<Page>

     As filed with the Securities and Exchange Commission on April 25, 2002
                                                       Registration No. [      ]
================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                               ------------------

                                    FORM S-8
             Registration Statement Under the Securities Act of 1933

                               ------------------
                               DAIMLERCHRYSLER AG
             (Exact Name of Registrant as Specified in Its Charter)

     FEDERAL REPUBLIC OF GERMANY                               98-0190736
    (State or Other Jurisdiction                             (IRS Employer
    of Incorporation or Organization)                      Identification No.)

                               ------------------
                                EPPLESTRASSE 225
                                 70567 STUTTGART
                                     GERMANY
   (Address, including Zip Code, of Registrant's Principal Executive Offices)

                               ------------------
                             MERCEDES-BENZ USA, LLC
                        EMPLOYEE RETIREMENT SAVINGS PLAN

                            (Full Title of the Plan)

                               ------------------
                          Timothy P. Dykstra, President
                DaimlerChrysler North America Holding Corporation
                               1000 Chrysler Drive
                      Auburn Hills, Michigan 48326-2766 USA
                            Telephone (248) 512-6130
            (Name, Address, including Zip Code, and Telephone Number,
                   including Area Code, of Agent For Service)
                               ------------------

<Table>
<Caption>
                         CALCULATION OF REGISTRATION FEE
======================================================================================================================
                                                Proposed Maximum        Proposed Maximum
 Title of Securities to     Amount to be       Offering Price Per       Aggregate Offering     Amount of Registration
     be Registered         Registered (1)           Unit (2)                 Price (2)                 Fee (2)
------------------------- ----------------- ------------------------- ------------------------ -----------------------
<S>                       <C>               <C>                       <C>                      <C>
Ordinary Shares           25,000            $45.63                    $1,140,750.00            $104.95
(no par value)
======================================================================================================================
</Table>

(1)      In addition, pursuant to Rule 416(c) under the Securities Act of 1933,
         this Registration Statement also covers an indeterminate amount of plan
         interests to be offered or sold pursuant to the employee benefit plan
         described herein.

(2)      Estimated solely for the purpose of determining the registration fee
         pursuant to Rule 457(h). The price is based on the average of the high
         and low prices of Ordinary Shares on the New York Stock Exchange on
         April 22, 2002.

<Page>

                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

ITEM 1.           PLAN INFORMATION.*

ITEM 2.           REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION.*


-----------------------
*    Pursuant to Rule 428(b)(1) under the Securities Act of 1933, as amended
     (the "1933 Act"), documents containing the information specified in Part I
     of Form S-8 will be sent or given to each person resident in the United
     States who participates in the Plan. Such documents and the documents
     incorporated by reference in this Registration Statement pursuant to Item 3
     of Part II hereof, taken together, constitute the Section 10(a) prospectus.

                                      I-1
<Page>

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.    INCORPORATION OF DOCUMENTS BY REFERENCE.

This Registration Statement on Form S-8 hereby incorporates by reference the
following documents filed with or furnished to the Securities and Exchange
Commission (the "Commission") by DaimlerChrysler AG (the "Registrant")
pursuant to the Securities Exchange Act of 1934, as amended (the "1934 Act"):

           (a)   The Registrant's Annual Report on Form 20-F for the year ended
                 December 31, 2001, as filed with the Commission on February 20,
                 2002.

           (b)   The Registrant's Report on Form 6-K for the month of April
                 2002, furnished to the Commission on April 25, 2002.

           (c)   The description of DaimlerChrysler Ordinary Shares contained
                 in the Registrant's Registration Statement on Form 8-A/A No.1
                 (Registration No. 001-14561), filed with the Commission on
                 November 4, 1998, including any amendment or report filed for
                 the purpose of updating such description.

All documents subsequently filed by the Registrant with the Commission
pursuant to Sections 13(a), 13(c), 14 or 15(d) of the 1934 Act and, to the
extent, if any, designated therein, certain reports on Form 6-K furnished by
the Registrant to the Commission subsequent to the date of this Registration
Statement and prior to the filing of a post-effective amendment of this
Registration Statement which indicates that all securities offered hereby
have been sold or which deregisters all securities then remaining unsold,
shall be deemed to be incorporated by reference in this Registration
Statement and to be part hereof from the date of filing of such documents.

Any statements contained in a document incorporated by reference herein shall
be deemed to be modified or superseded for purposes hereof to the extent that
a statement contained herein (or in any other subsequently filed document
which is also incorporated by reference herein) modifies or supersedes such
statement. Any statement so modified or superseded shall not be deemed to
constitute a part hereof except as so modified or superseded.

ITEM 4.    DESCRIPTION OF SECURITIES.

           Not applicable.


ITEM 5.    INTERESTS OF NAMED EXPERTS AND COUNSEL.

           Not applicable.

                                      II-1
<Page>

ITEM 6.    INDEMNIFICATION OF DIRECTORS AND OFFICERS.

Under German law, the Registrant may indemnify its officers (LTD.
ANGESTELLTE), and, under certain circumstances, German labor law requires a
stock corporation to do so. As a general matter, a German stock corporation
may only indemnify members of its Board of Management or its Supervisory
Board in limited circumstances. The Registrant has agreed to indemnify
members of its Board of Management and its Supervisory Board to the extent
permitted by applicable law. A German stock corporation may purchase
directors and officers insurance. The Registrant maintains liability
insurance for members of its Supervisory Board and members of its Board of
Management and certain other officers of the Registrant, including insurance
against liabilities under the 1933 Act and the 1934 Act.

ITEM 7.    EXEMPTION FROM REGISTRATION CLAIMED.

           Not applicable.


ITEM 8.    EXHIBITS.

         4.1      Memorandum and Articles of Association (SATZUNG) of the
                  Registrant as amended, incorporated by reference from Exhibit
                  1.1 to the Registrant's Annual Report on Form 20-F for the
                  year ending December 31, 2000, filed on February 26, 2001.

         23.1     Consent of KPMG Deutsche Treuhand-Gesellschaft AG relating to
                  the consolidated financial statements and financial statement
                  schedule of DaimlerChrysler AG.

         23.2     Consent of Deloitte & Touche LLP relating to the consolidated
                  financial statements of DaimlerChrysler Corporation.

         24       Power of Attorney (included on signature page).

         Mercedes-Benz USA, LLC undertakes that it has submitted or will submit
         the Plan and any amendments thereto to the Internal Revenue Service in
         a timely manner, and has made or will make all changes required by the
         Internal Revenue Service to qualify the Plan under Section 401 of the
         Internal Revenue Code of 1986, as amended.


ITEM 9.    UNDERTAKINGS.

      The Registrant hereby undertakes:

      (a)(1)    To file, during any period in which offers or sales are
                being made, a post-effective amendment to this Registration
                Statement:


                                      II-2
<Page>


                  (i)      To include any prospectus required by Section
                           10(a)(3) of the 1933 Act;

                  (ii)     To reflect in the prospectus any facts or events
                           arising after the effective date of the Registration
                           Statement (or the most recent post-effective
                           amendment thereof) which, individually or in the
                           aggregate, represent a fundamental change in the
                           information set forth in the Registration Statement;
                           and

                  (iii)    To include any material information with respect to
                           the plan of distribution not previously disclosed in
                           the Registration Statement or any material change to
                           such information in the Registration Statement;

      provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply
      if the information required to be included in a post-effective amendment
      by those paragraphs is contained in the periodic reports filed by the
      Registrant pursuant to Section 13 or Section 15(d) of the 1934 Act that
      are incorporated by reference in this Registration Statement.

         (2)  That, for the purpose of determining any liability under the
              Securities Act of 1933, each such post-effective amendment shall
              be deemed to be a new Registration Statement relating to the
              securities offered therein, and the offering of such securities at
              that time shall be deemed to be the initial BONA FIDE offering
              thereof.

         (3)  To remove from registration by means of a post-effective
              amendment any of the securities being registered which remain
              unsold at the termination of the offering.

      (b)  The undersigned Registrant hereby undertakes that, for purposes of
           determining any liability under the Securities Act of 1933, each
           filing of the Registrant's annual report pursuant to Section 13(a) or
           Section 15(d) of the Securities Exchange Act of 1934 and each filing
           of the plans' annual reports pursuant to Section 15(d) of the
           Securities Exchange Act of 1934 that is incorporated by reference in
           the Registration Statement shall be deemed to be a new Registration
           Statement relating to the securities offered therein, and the
           offering of such securities at that time shall be deemed to be the
           initial BONA FIDE offering thereof.

      (c)  Insofar as indemnification for liabilities arising under the
           Securities Act of 1933 may be permitted to directors, officers and
           controlling persons of the Registrant pursuant to the foregoing
           provisions, or otherwise, the Registrant has been advised that in the
           opinion of the Securities and Exchange Commission such
           indemnification is against public policy as expressed in the Act and
           is, therefore, unenforceable. In the event that a claim for
           indemnification against such liabilities (other than the payment by
           the Registrant of expenses incurred or paid by a director, officer or
           controlling person of the Registrant in the successful defense of any
           action, suit or proceeding) is asserted by such director, officer or
           controlling person in connection with the securities being
           registered, the Registrant will, unless in the opinion of its counsel
           the matter has been settled by controlling precedent, submit to a
           court of appropriate jurisdiction the question whether

                                      II-3
<Page>

         such indemnification by it is against public policy as expressed in the
         Act and will be governed by the final adjudication of such issue.

                                      II-4
<Page>

                                   SIGNATURES

      Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Stuttgart, Federal Republic of Germany, on this 25th
day of April, 2002.

                                     DAIMLERCHRYSLER AG


                            By:       /s/ Juergen E. Schrempp
                                   ----------------------------------------
                                     Juergen E. Schrempp
                                     Chairman of the Board of Management


                            By:       /s/ Manfred Gentz
                                 ------------------------------------------
                                     Dr. Manfred Gentz
                                     Member of the Board of Management
                                     Finance and Controlling

                                      II-5
<Page>

                                POWER OF ATTORNEY

Each person whose signature appears below constitutes and appoints and hereby
authorizes any two of the following persons acting jointly: Robert Koethner,
Silvia Nierbauer, and Thomas E. Gunton, each as such person's true and lawful
attorney-in-fact, for him and in his name, place and stead, to sign any and
all amendments (including post-effective amendments) to this Registration
Statement, and to cause the same to be filed with the Securities and Exchange
Commission, hereby granting to said attorneys-in-fact full power and
authority to do and perform each and every act and thing whatsoever requisite
or desirable to be done in and about the premises as fully to all intents and
purposes as the undersigned might or could do in person, hereby ratifying and
confirming all acts and things that said attorneys-in-fact may do or cause to
be done by virtue of these presents.

Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed by the following persons in the capacities
indicated on the 25th day of April, 2002.

<Table>
<Caption>
                       Signature                                           Title
                       ---------                                           -----
<S>                                                           <C>
         /s/      Juergen E. Schrempp                         Chairman of the Board of Management
-------------------------------------------------             (Chief Executive Officer)
                  Juergen E. Schrempp


         /s/      Manfred Bischoff                            Member of the Board of Management
-------------------------------------------------
                  Dr. Manfred Bischoff


         /s/      Eckhard Cordes                              Member of the Board of Management
-------------------------------------------------
                  Dr. Eckhard Cordes


         /s/      Guenther Fleig                              Member of the Board of Management
-------------------------------------------------
                  Guenther Fleig


         /s/      Manfred Gentz                               Member of the Board of Management
-------------------------------------------------             (Chief Financial Officer)
                  Dr. Manfred Gentz


         /s/      Juergen Hubbert                             Member of the Board of Management
-------------------------------------------------
                  Prof. Juergen Hubbert


         /s/      Klaus Mangold                               Member of the Board of Management
-------------------------------------------------
                  Dr. Klaus Mangold

                                      II-6
<Page>

         /s/      Thomas W. Sidlik                            Member of the Board of Management
-------------------------------------------------
                  Thomas W. Sidlik


         /s/      Gary C. Valade                              Member of the Board of Management
-------------------------------------------------
                  Gary C. Valade


         /s/      Klaus-Dieter Voehringer                     Member of the Board of Management
-------------------------------------------------
                  Prof. Klaus-Dieter Voehringer


         /s/      Dieter Zetsche                              Member of the Board of Management
-------------------------------------------------
                  Dr. Dieter Zetsche


         /s/      Wolfgang Bernhard                           Deputy Member of the Board of Management
-------------------------------------------------
                  Dr. Wolfgang Bernhard


         /s/      Ruediger Grube                              Deputy Member of the Board of Management
-------------------------------------------------
                  Dr. Ruediger Grube


         /s/      Robert Koethner                             Chief Accounting Officer
-------------------------------------------------
                  Robert Koethner

DAIMLERCHRYSLER NORTH AMERICA                                 Authorized Representative in the United States
HOLDING CORPORATION

         /s/      Timothy P. Dykstra
--------------------------------------------------------
                  Timothy P. Dykstra
                  President, Chief Executive Officer and
                  Chief Financial Officer
</Table>

                                      II-7
<Page>

Pursuant to the requirements of the Securities Act of 1933, the administrator of
the Plan has duly caused this Registration Statement to be signed on its behalf
by the undersigned, thereunto duly authorized, in the City of Montvale, State of
New Jersey, on this 25th day of April, 2002.


                          MERCEDES-BENZ USA, LLC EMPLOYEE
                          RETIREMENT SAVINGS PLAN


                          By:  /s/ Tracey L. Matura
                              --------------------------------------------------
                                   Tracey L. Matura, Vice President
                                   On Behalf of the MBUSA Savings Plan Committee

                                      II-8
<Page>

EXHIBIT INDEX

EXHIBIT
NO.               DESCRIPTION
-------           -----------

4.1               Memorandum and Articles of Association (SATZUNG) of the
                  Registrant as amended, incorporated by reference from Exhibit
                  1.1 to the Registrant's Annual Report on Form 20-F for the
                  year ending December 31, 2000, filed on February 26, 2001.

23.1              Consent of KPMG Deutsche Treuhand-Gesellschaft AG relating to
                  the consolidated financial statements and financial statement
                  schedule of DaimlerChrysler AG.

23.2              Consent of Deloitte & Touche LLP relating to the consolidated
                  financial statements of DaimlerChrysler Corporation.

24                Power of Attorney (included on signature page).

                                      II-9
[{"type": "S-8", "sequence": "1", "filename": "a2075875zs-8.txt", "description": "S-8", "secsgml_size_bytes": 20385}]
{"company-data": {"conformed-name": "DAIMLERCHRYSLER AG", "cik": "0001067318", "assigned-sic": "3711", "irs-number": "980190736", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-86936", "film-number": "02620577"}, "business-address": {"street1": "EPPLESTRASSE 225", "city": "STUTTGART GERMANY", "state": "I8", "zip": "00000", "phone": "0114971117"}, "mail-address": {"street1": "EPPLESTRASSE 225", "city": "STUTTGART GERMANY"}}
As filed with the Securities and Exchange Commission on April 25, 2002
                                                       Registration No. [      ]
================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                               ------------------

                                    FORM S-8
             Registration Statement Under the Securities Act of 1933

                               ------------------
                               DAIMLERCHRYSLER AG
             (Exact Name of Registrant as Specified in Its Charter)

     FEDERAL REPUBLIC OF GERMANY                               98-0190736
    (State or Other Jurisdiction                             (IRS Employer
    of Incorporation or Organization)                      Identification No.)

                               ------------------
                                EPPLESTRASSE 225
                                 70567 STUTTGART
                                     GERMANY
   (Address, including Zip Code, of Registrant's Principal Executive Offices)

                               ------------------
                             MERCEDES-BENZ USA, LLC
                        EMPLOYEE RETIREMENT SAVINGS PLAN

                            (Full Title of the Plan)

                               ------------------
                          Timothy P. Dykstra, President
                DaimlerChrysler North America Holding Corporation
                               1000 Chrysler Drive
                      Auburn Hills, Michigan 48326-2766 USA
                            Telephone (248) 512-6130
            (Name, Address, including Zip Code, and Telephone Number,
                   including Area Code, of Agent For Service)
                               ------------------
CALCULATION OF REGISTRATION FEE
======================================================================================================================
                                                Proposed Maximum        Proposed Maximum
 Title of Securities to     Amount to be       Offering Price Per       Aggregate Offering     Amount of Registration
     be Registered         Registered (1)           Unit (2)                 Price (2)                 Fee (2)
------------------------- ----------------- ------------------------- ------------------------ -----------------------
Ordinary Shares           25,000            $45.63                    $1,140,750.00            $104.95
(no par value)
======================================================================================================================
(1)      In addition, pursuant to Rule 416(c) under the Securities Act of 1933,
         this Registration Statement also covers an indeterminate amount of plan
         interests to be offered or sold pursuant to the employee benefit plan
         described herein.

(2)      Estimated solely for the purpose of determining the registration fee
         pursuant to Rule 457(h). The price is based on the average of the high
         and low prices of Ordinary Shares on the New York Stock Exchange on
         April 22, 2002.
PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

ITEM 1.           PLAN INFORMATION.*

ITEM 2.           REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION.*

-----------------------
*    Pursuant to Rule 428(b)(1) under the Securities Act of 1933, as amended
     (the "1933 Act"), documents containing the information specified in Part I
     of Form S-8 will be sent or given to each person resident in the United
     States who participates in the Plan. Such documents and the documents
     incorporated by reference in this Registration Statement pursuant to Item 3
     of Part II hereof, taken together, constitute the Section 10(a) prospectus.

                                      I-1
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.    INCORPORATION OF DOCUMENTS BY REFERENCE.

This Registration Statement on Form S-8 hereby incorporates by reference the
following documents filed with or furnished to the Securities and Exchange
Commission (the "Commission") by DaimlerChrysler AG (the "Registrant")
pursuant to the Securities Exchange Act of 1934, as amended (the "1934 Act"):

           (a)   The Registrant's Annual Report on Form 20-F for the year ended
                 December 31, 2001, as filed with the Commission on February 20,
                 2002.

           (b)   The Registrant's Report on Form 6-K for the month of April
                 2002, furnished to the Commission on April 25, 2002.

           (c)   The description of DaimlerChrysler Ordinary Shares contained
                 in the Registrant's Registration Statement on Form 8-A/A No.1
                 (Registration No. 001-14561), filed with the Commission on
                 November 4, 1998, including any amendment or report filed for
                 the purpose of updating such description.

All documents subsequently filed by the Registrant with the Commission
pursuant to Sections 13(a), 13(c), 14 or 15(d) of the 1934 Act and, to the
extent, if any, designated therein, certain reports on Form 6-K furnished by
the Registrant to the Commission subsequent to the date of this Registration
Statement and prior to the filing of a post-effective amendment of this
Registration Statement which indicates that all securities offered hereby
have been sold or which deregisters all securities then remaining unsold,
shall be deemed to be incorporated by reference in this Registration
Statement and to be part hereof from the date of filing of such documents.

Any statements contained in a document incorporated by reference herein shall
be deemed to be modified or superseded for purposes hereof to the extent that
a statement contained herein (or in any other subsequently filed document
which is also incorporated by reference herein) modifies or supersedes such
statement. Any statement so modified or superseded shall not be deemed to
constitute a part hereof except as so modified or superseded.

ITEM 4.    DESCRIPTION OF SECURITIES.

           Not applicable.

ITEM 5.    INTERESTS OF NAMED EXPERTS AND COUNSEL.

           Not applicable.

                                      II-1
ITEM 6.    INDEMNIFICATION OF DIRECTORS AND OFFICERS.

Under German law, the Registrant may indemnify its officers (LTD.
ANGESTELLTE), and, under certain circumstances, German labor law requires a
stock corporation to do so. As a general matter, a German stock corporation
may only indemnify members of its Board of Management or its Supervisory
Board in limited circumstances. The Registrant has agreed to indemnify
members of its Board of Management and its Supervisory Board to the extent
permitted by applicable law. A German stock corporation may purchase
directors and officers insurance. The Registrant maintains liability
insurance for members of its Supervisory Board and members of its Board of
Management and certain other officers of the Registrant, including insurance
against liabilities under the 1933 Act and the 1934 Act.

ITEM 7.    EXEMPTION FROM REGISTRATION CLAIMED.

           Not applicable.

ITEM 8.    EXHIBITS.

         4.1      Memorandum and Articles of Association (SATZUNG) of the
                  Registrant as amended, incorporated by reference from Exhibit
                  1.1 to the Registrant's Annual Report on Form 20-F for the
                  year ending December 31, 2000, filed on February 26, 2001.

         23.1     Consent of KPMG Deutsche Treuhand-Gesellschaft AG relating to
                  the consolidated financial statements and financial statement
                  schedule of DaimlerChrysler AG.

         23.2     Consent of Deloitte & Touche LLP relating to the consolidated
                  financial statements of DaimlerChrysler Corporation.

         24       Power of Attorney (included on signature page).

         Mercedes-Benz USA, LLC undertakes that it has submitted or will submit
         the Plan and any amendments thereto to the Internal Revenue Service in
         a timely manner, and has made or will make all changes required by the
         Internal Revenue Service to qualify the Plan under Section 401 of the
         Internal Revenue Code of 1986, as amended.

ITEM 9.    UNDERTAKINGS.

      The Registrant hereby undertakes:

      (a)(1)    To file, during any period in which offers or sales are
                being made, a post-effective amendment to this Registration
                Statement:

                                      II-2
(i)      To include any prospectus required by Section
                           10(a)(3) of the 1933 Act;

                  (ii)     To reflect in the prospectus any facts or events
                           arising after the effective date of the Registration
                           Statement (or the most recent post-effective
                           amendment thereof) which, individually or in the
                           aggregate, represent a fundamental change in the
                           information set forth in the Registration Statement;
                           and

                  (iii)    To include any material information with respect to
                           the plan of distribution not previously disclosed in
                           the Registration Statement or any material change to
                           such information in the Registration Statement;

      provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply
      if the information required to be included in a post-effective amendment
      by those paragraphs is contained in the periodic reports filed by the
      Registrant pursuant to Section 13 or Section 15(d) of the 1934 Act that
      are incorporated by reference in this Registration Statement.

         (2)  That, for the purpose of determining any liability under the
              Securities Act of 1933, each such post-effective amendment shall
              be deemed to be a new Registration Statement relating to the
              securities offered therein, and the offering of such securities at
              that time shall be deemed to be the initial BONA FIDE offering
              thereof.

         (3)  To remove from registration by means of a post-effective
              amendment any of the securities being registered which remain
              unsold at the termination of the offering.

      (b)  The undersigned Registrant hereby undertakes that, for purposes of
           determining any liability under the Securities Act of 1933, each
           filing of the Registrant's annual report pursuant to Section 13(a) or
           Section 15(d) of the Securities Exchange Act of 1934 and each filing
           of the plans' annual reports pursuant to Section 15(d) of the
           Securities Exchange Act of 1934 that is incorporated by reference in
           the Registration Statement shall be deemed to be a new Registration
           Statement relating to the securities offered therein, and the
           offering of such securities at that time shall be deemed to be the
           initial BONA FIDE offering thereof.

      (c)  Insofar as indemnification for liabilities arising under the
           Securities Act of 1933 may be permitted to directors, officers and
           controlling persons of the Registrant pursuant to the foregoing
           provisions, or otherwise, the Registrant has been advised that in the
           opinion of the Securities and Exchange Commission such
           indemnification is against public policy as expressed in the Act and
           is, therefore, unenforceable. In the event that a claim for
           indemnification against such liabilities (other than the payment by
           the Registrant of expenses incurred or paid by a director, officer or
           controlling person of the Registrant in the successful defense of any
           action, suit or proceeding) is asserted by such director, officer or
           controlling person in connection with the securities being
           registered, the Registrant will, unless in the opinion of its counsel
           the matter has been settled by controlling precedent, submit to a
           court of appropriate jurisdiction the question whether

                                      II-3
such indemnification by it is against public policy as expressed in the
         Act and will be governed by the final adjudication of such issue.

                                      II-4
SIGNATURES

      Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Stuttgart, Federal Republic of Germany, on this 25th
day of April, 2002.

                                     DAIMLERCHRYSLER AG

                            By:       /s/ Juergen E. Schrempp
                                   ----------------------------------------
                                     Juergen E. Schrempp
                                     Chairman of the Board of Management

                            By:       /s/ Manfred Gentz
                                 ------------------------------------------
                                     Dr. Manfred Gentz
                                     Member of the Board of Management
                                     Finance and Controlling

                                      II-5
POWER OF ATTORNEY

Each person whose signature appears below constitutes and appoints and hereby
authorizes any two of the following persons acting jointly: Robert Koethner,
Silvia Nierbauer, and Thomas E. Gunton, each as such person's true and lawful
attorney-in-fact, for him and in his name, place and stead, to sign any and
all amendments (including post-effective amendments) to this Registration
Statement, and to cause the same to be filed with the Securities and Exchange
Commission, hereby granting to said attorneys-in-fact full power and
authority to do and perform each and every act and thing whatsoever requisite
or desirable to be done in and about the premises as fully to all intents and
purposes as the undersigned might or could do in person, hereby ratifying and
confirming all acts and things that said attorneys-in-fact may do or cause to
be done by virtue of these presents.

Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed by the following persons in the capacities
indicated on the 25th day of April, 2002.
Signature                                           Title
                       ---------                                           -----
/s/      Juergen E. Schrempp                         Chairman of the Board of Management
-------------------------------------------------             (Chief Executive Officer)
                  Juergen E. Schrempp

         /s/      Manfred Bischoff                            Member of the Board of Management
-------------------------------------------------
                  Dr. Manfred Bischoff

         /s/      Eckhard Cordes                              Member of the Board of Management
-------------------------------------------------
                  Dr. Eckhard Cordes

         /s/      Guenther Fleig                              Member of the Board of Management
-------------------------------------------------
                  Guenther Fleig

         /s/      Manfred Gentz                               Member of the Board of Management
-------------------------------------------------             (Chief Financial Officer)
                  Dr. Manfred Gentz

         /s/      Juergen Hubbert                             Member of the Board of Management
-------------------------------------------------
                  Prof. Juergen Hubbert

         /s/      Klaus Mangold                               Member of the Board of Management
-------------------------------------------------
                  Dr. Klaus Mangold

                                      II-6
/s/      Thomas W. Sidlik                            Member of the Board of Management
-------------------------------------------------
                  Thomas W. Sidlik

         /s/      Gary C. Valade                              Member of the Board of Management
-------------------------------------------------
                  Gary C. Valade

         /s/      Klaus-Dieter Voehringer                     Member of the Board of Management
-------------------------------------------------
                  Prof. Klaus-Dieter Voehringer

         /s/      Dieter Zetsche                              Member of the Board of Management
-------------------------------------------------
                  Dr. Dieter Zetsche

         /s/      Wolfgang Bernhard                           Deputy Member of the Board of Management
-------------------------------------------------
                  Dr. Wolfgang Bernhard

         /s/      Ruediger Grube                              Deputy Member of the Board of Management
-------------------------------------------------
                  Dr. Ruediger Grube

         /s/      Robert Koethner                             Chief Accounting Officer
-------------------------------------------------
                  Robert Koethner

DAIMLERCHRYSLER NORTH AMERICA                                 Authorized Representative in the United States
HOLDING CORPORATION

         /s/      Timothy P. Dykstra
--------------------------------------------------------
                  Timothy P. Dykstra
                  President, Chief Executive Officer and
                  Chief Financial Officer
II-7
Pursuant to the requirements of the Securities Act of 1933, the administrator of
the Plan has duly caused this Registration Statement to be signed on its behalf
by the undersigned, thereunto duly authorized, in the City of Montvale, State of
New Jersey, on this 25th day of April, 2002.

                          MERCEDES-BENZ USA, LLC EMPLOYEE
                          RETIREMENT SAVINGS PLAN

                          By:  /s/ Tracey L. Matura
                              --------------------------------------------------
                                   Tracey L. Matura, Vice President
                                   On Behalf of the MBUSA Savings Plan Committee

                                      II-8
EXHIBIT INDEX

EXHIBIT
NO.               DESCRIPTION
-------           -----------

4.1               Memorandum and Articles of Association (SATZUNG) of the
                  Registrant as amended, incorporated by reference from Exhibit
                  1.1 to the Registrant's Annual Report on Form 20-F for the
                  year ending December 31, 2000, filed on February 26, 2001.

23.1              Consent of KPMG Deutsche Treuhand-Gesellschaft AG relating to
                  the consolidated financial statements and financial statement
                  schedule of DaimlerChrysler AG.

23.2              Consent of Deloitte & Touche LLP relating to the consolidated
                  financial statements of DaimlerChrysler Corporation.

24                Power of Attorney (included on signature page).

                                      II-9