EXHIBIT 10.1 SIX FLAGS, INC. 2007 STOCK OPTION AND INCENTIVE PLAN

EXHIBIT 10.1

SIX FLAGS, INC.

2007 STOCK OPTION AND INCENTIVE PLAN

I. THE PLAN

There is hereby established the 2007 Stock Option and Incentive Plan (the

"Plan") for Six Flags, Inc. (the "Company"), under which options may be granted

to purchase shares of the common stock of the Company, under which shares of

such common stock may be granted or sold at incentive prices below the market

price at the time of sale, and under which stock appreciation rights may be

granted.

II. DEFINITIONS

As used herein, the terms set forth below shall have the following

respective meanings:

(a) "Award" means an Employee Award or a Director Award.

(b) "Award Agreement" means an Employee Award Agreement or Director

Award Agreement.

(c) "Board" means the Board of Directors of the Company.

(d) "Code" means the Internal Revenue Code of 1986, as amended.

(e) "Company" means Six Flags, Inc., a Delaware corporation, and its

successors.

(f) "Committee" means the Compensation Committee of the Board or such

other committee of the Board as is designated by the Board to

administer the Plan.

(g) "Director" means an individual serving as a member of the Board.

(h) "Director Award" means the grant of Director Options to a

Non-Employee Director.

(i) "Director Award Agreement" means a written agreement between the

Company and a Participant who is a Non-Employee Director setting

forth the terms, conditions and limitations applicable to a Director

Award.

(j) "Director Option" means a Nonqualified Stock Option granted to a

Non-Employee Director.

(k "Employee" means an officer or key employee of the Company or its

Subsidiaries, including an officer or key employee who serves as a

member of the Board.

(l) "Employee Award" means the grant of options, stock appreciation

rights, shares or rights to purchase shares, whether granted singly,

in combination or in tandem, to a Participant who is an Employee.

(m) "Employee Award Agreement" means a written agreement between the

Company and a Participant who is an Employee setting forth the

terms, conditions and limitations applicable to an Employee Award.

(n) "Exchange Act" means the Securities Exchange Act of 1934, as

amended.

(o) "Incentive Stock Option" means an option that is intended to comply

with the requirements set forth in Section 422 of the Code.

(p) "Non-Employee Director" means a Director who is not an employee of

the Company or any of its Subsidiaries.

(q) "Nonqualified Stock Option" means an option that is not an Incentive

Stock Option.

(r) "Participant" means an Employee or Director to whom an Award has

been made under the Plan.

(s) "Performance Goals" mean the measurable performance objective or

objectives established pursuant to the Plan for Participants who

have received, when so determined by the Committee, grants of

shares of common stock pursuant to the Plan. Performance Goals

may be described in terms of Company-wide objectives or

objectives that are related to the performance of the individual

Participant or of the Subsidiary, division, department, park,

region or function within the Company or Subsidiary in which the

Participant is employed. The Performance Goals may be made

relative to the performance of other companies and will be based

on one or more of the following business criteria: earnings

before interest, taxes, depreciation and amortization; net

income; pretax earnings; operating income; pro forma net income;

appreciation in value of shares; total shareholder return;

earnings per share; return on equity; return on designated

assets; return on capital; economic value added; revenues

(including net revenue per capita and sponsorship revenues);

expenses; operating cash flow; free cash flow; cash flow return

on investment; operating margin or net profit margin; attendance;

or any of the above criteria as compared to the performance of a

published or a special index deemed applicable by the Committee.

If the Committee determines that a change in the business,

operations, corporate structure or capital structure of the

Company, or the manner in which it conducts its business, or

other events or circumstances render the Performance Goals

unsuitable, the Committee may in its discretion modify such

Performance Goals or the related minimum acceptable level of

achievement, in whole or in part, as the Committee deems

appropriate and equitable, except in the case of a covered

employee (within the meaning of section 162(m) of the Code) where

such action would result in the loss of the otherwise available

exemption of the award under Section 162(m) of the Code.

(t) "Subsidiary" means a corporation so defined under Section 424(f) of

the Code.

III. AMOUNT OF STOCK

(a) A maximum of four million (4,000,000) shares of the Company's common

stock may be issued under the Plan upon exercises of options or stock

appreciation rights or upon grants or purchases at incentive prices. Such shares

may be authorized but unissued shares, shares held in the treasury or

outstanding shares purchased from their owners on the market or otherwise. If

any option or stock appreciation right granted under the Plan is forfeited,

terminates or is cancelled for any reason before the option or stock

appreciation right is exercised in full, the shares previously reserved for

issuance upon exercise of such option or stock appreciation right shall not

count toward the maximum number of shares or options or stock appreciation

rights that may be issued under the Plan, as adjusted pursuant to the next

paragraph, and such shares shall again be available to be issued under the Plan.

(b) If the outstanding shares of the Company's common stock are from time

to time increased, decreased, changed into or exchanged for a different number

or kind of shares of the Company through merger, consolidation, reorganization,

split-up, split-off, spin-off, recapitalization, reclassification, stock

dividend, stock split or reverse stock split, an appropriate and proportionate

adjustment shall be made in the number, kind and price of shares which may be

issued pursuant to Awards under the Plan, such that each Award shall be for such

securities, cash and/or other property as would have been received and at such

exercise price or purchase price as would have been paid in respect of such

shares had the shares been issued in full immediately prior to such increase,

decrease, change or exchange. Such adjustment shall be made successively each

time that any such increase, decrease, change or exchange is made. In addition,

in the event of any such increase, decrease, change or exchange, the Committee

shall make such further adjustments as are appropriate to the maximum number of

shares subject to the Plan, to the other provisions of the Plan and to Awards

pursuant to the Plan. Except to the extent provided in this Section III, no

reduction shall be made in the exercise price of any option or stock

appreciation right and no option or stock appreciation right shall be regranted

with a lower exercise price or cancelled and replaced with an option or stock

appreciation right having a lower exercise price.

(c) To the extent that the aggregate fair market value of stock subject to

one or more Incentive Stock Options that are first exercisable by an Employee in

any calendar year under the Plan (and under all other plans of the Company and

its Subsidiaries) exceeds $100,000, determined as of the time the options are

granted, such options shall be treated as Nonqualified Stock Options. This

limitation will be applied by taking into account options in the order in which

they were granted.

IV. ADMINISTRATION

(a) The Plan shall be administered by the Committee, which shall include

not fewer than two Directors, each of whom shall be a "Non-Employee Director"

within the meaning of Rule 16b-3 promulgated under the Exchange Act and an

"outside director" within the meaning of Treasury Regulation Section

1.162-27(e)(3). The Board may from time to time remove members from or add

members to the Committee. Vacancies on the Committee, however caused, shall be

filled by the Board. A majority of the Committee shall constitute a quorum and

the acts of a majority of the members present at any meeting (held at a time and

place determined by, and in accordance with rules adopted by, the Committee) at

which a quorum is present, or actions approved in writing by a majority of the

members of the Committee, shall constitute acts of the Committee.

(b) Subject to the express terms and conditions of the Plan, the Committee

shall have full power to construe the Plan, to prescribe, amend and rescind

rules and regulations relating to the Plan and to make all other determinations

necessary or advisable for the administration of the Plan. The exercise of these

powers by the Committee shall be conclusive and binding upon all present, past

and future Participants in the Plan.

(c) The Committee may from time to time determine to which Employees and

Non-Employee Directors eligible for selection as Participants in the Plan, if

any, Awards shall be made under the Plan, the number of shares which may be

issued in connection with each such Award, the restrictions and forfeiture

provisions related to such Awards, the periods after which shares subject to an

Award shall vest and after which options and stock appreciation rights may be

exercised and incentive shares may be purchased, the circumstances under which

such periods may be accelerated, the exercise price of options and stock

appreciation rights and the purchase price of shares subject to Awards, the

means of payment of such exercise price or purchase price, the means of payment

of any withholding taxes related to an Award,