SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
SCHEDULE l3D
Under the Securities Exchange Act of 1934
(Amendment No. 3)
AMERICAN SKIING COMPANY
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(Name of Issuer)
Common Stock, par value $.01 per share
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(Title of Class of Securities)
0000296541
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(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
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(Name, Address and Telephone Number of Persons
Authorized to Receive Notices and Communications)
July 30, 1998
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(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 Sections 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
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1) Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons
(entities only):
Stephen Feinberg
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2) Check the Appropriate Box if a Member of a Group (See Instructions):
(a) Not
(b) Applicable
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3) SEC Use Only
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4) Source of Funds (See Instructions): WC
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5) Check if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e):
Not Applicable
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6) Citizenship or Place of Organization: United States
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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: *
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11) Aggregate Amount Beneficially Owned by Each Reporting Person: 2,646,371*
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12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions):
Not Applicable
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13) Percent of Class Represented by Amount in Row (11): 15.0%*
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14) Type of Reporting Person (See Instructions): IA, IN
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*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 July 30, 1998, Cerberus was the holder of 108,300 shares of
Common Stock of the Company, International was the holder of 257,100 shares of
Common Stock of the Company, Ultra was the holder of 18,700 shares of Common
Stock of the Company and the Funds in the aggregate were the holder of 120,400
shares of Common Stock of the Company. In addition, as of July 30, 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 2,646,371 shares of Common Stock of the Company, or
15.0% of those deemed issued and outstanding pursuant to Reg. Section 240.13d-3.
During the past sixty days, 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, were the July 30, 1998 (i) purchase by Cerberus of
108,300 shares at a purchase price of $9.75 per share, (ii) sale by
International of 10,000 shares at a sale price of $9.79 per share, (iii)
purchases by International of 59,600 shares and 207,500 shares at purchase
prices of $9.87 per share and $9.75 per share, respectively, (iv) purchase by
Ultra of 18,700 shares at a purchase price of $9.75 per share and (v) purchase
by the Funds in the aggregate of 120,400 shares at a purchase price of $9.75 per
share, each of which were effected in an ordinary brokerage transaction.
<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 8, 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).
