Overseas Shipholding Group, Inc. - Ordinary Shares 8K Overseas Shipholding Group Reports | OSG 6 Mar 09

Exhibit 99.2

Fourth Quarter/Fiscal 2008
Earnings Conference Call

March 2, 2009

Forward Looking Statements

This presentation contains forward-looking statements regarding the Company's
prospects, including the outlook for tanker and articulated tug barge markets, the
outcome of negotiations with Aker and Bender, changing oil trading patterns,
anticipated levels of newbuilding and scrapping, prospects for certain strategic
alliances and investments, prospects for the growth of the OSG Gas transport
business, estimated TCE rates and synthetic TCE rates achieved for 2009,
projected drydock and repair schedule, timely delivery of newbuildings in
accordance with contractual terms, credit risks of counterparties including
charterers, suppliers and shipyards and the impact this may have on OSG and
prospects of OSG’s strategy of being a market leader in the segments in which it
competes. Factors, risks and uncertainties that could cause actual results to differ
from the expectations reflected in these forward-looking statements are described in
the Company’s Annual Report for 2008 on Form 10-K.

Extraordinary Times OSG

A balanced growth strategy has positioned OSG to handle the
extraordinary difficult economic times we are operating in

Today and beyond, we can focus on running our ships flawlessly, optimizing our
commercial management and servicing our customers

Balance sheet strength, liability management and healthy liquidity
means OSG can manage a prolonged downturn in the markets

OSG’s portfolio – a combination of time charters, FFA coverage, COA
business and cargo systems – will enable us to remain cash flow
positive and profitable

Well-positioned for an expected weak 2009 tanker market

The U.S. Flag unit’s performance has been disappointing

Decisive actions underway to turn it around

Extraordinary Times The Market

Single hull phase-out

Scrapping 98 remaining single hull VLCCs will spark a recovery in tanker rates in
2010

The lack of available bank financing will profoundly impact the tanker
orderbook

The orderbook is not static. A much healthier market could result

Banking system problems will create enormous opportunities for
strong shipping companies in the next few years

Patience and discipline will be key

When the global economy recovers, OSG will emerge as one of the
clear winners in the tanker trades

Strong Financial Performance

TCE revenues up 49% to $1.5B

$318M net income includes noncash
goodwill and asset impairment charges
on 4 ATBs of $168M

Net income and EPS more than doubled

Adjusted net income $449M¹

Adjusted EPS $13.83¹

Cash generated from operations $367M

4.5 million shares repurchased

14.4%, for $259M

$45M dividends paid

$1.5B total liquidity

Cash as of Feb-27 $500M

36.8% liquidity-adjusted debt to cap

¹See reconciling items on page 22.

$790

$962

$993

$1,039

$1,546

TCE Revenues

EBITDA

$211

$401

$465

$393

$318

Net Income

$655

$706

$595

$476

$530

$ in millions

A Platform of Commercial Excellence

$38K

$47K

Suezmax

4Q07

4Q08

$21K

$26K

Handysize

$30K

$36K

Panamax

$30K

$45K

LR1

$25K

$34K

Aframax

$35K

$57K

VLCC

4Q08 Average TCE Spot Rates/Day

$38K

$50K

Suezmax

FY07

FY08

$28K

$27K

Handysize

$32K

$36K

Panamax

$28K

$39K

LR1

$30K

$44K

Aframax

$43K

$92K

VLCC

2008 Average TCE Spot Rates/Day

Cargo is king, especially in weak markets

OSG has more COA business than any competitor through the 5 pools
we operate

Scale matters

Commercial pools

Improved laden to ballast ratios

Beating the competition on results

Scale makes us more important to clients and brokers giving us an
information advantage

Scale enables us to build cargo systems

New business derived from partners / customers

Unipec (China), Flopec (Ecuador), SONAP (Chile), PDV and Citgo
(Venezuela)

Korea Line from TI is also a partner in CPI

Ultragas from PI is also a partner in CPI

Seaarland from AI is also a partner in SI

Best-in-class platform leads to higher margin projects /
business

Superior commercial operations =
outperforming the competition

A Platform of Technical Excellence

OSG remains strongly committed to best-
in-class in-house technical management

Weaker markets will benefit the better
operators

Vetted and approved by all the oil majors

Tenacious focus yields results

Crew retention: U.S. mariners 90%, Int’l 97%

Improved training programs: dedicated facilities
in Manila and Tampa

Long-term commitment to sea staff and clients
is paying off

The cost of regulatory compliance will
continue to escalate: those that fail to plan
for this can plan to fail

2009 Key Events

Sale of Donna generated $77M gain in Q109

FSO project on schedule and very healthy
returns

Lightering is contract-oriented business and
a good hedge in weaker markets

Tight control and emphasis on daily running
costs

MR expansion 2009-2011

9 vessels total, 2 already delivered and entered CPI
Pool.

CPI Pool Expansion 2009

2 additional vessels: Ya-Sa (Jan); Ultragas (May)

Total 12 vessels in pool

LR1 Expansion 2009-2011

3 currently trading in PI pool to take advantage of pool’s
strong earnings

1 delivers in March and will enter PI pool

Ongoing evaluation of clean and dirty markets in 2010-
2011 to determine best trades to obtain the highest
returns

Bottom line: Fleet replacement program improves profit on
11 vessels redelivering in 2009 by approx. $4,500 per day, or
$1.6M per year per vessel adding $18M to the bottom line.

Crude

Products

U.S. Flag

6 Aker ships trading

Higher-yielding Aker vessels deliver through Q1 2011,
including 2 shuttle tankers

TI Africa and TI Asia in Dubai

Liquidity / Bank Commitments

299%

$2.4B

36%

23%

$965M debt on
$1.4B of vessels

$1.2B in losses or
shareholder
distributions

$963M
add’l debt

$279M
add’l secured debt

Minimum Net Worth
Tangible net worth $1.2B

Minimum Unencumbered Assets
Tangible assets to unsecured debt
150%

Maximum Leverage
Funded indebtedness to total
capitalization <60%

Limit on Secured Debt
Maximum 30%

Well-positioned to capitalize on opportunities
without going to the equity or debt markets
for funding

Unsecured revolving facilities $794

Public debt 220

Secured term loans 408

Total 1,422

Less current debt

Long-term debt outstanding $1,396

Debt Obligations

Debt Amortization per Annum

2009 2010 2011

$26.2$29.7$33.3

Covenants on $1.8B facility

$ in millions

Capacity

Predominantly unsecured borrower

Back-end liability structure

Low level of capital commitments in 2009

No loan to collateral maintenance clauses

Uniform covenants on facilities

(26)

As of Dec. 31 2008

2009 Liquidity Position Expected to be Similar to 2008

Note: minimum unencumbered asset capacity assumes 70% advance rate

Total

2009

Chartered-
in

Owned

Vessel
Deliveries

2011

2010

Fleet Development / Commitments

Cash from operations, asset sales and debt capacity
provide ample newbuild funding coverage

$256M

$357M

$209M

Newbuild Commitments / Funding

As of Feb. 20, 2009

$296M

Newbuilding capital requirements

Proceeds from asset sales + CCF

121

As of 12/31/11

Deliveries

(6)

Redeliveries

Deliveries

112

As of 12/31/09

(4)

Redeliveries

120

Operating Fleet as of 2/20/09

(18)

Redeliveries

Deliveries

117

Total

Fleet Development

As of 12/31/10

Contract Portfolio

2009 Portfolio Mix
(in revenue days)

$507M

$299M

$242M

$174M

$479

Portfolio of
Contractual Business

$507M¹ fixed revenue in 2009

LNG and FSO joint venture projects
to generate $77M in fixed revenues
in 2009

¹Excludes gas revenue days as gas revenue is reported in Equity in Income of Affiliated Companies.

Fixed Revenue / Cash Expense Coverage

2009 contracted revenue provides
stable cash flow covering a significant
portion of cash expenditures

54% of Crude cash expenditures are
covered by fixed revenue requiring
$20K/day to be earned on open days to
cover balance of cash expenditures

41% of Product (MR) cash expenditures
arecovered by fixed revenue requiring
$20K/day to be earned on open days to
cover balance of cash expenditures

79% of U.S. Flag cash expenditures are
covered by fixed revenue

$12K/day $45K/day $22K/day $9K/day

$20K/day $20K/day $17K/day

Rates required per day to cover cash expenditures are net of fixed revenue earned and include vessel operating expenses, charter-in expenses
(cash basis), drydock cost, allocated G&A, debt amortization and interest expense.

By Operating Segment

By Crude Vessel Class

In 2009, 57% of cash opex is
covered by fixed revenue

Financial Review

Myles R. Itkin
Chief Financial Officer

Rate Performance

TCE Revenues / Income from Vessel Ops

$38K

$47K

Suezmax

4Q07

4Q08

$21K

$26K

Handysize

$30K

$36K

Panamax

$30K

$45K

LR1

$25K

$34K

Aframax

$35K

$57K

VLCC

4Q08 Average TCE Spot Rates/Day

4,473

6,054

Days

Fixed

Spot

39%

61%

Spot/Fixed Mix

Financial Review – Income Statement

39% increase due to spot rates
increases VLCCs (+60%) and
Aframaxes (+38%); 1,240
increase in revenue days

10 additional chartered-in ships
and $9M increase in profit share
expense

Goodwill impairment on U.S.
Flag operations

$105M write-down on 4 ATBs;
Q109 write-down $20 to $35M

$6.5M in lower interest income
offset by $2.7M favorable gains
on derivatives that do not qualify
for hedge accounting

$33M tax benefit resulting from
write-down on vessels

Supplemental information detailing specific items affecting net income for fourth quarters and
fiscal years 2008 and 2007 is available in the Appendix (page 22) and on the Investor Relations
Webcasts and Presentations section of www.osg.com.

¹For detail of charter-hire expense, see Appendix “Charter Hire Expense by Segment.”

Financial Review – Balance Sheet

$545 repatriation of foreign cash
used to pay down debt and
purchase treasury stock

Investment in JVs reflects
decrease of $94M due to mark-
to-market losses on interest rate
swaps; offset by an increase of
$88M related to FSO JV
investment

Other assets in 2008 includes
$69M related to margin call on
derivatives positions

$545M repatriation of foreign
cash used to pay down debt;
offset by funding of share
repurchases

Equity reflects $318M net
income; offset by $259M stock
repurchases, $45M dividends
and $118M in losses on
interest rate swaps

2009 Guidance

Estimated vessel expenses

$300M to $320M

Time and bareboat charter hire expenses

$415M to $435M

Depreciation and Amortization

$175M to $195M

G&A

$125M to $130M

Equity income of affiliated companies

$12 to $16M

Other income, net of interest expense

Interest expense approx. $55M to $65M

Other income, net of derivative transactions, $8M to $10M

Taxes

Approx. <$5M

Capital Expenditures

$35M in drydock costs (Q1 $7M; Q2 $17M Q3 $7M and Q4 $4M)

$286M newbuild progress payments, vessel improvements and capitalized interest in
2009 (Q1 $80M; Q2 $52M Q3 $62M and Q4 $92M)

Morten Arntzen – Wrap up

Built for the Positive Momentum in 2010

Our balance sheet strength, strong liquidity and superior liability management means that we
can focus on running the business well, taking advantage of opportunities and reducing
costs, not on meeting with our banks for covenant or maturity relief

Product tanker segment redelivers 9 old double sided problem tankers by July 6, 2009 and
eliminates the drag on earnings they represent

In 2010 we will get a full year contribution from the FSOs stationed in Qatar

By the middle of 2010, we will have 6 more of the Aker ships deliver, all with terms and all
higher rates than the first 5

Our U.S. Gulf lightering business, which we acquired to provide stable contract revenues in
weaker markets, should do just that in 2009 and with greater market share is well-positioned
for 2010.

The crude tanker fleet will benefit from the single-hull phase out in 2010

The banking crisis will both winnow down the newbuilding orderbook and create
opportunities for the strong companies with liquidity and real operating platforms

We have already identified $15M of G&A cuts in 2009 and intend to make further progress in
the coming two years

OSG will be a winner in this difficult environment

An invitation to investors to join OSG
management at the Company’s

Annual Investor Event
New York
May 21, 2009

Contact: Jennifer Schlueter

Appendix

Reconciliation and Supplemental Information

EBITDA

EBITDA represents operating earnings, which is before interest expense and
income taxes, plus other income and depreciation and amortization expense.
EBITDA is presented to provide investors with meaningful additional
information that management uses to monitor ongoing operating results and
evaluate trends over comparative periods. EBITDA should not be considered
a substitute for net income or cash flow from operating activities prepared in
accordance with accounting principles generally accepted in the United States
or as a measure of profitability or liquidity. While EBITDA is frequently used as
a measure of operating results and performance, it is not necessarily
comparable to other similarly titled captions of other companies due to
differences in methods of calculation.

TCE Revenues

Consistent with general practice in the shipping industry, the Company uses time charter
equivalent revenues, which represents shipping revenues less voyage expenses, as a
measure to compare revenue generated from a voyage charter to revenue generated
from a time charter. Time charter equivalent revenues, a non-GAAP measure, provides
additional meaningful information in conjunction with shipping revenues, the most
directly comparable GAAP measure, because it assists Company management in
making decisions regarding the deployment and use of its vessels and in evaluating their
financial performance.

Specific Items Affecting Net Income

Set forth below are significant items of income and expense that affected the Company’s net income for the three and twelve months ended December 31, 2008 and 2007, all of which
items are typically excluded by securities analysts in their published estimates of the Company’s financial results

Fiscal Year Ended Dec. 31,

Three Months Ended Dec. 31,

$1,129,305

$1,704,697

$276,843

$393,125

Shipping Revenues

90,094

159,313

25,087

44,422

Add: Voyage expenses

$1,039,211

$1,545,384

$251,756

$348,703

Time charter equivalent revenues

2007

2008

2007

2008

$ in thousands

(in thousands, except EPS)

$ Per Share

(Gain)/loss on sales of vessels

$1,081

$0.04

$ -

($77,970)

($2.62)

($7,134)

($0.21)

Write-down on vessels held for sale

8,754

0.20

(1)

32,597

0.60

Asset impairment

105,111

3.18

105,111

2.93

(Gain)/loss on sale of securities

1,087

0.03

1,269

0.03

(41,173)

(0.78)

Goodwill impairment

62,874

2.28

62,874

2.11

Unrealized derivative activity

(8,289)

(0.30)

(2,137)

(0.07)

Redemption of 8.25% Senior Notes

9,415

0.20

Total

$170,618

$5.42

(2)

$ -

$0.00

$131,159

$3.18

($48,307)

($0.99)

Reported Net Income / EPS

($79,545)

($2.89)

$21,037

$0.67

317,665

$10.65

$211,310

$6.16

Adjusted Net Income / EPS

$91,073

(3)

$2.53

(3)

$21,037

$0.67

448,824

$13.83

$163,003

$5.17

(1) The $8.7 million vessel writedown is made up of $1.8M on the Integrity and $6.9M on the OSG 300. The calculation deducts 22.9% minority interest on the Integrity and is tax effected ($6.9M+$1.8*.771)*.65

(2) Rounding effect

(3) 4Q08 net income includes a $32.2M tax benefit, which includes $21.1M related to the vessel write-downs and write-down on asset held for sale

Fiscal Year Ended

Dec. 31, 2008

Twelve Months Ended

Dec. 31, 2007

Three Months Ended

Dec. 31, 2008

Three Months Ended

Dec. 31, 2007

114,946