UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D
Under the Securities Exchange Act of 1934

GENERAL MARITIME CORPORATION
(Name of Issuer)

Common Stock, par value $0.01 per share
(Title of Class of Securities)

Y2692M 10 3
(CUSIP Number)

December 3, 2004

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box: [ ]

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

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SCHEDULE 13D

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

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SCHEDULE 13D

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

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SCHEDULE 13D

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

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SCHEDULE 13D

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

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Table of Contents

SCHEDULE 13D

Item 1. Security and Issuer.

This statement on Schedule 13D (this “Statement”) relates to the Common Stock, par value $0.01 per share (the “Common Stock”), of General Maritime Corporation, a Marshall Islands corporation (the “Issuer”). The principal executive offices of the Issuer are located at 35 West 56^th Street, New York, New York 10019.

Item 2. Identity and Background.

Frontline, Bandama, Hemen and Fredriksen are collectively referred to as the “Reporting Persons,” and individually, as a “Reporting Person.”

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SCHEDULE 13D

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SCHEDULE 13D

Item 3. Source and Amount of Funds or Other Consideration.

     Between October 27, 2004 and December 3, 2004, Bandama acquired 2,451,300 shares of Common Stock through a series of New York Stock Exchange purchases for a total consideration of approximately $100,155,369 (excluding commissions) in cash paid from Frontline’s working capital funds. Between December 6, 2004 and December 10, 2004, Bandama sold an aggregate of 826,300 shares of Common Stock on the New York Stock Exchange.

     Frontline, Hemen and Fredriksen do not own any shares of Common Stock.

Item 4. Purpose of Transaction.

     In the ordinary course of its business, Frontline is engaged in the evaluation of potential candidates for acquisitions and strategic transactions. As part of this evaluation strategy, Frontline has been aware of the Issuer as a candidate for a potential merger or a marketing joint venture by which the companies pool certain types of vessels and Frontline has evaluated certain of the Issuer’s assets for potential acquisition or joint venture partnering over several years. Frontline has raised the possibility of a business combination or joint venture with officers of the Issuer on several occasions and, in June of 2004, an investment bank prepared a relative valuation of Frontline and the Issuer and presented the evaluation to officers of both companies. However, the evaluation did not lead to further discussions between the parties.

     On December 3, 2004, officers of Frontline informed the Issuer that Frontline had acquired in excess of five percent of the outstanding shares of the Issuer and expressed an interest in discussing a possible business combination or joint venture between the two companies. The Issuer refused to engage in discussions or schedule a meeting with Frontline and on December 8, 2004 the Issuer issued a press release that stated:

     “Officers of Frontline Ltd. recently contacted the Company and indicated that they have acquired an unspecified amount of General Maritime’s common stock which would result in a filing by them on schedule 13D. They also expressed an interest in a business combination with the Company; however no offer or proposal has been made. General Maritime is not actively looking to sell the Company or enter into a business combination, but has always been and remains committed to exploring all opportunities that create value for our shareholders.”

     Since December 8, 2004, no other communications have occurred between Frontline and the Issuer, and Frontline has not made any specific offers or proposals to the Issuer regarding a possible business combination or marketing joint venture. However, Frontline may resume discussions with the Issuer at any time regarding a possible business combination or marketing joint venture.

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SCHEDULE 13D

     The purpose of the Reporting Persons in acquiring the securities of the Issuer indicated in Item 5 below was to obtain an equity position in the Issuer for investment purposes. The Reporting Persons may seek to acquire control of the Issuer although they have neither made any specific proposal nor formulated any specific plan in this regard and, as indicated below, there can be no assurance that any such plan will be developed or as to the terms or the timing of any such plan. Any such plan that may be formulated could involve proposing a business combination or marketing joint venture transaction with the Issuer or making a tender offer for some or all of the Issuer’s shares of Common Stock. The Reporting Persons intend to continue to evaluate the Issuer’s business, financial condition, results of operations, capital structure, management, stock market performance, competitive outlook and other relevant factors. As part of such evaluations, the Reporting Persons may seek the views of, hold discussions with and respond to inquiries from representatives of the Issuer, Issuer’s stockholders and other persons regarding the Issuer’s affairs and potential business combinations or joint ventures. Depending on such evaluations and applicable legal requirements, the Reporting Persons may purchase additional shares of Common Stock, or dispose of any and all shares of Common Stock held by them. Any acquisition or disposition of shares of Common Stock by the Reporting Persons may be effected through open market or privately negotiated transactions, or otherwise. In the interest of maximizing shareholder value, the Reporting Persons may, from time to time, develop plans respecting, or propose changes in the management, policies, operations, capital structure or business of the Issuer. Such plans or proposals may include or relate to one or more of the transactions specified in subparagraphs (a) through (j) of Item 4 of Schedule 13D, including, without limitation, a merger, disposition, sale of the Issuer’s assets or change in the Issuer’s capitalization.

     Except to the extent set forth herein, the Reporting Persons do not have any present plans or proposals that relate to or would result in any of the actions required to be described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. However, the Reporting Persons retain their respective rights to modify their plans with respect to the transactions described in this Item 4, to acquire or dispose of securities of the Issuer and to formulate plans and proposals which could result in the occurrence of any such events, subject to applicable laws and regulations.

Item 5. Interest in Securities of the Issuer.

     (a) Each of Frontline, Bandama, Hemen and Fredriksen may be deemed to beneficially own 1,625,000 shares of Common Stock, representing approximately 4.3% of the outstanding shares of Common Stock of the Issuer (based upon 37,692,745 shares of Common Stock outstanding as of November 4, 2004 as reported on the Issuer’s Form 10-Q for the period ended September 30, 2004). To the best of Frontline’s, Bandama’s, Hemen’s and Fredriksen’s knowledge, none of the other persons named in response to Item 2 own any securities of the Issuer.

     (b) Frontline, as the corporate parent of Bandama, shares the power to vote, to direct the vote, to dispose and to direct the disposition of the 1,625,000 shares of Common Stock acquired by Bandama. In addition, Hemen, as the principal shareholder of Frontline, and Fredriksen, as the ultimate beneficiary of Hemen, also shares the power to vote, to direct the vote, to dispose and to direct the disposition of the shares of Common Stock acquired by Bandama. None of the other persons named in response to Item 2 have the sole power to vote or to direct the vote, the shared power to vote or direct the

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SCHEDULE 13D

vote, the sole power to dispose or to direct the disposition of the shares of Common Stock that are the subject of this Statement.

     (c) Schedule A annexed hereto lists all transactions in the shares of Common Stock during the past sixty days by the Reporting Persons. All of such transactions were effected on the New York Stock Exchange by Bandama. None of the other Reporting Persons, and to the best of the Reporting Persons’ knowledge, none of the other persons named in response to Item 2, were involved in any transactions in shares of Common Stock during the past sixty days.

     (d) No other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, any of the Issuer’s Common Stock beneficially owned by Frontline, Bandama, Hemen and Fredriksen.

     (e) The Reporting Persons ceased to be the beneficial owners of more than five percent of the Issuer’s Common Stock on December 10, 2004.

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

     None of Frontline, Bandama, Hemen or Fredriksen, nor to the best of their knowledge, any of the persons named in response to Item 2, are parties to any contracts, arrangements, understandings or relationships (legal or otherwise) with respect to the Common Stock of the Issuer.

Item 7. Material to be Filed as Exhibits.

     The following is filed herewith as an Exhibit to this Statement:

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SCHEDULE 13D

SIGNATURES

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

Date: December 13, 2004

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SCHEDULE 13D

SCHEDULE A

     During the past sixty days, Bandama made the following purchases of the Issuer’s Common Stock on the dates, in the amounts and for the price per share shown below.

     During the past sixty days, Bandama sold an aggregate of 826,300 shares of Common Stock on the New York Stock Exchange.

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SCHEDULE 13D

INDEX OF EXHIBITS

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