FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * TRACY THOMAS A   2. Issuer Name and Ticker or Trading Symbol CEDAR FAIR L P [FUN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) ONE CEDAR POINT DRIVE 3. Date of Earliest Transaction (Month/Day/Year) 01/19/2007 (Street) SANDUSKY, OH 44870-5259 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Units of Limited Partner Interest 12/31/2006   P V 2,328 A (1) 19,473 D   Units of Limited Partner Interest 01/31/2006   G V 1,200 D $ 0 18,273 D   Units of Limited Partner Interest 12/31/2006   P V 107 A (2) 18,380 D   Units of Limited Partner Interest 12/31/2006   P V 118 A (3) 1,828 I By Spouse Units of Limited Partner Interest               1,000 I By Trust

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Call options to purchase limited partnership units

$ 20.6

(4)

03/07/2011

Units of Limited Partner Interest

300

300

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
TRACY THOMAS A ONE CEDAR POINT DRIVE SANDUSKY, OH 44870-5259	X

Signatures

Thomas A. Tracy		01/19/2007
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	During the fiscal year under the Cedar Fair, L.P. Distribution Reinvestment and Employee Unit Purchase Plan, 2,328 units were acquired at prices ranging from $24.64 to $29.56. These transactions are exempt under rule 16a-11.
(2)	During the fiscal year under a broker administered distribution reinvestment plan, 107 units were acquired at prices ranging from $25.40 to $29.56. These transactions are exempt under rule 16a-11
(3)	During the fiscal year under a broker administered distribution reinvestment plan, 118 units were acquired at prices ranging from $25.40 to $29.56. These transactions are exempt under rule 16a-11
(4)	Options vest at a rate of 20% per year on each anniversary date, beginning on March 7, 2002.

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