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

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM S-8

             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

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


THE REPUBLIC OF THE MARSHALL ISLANDS                          52-2098714
 (State or other jurisdiction of
   incorporation or organization)                (I.R.S. Employer Identification
                                                                No.)

                                One Station Place
                               Stamford, CT 06902



(Address of Principal Executive Offices)                             (Zip Code)
                                 OMI CORPORATION
                             1998 STOCK OPTION PLAN
                            (Full title of the plan)
                                --------------

                             FREDRIC S. LONDON, ESQ.
                                 OMI CORPORATION
                                One Station Place
                               Stamford, CT 06902
                                 (203) 602-6700
            (Name, address and telephone number of agent for service)
<TABLE>
<CAPTION>


                         Calculation of Registration Fee

----------------------------- ------------------ ------------------------ -------------------------- -----------------------
                                                    PROPOSED MAXIMUM
 TITLE OF SECURITIES TO BE      AMOUNT TO BE       AGGREGATE OFFERING         PROPOSED MAXIMUM             AMOUNT OF
         REGISTERED              REGISTERED          PRICE PER SHARE      AGGREGATE OFFERING PRICE     REGISTRATION FEES
----------------------------- ------------------ ------------------------ -------------------------- -----------------------
<S>                           <C>                         <C>                       <C>                    <C>
Common Shares                 3,300,000 shares            $ N/A                     $ N/A                  $9,126 (1)
par value $0.50

============================= ================== ======================== ========================== =======================
</TABLE>


(1)      There is currently no market for the securities to be  registered.  The
         registration fee has therefore been calculated  pursuant to Rule 457(h)
         under the Securities  Act of 1933, as amended,  based on the book value
         of such  securities.  The book value of the securities to be registered
         is $30,933,897.  The  applicable  filing fee has been  calculated  as
         follows: ($30,933,897 / $1,000,000) x $295 = $9,126.


                                     PART II
                           INFORMATION REQUIRED IN THE
                             REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

          The  following  information   heretofore  filed  with  the  Securities
Exchange  Commission  ("Commission")  pursuant to the  Securities Act of 1933 as
amended (the  "Securities  Act") and the  Securities  Exchange  Act of 1934,  as
amended (the "Exchange Act"), is incorporated herein by reference:

     (a)  The audited financial statements of Universal Bulk Carriers, Inc. (the
          Registrant's  predecessor)  for  fiscal  year 1997  included  on pages
          F1-F36  of  the   Registrant's   Form  S-1  filed  on  May  15,  1998,
          Registration Statement No. 333-52771 (the "Form S-1").

     (b)  All  documents  filed by the  Registrant  pursuant to Sections  13(a),
          13(c),  14 and  15(d)  of the  Exchange  Act  after  the  date of this
          Registration  Statement  and prior to the  filing of a  post-effective
          amendment  indicating  that all of the securities  offered hereby have
          been sold or  deregistering  all such securities then remaining unsold
          shall be deemed to be incorporated  by reference in this  Registration
          Statement  and to be a part  hereof  from the date of  filing of those
          documents.

     (c)  The  information  set forth under the caption  "Description of New OMI
          Common Stock" in the Registrant's  Registration Statement on Form 8-A,
          filed on May 15,  1998,  Commission  file  number  001-14135,  and the
          information set forth under the caption "New OMI - Capital Stock To Be
          Registered," "New OMI - Restrictions on Import and Export of Capital,"
          "New OMI - Certain Change in Control Effects of Certain  Provisions of
          the Certificate of Incorporation  and By-Laws of New OMI" and "New OMI
          - Tax Consequences Under Marshall Islands Law" of the Form S-1.

ITEM 4.  DESCRIPTION OF SECURITIES.

         Not applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

          (1) The audited financial  statements of the Registrant for the fiscal
year ended  December 31, 1997  appearing  in the Form S-1,  have been audited by
Deloitte  & Touche  LLP,  independent  auditors,  as set forth in their  reports
thereon appearing therein and incorporated  herein by reference.  Such financial
statements are, and audited financial  statements to be included in subsequently
filed  documents  will be,  incorporated  herein in reliance upon the reports of
Deloitte & Touche LLP,  pertaining to such  financial  statements (to the extent
covered by consents  filed with the Securities  and Exchange  Commission)  given
upon the authority of such firm as experts in accounting and auditing.

          (2) The financial  statements of Amazon  Transport Inc. as of December
31, 1997  incorporated by reference in this  Registration  Statement,  have been
audited  by Arthur  Andersen  & Co.,  independent  auditors,  as stated in their
report therein and incorporated herein by reference.  Such financial  statements
are,  and audited  financial  statements  to be included in  subsequently  filed
documents  will be,  incorporated  herein in reliance upon the reports of Arthur
Anderson & Co.,  pertaining to such financial  statements (to the extent covered
by consents filed with the Securities  and Exchange  Commission)  given upon the
authority of such firm as experts in accounting and auditing.

          (3) The financial  statements  of Mosaic  Alliance  Corporation  as of
December 31, 1996,  incorporated  by reference in this  Registration  Statement,
have been audited by Coopers & Lybrand, independent auditors, as stated in their
report therein and incorporated herein by reference.  Such financial  statements
are,  and audited  financial  statements  to be included in  subsequently  filed
documents will be, incorporated herein in reliance upon the reports of Coopers &
Lybrand,  pertaining  to such  financial  statements  (to the extent  covered by
consents  filed with the  Securities  and  Exchange  Commission)  given upon the
authority of such firm as experts in accounting and auditing.

          (4) The legality of the shares of Common Stock offered hereby has been
passed  upon  for the  Registrant  by  Fredric  S.  London,  Esq.,  Senior  Vice
President,  Secretary and General Counsel of the Company. Following the spin-off
of the Registrant's Common Stock to the stockholders of the Registrant's parent,
OMI  Corp.,  anticipated  to take  place  on June  17,  1998,  Mr.  London  will
beneficially own 74,871 shares of Common Stock of the Registrant and will, under
stock option plans of the Registrant, hold options to purchase 102,000 shares of
Common Stock.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

          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.
Articles of Incorporation and By-laws of the Registrant limit personal liability
of directors and officers to the fullest  extent  permitted by Marshall  Islands
law.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

         Not applicable.

ITEM 8.  EXHIBITS.

         See Index to Exhibits.

ITEM 9.  UNDERTAKINGS.

          (a) The undersigned Registrant hereby undertakes:

          (1) To file,  during  any  period  in which  offers or sales are being
     made, 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 this  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 the  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  and 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 20 percent
               change in the maximum  aggregate  offering price set forth in the
               "Calculation  of   Registration   Fee"  table  in  the  effective
               registration statement;

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

          provided,  however,  that  paragraphs  (a)(1)(i) and (a)(1)(ii) do not
          apply if the information  required to be included in a  post-effective
          amendment by those  paragraphs is contained in periodic  reports filed
          by the  Registrant  pursuant to Section 13 or 15(d) of the  Securities
          Exchange  Act of  1934  that  are  incorporated  by  reference  in the
          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  therein,  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 15(d) of the Securities
Exchange Act of 1934 (and, where applicable,  each filing of an employee benefit
plan's annual report pursuant to 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  provisions  described in Item 6, 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 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.




                                   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-8 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, United States of America
on this 17th day of June, 1998.



                                        OMI CORPORATION



                                        By: /s/ Craig H. Stevenson, Jr.
                                           --------------------------------
                                                 Craig H. Stevenson, Jr.
                                          Director and Chief Executive Officer



                                        By: /s/ Vincent J. de Sostoa
                                           --------------------------------
                                                  Vincent J. de Sostoa
                                           Director, Senior Vice President and
                                                 Chief Financial Officer



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



                                        By: /s/ Robert Bugbee
                                           --------------------------------
                                                      Robert Bugbee
                                                  Senior Vice President



                                        By: /s/ Kathleen C. Haines
                                           --------------------------------
                                                   Kathleen C. Haines
                                              Vice President and Controller





<PAGE>



                                  EXHIBIT INDEX

4.1       Form of Common  Stock  Certificate  (incorporated  by reference to the
          Registration  Statement on Form S-1 filed by the Registrant on May 15,
          1998,  Registration  Statement  Number  333-52771).
  
4.2       Articles of Association of OMI Corporation  (incorporated by reference
          to the  Registration  Statement on Form S-1 filed by the Registrant on
          May 15, 1998, Registration Statement Number 333-52771).
  
4.3       By-laws  of  OMI   Corporation   (incorporated  by  reference  to  the
          Registration  Statement on Form S-1 filed by the Registrant on May 15,
          1998, Registration Statement Number 333-52771).

4.4       OMI Corporation Stock Option Plan.

5.1       Opinion of Fredric S. London, Esq.

23.1      Consent of Deloitte & Touche LLP.

23.2      Consent of Coopers & Lybrand.

23.3      Consent of Arthur Andersen & Co.

23.4      Consent  of  Fredric  S.  London,   Esq.   (included  in  the  opinion
          constituting Exhibit 5.1). 
                                 -------------
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 17932}]
{"company-data": {"conformed-name": "OMI CORP/M I", "cik": "0001061571", "assigned-sic": "4400", "irs-number": "522098714"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-57091", "film-number": "98649985"}, "business-address": {"street1": "C/O OMI CORP", "street2": "90 PARK AVE", "city": "NEW YORK", "state": "NY", "zip": "10016", "phone": "2129861960"}, "mail-address": {"street1": "C/O OMI CORP", "street2": "90 PARK AVE", "city": "NEW YORK", "state": "NY", "zip": "10016"}}
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM S-8

             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

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

THE REPUBLIC OF THE MARSHALL ISLANDS                          52-2098714
 (State or other jurisdiction of
   incorporation or organization)                (I.R.S. Employer Identification
                                                                No.)

                                One Station Place
                               Stamford, CT 06902

(Address of Principal Executive Offices)                             (Zip Code)
                                 OMI CORPORATION
                             1998 STOCK OPTION PLAN
                            (Full title of the plan)
                                --------------

                             FREDRIC S. LONDON, ESQ.
                                 OMI CORPORATION
                                One Station Place
                               Stamford, CT 06902
                                 (203) 602-6700
            (Name, address and telephone number of agent for service)
Calculation of Registration Fee

----------------------------- ------------------ ------------------------ -------------------------- -----------------------
                                                    PROPOSED MAXIMUM
 TITLE OF SECURITIES TO BE      AMOUNT TO BE       AGGREGATE OFFERING         PROPOSED MAXIMUM             AMOUNT OF
         REGISTERED              REGISTERED          PRICE PER SHARE      AGGREGATE OFFERING PRICE     REGISTRATION FEES
----------------------------- ------------------ ------------------------ -------------------------- -----------------------
Common Shares                 3,300,000 shares            $ N/A                     $ N/A                  $9,126 (1)
par value $0.50

============================= ================== ======================== ========================== =======================
(1)      There is currently no market for the securities to be  registered.  The
         registration fee has therefore been calculated  pursuant to Rule 457(h)
         under the Securities  Act of 1933, as amended,  based on the book value
         of such  securities.  The book value of the securities to be registered
         is $30,933,897.  The  applicable  filing fee has been  calculated  as
         follows: ($30,933,897 / $1,000,000) x $295 = $9,126.

                                     PART II
                           INFORMATION REQUIRED IN THE
                             REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

          The  following  information   heretofore  filed  with  the  Securities
Exchange  Commission  ("Commission")  pursuant to the  Securities Act of 1933 as
amended (the  "Securities  Act") and the  Securities  Exchange  Act of 1934,  as
amended (the "Exchange Act"), is incorporated herein by reference:

     (a)  The audited financial statements of Universal Bulk Carriers, Inc. (the
          Registrant's  predecessor)  for  fiscal  year 1997  included  on pages
          F1-F36  of  the   Registrant's   Form  S-1  filed  on  May  15,  1998,
          Registration Statement No. 333-52771 (the "Form S-1").

     (b)  All  documents  filed by the  Registrant  pursuant to Sections  13(a),
          13(c),  14 and  15(d)  of the  Exchange  Act  after  the  date of this
          Registration  Statement  and prior to the  filing of a  post-effective
          amendment  indicating  that all of the securities  offered hereby have
          been sold or  deregistering  all such securities then remaining unsold
          shall be deemed to be incorporated  by reference in this  Registration
          Statement  and to be a part  hereof  from the date of  filing of those
          documents.

     (c)  The  information  set forth under the caption  "Description of New OMI
          Common Stock" in the Registrant's  Registration Statement on Form 8-A,
          filed on May 15,  1998,  Commission  file  number  001-14135,  and the
          information set forth under the caption "New OMI - Capital Stock To Be
          Registered," "New OMI - Restrictions on Import and Export of Capital,"
          "New OMI - Certain Change in Control Effects of Certain  Provisions of
          the Certificate of Incorporation  and By-Laws of New OMI" and "New OMI
          - Tax Consequences Under Marshall Islands Law" of the Form S-1.

ITEM 4.  DESCRIPTION OF SECURITIES.

         Not applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

          (1) The audited financial  statements of the Registrant for the fiscal
year ended  December 31, 1997  appearing  in the Form S-1,  have been audited by
Deloitte  & Touche  LLP,  independent  auditors,  as set forth in their  reports
thereon appearing therein and incorporated  herein by reference.  Such financial
statements are, and audited financial  statements to be included in subsequently
filed  documents  will be,  incorporated  herein in reliance upon the reports of
Deloitte & Touche LLP,  pertaining to such  financial  statements (to the extent
covered by consents  filed with the Securities  and Exchange  Commission)  given
upon the authority of such firm as experts in accounting and auditing.

          (2) The financial  statements of Amazon  Transport Inc. as of December
31, 1997  incorporated by reference in this  Registration  Statement,  have been
audited  by Arthur  Andersen  & Co.,  independent  auditors,  as stated in their
report therein and incorporated herein by reference.  Such financial  statements
are,  and audited  financial  statements  to be included in  subsequently  filed
documents  will be,  incorporated  herein in reliance upon the reports of Arthur
Anderson & Co.,  pertaining to such financial  statements (to the extent covered
by consents filed with the Securities  and Exchange  Commission)  given upon the
authority of such firm as experts in accounting and auditing.

          (3) The financial  statements  of Mosaic  Alliance  Corporation  as of
December 31, 1996,  incorporated  by reference in this  Registration  Statement,
have been audited by Coopers & Lybrand, independent auditors, as stated in their
report therein and incorporated herein by reference.  Such financial  statements
are,  and audited  financial  statements  to be included in  subsequently  filed
documents will be, incorporated herein in reliance upon the reports of Coopers &
Lybrand,  pertaining  to such  financial  statements  (to the extent  covered by
consents  filed with the  Securities  and  Exchange  Commission)  given upon the
authority of such firm as experts in accounting and auditing.

          (4) The legality of the shares of Common Stock offered hereby has been
passed  upon  for the  Registrant  by  Fredric  S.  London,  Esq.,  Senior  Vice
President,  Secretary and General Counsel of the Company. Following the spin-off
of the Registrant's Common Stock to the stockholders of the Registrant's parent,
OMI  Corp.,  anticipated  to take  place  on June  17,  1998,  Mr.  London  will
beneficially own 74,871 shares of Common Stock of the Registrant and will, under
stock option plans of the Registrant, hold options to purchase 102,000 shares of
Common Stock.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

          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.
Articles of Incorporation and By-laws of the Registrant limit personal liability
of directors and officers to the fullest  extent  permitted by Marshall  Islands
law.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

         Not applicable.

ITEM 8.  EXHIBITS.

         See Index to Exhibits.

ITEM 9.  UNDERTAKINGS.

          (a) The undersigned Registrant hereby undertakes:

          (1) To file,  during  any  period  in which  offers or sales are being
     made, 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 this  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 the  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  and 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 20 percent
               change in the maximum  aggregate  offering price set forth in the
               "Calculation  of   Registration   Fee"  table  in  the  effective
               registration statement;

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

          provided,  however,  that  paragraphs  (a)(1)(i) and (a)(1)(ii) do not
          apply if the information  required to be included in a  post-effective
          amendment by those  paragraphs is contained in periodic  reports filed
          by the  Registrant  pursuant to Section 13 or 15(d) of the  Securities
          Exchange  Act of  1934  that  are  incorporated  by  reference  in the
          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  therein,  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 15(d) of the Securities
Exchange Act of 1934 (and, where applicable,  each filing of an employee benefit
plan's annual report pursuant to 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  provisions  described in Item 6, 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 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.

                                   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-8 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, United States of America
on this 17th day of June, 1998.

                                        OMI CORPORATION

                                        By: /s/ Craig H. Stevenson, Jr.
                                           --------------------------------
                                                 Craig H. Stevenson, Jr.
                                          Director and Chief Executive Officer

                                        By: /s/ Vincent J. de Sostoa
                                           --------------------------------
                                                  Vincent J. de Sostoa
                                           Director, Senior Vice President and
                                                 Chief Financial Officer

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

                                        By: /s/ Robert Bugbee
                                           --------------------------------
                                                      Robert Bugbee
                                                  Senior Vice President

                                        By: /s/ Kathleen C. Haines
                                           --------------------------------
                                                   Kathleen C. Haines
                                              Vice President and Controller
EXHIBIT INDEX

4.1       Form of Common  Stock  Certificate  (incorporated  by reference to the
          Registration  Statement on Form S-1 filed by the Registrant on May 15,
          1998,  Registration  Statement  Number  333-52771).
  
4.2       Articles of Association of OMI Corporation  (incorporated by reference
          to the  Registration  Statement on Form S-1 filed by the Registrant on
          May 15, 1998, Registration Statement Number 333-52771).
  
4.3       By-laws  of  OMI   Corporation   (incorporated  by  reference  to  the
          Registration  Statement on Form S-1 filed by the Registrant on May 15,
          1998, Registration Statement Number 333-52771).

4.4       OMI Corporation Stock Option Plan.

5.1       Opinion of Fredric S. London, Esq.

23.1      Consent of Deloitte & Touche LLP.

23.2      Consent of Coopers & Lybrand.

23.3      Consent of Arthur Andersen & Co.

23.4      Consent  of  Fredric  S.  London,   Esq.   (included  in  the  opinion
          constituting Exhibit 5.1). 
                                 -------------