SECURITIES AND EXCHANGE COMMISSION
                   Washington, D.C.  20549


                          FORM 8-K
                       Current Report
 Pursuant to Section 13 or 15(d) of The Securities Exchange
                         Act of 1934

      Date of Report (Date of earliest event reported):
                       August 25, 2000
                      CEDAR FAIR, L.P.
   (Exact name of Registrant as specified in its charter)


         DELAWARE            1-9444          34-1560655
     (State or other      (Commission     (I.R.S. Employer
       jurisdiction        File No.)     Identification No.)
    of incorporation)


             One Cedar Point Drive,          44870-5259
                 Sandusky, Ohio
             (Address of principal           (Zip Code)
               executive offices)


     Registrant's telephone number, including area code:
                       (419) 626-0830


                            N.A.
    (Former name or former address, if changed since last
                           report)


                    CEDAR FAIR, L.P.INDEX

      Item 5.      Other Events                      3

      Signatures                                     4


ITEM 5.  OTHER EVENTS.

On  August  25,  2000, Cedar Fair, L.P.  (the  "Registrant")
announced the approval of a plan to revise the Partnership's
existing  general  partner  fee and  executive  compensation
systems  at  a special meeting of its limited partners  held
that day.
Under  the  approved plan, Cedar Fair's limited  partnership
agreement  has been amended to eliminate the  fees  paid  by
Cedar Fair 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.   In  connection  with  terminating   the
existing   compensation  system,  one-time  lump  sum   cash
payments totaling approximately $8.5 million and options for
2,330,000  units  will  be issued  to  Cedar  Fair's  senior
management.



                         SIGNATURES


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 hereunto duly
authorized.


       CEDAR FAIR, L.P.
       By Cedar Fair Management Company, General Partner


       By:  /s/ Bruce A. Jackson

           Bruce A. Jackson
           Corporate Vice President,
           Finance and Chief
           Financial Officer



Date:  August 31, 2000