SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
SCHEDULE l3D
Under the Securities Exchange Act of 1934
(Amendment No. 6)
AMERICAN SKIING COMPANY
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, par value $.01 per share
- --------------------------------------------------------------------------------
(Title of Class of Securities)
- --------------------------------------------------------------------------------
0000296541
- --------------------------------------------------------------------------------
(CUSIP Number)
with a copy to:
Stephen Feinberg Robert G. Minion, Esq.
450 Park Avenue Lowenstein Sandler PC
28th Floor 65 Livingston Avenue
New York, New York 10022 Roseland, New Jersey 07068
(212) 421-2600 (973) 597-2424
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Persons
Authorized to Receive Notices and Communications)
August 11, 1998
- --------------------------------------------------------------------------------
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule l3G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Section 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 Section 240.13d-7(b) 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).
<PAGE>
Cusip No. 0000296541
1) Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons
(entities only):
Stephen Feinberg
________________________________________________________________________________
2) Check the Appropriate Box if a Member of a Group (See Instructions):
(a) Not
(b) Applicable
________________________________________________________________________________
3) SEC Use Only
________________________________________________________________________________
4) Source of Funds (See Instructions): WC
________________________________________________________________________________
5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e):
Not Applicable
________________________________________________________________________________
6) Citizenship or Place of Organization: United States
Number of 7) Sole Voting Power: *
___________________________________________
Shares Beneficially 8) Shared Voting Power: *
Owned by ___________________________________________
Each Reporting 9) Sole Dispositive Power: *
___________________________________________
Person With: 10) Shared Dispositive Power: *
11) Aggregate Amount Beneficially Owned by Each Reporting Person:
3,494,671*
________________________________________________________________________________
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions):
Not Applicable
________________________________________________________________________________
13) Percent of Class Represented by Amount in Row (11): 19.8%*
________________________________________________________________________________
14) Type of Reporting Person (See Instructions): IA, IN
________________________________________________________________________________
*The person filing this statement is Stephen Feinberg. Stephen Feinberg,
indirectly through one or more partnerships or other entities (the "Management
Entities"), possesses voting and investment authority over all securities of
American Skiing Company (the "Company") held by Madeleine LLC ("Madeleine"),
Cerberus Partners, L.P. ("Cerberus"), Cerberus International, Ltd.
("International"), Ultra Cerberus Fund, Ltd. ("Ultra") and various other persons
and entities for which he possesses certain investment authority (the "Funds").
See Item 5 for further information.
<PAGE>
Item 5. Interest in Securities of the Issuer.
Based upon information set forth in the Company's Quarterly Report on Form
10-Q for the quarterly period ended April 26, 1998, as of June 10, 1998 there
were issued and outstanding 15,505,044 shares of Common Stock of the Company. As
of August 11, 1998, Cerberus was the holder of 288,600 shares of Common Stock of
the Company, International was the holder of 694,200 shares of Common Stock of
the Company, Ultra was the holder of 49,500 shares of Common Stock of the
Company and the Funds in the aggregate were the holder of 320,500 shares of
Common Stock of the Company. In addition, as of August 11, 1998, Madeleine was
the holder of 36,626 shares of 10 1/2% Preferred Stock of the Company, which are
convertible in the aggregate into 2,141,871 shares of Common Stock of the
Company. Stephen Feinberg, indirectly through the Management Entities, possesses
voting and investment authority over all securities of the Company held by
Madeleine, Cerberus, International, Ultra and the Funds.
Thus, for the purposes of Reg. Section 240.13d-3, Stephen Feinberg is
deemed to beneficially own 3,494,671 shares of Common Stock of the Company, or
19.8% of those deemed issued and outstanding pursuant to Reg. Section 240.13d-3.
The only transactions in shares of Common Stock of the Company, or
securities convertible into shares of Common Stock of the Company, by Stephen
Feinberg or any person or entity controlled by him or any person or entity for
which he possesses voting or investment control over the securities thereof,
since the filing of the Schedule 13D Amendment No. 5 by Mr. Feinberg as of
August 10, 1998, were the August 11, 1998 purchases by (i) Cerberus of 56,400
shares, (ii) International of 135,700 shares, (iii) Ultra of 9,700 shares, and
(iv) the Funds in the aggregate of 62,700 shares, each of which were effected in
an ordinary brokerage transaction at a purchase price of $8.25 per share.
<PAGE>
Signature
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
August 28, 1998
/s/ Stephen Feinberg
____________________________________
Stephen Feinberg, in his capacity as
the managing member of Cerberus
Associates, L.L.C., the general
partner of Cerberus Partners, L.P.,
and as the investment manager for
each of Madeleine LLC, Cerberus
International, Ltd., Ultra Cerberus
Fund, Ltd. and the Funds
Attention: Intentional misstatements or omissions of fact constitute Federal
criminal violations (See 18 U.S.C. 1001).
