SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

For the quarterly period ended September 24, 2000

For the transition period from ________ to ________.

Commission file number 1-9444

(Exact name of Registrant as specified in its charter)

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

(Address of principal executive offices)

(zip code)

(Registrant's telephone number, including area code)

(Representing Limited Partner Interests)

Units Outstanding As Of

50,914,923

PART I - FINANCIAL INFORMATION

Item 1. - Financial Statements

(In thousands)

The accompanying Notes to Consolidated Financial Statements are an integral part of these balance sheets.

(In thousands except per unit data)

The accompanying Notes to Consolidated Financial Statements are an integral part of these statements.

(In thousands)

The accompanying Notes to Consolidated Financial Statements are an integral part of these statements.

(In thousands)

The accompanying Notes to Consolidated Financial Statements are an integral part of these statements.

The accompanying consolidated financial statements have been prepared from the financial records of Cedar Fair, L.P. (the Partnership) without audit and reflect all adjustments which are, in the opinion of management, necessary to fairly present the results of the interim periods covered in this report.

Due to the highly seasonal nature of the Partnership's amusement park operations, the results for any interim period are not indicative of the results to be expected for the full fiscal year. Accordingly, the Partnership has elected to present financial information regarding operations for the preceding twelve month periods ended September 24, 2000 and September 26, 1999 to accompany the quarterly results. Because amounts for the 12 months ended September 24, 2000 include actual 1999 fourth quarter operating results, they may not be indicative of 2000 full calendar year operations.

The Partnership's consolidated financial statements for the quarters ended September 24, 2000 and September 26, 1999 included in this Form 10-Q report have been prepared in accordance with the accounting policies described in the Notes to Consolidated Financial Statements for the year ended December 31, 1999, which were included in the Form 10-K filed on March 30, 2000. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission. These financial statements should be read in conjunction with the financial statements and the notes thereto included in the Form 10-K referred to above.

The Partnership owns and operates five amusement parks: Cedar Point in Sandusky, Ohio; Knott's Berry Farm located near Los Angeles in Buena Park, California; Dorney Park & Wildwater Kingdom near Allentown, Pennsylvania; Valleyfair in Shakopee, Minnesota; and Worlds of Fun / Oceans of Fun in Kansas City, Missouri. The Partnership also owns and operates four seasonal water parks in Sandusky, Ohio; Buena Park, California; Chula Vista, California, near San Diego; and Kansas City, Missouri, and operates Knott's Camp Snoopy at the Mall of America in Bloomington, Minnesota under a management contract. Virtually all of the Partnership's revenues from its four seasonal amusement parks, as well as its four water parks, are realized during a 130-day operating period beginning in early May, with the major portion concentrated in the third quarter during the peak vacation months of July and August. Knott's Berry Farm is open year-round but also operates at its highest level of attendance during the third quarter of the year.

To assure that these highly seasonal operations will not result in misleading comparisons of current and subsequent interim periods, the Partnership has adopted the following reporting procedures for its seasonal parks: (a) depreciation, advertising and certain seasonal operating costs are expensed ratably during the operating season, including certain costs incurred prior to the season which are amortized over the season and (b) all other costs are expensed as incurred or ratably over the entire year.

On August 25, 2000, the Partnership obtained the approval from unitholders of a plan to revise its existing general partner fee and executive compensation systems at a special meeting of its limited partners. Under the approved plan, the partnership agreement was amended to reduce the general partner's interest in the Partnership from 0.5% to 0.1% and to eliminate the fees paid by the Partnership to its general partner, retroactive to January 1, 2000. In addition, a new Equity Incentive Plan allowing the award of options and other forms of equity as an element of compensation to senior management and other key employees was established. The 2,330,000 unit options awarded in 2000 to senior management under this plan had an exercise price of $19.25 at September 24, 2000. Because the exercise price was higher than the market price of limited partnership units at that date, no compensation expense related to unit options has been recognized in these financial statements.

In connection with terminating the existing general partner fee and executive compensation systems, non-recurring costs totaling approximately $7.8 million were incurred by the Partnership in the third quarter. In addition, the general partner was paid $1.0 million to reduce its interest in the Partnership to 0.1% effective January 1, 2000. This amount was offset somewhat by cash distributions accrued for the general partner during the first and second quarters, which were in excess of its revised 0.1% interest.

Net income per limited partner unit is calculated based on the following unit amounts:

Net revenues for the quarter ended September 24, 2000, increased 11% to $266.8 million from $240.7 million for the quarter ended September 26, 1999, and earnings before interest, taxes, depreciation and amortization (EBITDA), after a non-recurring charge of $7.8 million, increased 3% to $128.1 million from $124.1 million for the same period last year. Operating income for the period increased 1% to $109.1 million from $108.3 million, and net income, after the one-time charge and a significant rise in interest expense, decreased 2% to $94.5 million, or $1.83 per limited partner unit (diluted), from $96.2 million, or $1.83 per unit, in 1999.

The operating results for the current period were significantly impacted by the $7.8 million, or $.15 per unit, of non-recurring costs related to the termination of the Partnership's existing general partner fee and executive compensation systems. Excluding this one-time charge, earnings per limited partner unit for the quarter would have increased 8% to $1.98 and EBITDA would have increased 10% to $135.9 million.

The increase in interest expense for the quarter was primarily the result of higher interest rates, as well as increased borrowings from the 1999 acquisitions of a hotel and water park in California, large repurchases of units, and significant capital expenditures at several parks for the 2000 season. All other costs as a percent of revenues have remained relatively level between years.

For the quarter, we achieved increases of 7% in in-park guest per capita spending and 17% in out-of-park revenues at our five amusement parks. These gains were offset slightly by a 1% decrease in combined third-quarter attendance, due largely to inconsistent weather at each of our seasonal parks. Meanwhile, combined third-quarter water park attendance nearly doubled between years on the very successful debuts of our two new California water parks.

Through the first nine months of 2000, net revenues were up 7% over last year on a 7% increase in in-park guest per capita spending and an 11% increase in out-of-park revenues, which were offset slightly by a 2% decrease in combined attendance. Over this same period, EBITDA, excluding the non-recurring charge in 2000, increased 5% between years.

The approved plan to revise the Partnership's former general partner fee and executive compensation systems is expected to have a favorable impact on net income and cash flow from operations in future periods.

Current assets and liabilities are at normal seasonal levels at September 24, 2000, and the negative working capital ratio of 3.2 is the result of the Partnership's highly seasonal business and careful management of cash flow. The Partnership has available through April 2002 a $200 million revolving credit facility and an additional $90 million revolving credit facility is available through November 2000. Borrowings under these credit facilities were $194.6 million as of September 24, 2000, of which $40 million is classified as a current liability under the terms of the smaller facility. During the fourth quarter of 2000, the Partnership expects to arrange appropriate revolving credit facilities sufficient to fund future working capital needs, planned capital expenditures and regular quarterly distributions to partners through the end of 2001.

A special meeting of the limited partners of the Partnership was held on August 25, 2000 at Knott's Berry Farm in Buena Park, California, to consider and vote upon the following two proposals and to transact any other business that might properly have come before the special meeting:

1. Proposal 1 -Amend the partnership agreement in order to terminate fees paid to the general partner and to reduce the general partner's interest in the Partnership from 0.5% to 0.1%.
2. Proposal 2 - Establish a new Equity Incentive Plan allowing the award of options and other forms of equity as an element of compensation to senior management and other key employees.

Of the 51,980,183 units entitled to vote at the special meeting, the following votes were cast by the limited partners with respect to these proposals:

(a) Exhibits - The following exhibits are filed with this Form 10-Q:

Exhibit (20) 2000 Third Quarter Press Release

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

CEDAR FAIR, L.P.

(Registrant)

By Cedar Fair Management Company

General Partner

Page Number

Exhibit (20) 2000 Third Quarter Press Release 13