Cedar Fair, L.P. (FUN)

Base Salary

We use base salaries to provide a guaranteed amount of compensation commensurate with the executive’s scope of responsibilities, performance, current compensation levels and career with the Partnership. We do not consider the earnings of prior long-term incentive grants or retirement plans when determining base salary compensation, as awards earned in prior years were earned for prior performance and should not be a factor in current compensation. Base salaries may be adjusted on an annual basis. All of our named executive officers except Mr. Bender have base salaries that are derived from amounts agreed to when we negotiated employment agreements with them in 2007.

All of our named executive officers received merit increases in base salary for 2009 reflecting their dedication and commitment to our success in a difficult business environment. Each named executive officer met or exceeded our expectations and specific objectives related to his position, and our financial results as a partnership are evidence of this strong management performance.

Mr. Kinzel, our chief executive officer since 1986, had a base salary in 2008 of $1,250,000 that reflected a merit increase over his contractually established 2007 base salary. Mr. Kinzel’s salary for 2009 is $1,300,000, representing a 4.0% increase from 2008.

Mr. Falfas, our chief operating officer since 2005, had a base salary in 2008 of $625,000 that reflected a merit increase over his contractually established 2007 base salary. Mr. Falfas’s salary for 2009 is $645,000, representing a 3.2% increase from 2008.

Mr. Crage, our vice president of finance and chief financial officer since 2005, had a base salary in 2008 of $425,000 that reflected a merit increase over his contractually established 2007 salary. Mr. Crage’s salary for 2009 is $450,000, representing a 5.9% increase from 2008.

Mr. Decker, our corporate vice president of planning & design since 2002, manages the design and planning for all of our parks, including the themes, intellectual property matters and architectural design. Mr. Decker’s 2008 base salary was $258,000, including a merit increase over his contractually established 2007 base salary. Mr. Decker’s salary for 2009 is $267,000, representing a 3.5% increase from 2008.

Mr. Bender, one of our regional vice presidents since June 2006, supervises the management of six of our parks. Mr. Bender had a 2008 base salary of $262,500 that was based upon a determination of the requirements of his position and as assessment of his individual skills and experience. Mr. Bender’s salary for 2009 is $271,500, representing a 3.4% increase from 2008.

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Base Salary

We use base salaries to provide a guaranteed amount of compensation commensurate with the executive’s scope of responsibilities, performance, current compensation levels and career with the Partnership. Base salaries may be adjusted on an annual basis. We do not consider the earnings of prior long-term incentive grants or retirement plans when determining base salary compensation, as awards earned in prior years were earned for prior performance and should not be a factor in current compensation. The salary increases for 2008 are as follows:

All of our named executive officers received merit increases reflecting their dedication and commitment to our success. For example, our financial performance at the end of the summer season was not at the levels we were targeting, and so our management exerted extra effort to make our fall 2007 performance extremely strong. This performance in the fall is particularly notable as the parks are operating on reduced staffing in the non-peak season. On a percentage basis, Mr. Crage received the largest salary increase. Mr. Crage was instrumental in renegotiating our credit agreement in February 2007, and it is estimated that the amended terms of that agreement will save the Partnership approximately $8.0 million in cash interest costs annually. Mr. Decker, whose role expanded after the Paramount Parks acquisition, manages the design and planning for all of our parks, including the themes, intellectual property matters and architectural design.

Base Salary

We use base salaries to provide a guaranteed amount of compensation commensurate with the executive’s scope of responsibilities, performance, current compensation levels and career with the Partnership. Base salaries may be adjusted on an annual basis. We do not consider the earnings of prior long-term incentive grants or retirement plans when determining base salary compensation, as awards earned in prior years were earned for prior performance and should not be a factor in current compensation.

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Base salaries were adjusted at the beginning of 2006 to reflect merit increases over 2005 salaries and then again in July 2006 after the Paramount Parks acquisition to bring base salaries in line with market rates for the revised peer group of companies. Mr. Hildebrandt did not receive a second salary adjustment in 2006 because his responsibilities as Vice President and General Manager of Cedar Point were not impacted by the acquisition. The salary increases in 2006 are as follows:

On a percentage basis, Messrs. Falfas and Crage received the largest salary increases due to the very significant corporate level increase in their responsibilities and because the compensation studies indicated that Messrs. Falfas’ and Crage’s salary levels were below market prior to the acquisition. Mr. Kinzel received a salary increase that brings his base salary into the market range for chief executive officers of our peer group companies. Mr. Bender received a promotion in connection with the acquisition from the Vice President and General Manager of Worlds of Fun/Oceans of Fun to a Regional Vice President, and his salary increase reflects that additional level of responsibility. Mr. Hildebrandt received a merit increase from 2005 to 2006 based on his performance.

Mr. Hildebrandt’s salary for 2007 is $265,000, representing a 2.7% increase in salary from 2006. The other named executive officers will not receive base salary increases for the year 2007.