STEAMBOAT SPRINGS, Colo. (AP) – American Skiing Co. agreed to pay more than $5 million to settle a lawsuit filed after it backed out of a deal to sell Steamboat Ski Area, documents showed.

The Park City, Utah-based company will make one payment of $3 million and another of $2.14 million to Triple Peaks LLC, according to Securities and Exchange Commission documents cited by the Steamboat Pilot & Today newspaper.

“I think it’s a reasonable settlement for both sides,” Tim Mueller, managing partner of Triple Peaks, said Tuesday. “We thought we had the upper hand, but there are no slam dunks in the court system.”

Dave Hirasawa, manager of investor relations for American, said the company had already set aside $5 million to cover the settlement.

American agreed to sell Steamboat to Ludlow, Vt.-based Triple Peaks for $91.4 million in February 2002. A month later, American decided to keep Steamboat and sell its Heavenly ski resort in California to Vail Resorts instead.

Triple Peaks sued. A state district court ruled in American’s favor, but the state Supreme Court sided with Triple Peaks.

The settlement was announced Monday, but the terms were not disclosed until the SEC documents were filed on Tuesday.

The deal gives Mueller 30 days to negotiate to buy Steamboat if American decides to sell to a third party within three years.

Mueller said such a deal is not out of the question, but Hirasawa called the negotiation provision “highly theoretical.”

He said it requires only that American offer the negotiation period.

Tim and Diane Mueller also own Okemo Mountain Resort in Ludlow, Vt., Mount Sunapee Resort in Newbury, N.H., and Crested Butte in central Colorado.

American owns ski areas in Maine, Vermont, New Hampshire, Colorado and Utah.

American shares were down one cent at 12 cents at midday Wednesday on the OTC Bulletin Board.

Triple Peaks is privately held.

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On the Net:

Okemo Mountain Resort: http://www.okemo.com/

American Skiing Co.: http://peaks.com/

AP-ES-07-14-04 1635EDT