Filing Details

(1) See Note 1 to Item 5 below.

Item 1.

Security and Issuer.

This statement relates to the Common Stock, no par value (the "Common Stock"), of International Seaways, Inc. (the "Issuer"). The Issuer's principal executive office is located at 600 Third Avenue, 39th Floor, New York, New York 10019.

Item 2.

Identity and Background.

Information regarding the directors, executive officers and/or control persons of the Reporting Person (collectively, the "Instruction C Persons") is set forth in Schedule A attached hereto.

Item 3.

Source and Amount of Funds or Other Consideration.

The securities reported herein by the Reporting Person were acquired in connection with the Spin Off defined and described in Item 4 below..

Item 4.

Purpose of Transaction.

On October 21, 2016, the board of directors of Overseas Shipholding Group, Inc. ("OSG") approved the spin-off of the Issuer (the "Spin-Off"). In connection with the Spin-Off, each holder of OSG Class A common stock ("OSG common stock") received 0.3333 shares Common Stock for every one share of OSG common stock held on November 18, 2016, the record date for the Spin-Off. Additionally, each holder of OSG Class A warrants ("OSG warrants") received 0.3333 shares of Common Stock for every one share of OSG common stock they would have received if they exercised their warrants immediately prior to the Spin-Off (or approximately 0.06332 shares of Common Stock per warrant). The Spin-Off was in the form of a pro rata dividend to holders of OSG common stock and OSG warrants. In connection with the Spin-Off, the Reporting Person received an aggregate of 3,681,123 shares of Common Stock.

Depending upon overall market conditions, other investment opportunities available to the Reporting Person, and the availability of securities of the Issuer at prices that would make the purchase or sale of such securities desirable, the Reporting Person may endeavor from time to time (i) to increase or decrease its position in the Issuer through, among other things, the purchase or sale of securities of the Issuer on the open market or in private transactions or otherwise, on such terms and at such times as the Reporting Person may deem advisable and/or (ii) to enter into transactions that increase or hedge its economic exposure to the securities of the Issuer without affecting its beneficial ownership.

Effective November 30, 2016, Ty E. Wallach, a Partner of Paulson, was appointed to the Board of Directors of the Issuer (the "Board"). Mr. Wallach expressly disclaims any beneficial ownership of securities beneficially owned by the Reporting Person.

The Reporting Person does not have any present plan or proposal which would relate to or result in any of the matters set forth in subparagraphs (a) - (j) of Item 4 of Schedule 13D except as set forth herein or such as would occur upon completion of any of the actions discussed herein. The Reporting Person intends to review its investment in the Issuer on a periodic basis and may from time to time engage in discussions with management and the Board and other shareholders and potential shareholders of the Issuer concerning, among other things, the business, operations and future plans of the Issuer. Depending on various factors including, without limitation, the Issuer's financial position and investment strategy, the price levels of the securities of the Issuer, conditions in the securities markets and general economic and industry conditions, the Reporting Person may in the future take such actions with respect to their respective investments in the Issuer as it deems appropriate including, without limitation, making proposals concerning changes to the capitalization, ownership structure, Board composition or operations of the Issuer, purchasing additional securities of the Issuer, selling some or all of its securities of the Issuer, engaging in short selling of or any hedging or similar transaction with respect to the securities of the Issuer, or changing its intention with respect to any and all matters referred to in this Item 4.

Item 5.

Interest in Securities of the Issuer.

(i) Sole power to vote or direct the vote: 3,681,123 (see Note 1).

(ii) Shared power to vote or direct the vote: 0

(iii) Sole power to dispose or direct the disposition: 3,681,123 (see Note 1).

(iv) Shared power to dispose or direct the disposition: 0

Note 1: Paulson, an investment advisor that is registered under the Investment Advisers Act of 1940, furnishes investment advice to and manages the Funds and PCO Shipping LLC. In its role as investment advisor, or manager, as the case may be, Paulson possesses voting and investment power over the securities of the Issuer described in this Schedule 13D that are owned by the Funds and PCO Shipping LLC. The pecuniary interest of all securities reported in this Schedule is owned by the Funds or PCO Shipping LLC, as the case may be. Except for the purpose of determining beneficial ownership under Section 13(d) of the Securities Exchange Act of 1934, as amended, Paulson disclaims beneficial ownership of all securities reported in this Schedule 13D.

For reporting purposes, the aggregate amount of Common Stock deemed to be beneficially owned by the Reporting Person is calculated based on an aggregate of 3,681,123 shares of Common Stock held by the Reporting Person as of the date hereof.

Item 6.

Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

Not applicable.

Item 7.

Material to be Filed as Exhibits.

Not applicable.

SIGNATURES

After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information with respect to it set forth in this statement is true, complete, and correct.

Dated:

December 12, 2016

INFORMATION REGARDING THE INSTRUCTION C PERSONS

The following table sets forth the name, title, principal occupation, business address and place of employment of each of the executive officers and directors of Paulson & Co. Inc.