(State or other jurisdiction

of incorporation)

(I.R.S. Employer

Identification No.)

Cedar Fair, L.P. Amended and Restated Senior Management Long-Term Incentive Compensation Plan;

Cedar Fair, L.P. Amended and Restated 2000 Equity Incentive Plan;

Cedar Fair, L.P. Amended and Restated 2000 Senior Executive Management Incentive Plan;

Cedar Fair, L.P. Amended and Restated Supplemental Retirement Program;

Cedar Fair, L.P. Amended and Restated Executive Change of Control Plan; and

the amended and restated employment agreements for executive officers Richard L. Kinzel, Jacob T. Falfas and Peter J. Crage.

in the event of a change in control or a participant’s death, disability or retirement while employed by Cedar Fair, awards for that year, as well as any unpaid awards from prior years, will be paid in a lump sum cash payment within ninety days of the event (or such period of time as may be required by Section 409A of the Code); and

in the event of change in control, awards will be deemed to have been earned at 100% of the target level in the year of the change in control.

the exercise price of a unit purchasable under an option or a unit appreciation right may not be less than the fair market value of the unit on the date of grant of the option or unit appreciation right; and

all payments for performance based awards would be made or deferred in compliance with Section 409A.

in the event that a participant retires or dies during a performance period, the participant or his estate will receive the prorated cash incentive award;

in the event of a change in control, all cash incentive awards will be deemed to have been earned at 100% of the target level in the year of the change in control;

in all other instances of separation from service, the participant will forfeit the entire cash incentive award; and

payment and deferral of any performance based cash incentive awards will be made in compliance with Section 409A.

clarifying language to confirm that in the event that a participant in the program dies, becomes disabled or retires while employed by Cedar Fair, all of the participant’s accrued units will fully vest and become payable in a lump sum on the first day of the second month following the month of such event (or such period of time as required by Section 409A); and

in the event of a change in control while a participant is employed by Cedar Fair, all accrued units will vest and be funded in a “rabbi” trust for the benefit of the participant at death, disability or retirement and payable as described above.

the list of positions covered by the plan was amended to include the chief operating officer position;

the Board was granted the authority to add additional key employees to the plan at a level of benefits determined by the Board;

any participant who is designated to participate in the plan but has an employment agreement or other arrangement with Cedar Fair containing change in control provisions will not participate in the plan while such agreement is in effect;

tax gross-up payments by Cedar Fair to reimburse any excise tax imposed on an executive by Section 409A of the Code were added; and

the severance payments and benefits to be provided to the participants if they are terminated (other than for cause, as defined in the plan) within 24 months of a change in control were increased to:

The President and/or Chief Executive Officer will receive 3 times his average annual cash compensation, as defined in the plan, for the previous 3 years (or such shorter period of time that the executive is employed by Cedar Fair) preceding the year in which the change in control occurred, less US$1. He will also receive life, disability, accident and health insurance benefits for the shorter of 36 months or the period until he is re-employed.

Each of the Chief Operating Officer and the Chief Financial Officer will receive 2.5 times his average annual cash compensation, as defined in the plan, for the previous 3 years (or such shorter period of time that the executive is employed by Cedar Fair) preceding the year in which the change in control occurred, less US$1. Each will also receive life, disability, accident and health insurance benefits for the shorter of 30 months or the period until he is re-employed.

Each of the Regional Vice Presidents and Corporate Division Heads; the Corporate Vice President, Administration and the Corporate Vice President, Planning & Design will receive 2 times his average annual cash compensation, as defined in the plan, for the previous 3 years (or such shorter period of time that the executive is employed by Cedar Fair) preceding the year in which the change in control occurred, less US$1. Each will also receive life, disability, accident and health insurance benefits for the shorter of 24 months or the period until he is re-employed.

Each General Manager will receive 90% of 2 times his average annual cash compensation, as defined in the plan, for the previous 3 years (or such shorter period of time that the executive is employed by Cedar Fair) preceding the year in which the change in control occurred, less US$1. Each will also receive life, disability, accident and health insurance benefits for the shorter of 12 months or the period until he is re-employed.

the greater of (i) the payments he would receive if he were terminated under his employment agreement other than for cause or (ii) the payments and benefits he would have received if he participated in the Cedar Fair, L.P. Amended and Restated Change of Control Plan. If Cedar Fair terminates Mr. Kinzel’s employment other than for cause, as such term is defined in the employment agreement, then Mr. Kinzel would receive a lump sum payment of (i) his annual base salary through the date of termination and (ii) an amount equal to the present value of his annual base salary and incentive compensation that he would have received had he remained employed for the term of the agreement and all of his outstanding equity awards will vest and become exercisable on or before March 1, 2012. The payment Mr. Kinzel would receive under the Cedar Fair, L.P. Amended and Restated Change of Control Plan are outlined above under “President and/or Chief Executive Officer” section.

lifetime health care coverage, a supplement to Medicare and reimbursement of any expense for Medicare as detailed in the employment agreement;

maintenance of a $2 million term life insurance policy on the life of Mr. Kinzel to be in effect until July 23, 2018;

life, disability and accident benefits on terms no less favorable than provided to other Cedar Fair officers for the longer of (i) January 2, 2012 or (ii) 3 years, or if shorter, until Mr. Kinzel is re-employed;

fringe benefits similar to those listed as an exhibit to the employment agreement on terms no less favorable to other Cedar Fair officers until January 2, 2012;

tax gross-up payments to reimburse Mr. Kinzel for any excise taxes he may incur under Sections 280G and 4999 of the Code.