American Skiing Company entered into a definitive agreement to sell its Killington and Pico resorts in Vermont to SP Land Company, LLC, a major area landowner, for $83.5 million. The announced sale follows the recent announcement of the sale of Mount Snow and Attitash resorts for $73.5 million and the December announcement of the planned $265 million sale of Steamboat resort.

“Killington has been in partnership with SP Land since 2004 on a number of developable real estate parcels in the Killington area. During the design and planning phase of the Killington Village, it became apparent that the developable real estate and resort operations should be controlled by a single owner. We believe this transaction is a tremendous step forward for the future development of Killington, Pico and the surrounding community,” said ASC President and CEO B.J. Fair.

SP Land Company, LLC is a real estate holding company with significant land holdings near Killington resort. SP Land Company, LLC first gained its real estate holdings in the area in conjunction with American Skiing Company’s restructuring of its real estate related debt in 2004.

“With the recently announced sales of Steamboat, Mount Snow, Attitash and now Killington and Pico, American Skiing Company is clearly in transition. We will be reviewing our organizational needs and adjusting accordingly. As a result of these transactions, the Company expects to repay all bank debt, junior subordinated debt, and have substantial resources to address the needs of our Sunday River and Sugarloaf resorts in Maine and The Canyons in Utah,” added Fair.

Included in the sale of Killington and Pico are the resorts and all resort-owned operations, all of Killington/Pico’s resort-owned real estate assets and The Wobbly Barn restaurant. In addition to the cash purchase price of $83.5 million, the buyer will also assume approximately $5 million of debt and other liabilities and certain contractual obligations of ASC.

The proposed sales of the ASC resorts will not have an effect on any current season passes, vouchers or advance purchase ticket products for the remainder of the 2006-2007 winter season. Multi-resort products such as All-For-One and Ski America passes will continue to be valid at all ASC resorts where they previously have been honored through the end of the 2006-2007 winter season. Gift cards, Value Cards and Edge cards will continue to be valid in accordance with the terms of those specific programs.

As a condition of the purchase and sale agreement, stockholder approval is required for the sale of Killington and Pico resorts. The sole holder of the Company’s Preferred Stock Series C-1, representing 65.8% of the voting shares entitled to vote on the matter, has voted in favor of the transaction, which constitutes majority stockholder approval. Such approval means the transaction may be approved without a meeting of the Company’s stockholders. In addition to stockholder approval, the transaction is subject to customary closing conditions, including Hart-Scott-Rodino antitrust approval and consent of the State of Vermont. The transaction is expected to close on or before April 30, 2007.