Ladies and gentlemen, thank you for standing by and welcome to the Cedar Fair Second Quarter Earnings Conference Call. During today’s presentation, all parties will be placed in a listen-only mode. Following the presentation, the conference will be opened for questions. (Operator Instructions) This conference is being recorded today Wednesday, August 3rd of 2011. And I would now like to turn the conference over to Stacy Frole, Director of Investor Relations. Please go ahead ma’am.

Thank you, Michaela. Good afternoon and welcome to our second quarter earnings conference call. I’m Stacy Frole, Cedar Fair’s Director of Investor Relations. Earlier today, we issued our 2011 second quarter earnings release. A copy of that release can be obtained on our corporate website at www.cedarfair.com or by contacting our Investor Relations offices at 419-627-2233. On the call this morning are Dick Kinzel our Chief Executive Officer and Matt Ouimet our President, Brian Witherow our Vice President and Corporate Controller and Dave Hoffman our Vice President of Finance and Corporate Tax are also with us and will be available during the question-and-answer portion of today’s call. Before we begin, I need to caution you that comments made during this call will include forward-looking statements within the meaning of the Federal securities laws. These statements may involve risks and uncertainties that could cause actual results to differ materially from those described in such statements. You may refer to your filings by the company with the SEC for a more detailed discussion of these risks. In addition in accordance with Regulation G, non-GAAP financial measures used on the conference call today are required to be reconciled to most directly comparable GAAP measures. During today’s call, we will make reference to adjusted EBITDA as defined in our earnings release. The required reconciliation of adjusted EBITDA is in the earnings release and it’s also available to investors on our website via the conference call access page. In compliance with SEC Regulation FD, this webcast is being made available to the media and the general public, as well as analysts and investors. Because the webcast is open to all constituents and prior notification has been widely and unselectively disseminated, all content of the call will be considered fully disclosed. Now I’ll like to turn the call over to, Dick Kinzel.

Good afternoon and thank you for joining us on the call today. We appreciate your interest in Cedar Fair and we look forward to further enhancing our communications with you and expanding our Investor Relations outreach through 2011 and beyond. As we are moving forward with our leadership succession plan, today’s call will be slightly different than in the past. As usual, I will update you on our results for the second quarter as well as a more part review of attendance and revenue trends through this past weekend. Matt Ouimet, our new President who joined Cedar Fair a little over a month ago will discuss his experiences over the past month and future outlook for the company. And finally, Brian Witherow our Vice President and Corporate Controller will discuss the second quarter and six months’ financial statements in more detail. At that point, we will open up the call for your questions and comments. As you can see from today’s earnings release, results for the second quarter of 2011 are quite strong and it remained strong into the peak vacation month of July. Based on our performance through this past weekend, we are on target for another solid year and quite possibly a record performance following last year’s record results. For the quarter, revenues were up 3% due primarily to increases in both attendance and average in-park guest per capita spending. The strongest region this quarter was our western region where our parks in California reported an increase of more than 10% in revenues, a result of both higher attendance and average in-park guest per capita spending. Revenues in our northern and southern regions remained comparable with the second quarter of last year. Looking at our more recent results for the month of July, we have experienced increases in…

Thank you, Dick. As I’d mentioned to many people over the past 45 days, I’m particularly pleased to be able to say that what I saw from outside the company has been rightly validated. Cedar Fair’s reputation for delivering a high value quality guest experience is well deserved. The disciplined approach to operation management is on par or better than anything I’ve seen throughout my career. As, Dick mentioned, I’ve already visited 8 of our 11 amusement parks in each case I was impressed with the scale and quality of the assets that are owned and operated by Cedar Fair. As you would expect, each of the parks is unique in terms of the many variable – in terms of many variables and I’d appreciated local management’s insight into the opportunities and challenges of each market. I have been accompanied on these visits by our two Executive Vice Presidents Richard Zimmerman and Phil Bender. Both long-term veterans in the amusement park industry. Their experiences from both inside and outside of Cedar Fair have already proven extremely valuable to me as we start to look at our plans for the future. I’ve also spent considerable time with Brian Witherow our Vice President and Corporate Controller and Dave Hoffman our Vice President Finance and Corporate Tax. Both are on the call with us today. They have helped me get a better understanding of the company’s substantial cash flow and have begun to consider the alternatives for allocating these funds to maximize value to our unit holders. As you’d expect, these options include reinvesting in our business to increase cash flow, progressive repayment of debt to increase our financial flexibility and enhance distributions to our unit holders. In regards to the distributions, as, Dick referenced earlier, we intend to pay $1.00 in distributions…

Thanks, Matt. First, I want to emphasize that virtually all of the revenues from our seasonal amusement parks, water parks and other resort facilities are realized during 130 to 140-day operating period beginning in the second quarter with the majority of revenues concentrated in the third quarter during the peak vacation month of July and August. Only Knott’s Berry Farm and Castaway Bay are open year-around, and both of those properties also operated their highest level of attendance during the third quarter. Thus, I’ll caution you that it’s always risky to jump to any conclusions about full-year results based on second quarter numbers alone. As of last Sunday, approximately 45% of our operating season is still yet to come. Overall, our results for the second quarter were in line with our expectations. Net revenues for the quarter ended June 26th were $284.5 million representing a 3% increase over last year’s $275.6 million. This reflects a 93,000 visit increase in attendance which was led by our western region. It also reflects a 4% increase in out-of-park revenues including our resort hotels and a 1% increase in average in-park guest per capita spending across all of our regions. As, Dick mentioned earlier the improved attendance was largely due to an increase in season pass visits. The improvement in guest per capita spend is a direct result of the innovative marketing programs Dick mentioned combined with investments focused on increasing the spending of guests while they visit our parks. Operating cost and expenses for the quarter were $189.3 million, representing a decrease of 2% from last year. This is the net result of a $761,000 increase in cost of goods sold, a $4 million increase in operating expenses and a $7.9 million decrease in selling, general and administrative cost. The increase in operating…

Thanks, Brian for that report and thank you Matt for your kind words, all the energy and added perspective; you’ve already infused into the organization. I can now begin to tell you the number of calls they have received over the past few weeks from colleagues from across the country to tell me how impressed they are with you and how excited they are about working with you going forward. And now, we will open up the call for any questions or comments you may have.

(Operator Instructions). Our first question comes from the line of Scott Hamann from KeyBanc Capital Markets. Please go ahead. Scott Hamann – KeyCorp Investment Banking: Hi, good morning, everyone and Matt I just want to extend my welcome aboard and look forward to working with you.

Thank you, Scott. Scott Hamann – KeyCorp Investment Banking: Just on the land purchase announcement, obviously second one you’ve done seems like there are some opportunities emerging. Can you kind of just talk about maybe the structure of your thoughts around this strategy? Are there other opportunities? Is this going to be more of a hotel? Is it going to be rides? Is it going to be potentially a partnership agreement with someone else and kind of how you’re thinking about deploying some of that capital going forward?

Fair question, Scott. I will tell you with the difference again to the 45 days of insight at this point. All of the above are considerations for us, but the answer to this is going to be making sure that whatever we do on the adjacent land benefit the existing infrastructure we have in place in those parks. And I used the term earlier today, I call the vision synergy and that’s the idea that whatever we do with this land again lets us leverage the investment we already have in the parks. Scott Hamann – KeyCorp Investment Banking: Okay, fair enough. And then just, Dick on, could you elaborate on the term you used on new pricing initiatives in the outlook paragraph of the release and kind of does that mean that you’re talking a little bit of price here in the back of the year and also just help out with the investments that you have been making to enhance in-park spending?

Sure, as far as the pricing initiatives, we have raised prices at appropriate times especially at the four big parks when the WindSeeker opened while we took that opportunity to raise prices. The initiatives we made inside the park for per capita spending, we added the things to Cedar Point plus we added several carts within the parks and basically just modified menus throughout the whole system, but we do that on a yearly basis. Out-of-park revenues, we did open a Dairy Queen which I can add it’s been very, very successful for us. The opening weekend, it set a record for the Dairy Queen system for sales so that’s doing very well for us, so all-in-all in-park per capita spending is doing fine. I can tell you that because of this feat that has had some effect on per capita spending, but it still has increased. People just spend less money in the water parks and that’s where we’re driving them to is the water parks so that is having somewhat of an effect on per capita spending, but I’m pleased to say that it is increased over last year. Scott Hamann – KeyCorp Investment Banking: Okay. And the just finally on operating days for the July period year-over-year, were those pretty similar?

Yes, I believe they are – I think for the total year I think we’re down 4 days from last year relief July because of the word falls. So I believe the same number of operating days comparable. Scott Hamann – KeyCorp Investment Banking: Okay. Great thank you.

Thank you Scott.

Our next question comes from the line of James Hardiman from Longbow Research. Please go ahead. James Hardiman – Longbow Research LLC: Good afternoon and thanks for taking my call, congratulations on what sounds like a pretty good start to the year. My question is on sort of the guidance and obviously you don’t want to get ahead of yourself, but it sounds like year-to-date sales were up 4%, August seems like you guys are pretty confident that that’s going to be a good month. You’ve got a WindSeeker coming online at Knott’s Berry Farm and yet your guidance seems to suggest really throughout the guidance, it looks like it’s down a little bit to up just 2% at the high end that’s the top line guidance in particular which would basically imply pretty bad finish to the year. Is that just you guys being conservative? It sort of sounds like your outlook in terms of – or you’re feeling towards the rest of the year and some of the numbers in the guidance don’t necessarily foot, can you speak to that a little bit?

Yes, it’s a combination of both things which you talked about, James. We have always been very conservative in our projections, but just as a reminder, when we went into September and October last year we had a tremendous, we had tremendous weather, we saw all kinds of attendance records and all kinds of revenue records and it’s going to be very, very difficult to duplicate that in 2011, so we gave ourselves a little bit of a window there and certainly we’re optimistic that we could set a record as I stated in prepared remarks, but we still have to be cautious that – that we could have bad weather in September and October because October has turned out – is a very powerful month for us. James Hardiman – Longbow Research LLC: Okay. And so tough comparisons from a weather perspective, but there is no big calendar shifts that we should be worried about in the back half of half of the year?

No, none whatsoever. Especially the two things that you pointed out as a conservative approach and it’s also – it’s just hedging a little bit on the weather. James Hardiman – Longbow Research LLC: Gotcha. And then on the interest expense, you guys did the amendment to the credit agreement in the first quarter, which I through was going to bring interest expenses down and yet they went up, it looks like in the second quarter sequentially, can you help us figure out how that sort of went in that direction?

James, this is Dave Hoffman. And so as it relates to interest expense, as we said, we expect interest expense to be $150 million and then declining over time. The interest expense includes the effect of some hedges which of course we have about $1 billion worth the hedges that expire later in the year and those have been replaced with $800 million worth of hedges that fix rates going forward and so the $800 million basically gives us the interest expense for the period. James Hardiman – Longbow Research LLC: And so I just want to make sure I understand that properly. mean, ultimately the same hedges are going to be in place for the third quarter as we’re in the second, so are the interest numbers going to be pretty comparable for the third quarter as well nothing is really changing here prior to the October expiration of your swaps, is that how I should think about that?

I think that’s right. James Hardiman – Longbow Research LLC: Okay. And then just a couple of other quick modeling questions, you talked about timing differences in terms of maintenance costs, looks like operating expense is up about $4 million should we – it sounds like you are leading us to suggest that maybe there is $4 million reversal of that in the third quarter. Is that how I should think about that or is the magnitude still a little bit uncertain?

I would be very comfortable to say I think we could make that up. We had some early season maintenance problems, we had to accelerate some expenses, but we feel we could make that up as we go later into the season. James Hardiman – Longbow Research LLC: Okay, great. And then just last question, I know it’s always tough from a tax perspective to forecast. It seems like you’re making a distinction between the cash taxes and the tax rates for the perks which is of the income statement. Are there any reasons why those would be meaningfully different and then just any help on the split of taxes between the third quarter and the fourth quarter?

Yes, this is Dave Hoffman again thanks for that question. There really is a difference between the reported tax provision number which takes into account not only the current taxes, but deferred taxes as well and the cash tax number. The cash tax number is $8 million to $10 million a year largely from PTP taxes and those tend to be sort of weighted towards the back half of the year with all of our performance. So there definitely is a difference between the reported provision and the cash taxes, but the real focus – we focus on the cash taxes, which is $8 million to $10 million a year and we would expect that to be consistent for the next couple of years.

Our next question comes from the line of Tim Conder from Wells Fargo Securities. Please go ahead. Timothy Conder – Wells Fargo Advisors LLC: Thank you, and Matt let me also join and welcome you aboard, look forward to meeting you here shortly.

Thanks, Tim. Timothy Conder – Wells Fargo Advisors LLC: A couple of questions gentlemen. Number one, regional park competitors talked quite a bit about how they’re doing more, let’s call it pricing for the season looking at maybe taking only promotions say on soda cans or other types of promotions in the shoulder periods and then trying to get the forward price throughout the heart of the July-August period. Your comments on – or your approach and how you’re able to implement anything like that this year and what you’re seeing in the marketplace would be my first questions, and then I’ll come back and ask the second question.

Thanks, Tim, this is Dick. We set our pricing structure – our business model for the season at the beginning of the year, and we do have price increases during the season, but certainly we also play the market, in fact, if we feel that the market won’t warrant an increase, we don’t do it. With the Internet the way it is and with our website the way it is, it’s very, very easy to get a discount into the hands of our seasons pass holders or into potential visitors very, very easily and we certainly take advantage of that. We’re not really heavy under cans that sort of faded out a couple of years ago, but we certainly watch the markets every week, we look at our attendance on a daily basis where it’s coming from and then both Matt and I get a summary every week of the categories where we’re strong and where we’re weak and decisions are made going forward if we have to put promotions into to draw that segment of the audience. Timothy Conder – Wells Fargo Advisors LLC: I guess the root of the question there Dick is do you see that being implemented by the industry and then therefore helping not only yourselves but the overall industry at this point?

Tim, we’ve always offered discounts in the shoulder seasons versus the peak seasons, is that what you’re getting to? Could you just repeat your question one more time? Timothy Conder – Wells Fargo Advisors LLC: Again I guess, one of your major competitors are saying that they are doing more dynamic pricing similar to what you’re outlining, even less discounting than it has been done historically in the peak period. So I guess if that’s being true from their perspective, I would think that especially in markets where you overlap that could also be giving you some benefit and again just wanted your perspective on that?

That’s true. We’ve always discounted before school gets out and before the family business comes of the shoulder season, we’ve always discounted then and then during the peak season, we’ve stuck more to our rack rate. So that’s just a policy we’ve always followed, Tim. It’s really nothing new for us.

Hey, Tim, this is Matt. I think what you’re referring to is the leverage that I am used to seeing in other applications and those do exist here. I think they have been around, it’s here – been for a while. They don’t talk about them as much. But back to my prepared comments, a little bit of what I was referring to, if you will, when I talked about segmenting in our audience a little more in a more disciplined way is exactly around understanding which of those levers to pull at which time and the data we get now routinely I would say at least weekly, if not daily is going to allow us to do that as precisely as I’d say I’ve had in my past. Timothy Conder – Wells Fargo Advisors LLC: Okay, gentlemen. The other question I would have then is with the backdrop of the improving fundamental that you have on the business side and the corresponding cash flow, I think the way the credit agreements and so forth reach read there is a technical ability for you, if you so desire to accelerate the distribution via borrowing part of it. How do you feel about that and would you look to do that or is that in anyway factored into your outlook to get to $2.00 or better in the distribution by ‘13?

This is Dave Hoffman again. That’s a fair question and we’ve begun to talk about the difference between capacity under the credit agreement and ability from cash flows. So given the strong results we’ve had, we’ve already said a couple times in the call that we’re very comfortable that we’ll meet our target of a $1.00 per unit during 2011 growing to $2.00 and more by 2013 and we’ve mentioned on prior calls and other information that we would look for a range between $1.35 and $1.65 in 2012. You are right that we can manage those to some extent with additional borrowings, but those are basically the targets that we have right now. Obviously, as I am sure you are aware that the capacity for 2012 distributions is based upon our results effectively at the end of 2011, we expect to end the year under 4.5 times consolidated leverage and under 3.5 times senior leverage. And so that allows us to have payments in 2012 and forward above the $20 million unrestricted basket and that gets us right within that range, I mentioned. Timothy Conder – Wells Fargo Advisors LLC: Okay. But at the end of the day, I guess, are you guys open to or considering using a little bit of borrowings for that distribution or just like what’s – let’s continue to de-lever here and truly pay the distribution out of the cash flow?

Well I guess what I would say is – the good news is that except in the past few years, the business is growing beyond the restricted payment limitations in the credit agreement. And so over the next year or so, assuming that we have continued strong performance, we’ll be able to focus on growing unit holder value through investing in the business as well as a growing distribution without the significant limitations from our credit agreement. So, with that being said, just to sort of reiterate the $1.35 and $1.65 and $2.13. At the end of the day, I don’t know that we would borrow significantly to pay distributions. Timothy Conder – Wells Fargo Advisors LLC: Okay, fair. Thank you very much.

Our next question comes from the line of Michael Walsh from Wells Fargo. Please go ahead. Michael Walsh – Wells Fargo Advisors LLC: Hi, just one quick follow-up on Tim’s questioning, I think the Canadian swaps fire in February of 2012. I think in the past you guys had mentioned you’d probably pay out $48 million. Where does that sit today, where do you guys think the estimate is going to be?

Yes, well given the strengthening dollar those numbers have fluctuated a fair bit. Right now, we think that the net termination payment amount is in the range of about $55 million. Michael Walsh – Wells Fargo Advisors LLC: Okay, great. Thanks guys.

Thank you. The next question comes from the line of (inaudible) from Deutsche Bank. Please go ahead.

Hi, guys congratulations on a great quarter and welcome to Matt.

Thank you.

And quick question for you guys. Matt do you – I know you’ve been seeing all these parks in the past couple of months and are you seeing any areas of opportunity in terms of revenue such as introducing a fast pass systems or I should say reintroducing kind of a fast best system here which could grow revenues?

Yes, so what I will say to you is a little bit back to my prepared comment. I think we have got to provide consumers the option based upon what motivates them most whether it be premium feature out of ticket or a discount. And so as I have been going around the individual parks, what I’m trying to understand better is kind of that optionality we have as it relates to features on our ticketing, so I don’t want to go into specifics on this call, but there are some opportunities out there.

Wonderful. And are you guys looking for more JV opportunities such as the one in Kings Island, how should we be looking at that?

The dinosaurs for us had been a very favorable opportunity. I think it provides a very attractive offering particularly for our younger audience and their grandparents which is what I see a lot of it in the parks. And it’s a successful joint venture because as you mentioned for relatively low capital, we did a very good return on our investment. Should we come across more ideas that are as compelling as that one, we will certainly pay attention to them.

Wonderful. Given the excess land you hold across your portfolio, all right, thank you guys.

(Operator Instructions) Your next question comes from the line of Colin Murphy from Longacre Fund Management. Please go ahead. Colin Murphy – Longacre Fund Management: Thanks guys, and congratulations on a great quarter. Just had a couple questions here, the first is do your part level manager actually have discretion over capital allocation?

Actually we have a planning committee that involves the regional Vice Presidents of finance like all companies have. We meet every Thursday and what we do is we certainly get input from the General Managers as to what they need in their parks and our products are pretty well run autonomously, the General Managers are responsible once the capital is selected for them. The General Manager is responsible for it that it comes in on time and on budget, however, the actual selection while we do take the input and take their ideas of the actual decisions come from corporate as to what exactly is going to go into that park. And as – if you’ve heard us talk in the past, we always try to allocate somewhere between $80 million and $90 million between the 11 properties and that enables us to put big attractions into two of our big parks every year. Colin Murphy – Longacre Fund Management: And are the park managers themselves compensated on the results of that capital allocation?

Yes, absolutely. One of the criteria that’s laid out for them besides setting an EBITDA number, per capita number is basically bringing the capital in on time and on budget. Colin Murphy – Longacre Fund Management: Okay, great. And my last question is speaking of sort of customer segmentation in your $22 million customers, do you have even a rough breakdown it’d be very helpful in terms of guests, if you could break it down into children, teens or adults or however you do it sort of internal, but just the customer segmentation breakdown will be very helpful?

No, we don’t – we just don’t have that. Sorry, Colin. Colin Murphy – Longacre Fund Management: Okay. Thank you.

Thank you. Our next question comes from the line of (inaudible). Please go ahead.

Hi, guys. Congrats on a great quarter. Just curious what you guys paid for the land if you’re disclosing that?

Sure it was $62 million or $61 million.

No, 6.1.

Oh, I’m sorry, for the 61 acres.

For the 61 acres it was roughly $2.6 million.

Great. Thank you.

(Operator Instructions). And we have a follow-up question from the line of James Hardiman from Longbow Research. Please go ahead. James Hardiman – Longbow Research LLC: Thanks for taking my follow-up and I’m glad to hear you didn’t pay $61 million for the land there. Just real quick, thoughts on why the West Coast is doing so much better than the East Coast? Clearly you guys have made some investments in terms of new rides on the East Coast or at least the mid west, but it sounds like the West Coast is outperforming pretty meaningfully. Any insights as to why that’s the case and what that means for the back half of the year, if anything?

Sure. I think two reasons, James, number one, we put a major emphasis on seasons passes at Knott’s Berry Farm. We started that last year and that has continued for us very successfully this year. We introduced that program at Great America and Santa Clara and that has taken off course just the way we thought. And on the other side of it, we don’t like to use weather as an excuse, but we have had some very hot weather and actually some rain in the northern parts of the company. And so hopefully, we think we have more upside coming into August to be very honest with you. We think that the seasons passes have certainly helped us in the west, but we think we’ve been handicapped a little bit with the weather. We think we can make that up in August. James Hardiman – Longbow Research LLC: Great, and just one last small question here, the compliance cost you guys talk about is associated with the special meeting requests during the second quarter, those are essentially behind us, we shouldn’t be modeling anymore of that going forward?

Yes, James. Those are behind us in the last six months. I hope that those will become de minimis if any going forward. James Hardiman – Longbow Research LLC: Excellent, great. Thanks guys.

Thank you. And at this time I’m showing no further questions in the queue, I’d like to turn the conference back over to management for closing comments.

Thanks, Michaela, and thanks everyone for your questions and your interest in Cedar Fair. You can be assured that the Board and management team will continue to make every effort to maximize the near and long-term value potential at Cedar Fair as a public company. We know that we are headed in the right direction 2011 and beyond and we have a sound business strategy in place to generate profitable growth. We look forward to reporting our progress to you in the future and we always welcome your feedback and insights. And finally, I hope you and your families to have the opportunity to visit one of our – more of our parks this summer, so you can see firsthand the experience and the value we’ve been talking about. Stacy, I’ll turn it over to you.

Thank you everyone for joining us on the call today. Should you have any follow-up questions, please feel free to contact me at (419) 627-2227. We look forward to speaking with you again in about three months to discuss our third quarter results.

Ladies and gentlemen, this does conclude our conference for today. We thank you for your participation. And you may now disconnect.