Primed meridian: luxury homebuilders trading Hollywood Hills for ski resorts.

BILL Boehringer has long specialized in building jaw-dropping custom homes that dot the hilltops and beachfronts of the most expensive communities in Southern California.

Yet after more than a decade building in well-heeled burgs, Boehringer is taking his high-end experience to Mammoth Lakes--a ski town with a down-home reputation that's quickly rising in prestige.

In the last 36 months, Boehringer has teamed up with partner Sean Combs to form Meridian Development LLC, which is in the process of building large ski resorts in Mammoth Lakes and Lake Tahoe.

"It's all happening pretty quickly," said Boehringer, 40, from his own new, glossy home perched high above the Sunset Strip off Doheny Drive.

Combs, 37, a former West Coast executive with media giant Advance Publications Inc., has experience pitching projects to institutional investors. At Meridian Development, Combs is focusing on raising Wall Street money.

At first the partners focused on expanding their custom home business, but investors began pushing for larger projects. The duo credit their investment bankers at Houlihan Lokey Howard & Zukin with coming up with the idea to get into the resort business.

The concept made sense to the partners. They knew their wealthy clients were clamoring for second homes but without the hassle that accompanies homeownership.

"They don't want to show up and have frozen pipes and an empty fridge," Combs said. "They want to know they're taken care of."

Meridian Development's first project, 80/50 Mammoth, is expected to be completed in the spring and will contain 49 fractional ownership condominiums that come with near hotel-level services. (Among the amenities, a fleet of chauffeured Chevy Suburbans are on-call for residents.)

The $105 million resort project is Meridian Development's first foray outside its custom home business. Each unit has seven owners who split the maintenance fees and are guaranteed at least four weeks in the condo each year. Units are selling for between $350,000 to $725,000 and already the first phase of the project has sold out.

Meridian Development also has entitlements to build a $380 million hotel resort in Mammoth that will have 240 units. However, the resort, Mammoth Hillside--which could be branded a Ritz-Carlton--still has numerous local hurdles to clear.

Additionally, Meridian Development has formed a partnership with East West Partners to build a $60 million project called 80/50 Northstar in Lake Tahoe that will have 21 villas with similar services as in Mammoth Lakes.

So far, they say, the projects have had a warm reception. Even customers who passed on Meridian Development's custom homes are lining up. "They turned our home proposals down but told us if we ever build a resort that they'd be there," Combs said. "And sure enough, they showed up."

Mammoth reaction

Thanks partly to Meridian Development, Mammoth Lakes--long a sleepy ski area about 325 miles north of L.A.--is undergoing a rapid transition to an upscale resort town.

In addition to Meridian Development's projects--some of the town's largest--several L.A. developers are buying up large tracts in the 4-square-mile city for other high-end developments.

The spate of activity has Mammoth locals nervous about a looming invasion of Southern California's super-wealthy on a level that transformed Colorado ski towns Aspen and Vail into exclusive retreats of the rich and famous.

"We are in this state of transition," said Mammoth Lakes Mayor Rick Wood. "It is uncomfortable and there is this fear of the unknown. Things that people weren't concerned about a few years ago they are very concerned about now."

Signs of change are popping up all over town. A 10,000-square-foot home, the city's largest, was just approved and private jets are now commonplace at the municipal airport.

Also, Mammoth Lakes could become more accessible to Southern California if the Federal Aviation Administration allows UAL Corp.'s United Airlines and Alaska Air Group Inc.'s Horizon to begin regional service by year's end.

However, while residents complain, developers and institutional investors are cheered by the changes.

Five years ago, Canadian ski resort developer Intrawest Corp. built the Village at Mammoth, the town's first modern skiing attraction. Then last year Starwood Capital Group LLC bought Mammoth's ski slopes from a long-time family ownership for $365 million. The real estate investment group is sinking tens of millions into renovations and improvements.

With the new developments, Mammoth has attracted about 1.5 million skiers annually for the last three years--becoming the second most popular U.S. ski destination after Vail.

Partly in response to the increased attention, Mammoth Lakes has become a more difficult city to get approvals. The city passed a law requiring any large new employer, such as hotel owner, to build subsidized housing for their workers.

And on Meridian Development's Mammoth Hillside hotel development, the city will only allow the project to move forward if the developers can meet 87 conditions.

L.A.'s Hamptons?

The higher development threshold in Mammoth Lakes is fine by Boehringer and Combs, who have specialized in building luxury homes in areas with a tricky approval process.

Developers typically like areas where it's hard to build because it limits future competition and drives up real estate prices. Mammoth Lakes is also nearly 80 percent built out, leaving scant room for new development.

And although Mammoth Lakes home prices have been escalating close to 30 percent annually for the last several years, prices are still well below comparable homes in Vail and Aspen, said L.A.-based developer Kevin Green.

"There are a lot of celebs and people with well-known names building homes up there," he said. "It's not the sleepy little town it used to be." That's one reason Boehringer and Combs have begun marketing Mammoth Lakes as "the Hamptons of Los Angeles," a characterization that drew laughter from Wood, who declared the comparison "hilarious."

The notion that Mammoth Lakes is a wealthy retreat of Southern California's elite was also dismissed by Diane Eagle, editor of the local weekly newspaper The Mammoth Times.

"I wouldn't at the moment want to call it the Hamptons of L.A.," she said. "You can't even get The New York Times or the L.A. Times delivered to your door. Those types of services still need to come along first."

There's also the possibility that Mammoth Lakes' transformation could stall if housing prices suddenly drop since the financial feasibility of many projects rely on the sales of condominiums.

Still, Boehringer and Combs say they aren't worried. Boehringer said he survived the early 1990s real estate crash and fall-out from brushfires and earthquakes by building homes with top-end finishes.

"If you include only the best, it's more expensive, but it's the best way to separate yourself from your competition," he said.