SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE TO

TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934

OMI CORPORATION

TEEKAY SHIPPING CORPORATION
TEEKAY ACQUISITION HOLDINGS LLC
OMAHA, INC.
AKTIESELSKABET DAMPSKIBSSELSKABET TORM

Common Stock, par value $0.50 per share
(including the associated preferred stock
purchase rights)		Y6476W104
(Title of classes of securities)		(CUSIP number of common stock)

Francelyn Bethel
Teekay Shipping Corporation		Mikael Skov
Bayside House, Bayside Executive Park		Aktieselskabet Dampskibsselskabet TORM
West Bay Street & Blake Road, P.O.		Turborg Havnevej 18
Box AP 59212		DK – 2900 Hellerup
Nassau, Bahamas		Denmark
Telephone: (242) 502-8880		Telephone: +45 39 17 92 00

David S. Matheson, Esq.
Gwyneth E. McAlpine, Esq.		John M. Reiss, Esq.
Perkins Coie LLP		Oliver C. Brahmst, Esq.
1120 N.W. Couch Street		White & Case LLP
Tenth Floor		1155 Avenue of the Americas
Portland, Oregon 97209-4128		New York, New York 10036
Telephone: (503) 727-2000		Telephone: (212) 819-8200

CALCULATION OF FILING FEE

Transaction Valuation (1)		Amount of Filing Fee (2)
$1,814,140,575		$55,694.12

(1)		Estimated for purposes of calculating the filing fee only. The transaction valuation was calculated based on the offer to purchase all of the outstanding shares of common stock of OMI Corporation at a purchase price equal to $29.25 per share and 62,021,900 shares issued and outstanding (including 2,415,610 restricted shares and outstanding options with respect to 37,000 shares).
(2)		The amount of filing fee, calculated in accordance with Rule 0-11 of the Securities Exchange Act of 1934, as amended, is calculated by multiplying the transaction valuation by 0.0000307.

o

Check the box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the form or schedule and the date of its filing.

Amount Previously Paid:		$55,694.12		Filing Party:		Teekay Shipping Corporation, Teekay Acquisition
						Holdings, LLC, Omaha, Inc. and
						A/S Dampskibsselskabet TORM
Form of Registration No.:		Schedule TO		Date Filed:		April 27, 2007

o

Check the box if the filing relates solely to preliminary communications made before the commencement of the tender offer.

Check the appropriate boxes below to designate any transactions to which the statement relates:

	þ		third party tender offer subject to Rule 14d-1
	o		issuer tender offer subject to Rule 13e-4
	o		going private transaction subject to Rule 13e-3
	o		amendment to Schedule 13D under Rule 13d-2

Check the following box if the filing is a final amendment reporting the results of the tender offer: o

 

 

     This Amendment No. 3 to the Tender Offer Statement on Schedule TO (this “Amendment”), filed with the Securities and Exchange Commission (the “SEC”) on May 24, 2007, amends and supplements the Tender Offer Statement on Schedule TO filed on April 27, 2007 (as previously amended, the “Schedule TO”) by (i) Omaha, Inc., a corporation organized under the laws of the Republic of The Marshall Islands (the “Purchaser”) and a jointly owned subsidiary of Teekay Shipping Corporation (“Teekay”), through its wholly owned subsidiary Teekay Acquisition Holdings LLC (“Teekay Acquisition Holdings”), and A/S Dampskibsselskabet TORM (“TORM”), (ii) Teekay, (iii) Teekay Acquisition Holdings, and (iv) TORM. The Schedule TO relates to the offer by the Purchaser to purchase all outstanding shares of common stock, par value $0.50 per share (the “Common Stock”), including the associated preferred stock purchase rights issued pursuant to the Rights Agreement dated November 19, 1998, as amended, between the Company and American Stock Transfer and Trust Company, as Rights Agent thereunder (the “Rights” and, together with the shares of Common Stock, the “Shares”), of OMI Corporation, a corporation organized under the laws of the Republic of The Marshall Islands (the “Company”), at a purchase price of $29.25 per Share, net to the seller in cash, without interest thereon, less any required withholding taxes, upon the terms and subject to the conditions set forth in the Offer to Purchase dated April 27, 2007 (the “Offer to Purchase”) and the related Letter of Transmittal, copies of which are attached to the Schedule TO as Exhibits (a)(1)(i) and (a)(1)(ii), respectively (which, together with any amendments or supplements thereto, collectively constitute the “Offer”). Capitalized terms used and not defined herein shall have the meanings assigned such terms in the Offer to Purchase.

     The information in the Offer to Purchase and the related Letter of Transmittal is incorporated into this Amendment by reference to all of the applicable items in the Schedule TO, except that such information is hereby amended and supplemented to the extent specifically provided herein.

Item 11.     Additional Information

     Item 11 of the Schedule TO is hereby amended and supplemented by adding the following text thereto:

     “On May 23, 2007, the waiting period for response from the NCA expired. On May 24, 2007, Teekay and TORM received oral confirmation of merger clearance from the NCA. Accordingly, the condition to the Offer relating to the expiration of the waiting period under the Norwegian Competition Act of March 2004 (No. 12) and the Regulation on Notification of Concentrations of April 2004 has been satisfied.”

     On May 24, 2007, Teekay and TORM issued a joint news release announcing the expiration of the waiting period applicable to the Offer under the Norwegian Competition Act of March 2004 (No. 12) and the Regulation on Notification of Concentrations of April 2004, a copy of which is filed as Exhibit (a)(5)(iv) hereto and is incorporated herein by reference.

Items 12.     Exhibits

          Item 12 of the Schedule TO is hereby amended and supplemented by adding the following exhibits:

     (a)(5)(iv)     Joint News Release issued by Teekay and TORM on May 24, 2007

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

Dated: May 24, 2007