3 1 form3-ohcpmgp.txt INITIAL STATEMENT OF BENEFICIAL OWNERSHIP ------------------------------ OMB APPROVAL ------------------------------ OMB Number: 3235-0104 Expires: December 31, 2001 Estimated average burden hours per response........0.5 ------------------------------ U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 3 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940 ________________________________________________________________________________ 1. Name and Address of Reporting Person* OHCP MGP, LLC -------------------------------------------------------------------------------- (Last) (First) (Middle) 201 Main Street, Suite 2415 -------------------------------------------------------------------------------- (Street) Fort Worth TX 76102 -------------------------------------------------------------------------------- (City) (State) (Zip) ________________________________________________________________________________ 2. Date of Event Requiring Statement (Month/Day/Year) 10/07/99 ________________________________________________________________________________ 3. IRS Identification Number of Reporting Person, if an Entity (Voluntary) ________________________________________________________________________________ 4. Issuer Name and Ticker or Trading Symbol American Skiing Company / SKI ________________________________________________________________________________ 5. Relationship of Reporting Person to Issuer (Check all applicable) [_] Director [X] 10% Owner [_] Officer (give title below) [_] Other (specify below) ________________________________________________________________________________ 6. If Amendment, Date of Original (Month/Day/Year) 10/7/99 ________________________________________________________________________________ 7. Individual or Joint/Group Filing (Check applicable line) [X] Form Filed by One Reporting Person [_] Form Filed by More than One Reporting Person ================================================================================ TABLE I -- NON-DERIVATIVE SECURITIES BENEFICIALLY OWNED ================================================================================

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. * If the Form is filed by more than one Reporting Person, see Instruction 5(b)(v). POTENTIAL PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION CONTAINED IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS THE FORM DISPLAYS A CURRENTLY VALID OMB NUMBER. (Over) FORM 3 (continued) TABLE II -- DERIVATIVE SECURITIES BENEFICIALLY OWNED (E.G., PUTS, CALLS, WARRANTS, OPTIONS, CONVERTIBLE SECURITIES) ================================================================================

Explanation of Responses: (1) The Reporting Person is the general partner of OHCP GenPar, L.P., which is (A) the general partner of Oak Hill Capital Partners, L.P., the direct owner of the 129,870 shares of 8.5% Series B Convertible Participating Preferred Stock reported on the first row and the general partner of OHCP SKI, L.P., which is the direct owner of the 2,000 shares of 8.5% Series B Convertible Participating Preferred Stock reported on the second row, and (B) the general partner of Oak Hil Capital Management Partners, L.P., the direct owner of the 3,330 shares of 8.5% Series B Convertible Participating Preferred Stock reported on the third row. The Reporting Person disclaims beneficial ownership of such securities in excess of its direct or indirect interest in the profits or capital accounts of OHCP GenPar, L.P., Oak Hill Capital Partners, L.P., OHCP Ski, L.P. and Oak Hill Capital Management Partners, L.P. and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of these securities in excess of such amount. The Reporting Person may be deemed a member of a Section 13(d) group that owns more than 10% of the Issuer's outstanding Common Stock. However, the Reporting Person disclaims such group membership, and this report shall not be deemed an admission that the reporting person is a member of a Section 13(d) group that owns more than 10% of the Issuer's outstanding Common Stock for purposes of Section 16 or for any other purpose. OHCP MGP, LLC /s/ John R. Monsky September 5, 2001 --------------------------------------------- ----------------------- **Signature of Reporting Person Date Name: John R. Monsky Title: Vice President ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). Note: File three copies of this Form, one of which must be manually signed. If space provided is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. Page 2

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