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HomeMy WebLinkAbout03-05-07 . . IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, P A. ORPHANS' COURT DIVISION NO. 21-06-1090 AMENDED FIRST AND FINAL ACCOUNT THE REVOCABLE TRUST AGREEMENT OF PAULA R. PFUEFER Under Agreement Dated January 21, 1998, as Amended and Restated Under Agreement Dated August 18, 1998 STATED BY - COMMUNITY TRUST COMPANY, TRUSTEE Federal Tax ill Number: Date of Trust: Date of First Receipt of Assets: Accounting for the period: 56-6567184 08/18/1998 05/01/2004 05/01/2004 -to- 11/07/2006 Purpose of Account: The Trustee offers this Account to acquaint interested parties with the transactions that have occurred during the administration of the Trust. It is important that the Account be carefully examined. Requests for additional information, questions or objections can be discussed with: Lowell R. Gates, Esquire Gates, Halbruner & Hatch, P.C. 1013 Mumma Road, Suite 100 Lemoyne, P A 17043 Phone: (71 7) 731-9600 Facsimile: (717) 731-9627 Supreme Court I.D. No. 46779 LO :1"1 t\d S- LDul Page -1- "~ . THE PAULA R. PFEUFER . CHARITABLE REMANDER UNITRUST DATED 08/18/1998 SUMMARY OF ACCOUNT For The Period 05/01/2004 to 11/07/2006 PrinciDal Paae I. Beginning Balance - Principal $0.00 Principal Received 5 265,969.38 Subsequent Receipts 6 15,177.09 Net Unrealized Gain /Loss 7 40,588.85 Net Realized Gain/Loss on Sales or Dispositions 7 1,390.40 Total Principal Receipts $ 323,125.72 Less Disbursements General Disbursements Fees Tax Preparation fees 8 -850.00 Trustees fees 8 -6,869.93 Legal Fees 8 -403.00 Total fees -8,122.93 Distributions to Beneficiary 9 -29,415.72 Total Principal Disbursements $ (37,538.65) Principal Balance on Hand $ 285,587.07 For Information: Principal Investments Made 10 Page -2- . THE PAULA R. PFEUFER . CHARITABLE REMANDER UNITRUST DATED 08/18/1998 SUMMARY OF ACCOUNT For The Period 05/01/2004 to 11/07/2006 Income Paae I. Beginning Balance - Income $0.00 Dividends Received 11-14 17,314.16 Capital Gain Distributions 14 ~,161.89 Total Principal Receipts 18,476.05 Less Disbursements Trustees fees 15 -1,411.18 Transfer from Income to Principal 15 -6,001.17 Distributions to beneficiary 16 -7,415.66 Total Income Disbursements -14,828.01 Ending Income Balance 4 3,648.04 COMBINED BALANCE ON HAND 4 $289,235.11 CAPITAL GAIN/LOSS DETAIL Schedule A CHARITABLE REMAINDER UNITRUST STATEMENTS AND CALCULATIONS Schedule B VERIFICATION Last Page Page -3- . . THE PAULA R. PPBUPER CHARITABLE REMANDBR UNITRUST DATED 08/18/1998 REPORT OF ASSETS REMAINING ON BAND AS OF 11/07/06 Units Market Value Price 11/07/06 Book Value BONDS U.S. GOVT & AGENCY OBLIGATIONS 1. FEDERATED INCOME 3007 TRUST FUND #36 2. VANGUARD SHORT-TERM 1153 FEDERAL FUND #049 3. US SVGS BDS SER EE 36000 MATURITY 10/01/1996 0% 10/01/2016 OTHER OBLIGATIONS 4. VANGUARD TOTAL BOND 3187 MARKET FUND #84 5. VANGUARD WELLESLEY 2795 INCOME FUND #027 10.2100 30,699.33 31,000.00 10.2900 11,861. 67 12,000.00 1.4000 50,400.00 25,411. 51 9.9900 31,840.64 32,000.00 22.3200 62,388.44 58,000.00 ------------- ------------- ------------- ------------- TOTAL BONDS 187,190.08 158,411. 51 STOCKS MUTUAL FUNDS 6. FED STOCK TRUST FUND 663 34.9200 23,139.14 23,000.00 #019 7. FED MID-CAP FUND 1497 23.5600 35,271.94 29,403.26 #151 8. VANGUARD EXPLORER 123 80.4900 9,911.54 8,307.44 FUND #024 9. VANGUARD 500 INDEX 185 127.5500 23,642.16 19,443.80 FUND #40 ------------- ------------- ------------- ------------- TOTAL STOCKS 91,964.78 80,154.50 TOTAL INVESTMENTS 279,154.86 238,566.01 * INCOME CASH ON HAND 3,648.04 3,648.04 * PRINCIPAL CASH ON HAND 6,432.21 6,432.21 ------------- ------------- TOTAL ASSETS 289,235.11 248,646.26 TOTAL CASH: 10,080.25 *Income and principal cash are held in FEDERATED GOV'T OBLIGATIONS FD #395 Current interest rate is 4.887022 percent. Page -4- . . PRINCIPAL RECEIPTS Principal Receipts as of Mav 1. 2004 Principal Balance Received from Paula Pfeufer CRUT, SunTrust Bank as retiring Trustee, for the uses and purposes as set forth in her Deed of Trust dated August 18, 1998, consisting of: Cash Additions 06/10/04 RECEIVED FROM SUNTRUST BANK; RETIRING TRUSTEE INITIAL CASH TRANSFER 07/07/04 RECEIVED FROM SUNTRUST BANK; PRINCIPAL CASH TRANSFER 07/07/04 RECEIVED FROM SUNTRUST BANK; INCOME CASH TRANSFER 07/23/04 RECEIVED FROM SUNTRUST BANK; FINAL TRANSFER Total Cash Addition Asset Additions Pree Receipt of an Asset US SVGS BDS SER EE MATURITY 10/01/1996 0% 10/01/2016 06/09/04 36,000 units RECEIVED FROM RETIRING TRUSTEE - SUNTRUST BANK Total Asset Additions Total Principal Receipts $ 0.00 232,000.00 1,505.39 6,950.00 102.48 240,557.87 25,411. 51 25,411.51 265,969.38 Page - 5 - . . SUBSEQUENT PRINCIPAL RECEIPTS Capital Gains Distributions Received Short-Term Cap Gains Distributions VANGUARD SHORT-TERM FEDERAL FUND #049 12/31/04 Total Short-Term Cap Gains Distributions Long-Term Cap Gains Distributions FED STOCK TRUST FUND #019 11/25/05 FED MID-CAP FUND #151 11/26/04 11/25/05 VANGUARD EXPLORER FUND #024 12/23/04 12/30/05 VANGUARD TOTAL BOND MARKET FUND #84 12/31/04 03/31/05 VANGUARD WELLESLEY INCOME FUND #027 12/17/04 12/16/05 VANGUARD SHORT-TERM FEDERAL FUND #049 12/31/04 Total Long-Term Cap Gains Distributions Transfers From Income to Principal 03/31/06 06/30/06 09/11/06 09/28/06 Total Transfer Income to Principal Total Subsequent Receipts 2.31 2.31 4,431.56 1,070.47 1,697.11 12.03 764.10 19.12 6.37 106.22 1,048.19 18.44 9,173.61 1,499.25 3,609.64 282.64 609.64 6,001.17 15.177.09 Page - 6 - . . PRINCIPAL GAINS OR LOSSES ON SALES OR OTHER DISPOSITIONS Trust Assets Balance as of November 7, 2006 Market Value 289,235.11 Acquisition (Book) Value -248,646.26 Total Unrealized Gains 40,588.85 Summary of realized gains and losses for the period of May 1, 2004 through November 7, 2006 Long term gain from sales Long term loss from sales 1,390.40 0.00 Net long ter.m loss 1,390.40 Total Realized Gain/Loss 1,390.40 SEE ATTACHED CAPITAL GAIR/LOSS DETAIL OR SCHBDULE A. Page - 7 - . DISBURSEMENTS OF PRINCIPAL General Disbursements Fees Fiduciary Tax Prep Fee 05/10/05 03/14/06 Total Fiduciary Tax Prep Fee Trustee Fees 07/13/04 FOR 1 MONTH (S) ENDING 06/30/04 08/10/04 FOR 1 MONTH (S) ENDING 07/31/04 09/13/04 FOR 1 MONTH (S) ENDING 08/31/04 10/13/04 FOR 1 MONTH (S) ENDING 09/30/04 11/10/04 FOR 1 MONTH (S) ENDING 10/31/04 12/10/04 FOR 1 MONTH (S) ENDING 11/30/04 01/12/05 FOR 1 MONTH (S) ENDING 12/31/04 02/10/05 FOR 1 MONTH(S) ENDING 01/31/05 03/10/05 FOR 1 MONTH(S) ENDING 02/28/05 04/11/05 FOR 1 MONTH(S) ENDING 03/31/05 05/10/05 FOR 1 MONTH(S) ENDING 04/30/05 06/10/05 FOR 1 MONTH(S) ENDING 05/31/05 07/08/05 FOR 1 MONTH(S) ENDING 06/30/05 08/08/05 FOR 1 MONTH (S) ENDING 07/31/05 09/09/05 FOR 1 MONTH (S) ENDING 08/31/05 10/11/05 FOR 1 MONTH (S) ENDING 09/30/05 11/08/05 FOR 1 MONTH (S) ENDING 10/31/05 12/08/05 FOR 1 MONTH(S) ENDING 11/30/05 01/09/06 FOR 1 MONTH (S) ENDING 12/31/05 02/07/06 FOR 1 MONTH(S) ENDING 01/31/06 03/07/06 FOR 1 MONTH(S) ENDING 02/28/06 09/12/06 FOR 1 MONTH(S) ENDING 08/31/06 10/06/06 FOR 1 MONTH(S) ENDING 09/30/06 11/06/06 FOR 1 MONTH (S) ENDING 10/31/06 Total Trustee Fees . Legal Fees 07/13/04 GATES, HALBRUNER & HATCH, P.C. PLAN DOCUMENT REVISIONS; INVOICE 30048 Check # 011764 Total Legal Fees Total Fees Paid -425.00 -425.00 -850.00 -281.90 -283.00 -284.66 -286.57 -284.95 -289.10 -293.47 -288.00 -290.22 -287.56 -282.55 -286.75 -288.73 -288.46 -288.49 -284.80 -281.52 -286.07 -286.91 -287.82 -287.97 -282.64 -281. 78 -286.01 -6,869.93 -403.00 -403.00 -8,122.93 Page - 8 - . . PRINCIPAL DISTRIBUTIONS TO BENEFICIARIES Unitrust Distributions 07/29/04 PAID TO BRUCE PFEUFER PARTIAL DISTRIBUTION OF 2004 UNITRUST AMOUNT 10/01/04 PAID TO BRUCE PFEUFER PARTIAL DISTRIBUTION OF 2004 UNITRUST AMOUNT 01/07/05 PARTIAL DISTRIBUTION OF 2005 UNITRUST AMOUNT 04/01/05 BRUCE PFEUFER PARTIAL DISTRIBUTION OF 2005 UNITRUST AMOUNT FOR DEPOSIT TO WACHOVIA BANK Check # 012994 01/04/06 BRUCE PFEUFER PARTIAL DISTRIBUTION OF 2006 UNITRUST AMOUNT FOR DEPOSIT TO WACHOVIA BANK Check # 014691 03/31/06 BRUCE PFEUFER PARTIAL DISTRIBUTION OF 2006 UNITRUST AMOUNT FOR DEPOSIT TO WACHOVIA BANK Check # 015193 06/30/06 BRUCE PFEUFER PARTIAL DISTRIBUTION OF 2006 UNITRUST AMOUNT FOR DEPOSIT TO WACHOVIA BANK Check # 015937 09/28/06 BRUCE PFEUFER PARTIAL DISTRIBUTION OF 2006 UNITRUST AMOUNT FOR DEPOSIT TO WACHOVIA BANK Check # 016454 Total Unitrust Distributions -3,780.75 -3,780.75 -3,707.83 -3,707.83 -3,609.64 -3,609.64 -3,609.64 -3,609.64 -29.415.72 Page - 9 - . . PRINCIPAL INVESTMENTS MADE Asset Purchases and Transfers Purchase of an Asset FED STOCK TRUST FUND #019 06/17/04 Purchased 662.633 shares at 34.71 FEDERATED INCOME TRUST FUND #36 06/17/04 Purchased 3,006.79 shares at 10.31 FED MID-CAP FUND #151 06/17/04 Purchased 1,629.328 shares at 19.64 VANGUARD EXPLORER FUND #024 06/18/04 Purchased 164.819 shares at 66.74 Exchanged from #30 VANGUARD TOTAL BOND MARKET FUND #84 06/18/04 Purchased 3,187.251 shares at 10.04 Exchanged from #30 VANGUARD WELLESLEY INCOME FUND #027 06/18/04 Purchased 2,795.181 shares at 20.75 Exchanged from #30 VANGUARD SHORT-TERM FEDERAL FUND #049 06/18/04 Purchased 1,152.738 shares at 10.41 Exchanged from #30 VANGUARD PRIME MONEY MARKET FUND #030 06/16/04 purchased 135,000 units at 1.00 VANGUARD 500 INDEX FUND #40 06/18/04 Purchased 209.724 shares at 104.90 Exchanged from #30 Total Purchase of an Asset Capital Gains Reinvestment VANGUARD EXPLORER FUND #024 12/30/05 10.114 shares at 75.55 Total Capital Gains Reinvestment Total Purchase of an Asset -23,000.00 -31,000.00 -32,000.00 -11,000.00 -32,000.00 -58,000.00 -12,000.00 -135,000.00 -22,000.00 -356,000.00 -764.10 -764.10 -356,764.10 Page -10- . Dividends Received INCOME RECEIPTS TRUST FtJRD #019 .098/share on 662.63 shares .108/share on 662.63 shares .15/share on 662.63 shares .113/share on 662.63 shares .113/share on 662.633 shares .113/share on 662.633 shares .128/share on 662.633 shares .087/share on 662.633 shares .07/share on 662.633 shares .081/share on 662.633 shares INCOMB TRUST FtJRD #36 FBD STOCK 06/25/04 09/27/04 12/28/04 03/28/05 06/27/05 09/27/05 12/28/05 03/27/06 06/27/06 09/26/06 FBDBRATBD 06/30/04 07/31/04 08/31/04 09/30/04 10/31/04 11/30/04 12/31/04 01/31/05 02/28/05 03/31/05 04/30/05 05/31/05 06/30/05 07/31/05 08/31/05 09/30/05 10/31/05 11/30/05 12/31/05 01/31/06 02/28/06 03/31/06 04/30/06 05/31/06 06/30/06 07/31/06 08/31/06 09/30/06 10/31/06 FBD MID-CAP FtJRD #151 06/25/04 .031/share 09/27/04 .035/share 12/28/04 .045/share 03/28/05 .044/share 06/27/05 .044/share 09/27/05 .053/share 12/28/05 .099/share 03/27/06 .072/share on on on on on on on on 1,629.33 shares 1,629.33 shares 1,629.33 shares 1,629.33 shares 1,629.328 shares 1,629.328 shares 1,629.328 shares 1,629.328 shares . 64.94 71.56 99.39 74.88 74.88 74.88 84.82 57.65 46.38 53.67 52.54 119.64 122.26 116. SO 120.63 116.90 115.79 120.44 121.25 119.76 118.56 121. 28 121.84 121.46 124.42 120.67 119.82 124.96 123.95 123.15 125.87 125.41 124.81 128.70 129.99 135.82 133.16 133.77 132.46 50.51 57.03 73.32 71. 69 71. 69 86.35 161.30 117.31 Page - 11 - . . 06/27/06 .072/share on 1,629.328 shares 117.31 09/26/06 . On/share on 1,629.328 shares 117.31 FBDBRATBD GOV'T OBLIGATIONS PD #395 06/30/04 28.84 07/31/04 13.14 08/31/04 14.04 09/30/04 15.49 10/31/04 14.53 11/30/04 15.90 12/31/04 20.94 01/31/05 19.39 02/28/05 18.46 03/31/05 22.10 04/30/05 17.18 05/31/05 18.69 06/30/05 18.78 07/31/05 13.31 08/31/05 14.43 09/30/05 14.65 10/31/05 7.82 11/30/05 10.09 12/31/05 33.03 01/31/06 28.92 02/28/06 26.40 03/31/06 29.05 04/30/06 18.97 05/31/06 20.32 06/30/06 20.18 07/31/06 10.82 08/31/06 11. 05 09/30/06 13.19 10/31/06 41. 69 VANGUARD BXPLORBR FUND #024 12/29/05 .23/share on 164.819 shares 37.91 VANGUARD TOTAL BOND MARKBT FUND #84 06/30/04 50.61 07/30/04 118.34 08/31/04 118.42 09/30/04 116.71 10/29/04 118.55 11/30/04 117.10 12/31/04 120.11 01/31/05 .037206/share on 3,187.25 shares 118.58 02/28/05 113.05 03/31/05 120.33 04/29/05 117.81 05/31/05 119.67 06/30/05 117.26 07/29/05 .03773/share on 3,187.251 shares 120.25 08/31/05 120.42 09/30/05 118.31 10/31/05 121. 62 11/30/05 120.45 12/30/05 124.53 01/31/06 124.96 02/28/06 119.43 Page - 12 - 03/31/06 04/28/06 05/31/06 06/30/06 07/31/06 08/31/06 09/29/06 10/31/06 VANGUARD 06/25/04 09/24/04 12/17/04 03/23/05 06/24/05 09/23/05 12/16/05 03/24/06 06/23/06 09/22/06 VANGUARD 06/30/04 07/30/04 08/31/04 09/30/04 10/29/04 11/30/04 12/31/04 01/31/05 02/28/05 03/31/05 04/29/05 05/31/05 06/30/05 07/29/05 08/31/05 09/30/05 10/31/05 11/30/05 12/30/05 01/31/06 02/28/06 03/31/06 04/28/06 05/31/06 06/30/06 07/31/06 08/31/06 09/29/06 10/31/06 VANGUARD 06/25/04 09/24/04 12/23/04 03/23/05 06/24/05 09/23/05 . WELLESLEY INCOME FUND #027 .21/share on 2,795.18 shares .21/share on 2,795.18 shares .24/share on 2,795.18 shares .19/share on 2,795.18 shares .21/share on 2,795.181 shares .215/share on 2,795.181 shares .253/share on 2,795.181 shares .20/share on 2,795.181 shares .22/share on 2,795.181 shares .23/share on 2,795.181 shares SBORT-TERM FEDERAL FUND #049 .024001/share on 1,152.74 shares .025452/share on 1,152.74 shares 500 INDEX FUND #40 .35/share on 209.72 shares .41/share on 209.72 shares .83/share on 209.72 shares .43/share on 209.72 shares .42/share on 209.724 shares .53/share on 209.724 shares . 127.74 125.97 129.81 127.97 130.87 131.57 129.58 132.67 586.99 586.99 670.84 531. 08 586.99 600.96 707.18 559.04 614.94 642.89 11. 51 27.67 28.84 28.63 29.04 28.10 28.90 29.34 27.55 30.42 29.99 31. 93 31. 25 33.12 33.47 32.63 34.96 34.61 35.97 36.24 34.42 38.13 38.01 39.40 38.91 41. 84 42.14 41.13 42.24 73.40 85.99 174.07 90.18 88.08 111.15 Page - 13 - . 12/29/05 .60/share on 209.724 shares 03/17/06 .49/share on 209.724 shares 06/23/06 .48/share on 209.724 shares 09/22/06 . 52/share on 209.724 shares Total Dividend Receipt Capital Gains Received Short-Term Cap Gains Distributions FED STOCK TRUST FUND #019 11/25/05 FED MID-CAP FUND #151 11/26/04 11/25/05 VANGUARD EXPLORER FUND #024 12/29/05 VANGUARD WELLESLEY INCOME FUND #027 12/16/05 Total Short-Term Cap Gains Distributions Total Income Cash Receipts . 125.83 102.76 100.67 109.06 17,314.16 505.66 182.32 189.98 258.77 25.16 1, 161. 89 18,476.05 Page - 14 - . INCOME DISBURSEMENTS Fees Paid Trustee Fees 04/11/06 FOR 1 MONTH (S) ENDING 03/31/06 05/09/06 FOR 1 MONTH (S) ENDING 04/30/06 06/08/06 FOR 1 MONTH (S) ENDING 05/31/06 07/10/06 FOR 1 MONTH (S) ENDING 06/30/06 08/07/06 FOR 1 MONTH (S) ENDING 07/31/06 Total Trustee Fees - Regular Transfers From Income To Principal 03/31/06 06/30/06 09/11/06 09/28/06 Total Transfer Income to Principal . -284.93 -286.23 -281. 91 -278.70 -279.41 -1, 411.18 -1,499.25 -3,609.64 -282.64 609.64 -6.001.17 Page - 15 - . . INCOME DISTRIBUTIONS TO BENEFICIARIES Unitrust Distribution 07/01/05 BRUCE PFEUFER PARTIAL DISTRIBUTION OF 2005 UNITRUST AMOUNT FOR DEPOSIT TO WACHOVIA BANK Check # 013609 09/30/05 BRUCE PFEUFER PARTIAL DISTRIBUTION OF 2005 UNITRUST AMOUNT FOR DEPOSIT TO WACHOVIA BANK Check # 014161 Total Unitrust Distribution Total Income Cash Disbursements -3,707.83 -3,707.83 -7.415.66 -14,828.01 Page-16- EXHIBIT A . . EXHIBIT A STATEMENT OF CAPITAL GAIN/LOSS DETAIL . . YBSCIm 113.03 Schedule n Repo~t COHHUII1:7Y TRUST CDMPANr TNBT vl.99 PAGS 1 02/01/2007 Aceoun~ 2130119 Pl\ULA It PrBUPBIt CIl.UT For datee from OS/01/0t to 11/07/06 Ineluding doller essets Bxcludes shor~-~erm capital gains di.t~ibution from mutual funds Bxcludes long-term capital gains distribution from mutual funds Taxpayer ID. 56-6567184 Transaction Code & DescriptioD nate CUSIP A..et Name Date Dete Units Acquired Sold Net proceedS Baeis Gain/Loss 06/l8/0t 3502 Proceeds fram Sals of Asset 922906201 VANGUAllD PIUHII HllNBY Kl\lUtIlT FlJJIII 11030 135,000.0000 06/16/04 06/17/04 135,000.00 135,000.00 No Gain or Loss 09/28/06 3502 Proceeds fram Sals of A.set 31420B205 rID MID-CAP FOND '151 132.2170 06/16/04 09/27/06 3,000.00 2,596.74 403.26 LT 09/28/06 3502 Proceed. fram Sale of As.et 921926101 VANGUAllD EXPLORER FlJJIII 1102 4 51.7930 06/17/04 09/27/06 4,000.00 3,456.66 543.34 LT 09/28/06 3502 proceedd from Sale of As.et 922908108 VANGUARD SOO INDEX FlJJIII 1140 24.3680 06/17/04 09/27/06 3,000.00 2,556.20 443.80 LT .......---------- ----------..-- -------....-.... Short Tem Gain fJ:'Qlll Salea 0.00 0.00 0.00 Short Term 1rlISS frOlll Sales 0.00 0.00 0.00 Short Term MP Distributions 0.00 0.00 0.00 Shor~ Tezm Gain fJ:'Qlll Msrgers 0.00 0.00 0.00 Short Term Options axarcieed/BxPirad 0.00 0.00 0.00 Kat Sho~t Tem Gain (-Lonl 0.00 0.00 0.00 No Gsin or 1rlISS 135,000.00 135,000.00 0.00 Long Term Gain from Salee 10.000.00 8,609.60 1,390.40 Long Tem Los. fr01ll Sales 0.00 0.00 0.00 Long Term Mr Distributions 0.00 0.00 0.00 Long Term Gain from Mergers 0.00 0.00 0.00 Long Tem Options Bxercisad/Bxpired 0.00 0.00 0.00 Net Long Term Gain (-Losel 10,000.00 8,609.60 1,390.40 Par further details see epreadsheet file r.\TNBT\RBSKARCB\SCHaD-D-2130119.SAR.CSV Report printed aD 02/01/07 at 10.42 by BAR from P.\TNBT\ EXHIBIT B . . EXHIBIT B UNITRUST STATEMENT Fair Market Value as of 01/01/2004 . . UNITRUST STATEMENT Fair Market Value as of 01/01/2004 The Proceeds from the Sale of the Assets of the Paula R. Pfeufer Unit rust were Received from Suntrust Bank, as RetiringTrustee, on June 1, 2004. Per Suntrust Bank's Statement, dated Apri/1, 2004, the Market Value Summary of the Paula R. Pfeufer CRUT, on January 1,2004, was reported to be $298,514.09. The same Statement reflected a distribution to the beneficiary of $3, 780. 75. Fair Market Value on January 1, 2004, calculated on the 2004 Unitrust Distributions to the Beneficiary. Payout Rate 2004 Unitrust Payout Number of Payments per year Installment Amount Paid by Community Trust Company as Follows: Bruce Pfeufer Bruce Pfeufer Third Quarter Fourth Quarter Page -1- 302,460.00 5.00% 15,123.00 4 3,780.75 3,780.75 3,780.75 Savinas Bonds Mutual Funds . . UNITRUST STATEMENT Fair Market Value as of 01/01/2005 36,000.0000 US Savings Bonds Series EE Maturity 10/01/1996 662.6330 Units Federated Stock Trust Fund # 019 3,006.7900 Units Federated Income Trust Fund # 36 1,629.3280 Units Federated Mid-Cap Fund # 151 164.8190 Units Vanguard Explorer Fund # 204 3,187.2510 Units Vanguard Total Bond Market Fund #84 2,795.1810 Units Vanguard Wellesley Income Fund #027 1,152.7380 Units Vanguard Short-Term Federal Fund #049 209.7240 Units Vanguard 500 Index Fund #40 Income Cash Balance Principal Cash Balance Payout Rate 2005 Unitrust Payout Number of Payments per Year Installment Amount Paid as Follows: Bruce Pfeufer Bruce Pfeufer Bruce Pfeufer Bruce Pfeufer First Quarter Second Quarter Third Quarter Fourth Quarter Page -2- Market Value 50,400.00 24,424.65 31,631.43 33,694.50 12,290.55 32,733.07 60,320.01 12,000.00 23,413.59 4,607.02 11.111.78 296,626.60 5.00% 14,831.33 4 3,707.83 3,707.83 3,707.83 3,707.83 3,707.83 Savinas Bonds Mutual Funds . . UNITRUST STATEMENT Fair Market Value as of 01/01/2006 36,000.0000 US Savings Bonds Series EE Maturity 10/01/1996 662.6330 Units Federated Stock Trust Fund # 019 3,006.7900 Units Federated Income Trust Fund # 36 1,629.3280 Units Federated Mid-Cap Fund # 151 164.8190 Units Vanguard Explorer Fund # 204 3,187.2510 Units Vanguard Total Bond Market Fund #84 2,795.1810 Units Vanguard Wellesley Income Fund #027 1,152.7380 Units Vanguard Short-Term Federal Fund #049 209.7240 Units Vanguard 500 Index Fund #40 Income Cash Balance Principal Cash Balance Payout Rate 2006 Unitrust Payout Number of Payments per Year Installment Amount Paid as Follows: Bruce Pfeufer Bruce Pfeufer Bruce Pfeufer Bruce Pfeufer First Quarter Second Quarter Third Quarter Fourth Quarter Page -3- Market Value 50,400.00 20,707.28 30,789.53 36,105.91 12,379.56 32,063.75 58,894.46 11,827.09 24,101.48 4,494.65 7.007.73 288,771.44 5.00% 14,438.57 4 3,609.64 3,609.64 3,609.64 3,609.64 3,609.64 Savinas Bonds Mutual Funds . UNITRUST STATEMENT Fair Market Value on 01/01/07 36,000.0000 US Savings Bonds Series EE Maturity 10/01/1996 750.7460 Units Federated Stock Trust Fund # 019 3,006.7900 Units Federated Income Trust Fund # 36 1,559.9390 Units Federated Mid-Cap Fund # 151 133.9810 Units Vanguard Explorer Fund # 204 3,187.2510 Units Vanguard Total Bond Market Fund #84 2,876.3230 Units Vanguard Wellesley Income Fund #027 1,152.7380 Units Vanguard Short-Term Federal Fund #049 185.3560 Units Vanguard 500 Index Fund #40 Income Cash Balance Principal Cash Balance Payout Rate 2007 Unitrust Payout Number of Payments per Year Installment Amount To Be Paid as Follows: Bruce Pfeufer First Quarter Page -4- . Market Value 50,400.00 23,978.83 30,699.33 35,785.00 10,009.72 31,840.64 62,703.84 11,850.15 24,205.64 5,918.76 6.142.87 293,534.78 5.00% 14,676.74 4 3,669.18 3,669.18 . . VERIFICA TION On this Sk day of March, 2007, James E. White, Vice President and Trust Officer of Community Trust Company, Trustee of the Paula R. Pfeufer Revocable Trust dated January 21, 1998, as amended and restated, hereby declares under oath that said Trustee has fully and faithfully discharged the duties of its office; that the foregoing Amended First and Final Account consisting of 'L ~ pages, cover pages and exhibits is true and correct and fully discloses all significant transactions occurring during the accounting period; that all known claims against the Trust during the accounting period have been paid in full; that to its knowledge, as of November 7, 2006, there were no claims outstanding against the Trust except as provided in the Account; and that as of November 7, 2006, all taxes due from the Trust were paid. COMMUNITY TRUST COMPANY, TRUSTEE -M Dated: March $' 2007 ~~~ ~: James E. White Vice President and Trust Officer SWORN TO before me this S yo day of March, 2007 ~. ~ Notary~ COMMONWEALTH OF PENNSYLVANIA Notarial Seal Victoria M. Rankin, Notary Public WormleysblVg Boro, Cumberland County My Commi!;Sion Expires Aug. 27, 2010 Member, Pennsylvania Association of Notaries . . IN THE MATTER OF: THE REVOCABLE TRUST AGREEMENT OF PAULA R. PFEUFER : UIA DATED JANUARY 21,1998 AS AMENDED AND RESTATED UNDER AGREEMENT DATED AUGUST 18, 1998 IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY ORPHANS' COURT DIVISION NO: 21-06-1090 AMENDED STATEMENT OF PROPOSED DISTRIBUTION The Accountaht/Trustee proposes the following schedule of proposed distribution: TO: COMMUNITY TRUST COMPANY, CURRENT TRUSTEE (1) $2,002.07 for Trustee's Fees for October 2006 through May 2007. (2) $3,410.38 Trustee's Termination Fee calculated from November 2005 through October 2006. (3) $850.00 for preparation of calendar year 2006 and 2007 Federal and Pennsylvania Fiduciary Income Tax Returns. TO: LAW FIRM OF GATES, HALBRUNER & HATCH, P.C., ATTORNEY (4) $6,850.00 for legal fees incurred for preparation of the Amended First and Final Account and Petition for Adjudication of First and Final Account and related documents and Notices. (5) $875.00 for Orphans' Court filing fees, including publication, photocopying and certified postage. TO: BRUCE A. PFEUFER, BENEFICIARY (6) $3,669.18 for the estimated quarterly unitrust distribution due for the first quarter of calender year 2007. TO: FULTON FINANCIAL ADVISORS, SUCCESSOR TRUSTEE (7) $271,578.48 representing the balance of the principal and income cash and principal assets after the payment of the above-listed expenses oftms Accounting. The stocks, bonds and marketable securities will be transferred in-kind to Fulton Financial Advisors, per its request. End of Statement . . AFFIDA VIT COMMONWEALTH OF PENNSYLVANIA COUNTY OF CUMBERLAND I hereby certify that on this ~ day of March, 2007, before me, the subscriber, a Notary Public in and for the aforesaid Commonwealth and County, personally appeared the affiant, James E. White, who acknowledged himselfto be a Vice President and Trust Officer of SS: COMMUNITY TRUST COMPANY, Trustee of THE PAULA R. PFEUFER REVOCABLE TRUST UIA Dated January 21, 1998, AS AMENDED AND RESTATED UIA DATED AUGUST 18, 1998, who being duly sworn according to law, he as such Vice President and Trust Officer, being authorized to do so, deposes and says that, to the best of his knowledge, the facts averred in the foregoing Amended First and Final Account and Petition for Adjudication are true and correct and accurately state all the income, principal, debits and credits which came into his possession as Vice President and Trust Officer of Community Trust Company, Trustee of the THE PAULA R. PFEUFER REVOCABLE TRUST AS AMENDED AND RESTATED UIA DATED AUGUST 18, 1998, or into the possession of any other agent( s) for said Trustee. The affiant further says that he gave written notice of the foregoing Amended First and Final Account, Petition for Adjudication, and Amended Statement of Proposed Distribution to all 2 . . beneficiaries, remaindermen and other parties interested in THE PAULA R. PFEUFER REVOCABLE TRUST, AS AMENDED AND RESTATED UIA DATED AUGUST 18, 1998. ATTEST: COMMUNITY TRUST COMPANY, TRUSTEE \'Jc~~~~ ames E. White, Vice President and Trust Officer '^ SWORN TO and subscribed before me this ~ day of March, 2007. -;t~~ Notary Public My Commission Expires: COMMONWEALTH OF PENNSYLVANIA Notarial Seal Victoria M. Rankin, Notary Public Wonnleysb~rg Bore, Cumberland County My Commission Expires Aug. 27, 2010 Member, Pennsylvania Association of Notaries 3 EXHIBIT A . . EXHIBIT A Supplemental Information to Petition Page 3, Question 5, Part A. . . The Paula R. Pfeufer Revocable Trust UIA Dated January 21, 1998 As Amended and Restated UIA Dated August 18, 1998 Amended First and Final Account For the Period May 1, 2004 through November 7,2006 (Supplemental Information to Petition Page 3) 5. A. State how each Trustee was appointed: The Trust appointed First Union National Bank as the First Trustee on January 21, 1998. First Union National Bank was subsequently replaced by Sun Trust Company as Second Successor Trustee. Paula R. Pfeufer died on July 7, 1999. A copy of the Death Certificate is attached as Exhibit C. Bruce APfeufer, acting under the authority of Section 4( C) of the Trust, appointed Community Trust Company as Third Successor Trustee on May 13, 2004. A copy of said Appointment of Successor Trustee is attached to this Petition as Exhibit D. Bruce A Pfeufer, acting under the authority of Section 4( C) of the Trust, removed Community Trust Company as Third Successor Trustee by letter dated October 4, 2006. A copy of the letter is attached to this Petition as Exhibit E. By a document entitled "Appointment of Successor Trustee", signed by Bruce A. Pfeufer and Fulton Financial Advisors, and dated October 5, 2006, Bruce A Pfeufer appointed Fulton Financial Advisors as the Fourth Successor Trustee. A copy of the Appointment of Successor Trustee is attached to this Petition as Exhibit F. EXHIBIT B . . EXHIBIT B AMENDMENT AND RESTATEMENT DATED AUGUST 18, 1998 OF THE REVOCABLE TRUST AGREEMENT OF PAULA R. PFEUFER UNDER AGREEMENT DATED JANAURY 21, 1998 . . Al\1ENDMENT AND RESTATEMENT OF REVOCABLE TRUST AGREEMENT OF PAULA R. PFEUFER TABLE OF CONTENTS SECTION 1. AMENDMENT AND RESTATEMENT OF TRUST . . . . . . . . . - . 1 SECTION 2. TRUST DURING GRANTOR'S LIFETIME ................ 1 SECTION 3. UPON GRANTOR'S DEATH. . . . . . . . . . . . . . . . . . . . . . . . " 2 A. DISTRIBUTION OF T ANGffiLE PERSONAL PROPERTY. ........ 2 B. DISTRIBUTION OF BALANCE OF TRUST. . . . . . . . . . . . . . . . . .. 2 C. SHARE OF SON GARY W. PFEUFER ..................... 3 D. CHARITABLE REMAINDER UNITRUST FOR SON BRUCE A. PFEUFER ...................................... 3 E. PFEUFER FAMILY FOUNDATION. . . . . . . . . . . . . . . . . . . . . . .. 5 F . ULTIMATE BENEFICIARIES ........................... 6 SECTION 4. TRUSTEES .................. . . . . . . . . . . . . . . . . . " 7 A. SUCCESSOR TRUSTEES ...... . . . . . . . . . . . . . . . . . . . . . . .. 7 B. RESIGNATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . '. 7 C. REMOVAL ....................................... 7 D. COMPENSATION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . " 8 E. EMERGENCY ACTION " . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 8 F. DELEGATION ..................................... 8 G. ACTION BY MAJORITY OF TRUSTEES ................... 9 SECTION 5. POWERS OF TRUSTEE ............................ 9 A. RETAIN RESIDENCE IN TRUST . . . . . . . . . . . . . . . . . . . . . . . .. 9 B. DEAL WITH PROPERTY . . . . . . . . . . . . . . . . . . . . . . . . . . . . " 10 C. REGISTER IN NOMINEE FORM . . . . . . . . . . . . . . . . . . . . . . . " 10 D. DISPOSE OF CLAIMS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 10 E. EXECUTE DOCUMENTS .............................. 10 F. DIVIDE PROPERTY ................................. 10 G. BORROW FUNDS OR MAKE LOANS ..................... 10 H. EMPLOY AGENTS ... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 10 I. MAKE TAX ELECTIONS .............................. 10 J. CARRY ON BUSINESS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . " 11 K. TREAT AS COMMON FUND .............;............. 11 L. RECEIVE ADDITIONAL PROPERTY . . . . . . . . . . . . . . . . . . . . .. 11 M. MERGE TRUSTS .... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . " 11 N. DIVIDE TRUSTS. . . . . . . . . .. . . . . . . . . . . . . . . . . . . . . . . . " 11 . . O. DEAL WITH GENERATION-SKIPPING TRANSFERS. . . . . . . . . .. 11 P. SPECIAL TERMINATION OF TRUSTS. . . . . . . . . . . . . . . . . . . .. 12 Q. PAY ADMINISTRATION EXPENSES ...... . . . . . . . . . . . . . . .. 12 R. KEEP INFORMATION CONFIDENTIAL. . . . . . . . . . . . . . . . . . .. 12 S. DISTRIBUTE TO OR FOR MINOR BENEFICIARIES . . . . . . . . . . .. 12 T. DO ALL THINGS WITH FINAL AUTHORITY. . . . . . . . . . . . . . .. 12 SECTION 6. DUTIES OF TRUSTEE ............................. 13 A. PAY DEATH TAXES AND SATISFY CASH NEEDS. . . . . . . . . . . .. 13 B. PAY DELIVERY EXPENSES. . . . . . . . . . . . . . . . . . . . . . . . . . .. 13 C. PAY DIRECTLY TO BENEFICIARIES ..................... 13 D. REPRESENTATION OF INCAPACITATED INDIVIDUALS AND MINORS ....................................... 13 E. MAKE BINDING DECISIONS WITH RESPECT TO DISCRETIONARY PAYMENTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 14 F. MAKE CERTAIN DECISIONS WITHOUT PARTICIPATION OF INTERESTED TRUSTEE ............................ 14 G. PAY INCOME AT TERMINATION OF TRUSTS. . . . . . . . . . . . . " 14 H. ADMINISTER WITHOUT COURT SUPERVISION ............. 14 SECTION 7. SPECIAL PROVISIONS RELATED TO CHARITABLE REMAINDER UNlTRUST ................................ 14 A. INTENTION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 14 C. TAXABLE YEAR ................................... 15 D. INVESTMENT OF TRUST ASSETS ....................... 15 SECTION 8. INCAPACITY ................................... 15 A. DETERMINATION OF INCAPACITY ...................... 15 B. DURATION OF INCAPACITY . . . . . . . . . . . . . . . . . . . . . . . . . .. 16 C. EFFECT OF INCAPACITY . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 16 SECTION 9. RESOLUTION OF CONTROVERSIES ................... 17 A. ARBITRATION OF DISPUTES .......................... 17 B. REPRESENTATION OF BENEFICIARIES . . . . . . . . . . . . . . . . . .. 17 C. FRIVOLOUS PROCEEDINGS ........................... 17 SECTION 10. REVOCATION OR AMENDMENT ..................... 18 SECTION 11. GOVERNING LAW . . . . . . . . . . . . . . . . . . . . . . . . . . . . . " 18 SECTION 12. BINDING AGREEMENT ........................... 18 Amendment and Restatement of Revocable Trust Agreement of PAULA R. PFEUFER 11 Walsh & Jayu, P.A. . Attarneys al Law. 1.800-480-6365 . . AMENDl\1ENf AND RESTATEl\1ENf OF REVOCABLE TRUST AGREEl\1ENT OF PAULA R. PFEUFER THIS AMENDMENT AND RESTATEMENT OF REVOCABLE TRUST AGREEMENT is executed on August l1....., 1998, by PAULA R. PFEUFER, of Baltimore County, Maryland, as grantor, and FIRST UNION NATIONAL BANK as trustee. Any reference in this trust agreement to the "trustee" shall apply to any trustee or trustees then servmg. SECTION 1. AMENDMENT AND RESTATEMENT OF TRUST. By agreement dated January 21, 1998, the grantor entered into a trust agreement with the trustee. Under section 7 of that agreement, the grantor reserved the right to amend or revoke the trust agreement at any time, subject only to the trustee's consent with respect to any modification in the trustee's compensation and duties. By executing this amendment and restatement of trust agreement, the trustee hereby consents to any modification in the trustee's compensation and duties. The trustee shall administer and dispose of the trust property, together with any other property that the trustee may later receive, as set forth in this agreement. This trust shall continue to be known as the PAULA R. PFEUFER REVOCABLE TRUST DATED JANUARY 21, 1998. SECTION 2. TRUST DURING GRANTOR'S LIFETIME. During the lifetime of the grantor, the trustee shall pay the net income from the trust, including income accrued to the date of this agreement, or whatever amounts the grantor directs, in quarterly or more frequent installments to the grantor. . . In addition, the trustee may at any time or times pay to or for the benefit of the grantor so much or all of the principal of the trust as the trustee in the liberal exercise of discretion considers appropriate for her maintenance, support, health, comfort or well-being. Furthennore, the grantor, in her sole and absolute discretion, may at any time withdraw whatever amounts of principal of the trust as the grantor directs. However, this right may not be exercised if the grantor is incapacitated at the time of such withdrawal. SECTION 3. UPON GRANTOR'S DEATH. Upon the grantor's death, this trust shall tenninate and be distributed, free of this trust, to those persons and legal entities, including the grantor's estate and any creditor, in whatever amounts and proportions, in further trust or otherwise, as the grantor may appoint by will or by written instrument filed with the trust records. All or any portion of the trust not validly appointed shall continue in further trust, to be administered and disposed of as follows. A. DISTRIBUTION OF T ANGmLE PERSONAL PROPERTY. All tangible personal property held by the trust, together with all insurance policies on it, shall be distributed to the same beneficiaries of the trust, and in the same proportions, as specified in section 3.B. B. DISTRmUTION OF BALANCE OF TRUST. The trustee shall divide the balance as follows, if, in the case of each individual named, such individual is living 30 days after the death of the grantor: Amendment and Restatement of Revocable Trust Agreement of PAULA R. PFEUFER 2 Walsh & Joyce. P.A. . Attorneys al Law . 1-800-480-6365 . . (1) Ten percent (10%) for the grantor's son, GARY. W. PFEUFER. (2) Ninety percent (90%) for the grantor's son, BRUCE A. PFEUFER. (3) The balance to the PFEUFER FAMILY FOUNDATION. Any '.amount passing to a designated beneficiary of any tax deferred annuity, individual retirement account, pension, profit-sharing, other retirement plan or insurance policy on the grantor's life that is included in the grantor's gross estate for federal estate tax purposes shall be considered to be an advancement to such designated beneficiary. To the extent that the trust assets consist of any outstanding indebtedness from any person for whom a share of the trust is to be set apart, the trustee shall, to the extent possible, allocate such indebtedness to the share of the indebted person. C. SHARE OF SON GARY W. PFEUFER. Any share representing the grantor's son GARY W. PFEUFER shall be distributed outright to him as soon as reasonable and practical. D. CHARITABLE REMAINDER UNITRUST FOR SON BRUCE A. PFEUFER. Any share representing the grantor's son BRUCE A. PFEUFER shall be retained in trust and administered and disposed of as follows. (1) The trustee shall pay to or for the benefit of the grantor's son, in equal installments at the end of each quarterly period, a unitrust amount equal to 5 % of the net fair market value of the trust assets valued as of the first day of each taxable year of the trust (the Amendment and Restatement of Revocable Trust Agreement of PAULA R. PFEUFER 3 Walsh & Joyce. P.A. . Allameys al Law . 1-800-480-6365 . . "valuation date"). However, the obligation of the trustee to pay the unitrust amount to the grantor terminates with the last payment before the death of the grantor's son. Any income of the trust for a taxable year in excess of the unitrust amount shall be added to principal. Upon the death of the grantor's son, the principal and any undistributed income of that share shall be distributed to the PFEUFER F AMIL Y FOUNDATION, to be added to the principal of that foundation. (2) If for any year the net fair market value of the trust assets is incorrectly determined, then within a reasonable period after the value is finally determined for federal tax purposes, the trustee shall pay to the grantor's son (in the case of an undervaluation), or receive from the grantor's son (in the case of an overvaluation), an amount equal to the difference between the unitrust amount properly payable and the unitrust amount actually paid. (3) In determining the unitrust amount, the trustee shall prorate it on a daily basis for any short taxable year and for the taxable year of the grantor's death. (4) If any additional contributions are made to the trust after the initial contribution, the unitrust amount for the taxable year in which the additional contribution is made shall be equal an amount equal to 5% of the sum of: (a) the net fair market value of trust assets as of the valuation date (excluding the added assets and any income from, or appreciation on, those assets), and Amendment and Restatement of Revocable Trust Agreement of PAULA R. PFEUFER 4 Walsh &: Joyce. P.A. . Anome)'s at Law . /-800-480-6365 . . (b) (i) the value of the added assets that was excluded under (i), multiplied by: (ii) the number of days in the period that begins with the date of contribution and ends with the earlier of the last day of the taxable year or the grantor's death, and divided by: (iii) the number of days in the period that begins on the first day of such taxable year and ends with the earlier of the last day of such taxable year or the death of the grantor. If there is no valuation date after the time of contribution, the added assets shall be valued at the time of contribution. E. PFEUFER FAMILY FOUNDATION. Any share representing the PFEUFER FAMILY FOUNDATION shall be retained in trust and administered as follows. (1) The trustee shall use the net income of the tnist to combat acquired immune deficiency syndrome (AIDS) and human immunodeficiency virus (HIV) by supporting research for treatment and cure, or to provide support or care for persons with AIDS or HIV. (2) The grantor intends that this charitable trust last in perpetuity. (3) The grantor intends that the trust shall qualify under the provisions of Internal Revenue Code ("IRC") ~~170(c), 2055(a) and 2522(a) as a charitable organization. Amendment and Restatement of Revocable Trust Agreement of PAULA R. PFEUFER 5 Walsh &: Joyce, P.Il. . Ilnorneys al Law . I-8fJO.-480-6365 . . Accordingly, all provIsIons of this agreement shall be construed and the trust shall be administered in a manner that is consistent with that intent. The trustee, by written instrument filed with the trust records, shall have the power, acting alone but on advice of counsel, to amend the terms of the trust in the most minimal manner required for the sole purpose of ensuring that the trust qualifies and continues to qualify as a charitable organization. The trustee may incorporate the trust as a non-stock not-for-profit corporation, and may adopt a charter and bylaws and provide for the appointment of directors, officers and their successors for the governance of such corporation in a manner that is consistent with the provisions of the trust. (4) The trustee shall make whatever distributions are required to insulate the trust from tax under IRe ~4942. The trustee shall not (1) engage in any act of self-dealing as defined in IRC ~4941(d), (2) retain any excess business holdings that would subject the trust to tax .under IRC ~4943, (3) make any investments that would jeopardize the charitable purpose of the trust under IRC ~4944, or (4) make any taxable expenditures as defined in IRC ~4945(d). F. ULTIl\1ATE BENEFICIARIES. Any portion of any trust not dispose of by the above provisions of this agreement shall be distributed to one or more organization selected by the trustee that are engaged in research into AIDS or HIV, or that provide support or care for persons with AIDS or HIV. Amendment and Restatement of Revocable Trust Agreement of PAULA R. PFEUFER 6 Walsh & Joyce. P.A. . AI/orneys at Law. 1-800-480-6365 . . SECTION 4. TRUSTEES. A. SUCCESSOR TRUSTEES. If at any time or times there is no trustee serving, then (1) the grantor, or (2) the last serving trustee, if able to do so, or (3) if not, the adult beneficiaries of the trust, by majority vote, shall designate one or more successor trustees. The grantor appoints as a successor trustee any person or corporation so designated. B. RESIGNATION. A trustee may resign at any time by an instrument in writing. No accounting or court proceeding upon any change in trustees is required, unless specifically requested by a present or anticipated beneficiary or a present or successor trustee. No successor trustee is personally liable for any act or omission of any predecessor trustee. The grantor excuses each trustee from giving bond. Any corporate trustee serving from time to time shall maintain custody of the trust property. C. REMOVAL. The grantor, if living and able to do so, or the individual trustee(s) serving from time to time, or if no individual trustee is then serving, the adult beneficiaries of the trust, by majority vote, may remove any corporate trustee by written notice or accept the resignation of any corporate trustee. If the grantor removes any trustee, the grantor shall simultaneously designate as successor trustee an individual, or a bank or trust company authorized to act as trustee in any jurisdiction. If any other person removes any trustee, such person shall simultaneously designate as successor trustee a bank or trust company authorized to act as trustee in any jurisdiction. No trustee may (1) make any discretionary payment 'of income or principal that would discharge a personal legal obligation of any person Amendment and Restatement of Revocable Trust Agreement of PAULA R. PFEUFER 7 Walsh &: Joya. P.A. . AI/omeys al Law' /-800-480-6365 . . who has the right to remove any tmstee, or (2) terminate any tmst under the special termination provisions that would result in any benefit to, or discharge a personal legal obligation of, any person who has the right to remove any trustee. D. COMPENSATION. The trustee is entitled to receive as compensation the fees listed in the tmstee's schedule of rates from time to time. The tmstee is also entitled to receive additional compensation for services of any unusual nature not incidental to normal trust management and administration, such as investigations relating to payments to be made in the exercise of discretion and services rendered upon the death of the grantor that would normally be performed by the personal representative of an estate. E. EMERGENCY ACTION. If (1) the whereabouts of any individual tmstee is unknown to the other trustee(s), or if (2) in the sole judgment of the other trustee(s), any individual trustee is not readily accessible or is so ill or otherwise incapacitated as to be unable practically to signify approval or disapproval of any proposed action by the trustees, then the other trustee(s), in their absolute discretion, may take whatever action they consider advisable without obtaining the approval of that individual trustee. Any action taken by the other trustee(s) is binding on all persons. The other trustee(s) are relieved of any liability for any action taken in good faith under the conditions stated above. F. DELEGATION. If two or more trustees are ever serving as such, any administrative or ministerial powers and duties may be exercised by anyone tmstee. From time Amendment and Restatement of Revocable Trust Agreement of PAULA R. PFEUFER 8 Walsh & Joyce, P.A. . Anomeys 01 Law . 1-800-480-6365 . . to time, by written instrument, a trustee may delegate his ministerial powers and duties to the other trustee. The trustee may revoke the delegation and renew it at pleasure. G. ACTION BY MAJORITY OF TRUSTEES. If more than two trustees are ever serving as such at any time, any discretionary action may be taken upon the consent of a majority of the trustees. SECTION 5. POWERS OF TRUSTEE. In addition to any powers given to the trustee by statute, common law, or rule of court, the grantor confers upon the trustee, and any successor trustees, the powers listed below, which they may exercise without prior or subsequent approval by any court. The grantor recognizes that the powers and duties granted to and imposed on the trustee impose heavy and difficult burdens on the trustee. In order to induce the trustee to exercise these powers and duties in the manner the trustee believes will most closely approximate the intentions of the grantor, the grantor stipulates that any exercise of any power or discretion in good faith by the trustee is binding on all persons. For convenience the grantor is referring to these fiduciaries in the masculine singular; however, the masculine, feminine, and neuter, and the singular and plural, include each other wherever appropriate in any reference to any person or corporation in this agreement. A. RETAIN RESIDENCE IN TRUST. During the grantor's lifetime, the trustee may retain in the trust any residence transfen-ed to the trust by the grantor. The trustee shall permit the grantor to occupy the residence, rent free, for whatever period of time during the grantor's lifetime that the trustee considers to be in his best interest. The trustee is not required to make any charge against income or principal for depreciation. The trustee shall pay from the principal of the trust all taxes, assessments, homeowner's insurance premiums, repair Amendment and Restatement of Revocable Trust Agreement of PAULA R. PFEUFER 9 Walsh & Joyce, P.A. . Allorneys at Law . 1-800-480-6365 . . and maintenance expenses, and the cost of any improvements, connected with the residence. If the trustee considers it advisable, he may sell the residence and buy another residence, and may thereafter make further sales and purchases of residences. In that case, the provisions of this paragraph will apply to the other residence or residences. B. DEAL WITH PROPERTY. To retain, invest in, sell at public or private sale, mortgage, lease, exchange, manage, subdivide, develop, build, alter, repair, improve, raze, abandon, buy and sell stocks, bonds, puts, calls, futures and futures options, or otherwise deal with or dispose of any real or personal property, regardless of its nature, the lack of diversification of any trust, or the fact that any arrangement with respect to such property extends beyond the duration of any trust. No trustee shall be obliged to engage in any transaction involving securities about which any trustee has acquired information that has not been disclosed to the public. c. REGISTER IN NOMINEE FORM. To register any property in the name of a nominee or in other form without disclosure of the fiduciary capacity. D. DISPOSE OF CLAIMS. To pay, extend, renew, prosecute, defend, compromise or submit to arbitration all rights, obligations, or claims of any trust against others or of others against any trust. E. EXECUTE DOCUMENTS. To execute, acknowledge, and deliver documents. F. DIVIDE PROPERTY. To make any division or distribution in cash, in kind, or partly in cash and partly in kind, and to allocate or distribute undivided interests or different assets or disproportionate interests in assets. The division of, values assigned to, and beneficiaries selected to receive, any property is binding on all persons. G. BORROW FUNDS O~ MAKE LOANS. To borrow funds from any party (including the trustee, except for the trustee of the charitable remainder unitrust), or to make loans, for any purpose connected with the administration of any trust, upon whatever terms, periods of time, and security the trustee considers advisable. H. EMPLOY AGENTS. To employ brokers, investment counsel, custodians, realtors, accountants, attorneys, and other agents, and to delegate powers and discretions to any of them. I. MAKE TAX ELECTIONS. To make any tax election permitted by any tax law, and to file any tax return. There shall be no adjustment of any interests because of any such election or return. Amendment and Restatement of Revocable Trust Agreement of PAULA R. PFEUFER 10 Walsh & Joyce. P.A. . Attorneys at Law. 1-800-480-6365 . . J. CARRY ON BUSINESS. Without filing reports with any court, to continue, incorporate, enter into, or carry on any business, whether as a stockholder, general or limited partner, sole or joint owner, or otherwise; to invest whatever assets may be needed in the business; to employ agents to operate the business; to serve in any capacity with the business; to receive reasonable compensation for such services, in addition to compensation for services as a fiduciary; and to reorganize, liquidate, merge, consolidate, or transfer the business or any part of it. K. TREAT AS COMMON FUND. To treat any trust other than the charitable remainder unitrust as a cornmon fund for investment and administrative purposes. L. RECEIVE ADDITIONAL PROPERTY. To receive and to administer in trust any additional property from any source. M. MERGE TRUSTS. To merge any trust held under this agreement, other than the charitable remainder unitrust, with any other trusts created by the grantor under will or agreement, if the terms of the other busts are substantially similar and if they are for the primary benefit of the same persons. N. DIVIDE TRUSTS. To divide any trust held under this agreement into two or more separate trusts according to the fair market value of the trust assets on the date of division. O. DEAL WITH GENERATION-SKIPPING TRANSFERS. To deal with any potential generation-skipping transfer (GST) as follows: (1) Fund With Appreciating Assets. To fund any trust that is exempt from GST tax with assets which, in the judgment of the trustee, are most likely to appreciate in value in the future. (2) Disregard GST Tax Consequences. To make any required or permitted distributions from any trust without regard to (a) whether the distributions will be subject to GST tax, (b) the amount of the GST tax, or (c) the identity of the person or entity responsible for paying the GST tax. The trustee shall make no adjustment of any beneficiary's interest in any trust because of the payment or non-payment of any GST tax on account of a distribution made to him or her. (3) Make Distributions From Divided Trusts. With respect to trusts that have been divided into a trust exempt from GST tax and a trust not exempt from GST tax: Amendment and Restatement of Revocable Trust Agreement of PAULA R. PFEUFER 11 Walsh cl Joyce. P.A. . Allorneys at Law . J -800-480-6365 . . from the exempt trust; (a) To make distributions of income and principal to skip persons (b) To make distributions of income and principal to non-skip persons from the non-exempt trust; and (c) To pay estate, inheritance and other death taxes from the non- exempt trust. P. SPECIAL TERMINATION OF TRUSTS. Notwithstanding any provision of this agreement above, if at any time after the division of the trust into shares the trustee detelmines that the continuation of any share in trust, other than the charitable remainder unitrust, is not warranted because of size or cost, the trustee is authorized to terminate that share of the trust and distribute it to its income beneficiary. No trustee who (1) is a beneficiary of the share, or (2) would have a personal legal obligation discharged by termination of the share, may participate in any decision under this paragraph regarding termination of the share. Q. PAY ADMINISTRATION EXPENSES. To pay the administration expenses of any trust from principal or income in the sole discretion of the trustee. R. KEEP INFORMATION CONFIDENTIAL. In light of the grantor's desire that the provisions of this trust agreement are to remain confidential as to all parties, the trustee may decline to provide to any person or ~ntity information concerning the benefits paid to any beneficiary, including another beneficiary . S. DISTRIBUTE TO OR FOR MINOR BENEFICIARIES. To make distributions from any trust to or for the benefit of any beneficiary who has not attained the age of 21 years in anyone or more of the following ways: (1) directly to the beneficiary; (2) directly in payment of the beneficiary's expenses; (3) to a custodian for the beneficiary named by the trustee to be held as a gift made under any applicable Uniform Gifts to Minors Act or Uniform Transfers to Minors Act, with the custodial arrangement continuing until the beneficiary reaches 21 years of age; or (4) to a relative, friend, guardian, committee, conservator, or other person or institution who in the trustee's judgment is responsible for the beneficiary or for the property of the beneficiary, whether or not appointed by any court. T. DO ALL THINGS WITH FINAL AUTHORITY. To do all things that the grantor would be able to do were the grantor the absolute owner of the trust property. All decisions taken in good faith are binding on all persons. Amendment and Restatement of Revocable Trust Agreement of PAULA R. PFEUFER 12 Walsh & Joyce. P.A. . Attorneys al Law . 1-800-480-6365 .. . SECTION 6. DUTIES OF TRUSTEE. The grantor directs the trustee and any successor trustees, without prior or subsequent approval by any court: A. PAY DEATH TAXES AND SATISFY CASH NEEDS. To pay all taxes due because of the grantor's death, whether with respect to property passing under this agreement, under the grantor's will, or otherwise. Taxes include interest and also penalties not caused by negligence or bad faith. The trustee shall also pay all debts, administration expenses, legacies, and other cash requirements of the grantor's estate. Payment shall be made from the entire trust available for distribution under section 3.B before its division among its beneficiaries. However, the following taxes shall not be paid from the trust: (1) any tax resulting from the inclusion in the grantor's gross estate of property over which the grantor has a general power of appointment, (2) any tax resulting from the inclusion in the grantor's gross estate of property in which the grantor has a qualifying income interest for life, (3) any generation-skipping transfer tax, (4) any additional tax imposed by Internal Revenue Code g2032A or any similar statute or a corresponding provision of state law, and (5) any additional tax imposed by Internal Revenue Code g2033A or any similar statute or a corresponding provision of state law. In no event shall any payment be made from any assets that are excludible from the grantor's gross estate for federal estate tax purposes. In no event shall there be any right of reimbursement from any person. B. PAY DELIVERY EXPENSES. To pay from the trust the cost of safeguarding and delivering all gifts made under this agreement. C. PAY DIRECTLY TO BENEFICIARIES. To make all payments of income and principal directly to the beneficiary entitled to them and not to any other person. A deposit of funds to the beneficiary's account in a bank or other financial institution is the equivalent of direct payment to the beneficiary. No payment may be assigned, anticipated, or encumbered by the beneficiary; nor may any payment be attached, garnished, or executed upon by any creditor of the beneficiary. D. REPRESENTATION OF INCAPACITATED INDIVIDUALS AND MINORS. The interests of any incapacitated individual may be represented by any person appointed as an attorney in fact of the incapacitated individual under a valid durable power of attorney. The interests of any minor may be represented by a parent or guardian of the minor, Amendment and Restatement of Revocable Trust Agreement of PAULA R. PFEUFER 13 Walsh & Juyce, P.A. . Allarneys at Law. 1-800-480-6365 . . whether or not appointed by any court. The decision of any attorney in fact, parent or guardian is binding on all persons. E. MAKE BINDING DECISIONS WITH RESPECT TO DISCRETIONARY PAYMENTS. In making discretionary payments of income or principal to any person, to do so after taking into consideration, or without taking into consideration, as the trustee considers appropriate, any other income or financial resources reasonably available to the person. No creditor of any beneficiary, including any governmental agencies that may furnish services, payments, or benefits to a beneficiary, shall have any claim to any of the income or principal of any trust. All aspects of decisions with respect to discretionary payments of income and principal shall be made by the trustee in his absolute discretion and are binding on all persons. F. MAKE CERTAIN DECISIONS WITHOUT PARTICIPATION OF INTERESTED TRUSTEE. No successor trustee may make any discretionary payment of income or principal from any trust if such payment would discharge a personal legal obligation of that trustee. No individual trustee, other than the grantor, may participate in any decision with respect to any insurance policy on the life of the trustee that may be a part of any trust unless there is only one trustee. G. PAY INCOME AT TERMINATION OF TRUSTS. To pay any net income of any trust unpaid or accrued at the death of any trust beneficiary to the next succeeding beneficiary, without apportionment to the estate of the deceased beneficiary. If a trust is the successor, payment will be made to the income beneficiary and not to its trustee. H. ADMINISTER WITHOUT COURT SUPERVISION. To administer all trusts without court supervision. If it becomes advisable to apply to a court for any purpose, the trustee shall request the court to take jurisdiction of the specific matter only and not of any trust as a whole. SECTION 7. SPECIAL PROVISIONS RELATED TO CHARITABLE REMAINDER UNITRUST. The following provisions apply to the charitable remainder unitrust created under section 3.D: A. INTENTION. It is the grantor's intention that the charitable remainder unitrust shall qualify under the provisions of Internal Revenue Code ("IRC") 9664(d)(2) as a charitable remainder unitrust. Accordingly: Amendment and Restatement of Revocable Trust Agreement of PAULA R. PFEUFER 14 Walsh & Joyce. P.A. . Allameys a/Law. 1-800-480.6365 . . (1) All provisions of this agreement shall be construed and the charitable remainder unitrust shall be administered in a manner that is consistent with that intent. (2) The trustee, by written instrument filed with the trust records, shall have the power, acting alone but on advice of.counsel, to amend this agreement in the most minimal manner required for the sole purpose of ensuring that the charitable remainder unitrust qualifies and continues to qualify as a charitable remainder unitrust. B. PROHmITED TRANSACTIONS. The trustee shall make whatever distributions are required to insulate the charitable remainder unitrust from the tax under IRC 94942. The trustee shall not (1) engage in any act of self-dealing as defined in IRC S4941(d), (2) make any taxable expenditures as defined in IRC S4945(d), (3) make any investments that would jeopardize the charitable purpose of the charitable remainder unitrust under IRC g4944 , or (4) retain any excess business holdings that would subject the charitable remainder unitrust to tax under IRC g4943. C. TAXABLE YEAR. The taxable year of the charitable remainder unitrust shall be the calendar year. D. INVESTMENT OF TRUST ASSETS. Nothing in this agreement shall be construed to restrict the trustee from investing the trust assets in a manner that could result in the annual realization of a reasonable amount of income or gain from the sale or disposition of trust assets. SECTION 8. INCAPACITY. A. DETERMINATION OF INCAPACITY. Any individual shall be deemed to be "incapacitated" for all purposes of this agreement if the grantor or any trustee comes into possession of any of the following: (1) A court order, which the recipient believes to be currently valid, holding the in.dividual to be legally incapacitated to act on his own behalf, or appointing a guardian of his person or property. (2) Other evidence that the recipient believes to be credible and still applicable that the individual is unable to act rationally and prudently in his own [mancial best interest because of accident, illness, deterioration, or other similar cause, whether physical or mental, progressive, intermittent or chronic, or because of dependency on or abuse of alcohol, drugs or any other similar substance, unless such individual delivers to the recipient the certificates' of two physicians, each executed within five days of delivery to the recipient, stating Amendment and Restatement of Revocable Trust Agreement of PAULA R. PFEUFER 15 Walsh & Joyce. P.A. . Allomeys al Law . 1-800-480-6365 . . that (i) the physician is certified by a recognized medical licensing body, (ii) the physician has examined the individual, and (iii) the physician has concluded that such individual is able to act rationally and prudently in his own financial best interest and that such individual is neither dependent on nor abusing alcohol, drugs or any other similar substance. (3) Other evidence that the recipient believes to be credible and still applicable that the individual has disappeared, is unaccountably absent, or is being detained under duress, so that he is effectively unable to look after his own financial best interest. The grantor recognizes that the discretion granted above to the trustee to determine whether or not an individual is incapacitated imposes heavy and difficult burdens on the trustee. In order to induce the trustee to exercise these discretions in the manner that will most closely approximate the grantor's intentions, the grantor stipulates that any exercise of any such discretion in good faith by the trustee shall be presumed to be correct. The trust shall indemnify and hold each trustee harmless, and no beneficiary may claim any damages, for any such decision made by any trustee in good faith. B. DURATION OF INCAPACITY. Once an individual has been determined to be incapacitated, he or she shall continue to be treated as incapacitated until the certificates, court order, andlor circumstances have been revoked or become inapplicable. Any physician's certificate may be revoked by a similar certificate to the effect that the individual is no longer incapacitated, executed either by the two original certifying physicians or by two other licensed physicians. C. EFFECT OF INCAPACITY. (1) If any trustee or other fiduciary is determined to be incapacitated, he may not continue to serve as such while his incapacity continues. If and when he ceases to be incapacitated, he may resume serving as a fiduciary. (2) If the grantor is determined to be incapacitated, then notwithstanding any other provision of this agreement, the grantor will have no power to (i) withdraw income or principal from the trust during her incapacity, (ii) remove any trustee, or (iii) revoke or amend any part of this agreement. If and when the grantor ceases to be incapacitated, the grantor may resume exercising all of these powers. (3) If a beneficiary is determined to be incapacitated, the trustee may, subject to the provisions of section 8.C.(4), retain such beneficiary's share in trust regardless of whether that share would otherwise be distributable to such beneficiary or be subject to withdrawal by such beneficiary, and may make distributions from any trust to or for the benefit of any such incapacitated beneficiary, in any such case without the necessity of obtaining a Amendment and Restatement of Revocable Trust Agreement of PAULA R. PFEUFER 16 Walsh & Joyce. P.A. . Attarneys ar Law. J-8oo-480-6365 . . receipt or the approval of any court, in anyone or more of the following ways: (1) directly to the beneficiary; (2) directly in payment of the beneficiary's expenses; or (3) to a relative, friend, guardian, committee, conservator, or other person or institution who in the trustee's judgment is responsible for the beneficiary or for the property of the beneficiary, whether or not appointed by any court. (4) In all events, however, the trust as to any beneficiary's share shall terminate upon the first to occur of (i) the death of the beneficiary before the distribution of all of the principal from the beneficiary's share, or (ii) 21 years after the death of the last to die of the grantor and those of the grantor's children and descendants living at the grantor's death. If the beneficiary is living at such time, that share shall be distributed outright to such beneficiary. If the beneficiary is not then living, that share shall be distributed to the beneficiary's then living descendants, per stirpes. If no descendant of the beneficiary is then living, that share shall be distributed to those descendants, per stirpes, of the closest ancestor of the beneficiary who (1) is also a descendant of any great-grandparent of the grantor, and (2) has descendants then living. SECTION 9. RESOLUTION OF CONTROVERSIES. A. ARBITRATION OF DISPUTES. Any controversy between the trustees, or between any other parties to this trust, including beneficiaries, involving the construction or application of any of the terms, provisions, or conditions of this trust agreement shall, on the written request of either or any disagreeing party served on the other or others, be submitted to arbitration. The parties to such arbitration shall each appoint one person to hear and determine the dispute and, if they are unable to agree, then the two persons so chosen shall select a third impartial arbitrator whose decision shall be final and conclusive upon both parties. The cost of arbitration shall be borne by the losing party or in such proportion as the arbitrator(s) shall decide. Such arbitration shall comply with the commercial Arbitration Rules of the American Arbitration Association. B. REPRESENTATION OF BENEFICIARIES. In any proceeding involving the construction, administration, modification or termination of this agreement or of any trust, the known, living beneficiaries shall represent the interests of all unborn, unknown and unascertained beneficiaries. In any such proceeding, it shall not be necessary to serve process upon, or make a party to any such proceeding, any person who is a minor or who is incapacitated where another party to the proceeding who is not under a disability has the same interest as the person under a disability. C. FRIVOLOUS PROCEEDINGS. The grantor desires that this trust, the trustee and beneficiaries shall not be involved in time-consuming and costly litigation concerning the function of this trust and disbursement of the assets. Additionally, the grantor has taken Amendment and Restatement of Revocable Trust Agreement of PAULA R. PFEUFER 17 Walsh &: Joyce. P.A. . Allomeys 01 Law . J-800-48()"6365 . . great care to designate, through the provisions of this agreement, how the grantor wants the assets of the trust distributed. Therefore, if a beneficiary, or a representative of a beneficiary, or one claiming a beneficial interest in the trust, should, without probable cause, legally challenge this agreement, its provisions or asset distributions, then all assets to such challenging beneficiary shall be retained in trust and distributed to the remaining beneficiaries named in this agreement, as if such challenging beneficiary and his or her issue and spouse has predeceased the grantor. The defense of such litigation, including costs incurred by representatives of the grantor's estate, the trustees of this trust and their agents, attorneys, accountants and representatives, shall be paid for by the trust. SECTION 10. REVOCATION OR AMENDMENT. Except as provided in section 8.C.(2), the grantor reserves the power, at any time or times during the lifetime of the grantor, by a written instrument delivered to the trustee, to remove any trustee or to revoke or amend this agreement in whole or in part, in any such case without the consent of any other person. However, the compensation and duties of the trustee may not be modified without the written consent of the trustee. SECTION 11. GOVERNING LAW. This agreement and the trusts created by it have been accepted by the trustee in the State of Maryland. All questions pertaining to the validity and construction of the agreement shall be determined, and the trust shall be administered, under Maryland law. SECTION 12. BINDING AGREEMENT. This agreement is binding upon and inures to the benefit of the parties and their respective personal representatives, successors in interest, and successors in trust. Amendment and Restatement of Revocable Trust Agreement of PAULA R. PFEUFER 18 Walsh & Juyu. P.A. . Anorne)'s at Law. 1-800-480-6365 . . \~ EXECUTED on August !::-' 1998. WITNESS: - _~ -r2.frIlM/ _(SEAL) PAULA R. pFE E, Grantor FIRSTUNlONNATIONALBANK, Trustee c..-/'I ATTEST: ~. (CORPORATE SEAL) STATE OF MARYLAND ".-r CITY!COUNTY OF ~:-j, q c T7lY G L E. - 1 REREBY CERTIFY that on AUgnstll. 1998. before me. a notaIY public of the State of Maryland. personallY appeared PAULA. R. PFEUFER. the grantor named in this revocable \rUSt agreement. and aclmowledged it to be ber act and deed. . h 1/ ." . '. .' (1 ,,---:1' 3L'Ji-d f;./c.{1 u,y NotarY Pubhc My commission expires ~ -- 31 ~oZ- --- ArneodJUent and Restatement of Revocable Trost A.greement of PAULA R. pFEuFER 19 Walsh &: Jayce. P.A. . Allorneys al Law . 1_800-480-6365 . . STATE OF MARYLAND CITY /COUNTY OF /3/jL.r! {'-'f I] /. F=.- I HEREBY CERTIFY that on August H, 1998, before me, a notary public of the State of Maryland, personally appeared ,~:: ~J,_l e- ,: ' C.:; f " ,/ , the ili -:: -: Pi t' J I di'" rd of FIRST UNION NATIONAL BANK, the trustee named in this amendment and restatement of revocable trust agreement, and, being authorized to do so, acknowledged this amended and restated revocable trust agreement to be the act and deed of such corporation. '~~A~E-' , ~r'\l'~:~.D/-~&' {it.,:', :",:;t"'\ 1: >..", ~ ~./ ..:~}.:~'~ .~~ ,~. " ./1 ,. ~/ " r l-.,.--<-. Notary Public .J / <, U/--<..:/~, -.f::'" C' , I." - "r'';'~....-/' M_..~... _........._- //I:.'tc My commission expires .3 ,:; / . (<2. . Amendment and Restatement of Revocable Trust Agreement of PAULA R. PFEUFER 20 Walsh & Joyce. P.A. . Anorneys 01 Law . 1-800-480-6365 EXHIBIT C . . EXHIBIT C DEATH CERTIFICATE OF PAULA R. PFEUFER DATED JULY 7, 1999 VALID ONI.. Y Wrrn: IMPRESSED SEAL I HEREBY C ~TTIIE ATTACHED IS A TRUE COPY OF RECORD ON . ~ DIVISION OF VITAL RECORDS . DATE ISSUED: MAR .2'0 2002 ~ dd~ rATE REGISTRAR-<>FVV~CORDS Please Type or Print In Black Indelible Ink. Assure All Copies Are Legible. State of Maryland / Department of Health and Mental Hygiene em'23aptlB perPhyG773 7/19/99 EW Certificate of Death I' 9. Birthpllce (SI.,. or Fcn;gn CoootryJ New York Usual Residence of Oecedenl 10a. Stat. tOd. Inside City limils 1~.S ~ No Maryland Baltimore i 100. - WId Number 17 North Hilltop Road Catonsville 21228 U.S.A. 11. ....rital StatUI 10_Manled 20Maniod 3~ .00lv0rc0d 12. Wa. Decedent Ever .. U.S. AImed Forct!1.. 10Yos 21'No . Ve., G;..e V..rOt OIles: White 13. Wasllaatdenl 01 H~1c 0rlg;n7 (~Yes or H0- ff Yes. specify Cublin. Mex\cari. Puer10 RiCBn. &Ie.) 10 Yes 2)l{No 5pscify: ,... Race. American Indian, Black. Whil., "c. , 5. Oecedenr. Educalion (SpedIy only hlgho$/ prado ccmplo'od) E*n"'''YlSecondary (0.12) Cot1eg& (Hor 5+) 12 161.. Oecedenl's USual' Oc:cupalion (Give kind 01 MOtt dtKH1 dumg most 01 worlrng m.. DO NOT UH retinKJ} homemaker home 17. Father's Name (RrsI. AI~. LAst) unknown Rappaport unknown unknown 19a. Informant's NameIRelalionshlp (Type. Print) Mr. Bruce Pfeufer 19b. M8iing Address (51,...' and M.tmI:Jw CK RurrJI Route Number. City 01 Town. St.t., r" Code) 17 North Hilltop Road Catonsville, Maryland 21228 Dal. 2Oc. localion. City 01 Town, State I : 07/10/99 Baltimore, MD 22. Name and Address of Fadity Slack Funeral Home, P.A. 3871 Old Columbia Pike Ellicott City, MD 21043 .rtl.. ~:-,,~,:'::~u.. =-=:. u: :~~~ death. Do nol enter Ihe mode of dying. such as cardiac OI1'8spiralCKy arres!. I ~"':""B:::..n Onset .nd Dum /\ CIA. +e (2.e na.1 ~JlIre.... {b, S_Ia!J Us, condllon.. llIny, ~ 10 mmediale ..- En.. Undet1y"ll Cause (OiMI. Of irilU'Y thai iniIl.ted..,..,., ntSutllng in a.1h) Lasl Due 10 (01 as a consequence 01): SEPT! CEHI A Due 10 (or as a consequence ot): Due 10 (Of as a consequence 0#): Pari N. 01.,., .Igntfk:anl condlUon. conlrlKlling 10 death buC nol ,esutling In lhe undertp'ag cause oNen in Pan I. I 23b. Old tobacco use contribut. 10 the uus. of cM..h7 I 'DY.. .0Na 30P,_bIy 4)Il('Unknown 24a. Was an aulopsy 24b. Were aulopsy tindings pertonnA(l1 available prior 10 complellon 01 cause oIdeIIlh1 n lOVes 10 Yes 2P(No No 25. Was CIIS. ,.Iened 10 medic:81 e.aminer? toYel 2 27. Manner at ~alur.1 20__ 30 Suicide 4 0 Homicide 26. Place 01 Dealh Check on one Hospilal; '~lienl 20ERIOutpalienl 30 DOA Other: 40NlningHome SoAesidence 6 OOther (Specify) 28a_ Dale of Injury 12Bb. Tme at 2Bc. Injuty1.1 28d. Desaibe how iniUIY occurred {Mottth. 0.; Year} Injury Work M 'DYes 20No 2Be. :~~. ~.1$p':,;1;je. larm, stree.. I.dory. otfit>> S [) Pendng Wwesligailion 6 0 Could naI be det8""ined 281. Localion (51ree' and Number or Rural Route Number. City or Town. Sr.,.) ng Phy"~: To the best of my knowledge. dulh occurred allhe lime, dale and place, and due 10 Ihe cause(s) and manner as slaled. 2 MMIc8t Eumtner: On the basis of examinalion andfor investigllion, in my opinion. dealh occurred al the lime, dale and place. and due 10 the causels) and manner slaled. 6'\ ..,J !\.l I ~ ;;- , t- .,~~ . t' ~i.\ . t-t l.) f'\ i'V i " t"::-....J. u i J (' \. V'. '\. EXHIBIT D . . EXHIBIT D APPOINTMENT OF COMMUNITY TRUST COMPANY AS SUCCESSOR TRUSTEE DATED MAY 13,2004 . . APPOINTMENT OF SUCCESSOR TRUSTEE CHARITABLE REMAINDER UNITRUST ESTABLISHED UNDER THE PAULA R. PFEUFER REVOCABLE TRUST DATED JANUARY 21. 1998 THIS APPOINTMENT OF SUCCESSOR TRUSTEE is executed in triplicate on this I~J..A day of May, 2004, by and between BRUCE A. PFEUFER, as Beneficiary, and COMMUNITY TRUST COMPANY, a Pennsylvania trust company with its principal offices located at 3907 Market Street, Camp Hill, Cumberland County, Pennsylvania 17011, as Successor Trustee. 1. The PAULAR. PFEUFERREVOCABLE TRUST, DATED JANUARY 21, 1998 (herein called the "Trust") was executed on January 21, 1998, by and between PAULA R. PFEUFER, as Grantor, and FIRST UNION NATIONAL BANK, as Trustee; 2. The AMENDMENT AND RESTATEMENT OF REVOCABLE TRUST AGREEMENT OF PA-pLA R. PFEUFER (herein called the "Restatement") was executed on August 18, 1998, by and between PAULA R. PFEUFER, as Grantor, and FIRST UNION NATIONAL BANK, as Trustee; 3. The Grantor, PAULA R. PFEUFER, departed this life on July 7, 1999, thereby establishing the Charitable Remainder Unitrust for the benefit of Grantor's son, BRUCE A. PFEUFER, under Section 3(D) of the Trust; 4. The Charitable Remainder Unitrust was subsequently transferred to SUN TRUST BANK, as Successor Trustee; 5. The Beneficiary of the Charitable Remainder Unitrust, BRUCE A. PFEUFER, acting under the authority of Section 4(C) of the Trust, seeks to remove SUN TRUST BANK as Trustee; 6. The Beneficiary, pursuant to the authority of Section 4(C) of the Trust, hereby notifies SUN TRUST BANK, in writing, of his intention to remove SUN TRUST BANK as Trustee; 7. The Beneficiary, acting pursuant to the authority of Section 4(C) of the Trust, seeks to appoint a Successor Trustee and, accordingly, so appoints COMMUNITY TRUST COMPANY, 1 . . as Successor Trustee with all the duties and powers, including discretionary powers, granted under the Trust or by law; and; 8. COMMUNITY TRUST COMPANY desires to accept such appointment as Successor Trustee. NOW, THEREFORE, KNOW ALL MEN BY THESE PRESENTS thattheBeneficiary, BRUCE A. PFEUFER, hereby removes SUN TRUST BANK as Trustee of the Trust and hereby approves and appoints COMMUNITY TRUST COMPANY as Successor Trustee of the Trust to serve with all the duties and powers, including discretionary powers, granted under the Trust or by law. COMMUNITY TRUST COMPANY hereby accepts the transfer, assignment and delivery to it and its successors and assigns, of any and all Trust assets, and undertakes to hold, manage, invest and reinvest such assets, and to distribute the income and principal of the Trust, in accordance with the provisions of the Trust. IN WITNESS WHEREOF and IN AGREEMENT TO THE WITHIN REMOVAL AND APPOINTMENT OF SUCCESSOR TRUSTEE, the parties hereto have hereunto set their hands and seals the day and year first written above. WITNESS: 6T ~(j/ ]- ~ STATE OF SS: COUNTY OF On this, the /?I!; day of May, 2004, before me, a Notary Public, the undersigned officer, personally appeared BRUCE A. PFEUFER, known to me (or satisfactorily proven) to be the person whose name is subscribed to the within Appointment, and acknowledged that he executed the same for the purposes therein contained. IN WITNESS WHEREOF, I have set my hand and official Seal. hehl'PtS~CiJ,l1% . Notary Public My Commission Ex~~re~: I I 2 o Notarial Seal Reoecca J. Oar!<, Not"",' Qfllc Hampden Twp., Cwnt""'"",, ,:_~_,.inty My CQrnmisSion ExPres D",<:. , i. 2006 Yimber. PennsyMI1laAssocialiJnO ~ . . ACCEPTANCE TheJoregoing Appointment of Successor Trustee was delivered, and is hereby accepted, at 0."-.7/0 //7/ , Pennsylvania, on May /fr12004- ATTEST: COMMUNITY TRUST COMPANY, TRUSTEE CLd~1 ~ ( , ., ~ .~__;;__;;>-~-"_;;n:::~~ (SEAL) By: SUSAN A. RI1SSELL, President and CEO COMMONWEALTH OF PENNSYLVANIA SS: COUNTY OF CUMBERLAND On this, the /111 day of May, 2004, before me, a Notary Public, the undersigned officer, personally appeared SUSAN A. RUSSELL, who acknowledged herselfto be the President and CEO of COMMUNITY TRUST COMPANY, Cumberland County, Pennsylvania, a Pennsylvania Trust Company, and that she as such President and CEO, being authorized to do so, executed the foregoing document for the purposes therein contained by signing the name of the corporation by herself as President and CEO. IN WITNESS WHEREOF, I hereunto set my hand and official seal. ~<~r_QuV( Notary Public . My Commission Expires: t I OG? Notarial Seal Rebecca J. OaJ1<. Notary Public Hampden Twp.. Cu11ber1aro County My Commission E)q:ires 0f:Jc. 17, 2003 Member. PelI11)'1van1a~a..... 3 EXHIBIT E . . EXHIBIT E LETTER OF APPOINTMENT OF FULTON FINANCIAL SERVICES AS SUCCESSOR TRUSTEE DATED OCTOBER 4, 2006 llllqIL~~b 1/:qL 1.L11.:51. \,.,UIVIIVIUI'lJ. I Y I r:;U::l I. rH<:l!:. (J~ / Bruce A. Pfeufer 17 N. Hilltop Road Baltimore, MD 21228 410- 744-0079 I . . .' ~ ,t ,. '.1 ;",:~ October 4, 2006 James White Community Trust Company 3907 Market Street Camp Hill, PA 17011 Re: Paula R. Pfeufer CRUT Dear Mr. White: It is with great regret that I must notify you of my decision to transfer the above-referenced account to Fulton Financial Advisors. I have enclosed a restatement of the document removing Community Trust Company as trustee and appointing Fulton Financial ~dvisors as successor trustee. I understand from your fee schedule that there are costs associated with my decision and I accept them along with any Receipt and Release document that you would like to provide me. I intend to hold Community Trust Company harmless against any transactions that occurred since my accounts were opened at your institution. Mr. Kraft was very thorough in reviewing my statements with me periodically throughout tbe year. Fulton Financial Advisors is authorized to act on my behalf so I ask that you treat anyone acting in the name of this organization as you would me. If you have any questions, please do not hesitate to contact M.... .. 11/14/2~~5 17:42 7l11"j I. CUMMUN11 Y II'<Uo I. t-'A(;jt:. l:13 David Snover, Client Services Manager at 717-771-4249. Thank you for your prompt attention to my request. And thank you for the professional service provided by Mr. Kraft. S~Ar~ Bruce A. Pfeufer (Medallion Stamp) . ~.'l t I,. : . :' , -~ r. , . \ ! ' r I' r, I . ~'~:"~~!'.;:&..::::'~~'I;}~'" .....:. ..~:ii ;':i.: ~~:i~~;::&Jj~~Vl~>)h wd / .3,5 .!.. . . .' .: .';::;::iT:: ~I( ::NA ;.!/.t, (,-r ' .>h.,,,. .., .. r"'i";9 :."! ..;;;,.\;: ,. M'..:<I ..' ~~,p l'~(~t 5... ! III I 11 111111'1111 '1111 '"' "'llifl' il ~ EXHIBIT F . EXHIBIT F . APPOINTMENT OF SUCCESSOR TRUSTEE FULTON FINANCIAL SERVICES AS SUCCESSOR TRUSTEE DATED OCTOBER 5, 2006 11/14/2005 17:4~ llll3l. CUMMUNIIY I~U~~ J-'Al.::il:. l::l~ / APPOINTMENT AS SUCCESSOR TRUSTEE OF THE CHARITABLE REMAINDER UNITRUST ESTABLISHED UNDER THE PAULA R. PFEUFER REVOCABLE TRUST DATED JANUARY 21, 1998 By agreement dated January 21, 1998, PAULA R. PFEUFER, as grantor established an revocable trust with FIRST UNION NATIONAL BANK as trustees. The original trust agreement was amended and restated on August 18, 1998 by the grantor and the trustee. The grantor died on July 7, 1999. Under section 3.D of the amended and restated trust agreement, the grantor provided for a charitable remainder unitrust for the benefit of her son, BRUCE A. PFEUFER, for his lifetime. Under section 4.C of the amended and restated trust agreement, the grantor's son, BRUCE A. PFEUFER, may remove the corporate trustee and name a successor corporate trustee. FIRST UNION NATIONAL BANK was removed as corporate trustee and the grantor's SOn appointed SUNTRUST BANK as successor trustee. SUNTRUST BANK was removed as corporate trustee and the grantor's son appointed COMMUNITY TRUST COMPANY as successor trustee by instrument dated May 13, 2004. The grantor's son hereby removes COMMUNITY mUST COMPANY as trustee and appoint FULTON FINANCIAL ADVISORS as successor trustee, with all rights, powers a:pd duties of the original trustee as specified in the amended and restated revocable trust agreement. FUL TON FINANCIAL ADVISORS hereby accepts its appointment as successor trustee- EXECUTED in triplicate on October 5, 2006. r _ _____'ll/~~~~,~~- __~I : ~~__"_.,' !.~"I./ ,j I. .'.' \..,UIYIIYIUI'H I Y I i":U::> I. rH\:It:. t:JD .// ,,' WI1NESS: ~ C\ [) J-i0.U4- (SEAL) ATTEST: FUL TON FINANCIAL ADVISORS, Trustee ~ D. 'Na.U:>~ By: R (CORPORATE SEAL) STATE OF MARYLAND COUNTY OF HOWARD I HEREBY CERTIFY that on October 5, 2006, before me, a notary public ofthe State of Maryland, personally appeared BRUCE A. PFEUFER, the beneficiary named in this appointment of successor trustee, and acknowledged it to be his act and deed. "",uuuu",,'1. ~ 7I2L "" ... M ~ 1/1. ~~.,~:....:".'4(_:/'i-. ~ ~ _'J. f\O C "V~ ~ ~ ,..'~\'" oJ,',:.s. ~ ~ 'V ~ ~~ v~. ~ - g :~o 1:. ~ Notary Public !*: :*g ~ ~ : ~ \. ;'\. 4"._. , a~ l~ j My commission expires 9/ );;;0 10 ~-y.O';~~' ~ ~ ?;t.....~ STATE OF MARYLAND COUNTY OF HOWARD I HEREBY CERTIFY that on October 5,2006, before me, a notary public of the State of Maryland, personally appeared RAYMOND O. KRAFT, JR., the vice president ofFUL TON FINANCIAL ADVISORS, the successor trustee named in this appointment of successor trustee, and, being authorized to do so, acknowledged this instrument to be the act and deed of such corporation. ~ ~ Notary Public . My commission expires !ljt IdOIQ ~ Appointment of Successor Trustee of PAULA R, PFEUFER CHARITABLE REMAINDER UNITRUST 2 EXHIBIT G . . EXHIBIT G FULTON FINANCIAL SERVICES LETTER OF INSTRUCTION DATED OCTOBER 25, 2006 11!14!L~~O 1/.4L loll 1..)/. ,,-"UIYIIYIUI'I.lll I~U~. rHOC".. t:JLi / ;I FULTON FINANCIAL ADVISORS' Making Success Personal.~ October 25,2006 Community Trust Company 3907 Market Street Camp Hill, P A 17011 Attn: James White RE: Paula R. pfeufer CRUT Account #2130119 To Whom It May Concern: Please use this letter as your direction to transfer in kind all DTe eligible assets from the above referenced account following the enclosed delivery instructions- We are asking that you liquidate any Money Market funds and send the proceeds to the following address: Paula R. Pfeufer CRUT c/o Fulton Financial Advisors PO Box 3215 Lancaster, P A 17604-3215 Also, please transfer all Mutual funds to Fulton's existing account numbers listed below: Federated funds #36, #019, #0151 - Account #4502479, Group #53186 Vanguard funds #049, #84, #27, #024, #40 - Account #9911610027 We are requesting that all US Saving Bonds be re-registered as follows: Paula R. Pfeufer. CRUT Fulton Financial Advisors, Trustee PO Box 3215 Lancaster. P A 17604-3215 Tax ID #56-6567184 Please forward cost basis information and acquisition dates for all assets being transferred and close the account after the transfer is completed. If One Penn Square. Lancaster, PA 17602 · www-fultonfinancialadvisors.com Investments. Wealth Management · Corporate and Retirement Services · Private Banking · Insurance . . TRUST COURT OF COMMON PLEAS OF COUNTY, PENNSYLVANIA ORPHANS' COURT DMSION NAME OF TRUST (TRUST UNDER WILL OF or TRUST UNDER DEED OF Paula R. Pfeufer DATED AUQust18.1998 ) No. 21-06-1090 PETITION FOR ADJUDICATION I STATEMENT OF PROPOSED DISTRIBUTION PURSUANT TO Pa. O.C. Rule 6.9 r-:> (""'.....:) ::3 , , ) -~ ;; I C..n -u c:::> -.l Thisform may be used in all cases involving the Audit of Trust Accounts. Ifspace is insufficient, riders may be attached. INCLUDE ATTACHMENTS AT THE BACK OF THIS FORM. Name of Counsel: LOWELL R. GATES, ESQUIRE Supreme Court lD. No.: 46779 Name of Law Firm: GATES, HALBRUNER & HATCH, P.C. Address: 1013 MUMMA ROAD, SUITE 100, LEMOYNE, PA 17043 Telephone: (717) t31-9600 Fax: (717) 731-9627 Fo"" DC-OJ rev 10.13.06 \./""' Page 1 of 10 . . Name of Trust: THE PAULA R. PFEUFER REVOCABLE TRUST UlA JANUARY 21,1998 AMENDED AND RESTATED U/A DATED AUGUST 18,1998 1. Name(s) and addressees) ofPetitioner(s): Petitioner: Petitioner: Nallle: COMMUNITY TRUST COMPANY, TRUSTEE Addrus: 3907 Market Street Camp Hill, PA 17011 2. Check if any of the following issues are involved in this case: A. Appointment of Trustee . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 0 B. Interpretation ................................................... 0 C. Discharge of Trustee ............................................. 0 D. Transfer of Situs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 0 E. Appointment of Ad Litem . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 0 F. Minor, Unborn or Unascertained Beneficiary(ies) ...................... 0 G. Principal Distribution. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0 H. Partial/Full Termination of Trust . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0 1. Missing Beneficiary(ies) .......................................... 0 J. Cy Pres. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 0 K. Williamson Issue* ................................... . . . . . . . . . . . . 0 L. Other Issues .................................................... 0 List: Please note: A detaDed explanation of issues checked should be set forth at item 13 below. * See Wi/lJamson Estate, 368 PI. 343, 82 A.2d 49 (1951), if Trustee was also Execulor of the 5eUlorfdecedenl's eslnte and recaived commissions in such capacity. Form OC.Ol rev 10./3.06 Page 2 of 10 . . Name of Trust: THE PAULA R. PFEUFER REVOCABLE TRUST U/A DATED JANUARY 21,1998 AS AMENDED AND RESTATED U/A DATED AUGUST 18,1998. 3. Testamentary Trust: Decedent's date of death: Date of Decedent's Will: Date(s) ofCodicil(s): Date of probate: or IlIter Vivos Trust: Date of Trust: JANUARY 21,1998 Date{s) of Amendment{s): AUGUST 18,1998 (ATTACHED AS EXHIBIT B.) 4. A. If any other Court has taken jurisdiction of any matter relating to this Trust, explain: NONE. B. Identify all prior accountings and provide dates of adjudication. 5. A. State how each Trustee was appointed: (SEE STATEMENT ATTACHED AS EXHIBIT A.) B. If a Petitioner is not a Trustee, explain: Not Applicable. Form OC-02 reI! 10.13.06 Page 3 of! 0 . . Name of Trust: THE PAULA R. PFEUFER REVOCABLE TRUST utA DATED JANUARY 21,1998 AS AMENDED AND RESTATED utA DATED AUGUST 18,1998. 6. State how and when the present fund was awarded to Trustee(s): The trust principal was transferred to Community Trust Company as Successor Trustee following its appointment as Fourth Successor Trustee on May 13, 2004. 7. Period covered by accounting: May 1, 2004 to November 7. 2006 8. Current fair market value of the Trust principal is 3: 289,235.11 2,3 & 4 of Account.) . (See page 9. State concisely the dispositive provisions of the Trust: As Amended and Restated on August 18, 1998, the Trust (SECTION 2) directed payments of net income to the Grantor for her lifetime. The Grantor died on July 7, 1999. SECTION 3, Paragraph 0 of the Trusts directs, in pertinent part, that the 90% distributive share of Bruce A. Pfeufer be retained in a Charitable Remainder Unitrust for his lifetime, and that he receive quarterly payments in a unitrust amount equal to 5% of the net fair marlet value of the trust assets as of the first day of each taxable year of the trust. Upon the death of Bruce A. Pfeufer, any balance remaining in the Trust shall be distributed to the Pfeuffer Family Foundation. 10. Explain the reason for filing this Account (if filed because of the death of a party, state name of person, relationship to Trust and date of death): This Account is filed to request approval and confirmation of all prior transactions, expenses, distributions and disbursements paid from the Trust, prior to awarding the principal to the Fifth Successor Trustee, Fulton Financial Advisors. FornlOC.02 rev 10.13.06 Page 4 of! 0 . . Name of Trust: THE PAULA R. PFEUFER REVOCABLE TRUST utA DATED JANUARY 21,1998 AS AMENDED AND RESTATED utA DATED AUGUST 18, 1998. 11. State why a Petition for GuardianlTrustee Ad Litem has or has not been filed for this Audit (see Pa. D.C. Rule 12.4): No Petition for GuardianlTrustee Ad Litem has been filed for this Audit because there are no interested parties in this proceeding who are minors, incompetents, absentees, presumed decedents or unborn or unascertained persons. 12. A. State the amount of Pennsylvania Transfer Inheritance Tax and Pennsylvania Estate Tax paid (including postponed tax on remainder interests), the dates of payment and the interests upon which such amounts were paid: Date Payment Interest NONE. B. If any such taxes remain unpaid or are in dispute, explain: NONE. 13. Describe any questions requiring Adjudication and state the position ofPetitioner(s) and give details of any issues identified in item 2: NONE. Form OC-02 rev 10.13.06 Page 5 of 10 . . Name of Trust: THE PAULA R. PFEUFER REVOCABLE TRUST U/A DATED JANUARY 21,1998 AS AMENDED AND RESTATED U/A DATED AUGUST 18,1998 14. Written notice of the Audit as required by Pa. a.c. Rules 6.3, 6.7 and 6.8 has been or will be given to all parties in interest listed in item 15 below. In addition, notice of any questions requiring Adjudication as discussed in item 13 above has been or will be given to all persons affected thereby. A. If Notice has been given, attach a copy of the Notice as well as a list of the names and addresses of the parties receiving such notice. B. If Notice is yet to be given, a copy of the Notice as well as a list of the names and addresses of the parties receiving such Notice shall be submitted at the Audit together with a statement executed by Petitioner(s) or counsel certifying that such Notice has been given. C. lfany such party in interest is notsuijuris (e.g., minors or incapacitated persons), Notice of the Audit has been or will be given to the appropriate representative on such party's behaIfas required by Pa. O.C. Rule 5.2. D. If any charitable interest is involved, Notice of the Audit has been or will also be given to the Attorney General as required under Pa. O.C. Rule 5.5. In addition, the Attorney General's clearance certificate (or proof of service of Notice and a copy of such Notice) must be submitted herewith or at the Audit. 15. List all parties of whom Petitioner(s) haslhave notice or knowledge, having or claiming any interest in the Trost, whether such interest is vested or contingent, charitable or non-charitable. This list shall: A. State each party's relationship to the SettlorlDecedent and the nature of each party's interest(s); Name and Address orEach Pt111t' In 1nterest Bruce A. Pfeufer 17 North Hilltop Road Baltimore. MD 21228 Relations/,iD ond Comments, if om' 1nterest Son Lifetime Unitrust Beneficiary The Pfeufer Family Foundation c/o Bruce A. Pfeufer 17 North Hilltop Road Baltimore, MD 21228 Charity Residuary Beneficiary Fonn DC-OJ rev 10.13.06 Page 6 ofl 0 . . Name of Trust: THE PAULA R. PFEUFER REVOCABLE TRUST U/A DATED JANUARY 21.1998 AS AMENDED AND RESTATED U/A DATED AUGUST18, 1998. Name and Address of EDel, Part\1 III '"t/!1'elt RelDlloll8l1iD and Comments. If Q.//jI IIIterest Office of the Attorney General Attn: Michael T. Foerster, Esq. Strawberry Square, 14th Floor Harrisburg, PA 17120 Parens Patriae Fulton Financial Advisors Attn: David Snover, Trust Officer 30 South George Street York, PA 17401 Successor Trustee B. Identify each party who is not suijuris (e.g., minors or incapacitated persons). For each such party, give date of birth, the name of each Guardian and how each Guardian was appointed. If no Guardian has been appointed, identify the next of kin of such party, giving the name, address and relationship of each; and NONE. C. If distribution is to be made to the personal representative of a deceased party, state date of death, date and place of grant of Letters and type of Letters granted. NONE. 16. IfPetitioner(s) haslhave Imowledge that a Trost share has been assigned or attached, provide a copy of the assignment or attachment, together with any relevant supporting documentation. 17. If a tmstee's principal commission is claimed: A. Ifbased on a written agreement, attach a copy thereof. FarmOC-02 revlO.13.06 Page 7 of 10 . . Name ofTrust:THE PAULA R. PFEUFER REVOCABLE TRUST U1A DATED JANUARY 21,1998 AS AMENDED AND RESTATED U1A DATED AUGUST 18,1998 B. If a principal commission is claimed. state amount. $2,002.07 For Trustee's Fees for October 2006 through May 2007. $3,410.38 For Trustee's Termination Fee. C. If a principal commission is claimed, state the amounts and dates of any principal commissions previously paid in prior accounting periods. Amount Date Poid $8,281.11 07/13/2004 through 11/06/2006 18. If a reserve is requested, state amount and purpose. Amount: $8,575.00 Purposfl.' (1) $850.00 for preparation of 2006 and 2007 Federal and PA Fiduciary Income Tax Returns; (2) $6,850.00 for legal fees to Gates, Halbruner & Hatch, PC for preparation of the First and Final Account, Petition for Adjudication of the Account and related documents and Notices; and (3) $875.00 for filing fees, publication, postage and copies. If a reserve is requested for counsel fees, has notice of the amount of fees to be paid from the reserve been given to the parties in interest? ........................................ laYes DNo If so, attach a copy of the notice. 19. Is the Court being asked to direct the filing ofa Schedule of Distribution? .......................... 0Yes DNo Fonn OC-02 rev 10.13.06 Page 8 of 10 . . Name of Trust: THE PAULA R. PFEUFFER REVOCABLE TRUST utA DATED JANUARY 21,1998 AS AMENDED AND RESTATED utA DATED AUGUST 18,1998 Wherefore, your Petitioner(s) ask(s) that distribution be awarded to the parties entitled and suggest(s) that the distributive shares of income and principal (residuary shares being stated in proportions, not amounts) are as follows: A. Income: Proposm Dlslrlbulee(s} Amo/mtlProporllon Fulton Financial Advisors, Successor Trustee 100% B. Principal: Proprned Dl8lrlblllee(a} Amo/mtlProporlion Bruce A. Pfeufer (Quarterly unitrust distribution for 1 st Quarter 2007) Fulton Financial Advisors, Successor Trustee $3.609.64 100% Submitted By: (All petitioners ,mISt sign. Add additional lines ifnecessary): Community Trust Company Name of Petitioner. BY: ~.~ IJ/M. VI? N?fl of Petitioner: ' Form OC-Ol rev 10.13.06 Page 9 of 10 . . Name of Trust: THE PAULA R. PFEUFER REVOCABLE TRUST U/A DATED JANUARY 21,1998 AS AMENDED AND RESTATED U/A DATED AUGUST 18,1998 Verification of Petitioner (Verification must be by at least one petitioner.) The undersigned hereby verifies * [that /lel3/1f~ he is title Vice President and Trust Officer of the above-named name of corporallon Community Trust Company and] that the facts set forth in the foregoing Petition for Adjudication I Statement of Proposed Distribution which are within the personal knowledge of the Petitioner are true. and as to facts based on the information of others. the Petitioner. after diligent inquiry. believes them to be true; and that any false statements herein are made subject to the penalties of 18 Pa. C.S. ~ 4904 (relating to unsworn falsification to authorities). ~;/t~) lie * Corporal/! petitioners mllst complete bl"tlclu!ted in/ormation. Certification of Counsel FOrlll OC-02 rev /rJ./J.otJ Page 10 of 10