Mercedes-Benz USA, LLCA DaimlerChrysler Company

One Mercedes Drive, P.O. Box 350, Montvale, NJ 07645-0350, Phone (201) 573-0600, Fax (201) 573-0117www.MBUSA.com

Mercedes-Benz - registered trademarks of DaimlerChrysler AG, Stuttgart, Federal Republic of Germany

Master Lease Program (MLP) Announcement Letter – August 2006

It is our long standing belief that PEOPLE are an organization’s most important asset. Mercedes-Benz Training & Education’s

mission is focused solely on PEOPLE, specifically in three key business areas: Recruitment, Development and Retention.

Recruitment of the right person for the right job is the focus of our various Elite Programs, while ongoing professional development

and employee retention is the focus of our Standards of Excellence (SOE) Certification Program.

In addition to the various recognition and awards currently provided through SOE, we are pleased to announce the addition of

an exciting new employee development and retention opportunity, known simply as the Master Lease Program. MLP has been

specifically designed to provide you with an additional management tool for you to utilize in recruiting, motivating, rewarding, and

most importantly retaining the very best talent to represent your Mercedes-Benz dealership. All Mercedes-Benz dealerships are

eligible to participate in MLP, as it is a voluntary program.

Employee recruitment and turnover costs are significant for any organization and finding or replacing exceptional talent in

today’s highly competitive marketplace is difficult at best. The combined strategy of effectively utilizing Elite, SOE and now MLP

can help reduce the significant ongoing costs associated with employee recruitment and turnover. Only those employees of MLP

participating dealerships who individually achieve and maintain ‘Master Certified’ status within SOE are eligible (please see the

two (2) additional documents included with this announcement letter for details, including a general overview of MLP plus the

program’s official participation rules and requirements). Please note that the dealer principal retains final approval of all MLP

eligible employees.

A new MLP Eligible Mercedes-Benz vehicle (some model restrictions apply) leased through Mercedes-Benz Financial by

Dealer approved SOE ‘Masters’ will be eligible to receive MLP benefits. On a monthly basis, MBUSA will contribute

$175 to the dealer for each approved and eligible MLP participating Master Certified employee. The dealer will match

MBUSA’s contribution and then pay the Master Certified employee $350/month via the dealer’s respective payroll system,

less all dealer calculated, withheld, and reported applicable Federal, state and local taxes or any other required or necessary

withholdings. New vehicle transaction pricing is subject to individual Dealer discretion, respectively.

Dealer enrollment in the program is simple. Just complete the enclosed dealer enrollment form and return it to us via fax.

Following enrollment approval by MBUSA, participating dealers will receive a Dealer Launch Kit providing additional information

and instructions in order to launch the MLP effective Wednesday, September 6th, 2006. Any comments or questions regarding

MLP should be directed to the "Contact Us" link provided within www.MBUSAeducation.com—please allow 2-3 business days

for follow-up.

We strongly encourage you to review the MLP overview and participation details and enroll your Mercedes-Benz dealership in this

exciting new program which will provide you with another valuable management tool to recruit, motivate, reward and retain all of

your very best talent that ultimately represents you, your dealership, and Mercedes-Benz on an everyday basis.

As always, we wish you much continued success.MBUSA Training & Education

Mercedes-Benz