

If our exposure to the spot market increases, our revenues could suffer.

                                       4
<PAGE>

     We are dependent upon spot voyages,  although 22 of our vessels are on time
charter at this time. None of our Suezmax tankers are on time charter.  Although
some element of dependence on the spot charter market is typical in all segments
of  the  oil  transportation   industry,  the  spot  charter  market  is  highly
competitive  and spot  charter  rates are subject to  significant  fluctuations.
There can be no  assurance  that spot  charters  will be available at rates that
will be sufficient to enable our vessels to be operated profitably.

Older vessels are more costly to operate and are less desirable to charterers.

     Our fleet includes six tankers over 15 years of age or older,  two of which
are over 20 years of age. The economic lives of properly  maintained tankers are
estimated by us to be approximately 25 years. Older vessels are impacted more by
regulatory  requirements and have fewer trading options,  thereby reducing their
operating  efficiency and  profitability.  The older vessels (including our own)
are  generally  not double hull.  Customers  prefer  modern double hull vessels,
which  especially  impacts  the  older  vessels  in weak  markets.  In  general,
expenditures  necessary  for  maintaining a vessel in good  operating  condition
increase with age. Due to improvements in engine  technology,  older vessels are
typically  less  fuel  efficient  than more  recently  constructed  vessels.  In
addition,  changes  in  governmental  regulations,  safety  or  other  equipment
standards, particularly those relating to the phasing out or refitting of single
hull tankers,  may require  expenditures  for alterations or the addition of new
equipment  to our vessels and may  restrict  the trades in which the vessels may
engage.  Cargo insurance  rates increase with the age of a vessel,  making older
vessels  less  desirable  to  charterers.  There  is no  assurance  that  market
conditions  will justify such  expenditures  or enable us to operate our vessels
profitably during the remainder of their economic lives.

Environmental and other regulations  affecting the tanker industry could require
significant expenditures and affect our cash flows and net income.

     Our  operations  are  affected by  extensive  and  changing  international,
national and local  environmental  protection  laws,  regulations,  treaties and
conventions  in force in the  countries in which our vessels  operate as well as
the countries of their  registration,  in particular  the United States Port and
Tanker Safety Act, the Act to Prevent  Pollution  from Ships,  the United States
Oil  Pollution  Act  of  1990,   various  volatile  organic  compound   emission
requirements,   codes  for  chemical   carriers,   the  International   Maritime
Organization  and  U.S.  Coast  Guard  pollution  regulations  as  well  as  the
International  Convention  for  Safety  of Life at Sea and  amendments  thereto.
Compliance  with  such  laws  and  regulations  entails  significant  additional
expense, including vessel modifications and changes in operating procedures.

     The  United  States  Oil  Pollution  Act  and  the  International  Maritime
Organization  provide for the phase-out of the use of single-hull  tankers.  The
Oil Pollution Act affects all vessel owners  shipping oil or hazardous  material
to,  from or within the United  States.  Besides  phasing out the use of tankers
having single hulls, the Act effectively  imposes on vessel owners and operators
unlimited liability in the event of a catastrophic oil spill and establishes the
Oil Spill  Liability  Trust Fund.  The Oil Pollution  Act and the  International
Maritime Organization  regulations phase out tankers on differing schedules, but
effectively  remove single hull vessels older than 25 years from trading between
now and 2007. The International Maritime Organization is currently considering a
proposal from the European  Union to, among other things,  accelerate  the phase
out  of  single  hull  vessels.  That  proposal,  even  if  not  adopted  by the
International Maritime Organization, has been accepted by European Union members
and will be effective for vessels calling in Europe.

                                       5
<PAGE>

     In complying with the Oil Pollution Act, tanker owners generally will incur
additional costs in meeting additional maintenance and inspection  requirements,
in developing  contingency  arrangements  for potential  spills and in obtaining
insurance coverage. The Act contains financial  responsibility  requirements for
vessels  operating in United States waters and requires  owners and operators of
vessels to establish and maintain with the United States Coast Guard evidence of
financial  responsibility  sufficient to meet their potential  liabilities under
the Act.

     In the United  States,  liability  for an oil spill is governed not only by
the Oil Pollution Act, but also by the laws,  rules and regulations  established
by every coastal and inland  waterway  state.  Federal law does not preempt such
state laws and provides that claims made by state governments and other affected
parties are not subject to limitation of liability if the oil spill results from
gross  negligence,  willful  misconduct or violation of any federal operating or
safety  standard.  One  result  of the Act has  been a  greater  prominence  for
independent  owners with a reputation  for high quality of technical  management
and  well-maintained  physical  assets.  Another  effect  of the law has been to
increase the relative costs of liability  insurance for vessel owners trading to
the United States.

     While we maintain  insurance  at levels we believe  prudent,  claims from a
catastrophic spill could exceed the insurance coverage available, in which event
there could be a material  adverse effect on us. In addition,  liability for oil
spills is also governed by international laws and conventions.

     We believe that compliance with applicable environmental and pollution laws
and  regulations  has not had and is not  expected  to have a  material  adverse
effect upon our competitive position; however, the financial position, value and
useful life of our vessels and results of operations may be affected as a result
of the Oil Pollution Act and other  environmental  laws and regulations that are
currently in effect or that may be adopted.

Additional laws and regulations may limit our ability to do business or increase
our cost to do business.

     We are required by various governmental and quasi-governmental  agencies to
obtain certain permits,  licenses and certificates  with respect to our vessels.
The kinds of  permits,  licenses  and  certificates  required  depend  upon such
factors as the country of registry,  the  commodity  transported,  the waters in
which the vessel operates,  the nationality of the vessel's crew, the age of the
vessel and our  status as owner or  charterer.  We  believe  that we have or can
readily  obtain all permits,  licenses and  certificates  currently  required to
permit  our  vessels  to  operate.  However,  additional  laws and  regulations,
environmental or otherwise,  may be adopted which could limit the our ability to
do  business  or increase  the cost of our doing  business  and which may have a
material adverse effect on our operations.

The  market  value  of  tankers  may  fluctuate  and may make  the  purchase  of
additional vessels less economical.

     The market  value of tankers can be expected to  fluctuate  depending  upon
general  economic  and  market  conditions  affecting  the tanker  industry  and
competition from other shipping companies,  types and sizes of vessels and other
modes of  transportation.  While rising  vessel values may increase the value of
our fleet,  rising  prices may make the  purchase  of  additional  vessels  less
economical.

                                       6

<PAGE>

Seasonal  variations  in operating  results and  significant  changes in charter
rates and vessel values may affect our income.

     We operate our tankers in markets that have historically exhibited seasonal
variations in demand and,  therefore,  spot rates.  Tanker markets are typically
stronger in the winter  months as a result of increased oil  consumption  in the
northern hemisphere.  In addition,  unpredictable weather patterns in the winter
months tend to disrupt vessel  scheduling.  The oil price  volatility  resulting
from these factors has historically led to increased oil trading activities.  As
a result,  our revenues have historically been weaker during our second quarter.
This may result in reduced cash flow to cover our costs.

     In  addition,  because  the  market  value  of our  vessels  may  fluctuate
significantly, we may incur losses when we sell vessels. This may also adversely
affect our earnings.

The intense  competition  and potential  financial  resources of our competitors
could affect our market position.

     Competition in the ocean shipping  industry varies  primarily  according to
the nature of the  contractual  relationship as well as with respect to the kind
of commodity being shipped.  Competition in virtually all bulk trades, including
crude oil and petroleum products, is intense.

     We  obtain  employment  for our  vessels  in a highly  competitive  market.
Competition  arises  primarily  from other tanker  owners  (including  major oil
companies  as well as  independent  companies).  Some  international  fleets are
government-owned.  Some of our competitors have greater financial resources than
we. There can be no assurance  that our  competitive  position will not erode in
the future.

     To the extent that we enter new geographic  areas or tanker market segments
or  provide  new  services,  there can be no  assurance  that we will be able to
compete successfully in entering such markets or market segments or in providing
such  services.  New markets may involve  competitive  factors which differ from
those of our current  market  segments  and may include  participants  that have
greater financial strengths and capital resources than we.

Operation  of  tankers  carries  inherent  risks  that may not all be covered by
insurance.

     The operation of any ocean-going  vessel,  and the  transportation of crude
oil and other liquid  cargo,  carries an inherent  risk and the  possibility  of
catastrophic  marine  disasters and property  losses  caused by adverse  weather
conditions,  mechanical  failures,  collisions,  human  error,  war,  terrorism,
piracy,  labor  stoppages,  business  interruptions  due  to  political  action,
hostilities,  boycotts and other  circumstances  or events  including spills and
other  environmental  mishaps,  as well as other liabilities arising from owning
and operating vessels in international  trade. Our business is affected by these
risks and others,  including  collisions,  property loss to the vessels or cargo
loss or damage.

     The Oil  Pollution  Act, by imposing  virtually  unlimited  liability  upon
owners,  operators and certain charterers for certain oil pollution accidents in
the United States,  has made  liability  insurance more expensive for shipowners
and operators.  We maintain  marine hull and machinery and war risks  insurance,
which includes the risk of actual or constructive total loss, and protection and
indemnity  insurance  with mutual  assurance  associations.  We believe that our
current  insurance   coverage  is  adequate  to  protect  against  most  of  the

                                       7
<PAGE>

accident-related  risks  involved  in the  conduct of our  business  and that it
maintains  appropriate  levels of environmental  damage and pollution  insurance
coverage.  We do not carry insurance covering the loss of revenue resulting from
vessel off-hire time.

     We currently  maintain the standard $1 billion  pollution  coverage for all
our  vessels.  We believe  that our  current  insurance  coverage  is  adequate.
However,  there  can be no  assurance  that all  risks  are  adequately  insured
against,  that  any  particular  claim  will  be paid or that we will be able to
procure  adequate  insurance  coverage at commercially  reasonable  rates in the
future. In particular,  more stringent environmental regulations at times in the
past have resulted in increased costs for, and in the lack of  availability  of,
insurance against the risks of environmental damage or pollution.

We are currently  cooperating  with an environmental  investigation  which could
result in the imposition of penalties or fines.

     The Company is continuing to cooperate  with an  investigation  by the U.S.
Attorney's  office in Newark,  New Jersey of an allegation  that crew members of
one or more of the Company's  vessels had by-passed  systems designed to prevent
impermissible discharge of certain wastes into the water and had presented false
statements to the  government,  and otherwise had  obstructed  the  government's
investigation.  As well as being violations of the MARPOL  (Maritime  Pollution)
Convention  and U.S. law, the activities  under  investigation  violate  Company
policies and directives.  The Company is continuing its review of those policies
and has been implementing additional safeguards. The Company received a subpoena
requesting  information  with  respect  to other  vessels  in its  fleet and the
Company has been providing the information  requested.  On May 10, 2002 a former
master and former chief engineer of one of the Company's  vessels entered guilty
pleas in U.S.  District Court in Newark,  New Jersey,  to violations of U.S. law
involving  false  statements to the U.S. Coast Guard during a vessel's port call
in New Jersey on September 10, 2001. At this time,  the Company  cannot  predict
the scope or duration or estimate the cost of this investigation or its outcome.
Accordingly,  the Company cannot predict  whether any penalties or fines will be
imposed or their materiality.  The Company expects that a substantial portion of
the costs  relating to this incident will be covered by insurers,  who have been
duly  notified.

We are subject to political  and other risks that may affect  charter  rates and
our voyages.

     The tanker  industry is sensitive to the political  risks which affect both
the oil  industry  and the  countries  which  our ships  call.  Our ships may be
precluded from sailing into areas of hostility. These factors may affect charter
rates and the length and safety of voyages.

     Due to the  international  nature  of our  business  and the fact  that our
vessels  operate around the world,  we are exposed to many risks,  including (i)
changing  economic,  political and social  conditions  in countries  where we do
business or where our vessels are registered or flagged; and (ii) war, terrorism
or piracy.

It is our current policy not to pay dividends.

     Our Board of Directors  has not declared  dividends to this date. It is our
current policy not to pay dividends, but to retain cash for use in our business.
Any determination by us to pay dividends in the future will be at the discretion
of the Board and will  depend  upon the

                                       8

results of our operations, financial condition, capital restrictions,  covenants
and  other  factors  deemed  relevant  by the  Board of  Directors.  Payment  of
dividends  is  limited by the terms of  certain  agreements  to which we and our
subsidiaries are party.

The market price of our common stock may be volatile.

     The market price of our common  stock may be  volatile.  Factors that could
cause that volatility include:

o    fluctuations in our annual or quarterly  financial  results or those of our
     competitors,

o    failures  of our  operating  results to meet the  estimates  of  securities
     analysts or the  expectations of our  stockholders or changes by securities
     analysts in their estimates of our future earnings,

o    unfavorable publicity, and

o    changes in  environmental  and other laws or  regulations  which  adversely
     affect our industry or us.

We may issue preferred stock whose terms could adversely affect the voting power
or value of our common stock.

     Our  certificate  of  incorporation  authorizes  us to issue,  without  the
approval of our stockholders,  one or more series of preferred stock having such
preferences,  powers and  relative,  participating,  optional and other  rights,
including   preferences   over  our  common  stock   respecting   dividends  and
distributions, as our board of directors may determine. The terms of one or more
series of preferred  stock could  adversely  impact the voting power or value of
our common stock.  For example,  we might afford holders of preferred  stock the
right to elect some number of our directors in all events or on the happening of
specified events or the right to veto specified transactions.

Provisions in our corporate documents could delay or prevent a change in control
of our  company,  even  if  some  of  our  stockholders  believed  it  would  be
beneficial.

     The existence of some provisions in our corporate  documents could delay or
prevent a change in  control  of our  company,  if the board of  directors  were
opposed to the change of control.  Our certificate of  incorporation  and bylaws
contain  provisions  that may make acquiring  control of our company  difficult,
including:

o    provisions  relating to the  classification,  nomination and removal of our
     directors,

o    provisions limiting the right to call special meetings of our stockholders,
     and

o    the  authorization  given to our  board of  directors  to issue and set the
     terms of preferred stock.

     In  addition,  we have adopted a  stockholder  rights plan that would cause
extreme  dilution to any person or group who  attempts to acquire a  significant
interest in OMI without advance approval of our board of directors.

                                       9
<PAGE>

We are  not a U.S.  corporation,  and our  shareholders  may be  subject  to the
uncertainties of a foreign legal system in protecting their interests.

     Our  corporate  affairs are governed by our articles of  incorporation  and
by-laws and by the  corporate  laws of the Marshall  Islands.  Thus,  our public
shareholders  may have more difficulty in protecting their interests in the face
of actions by the management,  directors or controlling  shareholders than would
shareholders of a corporation incorporated in a U.S. jurisdiction.

                INCORPORATION OF CERTAIN INFORMATION BY REFERENCE

     The SEC allows us to  "incorporate by reference" the documents we file with
it, which means that we can disclose  important  information to you by referring
you  to  those  documents  instead  of  reproducing  that  information  in  this
prospectus. The information incorporated by reference is considered to be a part
of this prospectus, and information in documents that we file later with the SEC
will  automatically  update and supersede  information  in this  prospectus.  We
incorporate  by reference the documents  listed below and any future  filings we
will make with the SEC under Sections 13(a), 13(c), 14, or 15(d) of the Exchange
Act:

     1. The Company's Annual Report on Form 10-K for the year ended December 31,
2002;

     2. The Company's  Quarterly Report on Form 10-Q for the quarter ended March
31, 2003 and for the quarter ended June 30, 2003;

     3. The Company's  Current  Reports filed on a Form 8-K dated April 23, 2003
and July 23, 2003;

     4.  The  Company's   Proxy   Statement  for  the  2002  annual  meeting  of
stockholders; and

     5. The  description  of the  Common  Stock  contained  in our  registration
statements  on Form 8-A,  May 15,  1998,  as  amended  on June 17,  1998 and the
description of the Rights  currently  traded with the Common Stock  contained in
the Company's registration statement on Form 8-A, dated December 14, 1998, filed
under  Section  12 of  the  Exchange  Act  of  1934,  including  any  subsequent
amendments or reports filed for the purpose of updating such description.

     All documents filed by us with the SEC pursuant to Sections  13(a),  13(c),
14 and 15(d) of the Exchange Act, after the date of this prospectus and prior to
the termination of the offering made hereby,  shall be deemed to be incorporated
by reference into this prospectus and made a part hereof from the date of filing
of such documents, except that the information required by Item 402 (i), (k) and
(l) of Regulation S-K under the Securities Act and included in any such document
is not incorporated  herein. Any statement  contained in this prospectus or in a
document  incorporated or deemed to be incorporated by reference herein shall be
deemed to be modified or  superseded  for  purposes  of this  prospectus  to the
extent that a statement  contained herein or therein or in a subsequently  filed
document,  that also is or is deemed to be incorporated  by reference  herein or
therein,  modifies or supersedes  such  statement.  Any statement so modified or
superseded  shall  not be  deemed,  except  as so  modified  or  superseded,  to
constitute a part of this prospectus.

                                       10
<PAGE>

     You may request a copy of these documents, at no cost to you, by writing or
telephoning us at the following address:

         Fredric S. London, Esq.
         Senior Vice President and General Counsel
         OMI Corporation
         One Station Place
         Stamford, Connecticut 06902
         Tel: (203) 602-6700


     Reliance on Information

     You  should  rely only on the  information  incorporated  by  reference  or
provided in this prospectus or in any prospectus.  We have not authorized anyone
to provide  you with  different  information.  You  should  not assume  that the
information  in this  prospectus  or any  prospectus  is accurate as of any date
other than the date on the front of those documents.

                                   THE COMPANY

     Our principal executive offices are located at One Station Place, Stamford,
Connecticut 06902 (telephone: (203) 602-6700).


                                 USE OF PROCEEDS

     The shares  are being  issued as partial  payment  in  connection  with the
acquisition  of two vessels and no net cash proceeds were received from the sale
of securities offered through this prospectus.


                            COMMON STOCK PRICE RANGE

     The Company's  Common Stock is listed on the New York Stock  Exchange under
the symbol  "OMM." The table below shows the range of reported  last sale prices
on the New York Stock Exchange Composite Tape for the Company's Common Stock for
the periods  indicated and the dividends  paid per share on the Common Stock for
such periods.

<TABLE>
<CAPTION>

                                                                            Common Stock Price
                                                                            -------------------
                                                                  High                               Low
                                                                  ----                               ----
<S>                                                             <C>                                <C>
Year ended December 31, 2001
        First Quarter...................                          7.90                              5.06
        Second Quarter..................                          8.48                              5.50
        Third Quarter...................                          5.89                              3.70
        Fourth Quarter..................                          4.30                              2.94
Year ended December 31, 2002
        First Quarter...................                          4.14                              2.82
        Second Quarter..................                          5.18                              3.58
        Third Quarter...................                          4.11                              3.00
        Fourth Quarter..................                          4.18                              3.15
Year to Date 2003
</TABLE>

                                       11
<PAGE>
<TABLE>

<S>                                                             <C>                                <C>
        First Quarter..................2003                       5.09                              4.06
        Second Quarter.................2003                       6.45                              4.30
        Third Quarter through                                     7.00                              6.05
        August 14, 2003

</TABLE>

                              SELLING STOCKHOLDERS

     The following  table sets forth certain  information  as of August 15, 2003
with respect to the Selling Stockholders, including:

          (i) the name of each Selling Stockholder;

          (ii) the number of shares of Common Stock  beneficially  owned by such
     Selling Stockholder prior to the offering;

          (iii) the maximum  number of shares of such Common Stock to be offered
     by such Selling Stockholder hereby; and

          (iv) the number of shares of Common Stock to be beneficially  owned by
     such  Selling  Stockholder  assuming  all of the  shares  of  such  Selling
     Stockholder covered by this prospectus are distributed in the offering.

     Because  the Selling  Stockholders  or their  transferees  may offer all, a
portion or none of the Common  Stock  offered  pursuant to this  prospectus,  no
estimate  can be given as to the amount of Common Stock that will be held by the
Selling   Stockholders   upon   termination  of  the  offering.   See  "Plan  of
Distribution."

<TABLE>

<CAPTION>

                                                                                     Number of
                                                                                     Shares to be
                                                                                     Beneficially
                                      Number of                                      Owned after
                                       Shares              Maximum                    Offering,
                                      Benefically          Number of                 Assuming All
                                      Owned as of          Shares to be              Shares Offered
Name                                 August [  ], 2003     Offered*                  are Distributed
----                                 -----------------     ------------              ----------------
<S>                                  <C>                  <C>                       <C>
Frontline Ltd                              0               2,000,000                   2,000,000

------------------------------
</TABLE>

*These  shares are to be issued by the Company to  Frontline  Ltd or its nominee
upon  delivery  of two ships to the  Company  as  payment  of a  portion  of the
purchase price therefor.


                              PLAN OF DISTRIBUTION

     The Company has not been advised by the Selling Stockholders as to any plan
of distribution.  Distribution of the Common Stock by the Selling  Stockholders,
or by pledgees,  donees  (including  charitable  organizations),  transferees or
other  successors in interest,  may be effected from time to time in one or more
transactions (which may involve block transactions):

                                       12

<PAGE>

          (i) on the NYSE in transactions that may include special offerings and
     exchange distributions pursuant to and in accordance with the rules of such
     exchange,

          (ii) in the over-the-counter market, or

          (iii)  in  transactions  otherwise  than  on such  exchange  or in the
     over-the-counter market, or in a combination of any such transactions.

     In  connection  with  sales of the  Common  Stock  hereunder,  the  Selling
Stockholders may enter into hedging transactions with broker-dealers, who may in
turn  engage in short  sales of the Common  Stock in the  course of hedging  the
positions they assume.  The Selling  Stockholders also may sell shares of Common
Stock short and deliver them to close out the short positions, or loan or pledge
the shares of Common Stock to broker-dealers that in turn may sell them.

     Such  transactions  may be effected by the Selling  Stockholders  at market
prices  prevailing  at the time of sale,  at prices  related to such  prevailing
market prices, at negotiated prices or at fixed prices. The Selling Stockholders
may  effect  such  transactions  by  selling  the  Common  Stock  to or  through
broker-dealers,  and such broker-dealers may receive compensation in the form of
discounts  or  commissions  from  the  Selling   Stockholders  and  may  receive
commissions  from the  purchasers  of the Common  Stock for whom they may act as
agent.  The Selling  Stockholders  may agree to indemnify any  broker-dealer  or
agent that  participates in  transactions  involving sales of the shares against
certain liabilities, including liabilities arising under the Securities Act.

     The Selling  Stockholders and any broker-dealers or agents that participate
with the Selling  Stockholders  in the  distribution  of the Common Stock may be
deemed to be  "underwriters"  within the meaning of the Securities  Act, and any
commissions  received  by them and any profit on the resale of any Common  Stock
purchased  by them may be deemed to be  underwriting  commissions  or  discounts
under the Securities Act.


                                  LEGAL MATTERS

     The validity of the Common Stock being offered  hereby has been passed upon
for the Company by Fredric S. London,  Esq.,  Senior Vice  President and General
Counsel of the Company.

                                     EXPERTS

     The consolidated  financial  statements  incorporated in this prospectus by
reference  from the  Company's  Annual  Report on Form  10-K for the year  ended
December  31,  2002 have been  audited  by  Deloitte & Touche  LLP,  independent
auditors,  as stated in their report, which is incorporated herein by reference,
and have been so  incorporated  in  reliance  upon the report of such firm given
upon their authority as experts in accounting and auditing.

                                       13

<PAGE>

                                     PART II

                                     PART II

                     INFORMATION NOT REQUIRED IN PROSPECTUS

ITEM 14. OTHER EXPENSES OF ISSUANCE AND DISTRIBUTION.

     The   estimated   expenses  of  issuance  and   distribution,   other  than
underwriting  discounts  and  commissions,   expected  to  be  incurred  by  the
Registrant are as follows:
<TABLE>
<S>                                                                                     <C>
     Filing fee of Securities and Exchange Commission                                           $1,075.97
     relating to registration statement................................

     Fees and expenses of counsel for the Registrant,                                           $5,000.00
     White & Case LLP..................................................

     Fee of accountants, Deloitte & Touche LLP.........................                        $10,000.00

     Miscellaneous                                                                                     $0

     Total............................................................                         $16,075.97

</TABLE>

ITEM 15. INDEMNIFICATION OF DIRECTORS AND OFFICERS.

LIABILITY AND INDEMNIFICATION OF DIRECTORS AND OFFICERS OF OMI

     Marshall  Islands law provides that with respect to legal actions against a
person by reason of the fact that such person is or was a director or officer of
a corporation,  such  corporation (i) must indemnify such person for expenses of
litigation when such person is successful on the merits; (ii) may indemnify such
person  for  expenses,  judgments,  fines  and  amounts  paid in  settlement  of
litigation (other than in an action by or in right of the corporation),  even if
such person is not successful on the merits,  if such person acted in good faith
and in a manner that such person reasonably  believed to be in or not opposed to
the best interests of the corporation (and, in the case of criminal proceedings,
had no reason to believe that  conduct was  unlawful);  and (iii) may  indemnify
such person for the expenses of a suit by or in the interest of the corporation,
even if such person is not  successful  on the merits,  if such person  acted in
good faith and in a manner which such person reasonably believed to be in or not
opposed  to  the  best   interests  of  the   corporation,   provided   that  no
indemnification  may be made if such  person  has  been  found to be  liable  of
negligence  or misconduct in the  performance  of his duties to the  corporation
unless the court in which such action was brought  determines that,  despite the
finding of liability, such person is fairly and reasonably entitled to indemnity
for such  expenses.  The  advancement  of  litigation  expenses to a director or
officer  is also  authorized  upon  receipt  by the  board  of  directors  of an
undertaking  to repay such  amounts  if it is  ultimately  determined  that such
person is not entitled to  indemnification.  The OMI Articles and By-laws  limit
personal  liability of directors and officers to the fullest extent permitted by
Marshall Islands law.

     Insofar  as  indemnification  for  liabilities  arising  under the  federal
securities laws may be permitted to directors,  officers or persons  controlling
OMI pursuant to the  foregoing

<PAGE>

provisions,  OMI has been  informed  that in the opinion of the  Securities  and
Exchange Commission such  indemnification is against public policy and therefore
unenforceable.

ITEM 16. EXHIBITS.

Exhibit
Number         Description
-------        -----------

4.1            The Articles of Incorporation of OMI Corporation, incorporated by
               reference herein from Exhibit 3.1 of the  Registration  Statement
               of Form S-1 dated May 15, 1998.

4.2            By-laws of OMI Corporation, incorporated by reference herein from
               Exhibit 3.2 of the  Registration  Statement on Form S-1 dated May
               15, 1998.

5              Opinion of Fredric S.  London,  Esq.  as to the  legality  of the
               shares of Common Stock and Rights registered hereunder.

23.1           Consent of Deloitte & Touche LLP.

23.3           Consent  of  Fredric  S. London, Esq. (included in Exhibit Number
               5).

24             Attorney (included in Part II of this Registration Statement).

ITEM 17. UNDERTAKINGS.

(a)  The undersigned registrant hereby undertakes:

     (1) To file,  during any period in which  offers or sales are being made of
the  securities   registered   hereby,  a   post-effective   amendment  to  this
registration statement;

          (i) To include  any  prospectus  required  by Section  10(a)(3) of the
     Securities Act of 1933;

          (ii) To reflect in the  prospectus  any facts or events  arising after
     the  effective  date of the  registration  statement  (or the  most  recent
     post-effective amendment thereof) which,  individually or in the aggregate,
     represent  a  fundamental  change  in the  information  set  forth  in this
     registration  statement.  Notwithstanding  the  foregoing,  any increase or
     decrease  in volume of  securities  offered (if the total  dollar  value of
     securities  offered  would not exceed  that which was  registered)  and any
     deviation from the low or high end of the estimated  maximum offering range
     may be  reflected  in the form of  prospectus  filed  with  the  Commission
     pursuant  to Rule  424(b) if, in the  aggregate,  the changes in volume and
     price  represent no more than a 20 percent change in the maximum  aggregate
     offering price set forth in the "Calculation of Registration  Fee" table in
     this registration statement; and

          (iii) To include any material  information with respect to the plan of
     distribution not previously disclosed in this registration statement or any
     material change to such information in this registration statement;

                                       -2-

<PAGE>


provided,  however,  that the  undertakings set forth in paragraphs (i) and (ii)
above  do  not  apply  if  the   information   required  to  be  included  in  a
post-effective  amendment by those  paragraphs is contained in periodic  reports
filed with or furnished to the Commission by the registrant  pursuant to Section
13 or Section 15(d) of the Securities Exchange Act of 1934 that are incorporated
by reference in this registration statement.

     (2) That, for the purpose of determining any liability under the Securities
Act of 1933,  each  such  post-effective  amendment  shall be deemed to be a new
registration  statement  relating  to the  securities  offered  herein,  and the
offering of such  securities at that time shall be deemed to be the initial bona
fide offering thereof.

     (3) To remove from registration by means of a post-effective  amendment any
of the securities being registered which remain unsold at the termination of the
offering.

(b)  The  undersigned   registrant  hereby  undertakes  that,  for  purposes  of
     determining  any liability under the Securities Act of 1933, each filing of
     the  registrant's  annual report pursuant to Section 13(a) or Section 15(d)
     of the Securities Exchange Act of 1934 that is incorporated by reference in
     the  registration  statement  shall  be  deemed  to be a  new  registration
     statement relating to the securities  offered therein,  and the offering of
     such  securities  at that time shall be deemed to be the initial  bona fide
     offering thereof.

(c)  Insofar as indemnification for liabilities arising under the Securities Act
     of 1933 may be permitted to directors,  officers and controlling persons of
     the  registrant  pursuant to the foregoing  provisions  or  otherwise,  the
     registrant  has been  advised  that in the  opinion of the  Securities  and
     Exchange  Commission  such  indemnification  is  against  public  policy as
     expressed in the Securities Act and is,  therefore,  unenforceable.  In the
     event that a claim for indemnification against such liabilities (other than
     the payment by the  registrant of expenses  incurred or paid by a director,
     officer or controlling  person of the registrant in the successful  defense
     of any action, suit or proceeding) is asserted by such director, officer or
     controlling person in connection with the securities being registered,  the
     registrant  will,  unless in the opinion of its counsel the matter has been
     settled  by  controlling  precedent,  submit  to  a  court  of  appropriate
     jurisdiction  the question  whether such  indemnification  by it is against
     public  policy as  expressed  in the Act and will be  governed by the final
     adjudication of such issue.

(d)  The undersigned registrant hereby undertakes that:

               (1)  For  purposes  of  determining   any  liability   under  the
          Securities  Act of  1933,  the  information  omitted  from the form of
          prospectus  filed as part of this  registration  statement in reliance
          upon  Rule 430A and  contained  in a form of  prospectus  filed by the
          registrant  pursuant  to Rule  424(b)(1)  or (4) or  497(h)  under the
          Securities  Act  shall  be  deemed  to be part  of  this  registration
          statement as of the time it was effective, and

               (2)  For  purposes  of  determining   any  liability   under  the
          Securities Act of 1933, each post-effective  amendment that contains a
          form of prospectus shall be deemed to be a new registration  statement
          relating to the securities  offered therein,  and the offering of such
          securities  at that  time  shall be  deemed  to be  initial  bona fide
          offering thereof.

                                      -3-
<PAGE>

                                   SIGNATURES

     Pursuant to the  requirements of the Securities Act of 1933, the registrant
certifies  that it has  reasonable  grounds to believe  that it meets all of the
requirements  for  filing  on Form S-3 and has  duly  caused  this  registration
statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized,  in The  City of New  York,  State of New  York,  on the 15th day of
August 2003.

                                  OMI Corporation
                                  (Registrant)



                                   By: /s/ Fredric S. London
                                      ---------------------------------
                                      Fredric S. London
                                      Senior Vice President and General Counsel


                                  By: /s/ Kathleen C. Haines
                                      ----------------------------------
                                      Kathleen C. Haines
                                      Chief Financial Officer

                                      -4-

<PAGE>


                                POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS,  that each person whose  signature  appears
below constitutes and appoints Fredric S. London and Kathleen C. Haines and each
of them, his true and lawful  attorneys-in-fact  and agents,  with full power of
substitution  and  resubstitution,  for him and in his name, place and stead, in
any and all  capacities,  to sign any and all  amendments  to this  Registration
Statement,  and to file the same, with all exhibits thereto, and other documents
in connection  therewith with the Securities and Exchange  Commission,  granting
unto  said  attorneys-in-fact  and  agents,  and each of them,  full  power  and
authority  to do and to  perform  each and  every act and  thing  requisite  and
necessary to be done in and about the premises,  as fully and to all intents and
purposes as he might or would do in person,  hereby ratifying and confirming all
that  said  attorneys-in-fact  and  agents  or  any of  them,  or  their  or his
substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

     Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
Registration  Statement  has  been  signed  by  the  following  persons  in  the
capacities and on the dates indicated.

<TABLE>

<S>                      <C>                                        <C>

Robert Bugbee              /s/ Robert Bugbee                           August 15, 2003
                           ---------------------------
Director                   Robert Bugbee


James N. Hood              /s/ James N. Hood                           August 15, 2003
                           ---------------------------
Director                   James N. Hood

Michael Klebanoff          /s/ Michael Klebanoff                       August 15, 2003
                           ---------------------------
Director                   Michael Klebanoff

Edward Spiegel             /s/ Edward Spiegel                          August 15, 2003
                           ---------------------------
Director                   Edward Spiegel

Craig H. Stevenson, Jr.    /s/ Craig H. Stevenson, Jr.                 August 15, 2003
                           ---------------------------
Director                   Craig H. Stevenson, Jr.

Donald C. Trauscht         /s/ Donald C. Trauscht                      August 15, 2003
                           ---------------------------
Director                   Donald C. Trauscht

</TABLE>

                                      -5-
<PAGE>

<TABLE>

<S>                       <C>                                        <C>

James D. Woods             /s/ James D. Woods                          August 15, 2003
                           ---------------------------
Director                   James D. Woods

Philip J. Shapiro          /s/ Philip J. Shapiro                       August 15, 2003
                           ---------------------------
Director                   Philip J. Shapiro

</TABLE>

                                  EXHIBIT INDEX

Exhibit
Number                        Description

4.1                 The   Articles   of   Incorporation   of  OMI   Corporation,
                    incorporated  by  reference  herein from  Exhibit 3.1 of the
                    Registration Statement of Form S-1 dated May 15, 1998.

4.2                 By-laws of OMI Corporation, incorporated by reference herein
                    from Exhibit 3.2 of the  Registration  Statement on Form S-1
                    dated May 15, 1998.

5                   Opinion of Fredric S. London, Esq. as to the legality of the
                    shares of Common Stock and Rights registered hereunder.

23.1                Consent of Deloitte & Touche LLP.

23.3                Consent of  Fredric S.  London,  Esq.  (included  in Exhibit
                    Number 5).

24                  Power of Attorney  (included in Part II of this Registration
                    Statement).

                                      -6-
<PAGE>
                                                                       Exhibit 5




                                                                 August 15, 2003



OMI Corporation
One Station Place
Stamford, Connecticut 06902

         Re:    OMI Corporation,
                Registration Statement on Form S-3

Ladies and Gentlemen:

     I am General Counsel of OMI Corporation,  a Marshall  Islands'  corporation
(the  "Corporation"),  in connection  with the  preparation  and filing with the
Securities and Exchange  Commission (the "Commission")  under the Securities Act
of 1933, as amended (the "Act"), of the above-captioned  Registration  Statement
on Form S-3 (the  "Registration  Statement"),  relating to the  registration  of
2,000,000  shares of the  Corporation's  Common  Stock,  $0.50  par  value  (the
"Shares"),  and related Rights (the "Rights") to purchase Series A Participating
Preferred  Stock,  par value $1.00  issuable in certain  circumstances  with the
shares of Common Stock.

     In arriving at the opinions  expressed below, I have examined and relied on
the originals or copies certified or otherwise  identified to my satisfaction of
all such corporate  records of the  Corporation  and such other  instruments and
other  certificates or public  officials,  officers and  representatives  of the
Corporation and such other persons,  and I have made such  investigation of law,
as I have deemed  appropriate as a basis for the opinions  expressed  below.  In
rendering  the opinions  expressed  below,  I have assumed and have not verified
that the signatures on all documents that I have examined are genuine.

     Based on the foregoing, it is my opinion that:

     1. The  Corporation  is validly  existing as a corporation in good standing
under the laws of the Marshall Islands.

     2. The Shares have been duly authorized by all necessary  corporate  action
of the Corporation, and are legally issued, fully paid and non-assessable.

     3. The Rights  have been duly  authorized  and are the valid,  binding  and
enforceable obligations of the Company.

     Insofar as the foregoing opinions relate to the validity, binding effect or
enforceability of any agreement or obligation of the Company, (a) I have assumed
that each other party to such agreement or obligation has satisfied  those legal
requirements  that are  applicable  to it to the extent  necessary  to make such
agreement  or  obligation  enforceable  against  it, and (b) such  opinions  are
subject  to  applicable  bankruptcy,   insolvency  and  similar  laws  affecting
creditors' rights generally and to general principals of equity.

<PAGE>


     I hereby  consent  to the  filing  of this  opinion  as an  exhibit  to the
Registration  Statement  and to the  reference  to my name  in the  Registration
Statement  and the related  Prospectus  under the caption  "Legal  Matters."  By
giving such consent,  I do not admit that I am an "expert" within the meaning of
the Act or the rules and  regulations of the Commission  issued  thereunder with
respect to any part of the Registration Statement, including this exhibit.

                               Very truly yours,


                               /s/ Fredric S. London
                               -------------------------------------
                               Fredric S. London
                               Senior Vice President, General Counsel
                               and Secretary


                                      -2-
<PAGE>


                                                                    EXHIBIT 23.1



                         INDEPENDENT AUDITORS' CONSENT


We consent to the incorporation by reference in this  Registration  Statement of
OMI  Corporation  on Form S-3 of our report dated  February 4, 2003,  except for
Note 5 and the  first  paragraph  of Note 17,  as to which the date is March 14,
2003,  appearing in the Annual  Report on Form 10-K of OMI  Corporation  for the
year  ended  December  31,  2002 and to the  reference  to us under the  heading
"Experts" in the Prospectus, which is part of this Registration Statement.



New York, New York
August 15, 2003