EXECUTIVE EMPLOYMENT AGREEMENT

                         EXECUTIVE EMPLOYMENT AGREEMENT



        EXECUTIVE EMPLOYMENT AGREEMENT, made as of November 7, 2006 by and
between STEAMBOAT SKI & RESORT CORPORATION, a Delaware corporation (the
"Company"), and Christopher Diamond (the "Executive").

        WHEREAS, the Company desires to continue to employ the Executive and the
Executive desires to continue to be so employed, on the terms and subject to the
conditions set forth in this agreement (the "Agreement");

        NOW, THEREFORE, in consideration of the mutual covenants set forth
herein and for other good and valuable consideration the parties hereto hereby
agree as follows:

     1. Employment: Term. The Company hereby agrees to continue to employ the
Executive, and the Executive agrees to continue to be so employed by the
Company, upon the terms and subject to the conditions set forth herein,
commencing on October 1, 2006 (the "Effective Date") and ending on July 31, 2007
unless earlier terminated in accordance with Section 4 of this Agreement;
provided, however, that upon the consummation of a Change in Control (as defined
in Section 4(f) hereof), the term shall be extended for a period of two (2)
years following the Change in Control (the initial period together with any such
extension shall be referred to hereinafter as the "Term").

     2. Position: Conduct.

     (a) During the Term, the Executive will hold the title and office of, and
serve in the position of President of the Company (unless the Executive consents
to such other title). The Executive shall undertake the responsibilities and
exercise the authority customarily performed, undertaken and exercised by
persons situated in a similar executive capacity, and shall perform such other
specific duties and services as the Board of Directors (the "Board") shall
reasonably request consistent with the Executive's position.

     (b) During the Term, the Executive agrees to devote his full business time
and attention to the business and affairs of the Company and to faithfully and
diligently perform, to the best of his ability, all of his duties and
responsibilities hereunder. Nothing in this Agreement shall preclude the
Executive from devoting reasonable time and attention to (i) serving, with the
written approval of the Board as a director, trustee or member of any committee
of any organization, (ii) engaging in charitable and community activities and
(iii) managing his personal investments and affairs and (iv) maintaining his
ownership and/or controlling interest in the Alpine Traders Ski Shop located in
West Dover, Vermont; provided that the activities set forth in clause (i), (ii)
and (iii) do not involve any material conflict of interest with the interests of
the Company or, individually or collectively, interfere materially with the
performance by the Executive of his duties and responsibilities under this
Agreement.

     (c) The Executive's office and place of rendering his services under this
Agreement shall be in the principal executive offices of the Company, which
shall be in the Steamboat Springs, Colorado area.


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     3. Salary: Additional Compensation: Perquisites and Benefits.

     (a) Salary. During the Term, the Company shall pay the Executive a base
salary (the "Base Salary") at an annual rate of not less than $284,313.12.
Subject to annual review, such Base Salary may be increased from time to time.
Base Salary shall be paid in periodic installments in accordance with the
Company's standard practice, but not less frequently than semi-monthly.

     (b) Bonus. For each fiscal year (August 1 through July 31) during the Term,
the Executive shall be eligible to receive a bonus from the Company (the "Annual
Bonus"). The award and amount of the Annual Bonus shall be contingent upon the
Company's achievement of predefined operating or performance goals and other
criteria established by the Compensation Committee of the Board, which shall
give the Executive the opportunity to earn an Annual Bonus equal to 20% of his
Base Salary.

     (c) Change in Control Bonus. Upon the consummation of a Change in Control
(as such term is defined in Section 4(f) hereof) that occurs during the Term,
the Company shall pay the Executive a cash award (the "Change in Control Bonus")
in an amount calculated pursuant to the terms of the November 7, 2006 "Change in
Control Bonus Award Letter" from the Compensation Committee of the Board of
Directors of American Skiing Company (the "Compensation Committee") to the
Executive. If a Change in Control occurs during the Term, the Change in Control
Bonus shall be payable on the later of (i) thirty (30) days following the
consummation of the Change in Control and (ii) January 1, 2007.

     (d) Employee Benefits. During the Term, the Executive shall participate in
all plans maintained for the benefit of the Company's employees on the same
basis and subject to the same qualifications as other senior executive officers.

     (e) Equity. The Executive has previously been granted options to purchase
shares of American Skiing Company common stock. The terms and conditions of such
option shall continue to be governed by the Stock Option Agreements executed by
and between American Skiing Company and the Executive dated as of January 1,
2000, October 22, 1998, and November 15, 1997.

     (f) Expenses. The Company shall reimburse the Executive, in accordance with
its standard policies from time to time in effect, for all out-of-pocket
business expenses as may be incurred by the Executive in the performance of his
duties under this Agreement.

     (g) Vacation. The Executive shall be entitled to vacation time to be
credited and taken in accordance with the Company's policy from time to time in
effect for senior executives, which in any event shall not be less than a total
of four (4) weeks per calendar year.

     4. Termination and Severance.

     (a) Death or Disability. The Term shall terminate immediately upon the
Executive's death or upon thirty (30) days prior written notice by the Company,
in the case of a determination of the Executive's Disability. As used herein the
term "Disability" means the Executive's inability to perform his duties and


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responsibilities under this Agreement for a period of more than 60 consecutive
days, or for more than 120 days, whether or not continuous, during any 180-day
period, due to physical or mental incapacity or impairment. A determination of
Disability will be made by a physician reasonably satisfactory to both the
Executive and the Company and paid for by the Company whose decision shall be
final and binding on the Executive and the Company; provided that if the parties
cannot agree as to a physician, then each shall select and pay for a physician
and these two together shall select a third physician whose fee shall be borne
equally by the Executive and the Company and whose determination of Disability
shall be binding on the Executive and the Company.

     If the Term is terminated upon the Executive's death or Disability, the
Company shall pay to the Executive's estate or the Executive, as the case may
be, a lump sum payment equal to (i) the Executive's Base Salary through such
termination date, (ii) a pro rata portion of the Executive's Annual Bonus with
respect to the fiscal year in which the termination occurred plus (iii) any
accrued but unpaid vacation through the date of such termination.

     (b) Termination for Cause. The Term may be terminated by the Company upon
ten (10) days written notice to the Executive following the occurrence of any
event constituting "Cause" as defined below. If the Term is terminated by the
Company for Cause, the Company will pay the Executive an aggregate amount equal
to the Executive's accrued and unpaid Base Salary and vacation pay through the
date of such termination. For purposes of this Agreement, "Cause" shall mean the
Executive's (i) failure or refusal to perform or observe any of his duties,
responsibilities or obligations set forth in this Agreement; (ii) any willful
and intentional act of the Executive involving malfeasance, fraud, theft,
misappropriation of funds, embezzlement or dishonesty affecting the Company; or
(iii) the Executive's conviction of, or a plea of guilty or nolo contendere to,
an offense which is a felony in the jurisdiction involved or any lesser crime
involving Company property.

     (c) Termination by the Executive without Good Reason. If the Term is
terminated by the Executive other than because of death, Disability or for Good
Reason (as such term is defined in Section 4(f) hereof), the Company shall pay
to the Executive an aggregate amount equal to the Executive's accrued and unpaid
Base Salary and vacation through the date of such termination.

     (d) Termination By the Company without Cause (other than on account of
death or Disability) or by the Executive for Good Reason. Subject to Section
4(e) hereof, if the Term is terminated by the Company without Cause (other than
by reason of death or Disability), or if the Executive terminates the Term for
Good Reason (as defined below), the Company shall pay the Executive a lump sum
payment within thirty (30) days following such termination equal to one (1)
times the Executive's Annual Base Salary as in effect as of the date of such
termination.

     (e) INTENTIONALLY OMITTED.



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