Tracinda Comments On Court's Denial of DaimlerChrysler Motion to Dismiss

LOS ANGELES--March 22, 2002--Tracinda Corporation today commented on the U.S. District Court in Delaware's denial of DaimlerChrysler AG's motion to dismiss Tracinda's pending lawsuit against DaimlerChrysler and senior executives, including Juergen Schrempp, Manfred Gentz and Hilmar Kopper for fraudulently inducing the 1998 vote of Chrysler shareholders and knowingly deceiving the Securities and Exchange Commission, Chrysler's Board of Directors, Tracinda and other Chrysler shareholders through false representations that Daimler-Benz's 1998 transaction with Chrysler was a ``merger of equals.''

``We are extremely pleased with this ruling by the Court and look forward to going to work to gather the evidence that will prove our claims at trial,'' said Terry Christensen of Christensen, Miller, Fink, Jacobs, Glaser, Weil & Shapiro, LLP, who is representing Tracinda in the lawsuit.

The Tracinda lawsuit was filed on November 20, 2000, three weeks after the Financial Times reported that Schrempp admitted he had lied in 1998 to get Chrysler to agree to a business combination with Daimler-Benz. In the interview, Schrempp said he always intended to control Chrysler and operate it as a division, but he recognized that Chrysler would not agree to do the deal if it knew his true intentions, so he concealed them.

Tracinda would not have agreed to vote for the transaction had it known Daimler-Benz's true intention was to acquire and subjugate Chrysler, reduce it to division status and fire Chrysler's management.

Tracinda is seeking over $2 billion in actual damages (including the acquisition premium denied it by the pretense of a merger of equals) and over $1 billion in rescissory damages (representing the drop in value of the DaimlerChrysler shares exchanged for Tracinda's Chrysler stock).

The lawsuit alleges that in May 1998, executives of Daimler-Benz falsely represented to Chrysler and Tracinda that a combination of Daimler-Benz and Chrysler would be a ``merger of equals'' in which existing Chrysler management would jointly manage the combined entity on a worldwide basis and be responsible for U.S. operations. This commitment to a ``merger of equals,'' also contained in the merger agreement and DaimlerChrysler's registration statement, was essential to Tracinda's agreement to vote all of its shares for the transaction. In turn, Tracinda's agreement in advance to vote all of its shares for the merger was cited by Chrysler in its proxy statement as a material factor in the Chrysler Board's endorsement of the transaction and recommendation to shareholders to vote for it.

According to an interview in the October 30, 2000 issue of the Financial Times, Schrempp admitted he had lied in 1998 to get Chrysler to agree to a business combination with Daimler-Benz. He admitted in the interview that he always intended to control Chrysler and operate it as a division, but he recognized that Chrysler would not agree to do the deal if it knew his true intentions, so he concealed them.

Tracinda alleges that defendants knew their representations to Tracinda and others were false and misleading at the time they were made and that Daimler-Benz senior management never had any serious intention of forming a ``merger of equals'' with Chrysler. Rather, they had already decided to take full control of Chrysler, to reduce or eliminate the influence of Chrysler management on the affairs of DaimlerChrysler, to relegate Chrysler to the subordinate role of a division and to conceal this secret objective from Tracinda, other shareholders, Chrysler management and the rest of the investing world until the defendants had completed their plan.

Tracinda was Chrysler's largest shareholder with a 13.75% ownership position at the time that the business combination agreement was signed by Daimler-Benz and Chrysler. Tracinda is wholly owned by Kirk Kerkorian.