UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F/A (Mark One) [ ] REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal year ended December 31, 2000 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____ to _____ Commission file number 0-22704 Frontline Ltd --------------------------------------------------------------- (Exact name of Registrant as specified in its charter) Frontline Ltd. --------------------------------------------------------------- (Translation of Registrant's name into English) Bermuda --------------------------------------------------------------- (Jurisdiction of incorporation or organisation) Mercury House, 101 Front Street, Hamilton, HM 12, Bermuda --------------------------------------------------------------- (Address of principal executive offices) Securities registered or to be registered pursuant to section 12(b) of the Act. Title of each class Name of each exchange on which registered None ---------------- ------------------------- Securities registered or to be registered pursuant to section 12(g) of the Act. American Depositary Shares each representing one Ordinary Share, $2.50 Par Value ----------------------------------------------------------- (Title of class) Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act. Ordinary Shares, $2.50 Par Value ------------------------------------------------------------ (Title of class) Indicate the number of outstanding shares of each of the issuer's classes of capital or common stock as of the close of the period covered by the annual report. 78,068,811 Ordinary Shares, $2.50 Par Value of which 3,062,784 Ordinary Shares are held in the form of 3,062,784 American Depositary Shares -------------------------------------------------------------- Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No Indicate by check mark which financial statement item the registrant has elected to follow. Item 17 Item 18 X 2 EXPLANATORY NOTE This amendment to Frontline Ltd.'s (the "Company") annual report on Form 20-F for the fiscal year ended December 31, 2000 contains the Company's Plan of Reorganization for Golden Ocean Group Limited as Exhibit 10.1, which replaces the previously filed Exhibit 10.1 in its entirety. SIGNATURES Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant certifies that it meets all of the requirements for filing on Form 20-F and has duly caused this annual report to be signed on its behalf by the undersigned, thereunto duly authorised. Frontline Ltd. _______________________ (Registrant) Date June 14, 2001 By /s/ Kate Blankenship __________________ _______________________ Kate Blankenship Company Secretary 3 02089009.AF1