SCHEDULE 14A
                                 (RULE 14A-101)

                            SCHEDULE 14A INFORMATION

           PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES
                              EXCHANGE ACT OF 1934
                                (AMENDMENT NO. )

                           Filed by the Registrant [X]

                          Check the appropriate box [X]

                         [ ] Preliminary Proxy Statement
        [ ] Confidential, For Use of the Commission Only (as permitted by
                                Rule 14a-6(e)(2))
                         [ ] Definitive Proxy Statement
                       [ ] Definitive Additional Materials
        [X] Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12


                             AMERICAN SKIING COMPANY
                (Name of Registrant as Specified In Its Charter)

    (Name of Person(s) Filing Proxy Statement, if other than the Registrant)

                                       n/a

Payment of Filing Fee (Check the appropriate box):

[X] No fee required.

[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.

(1) Title of each class of securities to which transaction applies:
(2) Aggregate number of securities to which transaction applies:
(3) Per unit price other  underlying value of transaction  computed  pursuant to
    Exchange Act Rule 0-11:
(4) Proposed maximum aggregate value of transactions:
(5) Total fee paid:

[ ] Fee paid previously with preliminary materials.
[ ] Check box of any part of the fee is offset as provided by Exchange  Act Rule
0-11(a)(2)  and  identify  the  filing  for  which the  offsetting  fee was paid
previously.  Identify the previous filing by registration  statement  number, or
the Form or Schedule and the date of its filing.

(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
Description of Transaction

         The  description of the transaction is incorporated by reference to the
press release  attached as Exhibit 99.1 to the Form 8-K dated December 11, 2000.
Other  written  soliciting  materials  used are also  attached to this filing as
exhibits.

         American Skiing Company ("American  Skiing") will be, and certain other
persons  named  below  may  be,   soliciting   proxies  from  American  Skiing's
stockholders  in favor of the  transaction.  Some of the directors and executive
officers of American Skiing and some of the directors and executive  officers of
Meristar Hotels and Resorts, Inc., a Delaware corporation  ("Meristar"),  may be
deemed to be participants in American Skiing's solicitation of proxies.

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         The participants in the solicitation  include the following current and
prospective directors and officers of American Skiing:



Name                                        Title
- --------------------------------------------------------------------------------
                                         
David B. Hawkes (1)                         Director
Paul Wachter (2)                            Director
Paul W. Whetsell                            Director
Robert J. Branson                           Director Nominee
Gordon M. Gillies (1)                       Director
Leslie B. Otten (2)                         Director, Chairman and Chief Executive Officer
Christopher E. Howard                       Director, Executive Vice President and Secretary
Bradford E. Bernstein (1) (2)               Director
J. Taylor Crandall                          Director
Steven E. Gruber                            Director
William S. Janes                            Director
Alexandra C. Hess                           Director Nominee
Mark J. Miller                              Senior Vice President and Chief Financial Officer
G. Christopher Brink                        Senior Vice President, Marketing
William J. Fair                             Chief Operating Officer, President-Resort Operations
Hernan R. Martinez                          Senior Vice President and Chief Operating Officer,
                                            American Skiing Company Resort Properties, Inc.
Allen Wilson                                President and Managing Director, Killington Resort
Blaise Carrig                               President and Managing Director, The Canyons Resort
Daniel Duquette                             Director
Christopher Livak                           Vice President, Finance
Foster Stewart                              Vice President and General Counsel
- ------------
(1)  Member of the Audit Committee
(2)  Member of the Compensation Committee


         In  addition,  Daly  Gray  Public  Relations  is  participating  in the
solicitation.

         Some of the  participants  in the  solicitation  have  interests in the
merger and associated transactions,  some of which may differ from, or may be in
addition to, those of American Skiing's stockholders generally:

o    In connection with the merger,  some of American Skiing's senior management
     will become senior management of Doral International,  Inc. ("Doral"),  the
     publicly-traded  company that will result from the merger. Mr. Leslie Otten
     will become the Chairman of Doral,  and Mr.  William J.  ("B.J.") Fair will
     lead the Doral leisure division.

o    Paul  Whetsell is also a member of the board of  directors  of Meristar but
     has recused himself from all  deliberations  of American  Skiing's board of
     directors  relating to the merger and is not a member of American  Skiing's
     Special Committee.

o    None of the  directors or officers of American  Skiing holds more than 1.0%
     of the outstanding common stock of American Skiing except for Messrs. Otten
     (9.31%) and Howard (1.63%). In addition, Mr. Otten owns 100% of the Class A
     common stock (14,760,530). The directors and executive officers of American
     Skiing  beneficially  own  approximately  73.45% of the  total  outstanding
     shares of voting stock (common stock  together with Class A common  stock).
     All percentages are as of November 9, 2000.

o    Robert J. Branson,  Bradford E. Bernstein,  J. Taylor  Crandall,  Steven E.
     Gruber,  William S. Janes and Alexandra C. Hess are directors  nominated by
     Oak Hill Capital  Partners,  L.P.  and its  affiliates  (collectively  "Oak

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     Hill") and Oak Hill is the largest  stockholder of each of American  Skiing
     and Meristar. Oak Hill will own more than 45% of Doral after the merger.

         In  addition,   some  of  Meristar's  directors  and  officers  may  be
participating  in the  solicitation.  A list of  those  participants  and  their
interests  in the  merger  and  the  associated  transactions  is set  forth  in
Meristar's statement on Schedule 14A.

Exhibits:

         Exhibit Number                     Description

          99.1 Press Release, dated December 11, 2000 (incorporated by reference
               to the Rule 425 filing  made by American  Skiing on December  11,
               2000)

          99.2 Script  used by Mr.  Leslie  Otten  during  the  conference  call
               announcing the transaction on December 11, 2000  (incorporated by
               reference  to the Rule 425  filing  made by  American  Skiing  on
               December 11, 2000)

          99.3 Slide  presentation  to be used  beginning  on December  12, 2000
               (incorporated  by reference  to Exhibit 99.4 to the  Statement on
               Schedule 14A of Meristar filed on December 11, 2000)

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