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HomeMy WebLinkAbout08-23-07 Estate of Walter R. Pledger a/k/a Walt Pledger Late of West Pennsboro Township, deceased PETITION FOR PROBATE and GRANT OF LETTERS File No.2J-01-'()7QD To: Register of Wills for the County of Cumberland in the Commonwealth of Pennsylvania Social Security No. 079-26-8460 The petition of Jane R. Pledger respectfully represents that: Petitioner is 18 years of age or older and the Executrix named in the Last Will and Testament, First Codicil, and Second Codicil of the above decedent, dated October 16, 1997, July 21, 1999, and February 9, 2000, respectively. (state relevant circumstances, e.g. renunciation, death of executor, etc.) Decedent was domiciled at death in West Pennsboro Township Cumberland County, Pennsylvania, with his last family or principal residence at 20 Ridge Lane, Newville, PA 17241. (list street, number and municipality) Decedent, then 76 years of age, died July 27, 2007, at the Carlisle Regional Medical Center in South Middleton Township, Cumberland County, PA. ,,) ::J . ] ":,....." Except as follows, decedent did not marry, was not divorced and did not ,have q;~hild born or adopted after execution of the Will (Codicil) offered for probate; was not the victimc:>f a ~~Iing and was never adjudicated incompetent: '-'~ First Codicil dated July 21St, 1999 Second Codicil dated February 9th, 2000 r'..J en Decedent at death owned property with estimated values as follows: (If domiciled in Pa.) All personal property (If not domiciled in Pa.) Personal property in Pennsylvania (If not domiciled in Pa.) Personal property in County Value of real estate in Pennsylvania situated as follows: $400,000 $ $ NONE WHEREFORE, petitioner respectfully requests the probate of the Last Will and Testament presented herewith and the grant of Letters Testamentary thereon. (testamentary; administration c.t.a.; administration) Signatures ~a.... TLfJlcl~ J ne R. Pleager ' Residence 20 Ridge Lane, Newville PA 17241 Estate of Walter R. Pledger a/k/a Walt Pledger Late of West Pennsbo Township, deceased File No. ITION FOR PROBATE and GRANT OF LETTE To: The petition of Jane R. Pledg r respectfully represents that: Register of Wills for e County of Cumber nd in the Commonwealth Pennsylvania Social Security No. 079-26-8 Except as follows, decedent did not m rry, was no divorced and did not have a child born or adopted after execution of the Will (Codic' offered for pro te; was not the victim of a killing and was never adjudicated incompetent: n the Last Will and Testament, First ctober 16,1997, July 21,1999, and Petitioner is 18 years of age or 01 r and the Executrix name Codicil, and Second Codicil of the a ove decedent, dated February 9, 2000, respectively. (state relevant circumstances, e.g. renunciation, Decedentwas domiciled atdeath in West ennsboro ownship Cumberland County, Pennsylvania, with his last family or principal residence at 2 idge ane, Newville, PA 17241. (list street, number and municipality) Decedent, then 76 years of age, died July South Middleton Township, Cumberland Cou First Codicil dated July 21S\ 1999 Second Codicil dated Fe ruary 9th, 2000 \ \ Decedent at death owned pr perty with estimated values as foll~S: " '. (If domiciled in Pa.) All personal property '\ (If not domiciled in Pa.) Personal property in Pennsylvania \ (If not domiciled in Pa.) Personal property in County \ Value of real estate in ennsylvania situated as follows: \\ \. $400,000 $ $ NONE WHEREFORE etitioner respectfully requests the probate of the Last Will a~ Testament presented here . h and the grant of Letters Testamentary thereon. \ (testamentary; adm' istration c.t.a.; administration) \ Residence '. ~', ". . ;0 \., 20 Ridge Lane\t1ell~~ P~ ~~?{1 ~..~l'~ . ~ OATH OF PERSONAL REPRESENTATIVE COMMONWEALTH OF PENNSYLVANIA : ss. COUNTY OF CUMBERLAND The petitioner above-named swears or affirms that the statements in the foregoing petition, are true and correct to the best of the knowledge and belief of petitioner and that as personal representative of the above decedent petitioner will well and truly administer the estate according to law. Sworn to or affirmed and subscribed before me this 23rd day of August, 2007. M~n J e R. Pledger f;L..An 0)> ~. ,l~.~ J -.-. '. ~~_.:; ~-~....l ~1'\.1i)~'# ~ F r t Reg ter \ \ -W'" -;;-, f\,) c\..: File No. C;;U -(:'11-01ctO ;....~,.) Estate of Walter R. Pledger alkla Walt Pledger Late of West Pennsboro Township, deceased. 01 DECREE OF PROBATE AND GRANT OF LETTERS AND NOW, this 23rd day of August, 2007 in consideration of the petition on the reverse side hereof, satisfactory proof having been presented before me, IT 15 DECREED that the instruments dated October 16, 1997, July 21, 1999, and February 9, 2000, described therein be admitted to probate and filed of record as the Last Will and Testament, First Codicil, and Second Codicil of Walter R. Pledger and Letters Testamentary are hereby granted to Jane R. Pledger. Date of Death 7/27/07 ,~\ Up~ Social Security No. 079-26-8460 Letters issued Documents attached: Oath of Subscribing Witnesses(s) [ ] Oath of Non-subscribing Witnesses [ ] Oath of Witnesses(s) to mark) [ ] Renunciations(s) [ ] FAX: [717] 349-2982 TEL: [717] 349-7657 L-( fu~ ,- 3\00 oC:' L~ 1\\ - \ s- . ~ G 2. CCC\\L\ \ ~ ~().OO ShL[t CEltS. 2-D d;; JC p ID J.) ~ c.............:tciy'f'''''*IU..' 5 ~~")_ ~l_ L(lio c() OATH OF PERSONAL REPRESENTATIVE : ss. I ! COMMONWEALTH OF PENNSYLVANIA The petitioner above-named swears or affirms that the statements in e foregoing petition, are true and correct ~h,e best of the knowledge and belief of petitioner and th as personal representative of the above dece~nt petitioner will well and truly administer the estate ccording to law. Sworn to or aJ!irme~l\d subs~ribed before me tlifs 2.S:9ni ' ot,tu9i)$t,.400~...... ' . . . COUNTY OF CUMBERLAND AND NOW, this 23rd day of August, 2007 n con 'deration of the petition on the reverse side hereof, satisfactory proof having been presented be re me, I DECREED that the instruments dated October 16,1997, July 21,1999, and February 9, 000, descrio d therein be admitted to probate and filed of record as the Last Will and Testament, Fi t Codicil, and Se nd Codicil of Walter R. Pledger and Letters Testamentary are hereby granted to J e R. Pledger. File No. For the Register Estate of Walter R. Pledger alkla Walt dger Late of West Pennsboro Township, decea d. FAX: [717] 349-2982 TEL: [717] 349-7657 Oath of Subscribing W' nesses(s) [ ] Oath of Non-subscri ng Witnesses [ ] Oath of Witnesses ) to mark) [ ] Renunciations(s) [ ] Register of Wills Date of Death 7/27/07 Social Security No. Letters issued . . " " Documents attached: Richard L. Bushman, Attorney sup. ct. 1.0. No. 36406 16767 Path Valley Road P.O. Box 51 Spring Run, PA 17262-0051 LOCAL REGISTRAR'S CERTIFICATION OF DEATH WARNING: It is illegal to duplicate this copy by photostat or photograph. \; iil" Ti<.. II..' "-.( ill I' ': I :;~' 'o/'h~'-:."~~;:,, ,I', ""'.~" F Pf,I'::", )~'- " . !~;t,~"- ,/~' 'v/-.~"\ /~' ~~'<L\ ,}~' .~: ~~i, \~~-:'~:~~"-"'- ,} '~~j'/ \~&,,;\. "-~'~/! \':.. ~.o" .~ '1'1 \~-'~:'" - --' ~,~....\~I,/ "':"'ct!'.f!ENT \\\~"""", -......:."'-2:~~!.!..!!_;'.!,..:..~~. P 13774417 '-- i r ; h. Ii i', I; '...' t 111! ~ Hl05-143 REV 1112006 TYPE I PRINT IN PERMANENT BLACK INK Tin...; 1.,-' h) \.'(:rlj1~' th~ll !hc'inlui'llLlt '!i ! c',)i;l""tIV,( !rUII1 ,ill UII~IIl:iI ( ,', duh like! 111111 1;1\_' '" !.'I(d! Rvc: 'I l'enlrll,ik iy !nl\\:,rdl'll !', :iI ) ~ tJ 1/ 2 g / () ? I ~\ 11, III "' , ; _.) ,", .:-~ ---J ( .~) ,,,) c,._~ COMMONWEALTH OF PENNSYLVANIA. DEPARTMENT OF HEALTH. VITAL RECORDS CERTIFICATE OF DEATH (See instructions and examples on reverse) STATE FILE NUWlIiR r..:l 1. Name of Decedenl (Firs!, middle, last, suffix) Walter R. Pledger 5. Age (LaS! Binhday) Carlisle Regional Medical Center 6. Dale of Birth (Month, day, year) 76 Aug. 9, 1930 yrs Mineola, NY Bb. County 01 Death Bd. Facilrty Name (II not institution, give street and number) l\ Cumberland S. Middleton Twp. 1 t, Decedent's Usual Occu lion Kind 01 work done durin most of worki ~Ie. Do not state retired Kind of Work Kind of Business! Industry Lt. Col. US Army . 16. Decedent's Mailing Address (Street, city I town, state, zip COda) 20 Ridge Lane Newville, PA 17241 i2. Was Decedent ever in the U.S. A~orceS? Mas 0 No 13. Decedent's Education (Specify only highesl grade completed) Elemenlary I Secondary (0-12) College (1-4 or 5+) 12 5+ Decedent's AcltJal Residence 17a.Stale Pennysylvania Cumberland 17b. County 18, Father's Name (First, middle, last, suffix) Walter A. Pledger 20a. Informant's Name (Type / Print) Jane R. Pledger .." :1 ..) 4. Dale of Death (Mopt~y, year) 846G' July 27.:;:_2007 Rigdon Pennsboro Twp, CityfBoro 19. Mother's Name (First, middle, maiden surname) Stella Asbury 2Ob. Informam's Mailing Address (Street, city I town, state, zip code) 20 Ridge Lane, Newville, PA 17241 o w "' => "' .. :it 21c. Place 01 Disposition (Name of cemelery, crematory or other place) Smithsburg crematory 22c.NameandAddressolFacility Fogelsanger-Brlcker Funeral P.O. Box 336, Shippensburg, MD . ~ 23a. To the best of my knowledge, death occurred at the time, dale and place stated, (Signature and tille) Items 24-2€ must be completed by person who pronounces death 24. Time 01 Death 3: 3211M cee! Dea~onth, dac;ar) - )'1- 0 { CAUSE OF DEATH (See Instructions and examples) Item 27. Part I: Enter the ~ - diseases, injuries, or complications -Ihat direclly caused the death. DO NOT enter terminal even!s such as cardiac arrest, respiratory arresl, or ventricular fibfiUatioo without showing the etiology. list only one cause on each ~ne Approximateinterva/ Onselto Deatl1 ~ ~=~A~~t~~S; ~~~~ dise~ Sequentially list conditions, ~ any, leading 10 Ihe cause ~sled on line a Enter {he UNDERLYING CAUSE {disease or il:Ilury that initiated Ihe events resulting In death}lASl Due to (or as a consequence of): 3Oa, Was an Autopsy Pertormed? 3Ob. WereAulopsyFindlngs Available PriortoComplelion of Cause ot Dealh? 31.Man~Death ~tural 0 Homicide o Accident 0 Pending Investigation o Suicide 0 Could Not be Delermined M l ..}!.. --- ~ Dy" Dyes ON" 32d. 1ime 01 Injury 33a. CerMier (check only ooe) Certifying physician (Physiciafl certilying cause 01 death when another physician has pronourn:ed dealh and completed Item 23) To the besl of my knowledge, dellh occurred due 10 the cause(s) and manner IS stal~ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ __ ::;~~~~~~f'~~ ~::r~~::'hJ:~~:~~u'ir:i:~ I':~i:~~~:,n:n~e;;;~~:rt:~~nfo~::~~~~~~ manner IS stated.. _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ D Medical Examiner I Coroner On the basis of examination and I or investigation, In my opinion, ~alh occurred al the time, date, and place, and due 10 the cause(s) and manner as staled_ 0 i " ~ 3:' Registrar's Signature and Dist ~ 1'l.171"LI' IS! DisposiliDrl Permit No. 21d. Localion (City/lowr1, state, zip code) Smithsburg, Home, Inc. PA 17257 23b.license NumDer 23c. Date Signed (Month, day, year) ~2- 28. Did Tobacco Use Conlribute to Death? DYes 0 Probably o No 0 Unlmown 29. II Female: o Not pregnant within past year o Pregflllntattimeofdealh o No! pregnant but pregnant within 42 days of death o NOlpregnant,bulpregnan143claystoiyear before death o Unkrtown il pregnant within the past year 32c. Place of Injury: Home, Farm, Street, Factory, Office Building, etc. (Specify) 32g. Location 01 Injury (Street, city/lown, slate) t& f7 L't I F:\WP51\WILLS\PAWORK\PLECJG.:W4.WIl. 7/22/97 4:30pm Tue LAST WILL AND TESTAMENT I, WALTER R. PLEDGER, of Shippensburg Township, Cumberland County, Pennsylvania, declare this to be my Last Will and Testament and revoke any will or Codicil previously made by me. ITEM I: I direct that all my just debts (except as may be barred by a statute of Limitations) and my funeral expenses (including my gravemarker and expenses of my last illness) shall be paid from my residuary estate as soon as practicable after my decease as a part of the administration of my estate. ITEM II: I bequeath those articles of my household furniture and furnishings and those articles of my personal effects and personal property as set forth in a separate memorandum (which is signed by me, dated and makes specific reference to this Wi~l and memorandum, which I shall place with my Will or dep6sit wfth my attorney), to the persons therein designated. ~ - -'- "\ ITEM III: I give and bequeath all of the remainder-nof my -' I. '~..., -) tangible personal property, including but not limite1d},to, ~;hy and: Ul all automobiles and other motor vehicles, household gooos and furniture and furnishings, china, silverware, jewelry, ornaments, works of art, books, pictures, wearing apparel and personal effects, but excluding cash on hand and tangible evidences of intangible personal property, together with any policies of insurance applicable thereto including any prepaid premiums thereon to my wife, JANE R. PLEDGER, or if she fails to survive me, to such of my children as shall survive me, in as nearly equal shares as is Jl "........- practicable. Should any child of mine predecease me but leave descendants who survive me, such descendants shall receive, per stirpes, the share that their ancestor would have received. ITEM IV: If my wife, JANE R. PLEDGER, survives me, I devise and bequeath to my TRUSTEE, hereinafter named, to be held in a separate TRUST (referred to herein as the "By-pass Trust") the maximum amount that can pass at my death free of federal estate tax because of the unified credit and all other credits or deductions applicable to my estate other than the marital deduction, (provided however that the credit for state death taxes shall be taken into account only to the extent that doing so does not result in state death taxes that would otherwise not be payable). The amount of this By-pass Trust and its funding, administration and distribution shall be governed by the terms and provisions that are more specifically and completely specified and contained in Item XVII below, which Item is incorporated herein by reference. The goal of this By-pass Trust is to provide a relatively smooth flow of distributions to my wife, which distributions over the anticipated term of the By-pass Trust, may maintain to the extent practicable her real spending power in the face of inflation. A second and related goal is to maintain the real spending power of the principal of the By-pass Trust for the remainder beneficiaries. It is my intent by using this form of a By-pass Trust (that is a trust which does not distinguish in investment goal or distribution between the production of income and short and long term capital 2 ~ ---- gains) to eliminate any conflict of interest which the Trustee might otherwise experience between attaining the two goals set forth above. ITEM V: I devise and bequeath all the residue of my estate of every nature and wherever situate (sometimes herein referred to as "Marital Deduction Share") to my wife, JANE R. PLEDGER, providing she shall survive me by thirty (30) days. ITEM VI: I remind my wife, JANE R. PLEDGER, (and her personal representative, guardian, agent acting under a power of attorney or other representative) that she may disclaim any part or all of this Marital Deduction Share or of any property passing to her, hereunder or otherwise as a result of or by virtue of my death. In particular it may be desirable for her to disclaim a portion of the Marital Deduction Share (ITEM V), or of other property passing otherwise by reason of my death, and if she does so (either personally or by her personal representative, guardian or agent acting under a power of attorney) the disclaimed property or portion shall pass as provided for in ITEM VII and as if she had died before my death. A disclaimer may be desirable even if the resul t of such disclaimer and passing should be the payment of Federal Estate Taxes by my Estate. ITEM VII: Any property disclaimed by my wife, JANE R. PLEDGER, except as is otherwise specifically provided differently elsewhere in this will (or any other applicable and relevant document), shall pass as a part of ITEM IV above (the By-pass Trust). ITEM VIII: Should my wife, JANE R. PLEDGER, predecease me, I 3 ) tAYJ ".-- devise and bequeath all the residue of my estate of every nature and wherever situate in equal shares to such of my children, VICTORIA J. KRENITSKY, LINDA S. LOWERY, and WALTER E. PLEDGER, as are living on the day of my death. Should any of my children, VICTORIA J. KRENITSKY, LINDA S. LOWERY, and WALTER E. PLEDGER, predecease me but leaving descendants who survive me, such descendants shall receive, per stirpes, the share that such predeceased child would have received had he or she survived me, provided however that the share for any person under the age of thirty (30) years shall be held, administered, and distributed in accordance with ITEM XVII.C.12 below. ITEM IX: If any property passes outright and not in Trust (either under this Will or otherwise) to a minor (which shall be defined as anyone under twenty-one (21) years of age) and with respect to which minor I am authorized to appoint a guardian and have not otherwise specifically done so, I decline to appoint any guardian but instead authorize my Executor to distribute such property to a Custodian selected by my Executor (and my Executor may act as such Custodian) as Custodian for the minor under the Pennsylvania Uniform Transfers to Minors Act. Provided, however, that this appointment shall not supersede the right of any fiduciary to distribute a share where possible to the minor or to another for the minor's benefit. ITEM X: I appoint my wife, JANE R. PLEDGER, Executrix of this my Last Will. Should she fail to qualify or cease to act as 4 Jr ~ Executrix, I appoint my children, VICTORIA J. KRENITSKY, LINDA S. LOWERY, and WALTER E. PLEDGER, Co-Executors of this my Last Will. ITEM XI: I appoint DAUPHIN DEPOSIT BANK AND TRUST COMPANY, Trustee of any trusts created by this my Last will. ITEM XII: I direct that my Executrix or Trustee or their successors shall not be required to give bond for the faithful performance of their duties in any jurisdiction. ITEM XIII: Any corporate fiduciary shall be entitled to compensation based upon its regular schedule of fees for such services in effect from time to time during the period over which its services are performed. ITEM XIV: Any individual fiduciary shall be entitled to reasonable compensation for his or her services rendered from time to time and/or to reimbursement of out of pocket expenses. ITEM XV: I specifically give unto my Attorney, HAMILTON C. DAVIS, ESQUIRE, or should he be unable or unwilling to act, JOEL R. ZULLINGER, ESQUIRE, (or the successor to their firm), as the case may be, in his sole discretion, the right and authority to revoke the appointment of any corporate fiduciary designated in my Will or in any Codicil thereto, provided that he consult prior to doing so with my wife and children and he simultaneously appoint a substitute corporate fiduciary. ITEM XVI: The interests of the beneficiaries hereunder shall not be subject to anticipation or to voluntary or involuntary 5 ~ alienation. ITEM XVII: The By-pass Trust created by the provisions of Item IV, above, (which is incorporated herein by reference and into which the provisions hereof are incorporated so that both Items are an integrated whole) shall be funded, held, administered and distributed in accordance with the followings terms and provisions and for the following uses and purposes: A. The amount of the By-pass Trust shall be reduced by the aggregate of (1) all items includable in my estate for Federal Estate Tax purposes which either are taxable gifts made during my lifetime or are disposed of in previous articles of this will or pass outside of this Will but only if such items do not qualify for the Federal Estate Tax marital deduction or the Federal Estate Tax charitable deduction and (2) the amount of any administration expenses claimed as income tax rather than estate tax deductions, to the extent that such would result in a material limitation on the rights of my spouse or any charitable beneficiary. B. My executor shall allocate and set aside or distribute to the By-pass Trust any (up to all) assets (or proceeds of assets) which do not qualify for the marital deduction for Federal Estate taxes. But in no event shall assets be distributed in kind to the By-pass Trust to the extent the effect would be to permit diminution of the Marital Deduction Share (created in ITEM V) by more than a pro-rata share of all depreciation occurring in my estate between 6 the ') ~ --- date of my death and the date of distribution to this By-pass Trust. Any allocation of assets between this By-pass Trust and the Marital Deduction Share shall, with respect to each share, be comprised of assets having an aggregate market value at the time of allocation fairly representative of the net appreciation or depreciation in value to the date of distribution of all assets then available for distribution. c. My Trustee shall hold this By-pass Trust, IN TRUST, for the following uses and purposes and under the following terms and conditions: 1. Durinq wife's life. My Trustee shall pay the distribution amount set forth below to or for the benefit of my wife, JANE R. PLEDGER, during her life, in quarter-annual installments. Distribution amount. The Trustee shall 2. pay to my wife in each tax year of this Trust during her life an amount (herein the "DISTRIBUTION AMOUNT") equal to five (5%) percent of the average of the fair market values of the assets of the Trust as of the close of the last business day of the Trust's three previous tax years (or such lesser number of tax years as are available for the first three tax years of the Trust). In the case of a short tax year, the distribution shall be calculated as set forth in subparagraph 3. below. 7 If ~ In the case of contributions to or distributions from the Trust, including initial funding, the distribution amount shall be determined as set forth in subparagraph 4. below. 3. Short vear. For a short tax year, the distribution amount shall be based upon a prorated portion of the distribution amount set forth above comparing the number of days in the short tax year to the number of days in the calendar year in which the short tax year is a part. 4. Contributions and Distributions. In a tax year in which assets are added to or distributed from the Trust (other than the distribution amount) (hereinafter "adjustment year"), the distribution amount shall be increased (in the case of a contribution) or decreased (in the case of a distribution) by an amount equal to five (5%) percent times the fair market value of the assets contributed or distributed (as of the date or dates of the contribution or distribution), multiplied by a fraction, the numerator of which is the number of days from the contribution or distribution to the end of the tax year and the denominator of which is the days in the tax year. Further, the year end values for the two tax years preceding the 8 J ..r- adjustment year shall be increased by the amount of such addition, or decreased by the amount of such distribution, for purposes of computing the average values used in determining the distribution amount for years following the adjustment year. 5. All computations of the Trust's assets' fair market value, or the value of any contributions or distributions as set forth above, shall include accounting income and principal, but no accruals shall be required. If the Trust includes assets for which there is not a ready market, the Trustee shall adopt such method of valuation as he deems reasonable in his discretion under the circumstances. 6. Income earned in estate prior to Trust funding. In addition to the distribution amount as determined above, the net accounting income earned in my estate and allocable to the residue shall be paid to the Trust, and distributed to my wife in addition to the distribution amount set forth above. 7. Source of distribution amounts. The distribution amounts from the Trust shall be paid first from net accounting income, next from net realized short term capital gains, then from net 9 w? /"" realized long term capital gains, and as necessary from the principal of the Trust. 8. In the event my wife, JANE R. PLEDGER, disclaims all or any portion of this Distribution Amount, such disclaimed portion shall be payable in equal shares to my children, VICTORIA J. KRENITSKY, LINDA S. LOWERY, and WALTER E. PLEDGER, if they shall be then living or to the descendants, per stirpes, of any child not then living, upon the same terms as are specified above and any disclaimer of this DISTRIBUTION AMOUNT shall not act to accelerate the remainder interests provided for in subparagraph 12 below. 9. Discretionarv distributions of additional amounts. In addition to the distribution amounts as set forth above, my Trustee may distribute such additional amounts, if any, of accounting income, capital gain or principal to or for the benefit of wife, and my children and grandchildren (or their spouses) as the Trustee, in his sole discretion, deems advisable for the education, health, support and maintenance in reasonable comfort of my wife, children and grandchildren (or their spouses) after taking into account other income or assets which are available to them. 10. Goals of Trust and Trustee's power 10 to J alter distribution rate. The goals of this Trust are as specified in Item IV above. I have set the distribution rate at five (5%) percent based upon my hope that, over long periods of time, this distribution rate can be maintained and still have the distributions increase sufficiently to offset inflation. If this goal is achieved, the principal of the Trust will also have maintained its value. I recognize that these goals will not be attainable, every year or even over the long term. I accept that the setting of the five (5%) percent distribution rate is my own decision and recognize that the two goals set forth above may not be attainable, even if my Trustee acts with reasonable prudence. If my Trustee becomes convinced that the goals as set forth above cannot be attained (due to substantial and long term changes in the investment marketplace, because of inflation, deflation, or other secular economic change which would make a change in the percentage distribution rate used for determining the distribution amount advisable) then my Trustee shall have the discretion to modify such distribution rate as he may deem necessary. Such a change in distribution rate shall be within the sole discretion of my Trustee given the investment 11 J? /' and distribution goals for this Trust. My Trustee shall not be held accountable for such discretionary act by any party provided that he has acted in good faith. 11. My Trustee may apply any distributions from this Trust for the benefit of my wife, JANE R. PLEDGER, or my children or grandchildren (or their spouses), should any of them by reason of age, illness or any other cause in the opinion of my Trustee be incapable of appropriately receiving or disbursing it. 12. Upon the death of my wife, JANE R. PLEDGER, the then remaining principal and any undistributed income shall be distributed in equal shares to such of my children, VICTORIA J. KRENITSKY, LINDA S. LOWERY, and WALTER E. PLEDGER, as shall then be living. However, if a child has died before the death of the latter of my wife and me but leaves descendants who are living at the death of the latter of my wife and me, such descendants shall receive, per stirpes, the share that such child would have received had he or she been then living, provided, however, that the share for any person who shall not have attained the age of thirty (30) years shall be held by my Trustee in 12 $ a separate Trust to be administered and distributed in accordance with the provisions hereinafter set forth. a. During the minority of each such person, my Trustee shall distribute so much of the net income and principal of the Trust to or for the benefit of such person as my Trustee in his sole discretion shall deem advisable for the support, education and health of such person and for the protection and preservation of his property. Any income not so distributed may be dealt with in accordance with the provisions of ITEM XIX.Q.6., or may be accumulated, invested, administered and distributed as a part of the principal. b. Upon such person's attaining the age of twenty-one (21) years or upon the death of the survivor of my wife, JANE R. PLEDGER, and me if such person shall then be over the age of twenty-one (21) years, my Trustee may distribute the net income of such persons's Trust to him or for his benefit during his life. Such person shall be entitled, during his lifetime, to withdraw sums of principal 13 Jl from his Trust in accordance with the following formula: i. At any time after attaining the age of twenty-five (25) years and prior to attaining the age of thirty (30) years, such sums as shall not exceed one- half (1/2) of the market value of the principal as constituted on his twenty- fifth (25th) birthday or on the creation of his separate Trust, whichever shall last occur; ii. At any time after attaining the age of thirty (30) years, any and all principal remaining. iii. Upon the death of any person, his Trust shall terminate and the then remaining principal shall be distributed, per stirpes, to his then living issue, or, if there shall be no such issue, to my then living issue, per stirpes. c. In addition to the beneficiary's rights of withdrawal of Principal provided for in subparagraphs i and ii above, any grandchild of mine shall have the cumulative right to withdraw from his separate Trust on 14 J an annual basis, an amount of Principal equal to that grandchild's EARNED INCOME for Federal Income Tax Purposes for the prior calendar year. This right of withdrawal may be exercised by the grandchild by written notice to the TRUSTEE making specific reference hereto. d. Anything herein to the contrary notwithstanding, any provision of this Trust would result in actuality in a violation of the Pennsylvania rule against perpetuities is amended to require that the Trust be terminated and the principal disbursed to the persons then entitled to the income in the proportions of their entitlement to income, one day before the date of violation. ITEM XVIII: All Federal, State and other death taxes payable because of my death with respect to the property forming my gross estate for tax purposes, whether or not passing under this Will, including any interest or penalty imposed in connection with such tax and not caused by negligent delay, shall be considered a part of the expense of the administration of my estate and shall be paid from the By-pass Trust portion of my estate under ITEM IV (or the share under ITEM VIII) without apportionment or right of reimbursement, except for the following specified death taxes, 15 i which shall be payable from the sources specified herein (and if no source is specified, from the source determined under the provisions of Chapter 37 of the Pennsylvania Probate, Estates and Fiduciaries Code, as in effect on the date of execution of this Will): A. Any tax imposed by Chapter 13 of the Internal Revenue Code of 1986, as amended, (herein "CODE") (generation-skipping transfer tax) shall be payable from the property constituting such taxable transfer (except as may be provided otherwise in later provisions hereof or in relevant Trust instrument); B. Any tax resulting from the inclusion in my estate of any qualified retirement plan benefit under CODE Section 2039 (b) (whether such amounts are included in the probate estate) and any tax resulting from excess retirement accumulation under CODE Section 4980A(d), shall be payable by the recipient(s) of any such benefits. C. Any tax resulting from the inclusion of any property in my estate under CODE Section 2044 and/or CODE Section 2056(b) (7) (certain property for which marital deduction was previously allowed), whether or not such taxes are statutorily payable by my estate or the recipient of any such property shall be payable by the recipient of or from such property. D. Any additional estate tax imposed by CODE Section 2032A (valuation of certain farms, etc., real property) shall be payable by the qualified heir or heirs whose actions result 16 vi! in the imposition of such additional estate tax. E. Any tax resulting from the inclusion in my estate under CODE section 2040 of the value of any jointly owned property shall be payable by the surviving joint tenant(s) of such property. F. Any tax resulting from the inclusion in my estate under CODE Section 2042 of the proceeds of life insurance shall be payable by the beneficiary(s) of such life insurance. G. Any tax resulting from the inclusion in my estate under CODE Section 2041 of the value of any property subject to a Power of Appointment, shall be payable by the appointee of such property. H. Any tax payable from a trust or other source which instrument specifically provides therein for the payment of taxes shall be paid as provided for in the relevant instrument. 1. I authorize my Executor, in my Executor's sole discretion, to make an election, in whole or in part, to cause a Pennsylvania Inheritance Tax to be payable by my estate on property passing to or for the benefit of my spouse or to defer the Pennsylvania Inheritance Tax on such property. My Executor shall be without liability to anyone for making or failing to make such election. ITEM XIX: My executors, trustees, custodians and guardians, whether masculine or feminine, singular or plural, individual or corporate, as may from time to time be qualified or acting, (herein 17 u€ sometimes referred to as "fiduciaries" or "fiduciary") shall have the following powers in addition to those vested in them by law and by other provisions of my will applicable to all property, whether principal or income, including property held for minors, exercisable without court approval, and effective until actual distribution of all property: A. General Manaqement and Investment Powers. The Executor and Trustee shall have full power and authority to manage and control any trust and my estate, to borrow money from any source (including the power to borrow from a Trustee or any affiliate of a Trustee) and to sell, exchange, lease, grant options, rent, mortgage, pledge, assign, transfer or otherwise dispose of or encumber (including sales to a Trustee) all or any part of any trust or my estate (for terms extending beyond the termination of the trust or otherwise), upon such terms and conditions as the Trustee may see fit. The Trustee may invest and reinvest all or any part of any trust in such stocks, common and preferred (including the corporate stock of any corporate Trustee, or any of its affiliates), debentures, shares or participations in any common or mutual fund, interests in any general, limited, or limited liability partnership or in any limited liability company, bonds, notes, repurchase agreements and deposit accounts of any kind from or in any bank (including any corporate Trustee, or any of its affiliates), savings and loan 18 JJ association or other financial institution or brokerage firm, stock options and warrants, securities or other property, real or personal, wi thin or without the state of Pennsylvania, domestic or foreign, whether or not of the class or kind now or hereafter ordinarily approved or held to be lawful for the investment of trust funds, as the Trustee may, in the Trustee's discretion, select. The Trustee may make and change such investments from time to time according to the Trustee's discretion, and the Trustee may continue to hold any stocks, securities or other property received by the Trustee hereunder without any duty of diversification. The Trustee may determine whether any money or other property coming into the Trustee's hands, concerning which there may be reasonable doubt, shall be considered as a part of the principal or income of any trust or my estate, and may apportion between such principal and income any loss or expenditure in connection with the trust estate as to the Trustee may seem equitable, taking account of all present and future interests in the trust estate. The Trustee shall not be obligated to amortize premiums for trust securities out of income nor make additions to income because of the purchase of securities at a discount. The Trustee may exercise all options and all conversion, subscription, voting and other rights of whatsoever nature held by or pertaining to any property, including securities of the corporate Trustee or any affiliate 19 v€ thereof, held by any trust or my estate. Any corporate Trustee shall not disclose the name, address, or share position of the beneficial owner(s) of registered securities held by the corporate Trustee or its nominees unless the beneficial owner(s) request otherwise in writing. It is the intention of the Testator that the Trustee shall have the authority to invest in such ways as shall give due consideration for the theories of total return investing, modern portfolio theory, and the theory of risk and return. Accordingly, the Trustee is authorized to invest in any type of investment which plays an appropriate role in achieving the investment goals of any Trust, which investment shall be considered as part of the total portfolio. It is my specific direction that no category or type of investment shall be prohibited. I specifically do not wish to limit the universe of Trust investments in any way other than is dictated by the Trustee's exercise of reasonable care, skill, and caution. In connection with the Trustee's investment and management decisions with respect to any Trust created hereunder, the Trustee is specifically entitled to take in account general economic conditions, the possible effect of inflation or deflation, the expected tax consequences of investment decisions or strategies, the role which each investment or course of action may play within the overall trust portfolio which may include financial assets, interests in closely held 20 l enterprises, tangible and intangible personal property, and real property; the expected total return from income and the appreciation of capital; other resources of the beneficiaries; the needs for liquidity; regularity of income and preservation or appreciation of capital; and the asset's special relationship or special value, if any, to the purposes of any Trust or to one or more of the beneficiaries. Nor shall my Trustee be limited to anyone investment strategy or theory, including modern portfolio theory, the efficient markets theory or otherwise, but shall be free to consider any appropriate investment strategy or theory under all the circumstances. The Trustee may delegate investment and management functions which a prudent person of comparable skills would properly delegate under the circumstances. Should the Trustee delegate such function, the Trustee shall exercise reasonable care, skill and caution in selecting an agent, establishing the scope and terms of the delegation consistent with the purposes and terms of any Trust, and periodically reviewing the agent's actions in order to monitor performance and compliance with the terms of the delegation. Should such delegation occur as set forth above, the Trustee who complies with the requirements for delegation shall not be liable to the beneficiaries or to any Trusts for the decisions and actions of the agent to which the function was delegated, but by accepting the delegation of a Trust function by the 21 vi Trustee of any Trust, the agent submits to the jurisdiction of the courts of this state. B. Any fiduciary hereunder may renounce or resign at any time with or without cause. c. No fiduciary shall be required to file bond, execute any instrument appointing anyone to accept service of process, or file inventories or accounts of any kind, except as ordered to do so by a court of competent jurisdiction or as required to do so under a state statute not providing for release of such requirements by a testator. D. To cause the title to any property held hereunder to stand in the name of a nominee or nominees. E. To compromise, submit to arbitration or release any claim of my estate or any trust hereunder against others and to pay, compromise, or submit to arbitration any claim of others against my estate or any trust hereunder. F. To exercise any law-given option to pay death taxes in installments, the payment of interest due on such installments to be a charge against principal. G. To exercise any law-given option to treat administrative expenses either as income tax or as estate tax deductions, without regard to whether the expenses were paid from principal or income, provided however that no such action shall be allowed that would result in a material limitation on the rights of my spouse or any charitable beneficiary. H. To receive other property of any type acceptable 22 to \) t~ the trustee, including, but not in way of limitation, life insurance proceeds, which may be devised, bequeathed, assigned, granted, conveyed or made payable to the trustee by any other person, to be added to and administered in accordance with the then applicable provisions of the trust or trusts hereunder; provided, however, if more than one trust is then being administered hereunder, such other person may specify, in the instrument of transfer, among which trusts, and in what proportions such property shall be allocated. I. To treat the entire trust estate as a common fund for the purpose of investment, notwithstanding any provision herein for division thereof into separate shares or separate trusts. J. Any trust beneficiary will have the right at any reasonable times to request of and receive from the trustee a written accounting of such matters pertaining to the administration of the trust as are pertinent to that beneficiary. In the trustee's discretion, income tax returns of the trust may be used to satisfy such request. K. In making distribution of my estate, my executor (and in making distribution of any trust, my trustee) is hereby granted the power to make non-prorata distribution of assets in kind. L. My trustee in addition to other powers granted shall 23 l have the authority to purchase life insurance on the lives of any or all beneficiaries of any trust. In addition, specific authori ty or power is granted to pay premiums on existing policies as well as those purchased after the creation of the trust even though such policies may not be owned by or payable to the trustee as beneficiary. Premiums may be paid from the income of the trust estate or, if necessary, from principal. M. Should the principal of any trust herein provided for be or become so small that, in the trustee's discretion, establishment or continuance of trust is inadvisable, my trustee or my personal representati ve may make immediate distribution of the then remaining principal and any accumulated or undistributed income outright to the person or persons and in the proportions they are then entitled to. If any such person is then a minor, distribution may be made to that person's guardian, or to a person selected by the trustee to be custodian for such person until the age of twenty-one (21) years under the Pennsylvania Uniform Transfers to Minors Act. N. To pay from the income or principal of the trust created under ITEM IV the funeral and administrative expenses of my estate, the inheritance, succession and estate taxes imposed thereon or payable thereby, and the debts thereof, including any mortgage indebtedness. o. To pay from the income or principal of the trust 24 i created under ITEM IV hereof, monthly paYments on any mortgage on real estate owned by me individually or jointly with another person at the time of my death, of my trustee deems it advisable not to prepay any such mortgage. P. My fiduciaries, generally, shall have full power and authority to exercise all rights and privileges appurtenant to any property held by my fiduciaries, and to execute and deliver any and all instruments which may be necessary or expedient in the exercise of the powers granted herein. Q. Any fiduciaries are authorized to make distributions in any manner which he or she deems to be in the best interest of a beneficiary, including: 1. To such beneficiary directly, including mailing to his or her last-known address or depositing to his or her bank account or to a bank account to be opened by him or her; and 2. Directly to third persons for the sole benefit of such beneficiary or such beneficiary's dependents. 3. To an existing trust (or fund thereof) for the sole benefit of such beneficiary and providing no less a right to present enjoyment of income and principal that would be the case under the trust hereunder; provided, however, that as to the Marital Deduction Share distributable to my wife, JANE R. PLEDGER, as provided for in ITEM V, if at the time for distribution thereof my 25 l EXECUTOR or TRUSTEE believes, in his discretion, that my wife is incapable, because of age, illness or other infirmity, from appropriately receiving and disbursing such distribution and should there not then be a trust in existence the distribution into which would qualify for the marital deduction for federal estate taxes, then, in that event, my executor may in his discretion distribute the Marital Deduction Share to my TRUSTEE hereinafter named to be held, administered and distributed for the benefit of my wife, JANE R. PLEDGER, under the following terms and conditions: a. My wife, JANE R. PLEDGER, shall be paid the entire net income from the principal in such periodic installments as my trustee shall find convenient, but at least as often as quarterannually. b. My wife, JANE R. PLEDGER, is hereby given power to appoint by will to her estate or to others, in such manner and for such estates as she may appoint, exercisable only by specific reference by her alone and in all events over the principal of this trust. c. My wife, JANE R. PLEDGER, is hereby given a power to appoint from time to time during her lifetime, to any of my then living issue, either 26 ~ outright or in trust, such amounts of the principal of this trust as she in her sole discretion shall designate by written instrument delivered to my trustee during her lifetime with specific reference hereto. d. As much of the principal of this trust as my trustee may from time to time, in its discretion, think advisable for the support and maintenance in reasonable comfort of my wife, JANE R. PLEDGER, and for the protection and preservation of her property or during illness or emergency shall be either paid to her or else applied directly for her benefit by my trustee. e. If my wife, JANE R. PLEDGER, shall fail, either wholly or in part, to exercise effectively the power of appointment created in either sub- paragraph b. or c. hereof, the unappointed principal shall be added to, and thereafter treated as part of, the principal of my residuary estate passing under ITEM VII. hereof. f. If any provision of this section shall result in depriving my estate of the marital deduction for Federal Estate Tax purposes, such provision is hereby revoked and this section shall be read as if any portion thereof inconsistent with 27 l allowance of the marital deduction for Federal Estate Tax purposes is null and void. 4. The receipt for any distribution made in conformity with the above provisions will fully discharge trustee from any further liability for that distribution. 5. No fiduciary will exercise any discretionary authori ty to distribute principal or income for the benefit of any beneficiary to reimburse any governmental entity which may have incurred expense for the benefit of that beneficiary or pay any obligation of a beneficiary if that expense or obligation is otherwise payable by any governmental entity or pursuant to any governmental program of reimbursement or paYment. 6. TRUSTEE shall have the authority and power, with a view towards administration of income taxes, to deal with income other than the DISTRIBUTION AMOUNT in anyone or more of the following ways: a. To accumulate income; b. To distribute income to a custodian for the benefit of minors (under 21), under the Uniform Transfers for Minors Act of any appropriate state. The Custodian may be the TRUSTEE or may be selected by the TRUSTEE; c. To distribute income to a person who is twenty-one (21) years of age or older. These powers may be exercised or not exercised 28 l by TRUSTEE in TRUSTEE's absolute discretion and may be exercised in differing amounts, or differently in different years and no beneficiary shall have any claim against TRUSTEE or right of reimbursement from TRUSTEE or the Trust on account of TRUSTEE's exercise or non-exercise of any of these powers. R. The situs of any trust created hereunder shall be in the County of Cumberland, and State of Pennsylvania, and all questions pertaining to the construction or validity of the provisions of this instrument shall be governed by the laws of that State (other than its conflicts of laws provisions). Despite the foregoing, the trustee may, at any time and from time to time, change the situs of any trust created hereunder as the trustee in his sole discretion deems desirable for the benefit or security of this trust. The trustee may elect (or decline to elect) the law of a different jurisdiction and thereafter the court of such other jurisdiction shall have the power to effectuate the purposes of this instrument to such extent. The trustee may change the situs of any trust created hereunder, and may change the situs of one trust without changing the situs of other trusts created hereunder. This is a continuing power which will not be exhausted by its use. The determination of the trustee as to the change of situs shall be conclusive and binding on all persons interested or 29 j/ claiming to be interested in any trust hereunder. S: If there are co-fiduciaries serving hereunder, they may delegate any and all management duties and responsibilities to one of them. My co-fiduciaries may, for example, designate one of them to maintain a bank account or accounts, and in that instance the signature of only that fiduciary shall be required to open and maintain such account, to deposit funds to such account and to write checks on such account. T: In the event of any disagreement between or among my fiduciaries, the decision of a majority of my fiduciaries shall control. No fiduciary shall be liable for any loss resulting from a decision in which that fiduciary did not join. IN WITNESS WHEREOF, I hereunto set my hand and seal to this my Last Will and Testament, written on thirty-one (31) sheets of paper. dated this 1(" -1:!: day of U g], 199~' . , Walter R. Pledger ~ (SEAL) The preceding instrument, consisting of this and thirty (30) other typewritten pages, each identified by the signature or initials of the Testator, was on the day and date thereof signed, published and declared by the Testator therein named, as and for his Last Will, in the presence of us, who, at his request, in his presence, and in the presence of each other have subscribed our n~~n;;reto. residing at ;/f.<,&,/:/!f p~_ 30 ) 'E; ,,/,', . . ./'~.A <---1"/.'" - - ,,,, residing at 31 /1 /"" j:{/'A/:f"'- ~~ .,-?4 I JII~. 'm ;' /~_":>/ 1/ , . COMMONWEALTH OF PENNSYLVANIA SSe COUNTY OF CUMBERLAND I, WALTER R. PLEDGER, the Testator whose name is signed to the attached or foregoing instrument, having been duly qualified according to law, do hereby acknowledge that I signed and executed the instrument as my Last will; an that I signed it willingly and as my free and voluntary act for e purpose~~ expressed. AL) Walter R. Pledger Sworn to or affirmed and acknowledged before me by WAL-1Bl. fl PLt-D6"E7<.. , the Testator, this Ifo4-~ day of (J mgt;1l.... , 1997. ~ N NOTARIAL seAL TRINA M. BROOKENS, Notary Pub'k Shippensburg 8oro, Cumberland Co., PA miuion Expires NGy 8, 2000 COMMONWEALTH OF PENNSYLVANIA SSe COUNTY OF We, ~ and ~elZ p~ , the witnesses w ose names are signed to the attached or foregoing instrument, being duly qualified according to law, do depose and say that we were present and saw the Testator sign and execute the instrument as his Last will; that the Testator signed willingly and executed it as his free and voluntary act for the purposes therein expressed; that each sUbscribing witness in the hearing and sight of the Testator signed the will as a witness; and that to the best of our knowledge the Testator was at the time eighteen (18) or more years of age and of sound mind and und r no constraint or undue influence. ~~/ . ,~L~.-c... ~/ Sworn to or affirmed and subscribed to befoFe me by J1A1HIUUtJ C. OJWIJ and U~, 2 fJA12..d.. , witnesses, this Jt,K day of Ocro~J;;.7L , 1997. NOTAPJAL SEAL TRINA M. 8ROQI(ENS. Notary PvbIic Shippensburg 8oro. Cumberland Co.. PA My Commission Expires May 8. 2000 32 FIRST CODICIL TO LAST WILL AND TESTAMENT I, Walter R. Pledger, of Shippensburg Township, Cumberland County, Pennsylvania, declare this to be the First Codicil to my last will dated October 16, 1997. ITEM I: I do hereby revoke the appointment of Dauphin Deposit Bank & Trust Company as Trustee contained in ITEM XI of my last will (which is dated October 16, 1997) and I do hereby nominate and appoint Legg Mason Trust Company as Trustee of any trusts created by my will" together with all of the powers and authorizations therein given to my Trustee. I TEM I I : ADDITIONAL POWERS OF TRUSTEES. In addition to all powers given by law and by the provisions of my will daQed Octpper c~ -...... '1 __ COMPANY ("LMTC") AS TRUSTEEf,-~ is 16, 1997, LEGG MASON TRUST authorized: r-..) c.) ."Y"" A. To retain as a trust investment any asset~'~h~ch l ~~ ~J '" .. ~~-j '.':' or anyone else transfers to the trust, including any.- secur.:k$,ies of Legg Mason, ("LMI"), or any parent, successor or Inc. subsidiary of that corporation, without liability for any loss ich may result from its retention. B. I acknowledge that LMTC is an affiliate of Legg Mason Wood Walker, Incorporated ("LMWW"), and that whenever LMTC is acting as Trustee and exercises discretionary authority, it is authorized to engage the services of LMWW and any of its affiliates. These serVlces include, but are not limited to, management or advice with respect to investments in mutual funds or other accounts offered, managed or administered by affiliates of LMWW, acting as broker or dealer to execute transactions and purchasing any securities currently written or issued by affiliated corporations. LMTC may use an affiliate for any of the preceding purposes, even though the costs associated with a particular purpose rendered by an affiliate may not be the lowest. C. To invest in mutual funds offered or managed by an affiliate of LMWW. D. To invest in assets which will produce a high income yield, even though little or no appreciation in value may result from those investments. E. To exerClse all conversion, subscription, voting and other rights pertaining to any asset, including shares of any mutual fund for which LMWW, or its affiliate is advisor; to grant proxies with respect to any asset, including shares of any mutual funds for which LMWW, or its afffliate, is advisor, and to enter ~ ~ voting trust agreement or other similar arrangement. F. To cause any asset to be registered in the name of a nominee, including a nominee of LMTC or an affiliate of LMTC, a clearing corporation, or a depository, or in book entry form, or to hold any asset in unregistered form or in a form 2 permitting transfer by delivery. G. To employ brokers, banks, custodians, investment advisors, attorneys, accountants and other agents, including any of the Trustees; to pay agent's fees and expenses out of the trust assets; and to delegate any of their powers to any agent (including those affiliated with LMTC). The authority to employ investment advisors shall include those affiliates of LMWW and to pay compensation and fees of that investment advisor out of the trust assets without offset against the compensation of LMTC (including those affiliated with LMTC) H. LMTC shall be entitled to receive reasonable compensation for its services for each trust created under this will in accordance with its scheduled rates as published from time to time, and in effect at the time the compensation is paid. It shall also be entitled to receive reasonable additional compensation for any services not required in the normal administration of the trust, such as investigations it may make in connection with the exercise of any discretionary authority conferred upon the Trustees. If in any year, the commissions which would otherwise be payable to LMTC are less than its minimum annual commissions, it shall be paid an additional amount which will cause the total commissions paid to it to equal its minimum annual commission. This additional amount shall be charged against the principal of the trust. Upon death of the Spouse of the Estate, LMTC shall also be entitled to a reasonable fee, commensurate with the time expended and the services 3 performed, not exceeding one percent (1%) of the fair market value of the principal of the trust at that time. It is my intention that the foregoing "Additional Powers of Trustees" be interpreted whenever possible as being supplementary to and consistent with those fiduciary powers contained in ITEM XIX of my Will dated October 16, 1997, and further it is my intention that none of the foregoing "Additional Powers of Trustees" shall not be interpreted in any manner which would resul t in any share of my estate passlng to my wife, Jane R. Pledger, not qualifying for the Federal Estate Tax Marital Deduction. ITEM III: In all other respects, I hereby ratify, confirm and republish my will dated October 16, 1997, together with this First Codicil, as and for my last Will. IN WITNESS WHEREOF, I have hereunto set my hand and seal this LIst day of , 1999il..e ..., tSEAL) Walter R. Pledger Signed, published, and declared on the da e above specified by the above named Walter R. Pledger as and for the First Codicil to his last Will dated October 16, 1997, in the presence of us, who at his request, in his presence, and in the presence of each other, have subscribed our names as witnesses hereto. ~~ (! (1 T . ~tM(.1#fmlJ/r ? ,,\ ij residing at ;tIeevV'/ "fir' R- residing at (Yltfj/1Z/;t?wP/I;;!/; I-ic 4 COMMONWEALTH OF PENNSYLVANIA COUNTY OF CUMBERLAND ss. I, Walter R. Pledger, the Testator whose name is signed to the attached or foregoing instrument, having been duly qualified according to law, do hereby acknowledge that I signed and executed the instrument as my Codicil to my last Will dated i and that I signed it willingly and as my ee and vo y act for the purposes therein expressed. Sworn to or affirmed anQ acknowledged before me by WALfer<. tl.. PLfD&V<.. , the Testator, this 2..J~" day of J .... , 1999. ~ ary Public COMMONWEALTH OF PENNSYLVANIA NOT ARlAl SEAL T/i'" IA M. ~ENS. Notary PIIbIic: Shippensburg Ioro, Curnberfond Co., 'A My Co/JImiiIlon Expi,... No, a, 2000 ss. Ai :.r.v ":,,;.'''f'Y)"<lj::'~;''H)' 5 ( EAL) \ ~p i~.... i ~ 1-::: SECOND CODICIL TO LAST WILL AND TESTAMENT I, WALTER R. PLEDGER, of Shippensburg Township, Cumberland County, Pennsylvania, declare this to be the Second Codicil to my last will dated October 16, 1997. I TEM I: My wife, JANE R. PLEDGER, and I have embarked on a program of gifting for the benefit of our children. In the event that this gifting program shall not have been complete during my lifetime, I wish to provide in my Will for its completion and my wife, JANE R. PLEDGER, intends to do the same in her will. In furtherance of these goals and in this context, should my wife, JANE R. PLEDGER, survive me, I make the following gifts and direct my Executor to take whatever actions are necessary in cooperation with my wife to accomplish these: A. I give and devise whatever portion, if any, that I own at my death in the improved real estate situated in Milo Township, Yates County, New York (which has an address of: 526 East Lake Road, Penn Yan, New York 14527), in equal shares to my daughter, LINDA S. LOWERY, and my son, WALTER E. PLEDGER. 1\__) , ,~~J B. I give and bequeath to my daughter, VICTORIA J. KRENITSKY, a sum of money equal to the future I C .-' ~ .0 ; ,I -I C' ",? {' >, ,f . ~l.. ~,...' (.,1 \...I: ! 'J L... '~ value, computed to the date of my death, of the sum of $70,000.00, increased based upon a reasonable rate of return from December 1, 1998, to the date of my death. This adjustment is made to take into consideration that the other two children by virtue of the gifts during my lifetime have already had the beneficial enjoyment and appreciation of the gifted real estate and I hope my children will understand and appreciate that this is an attempt to be fair and treat them all equal while giving due regard for their preferences vis-a-vis ownership of the Penn Yan property. ITEM II: In all other respects, I hereby ratify, confirm and republish my last will dated October 16, 1997, together with my First Codicil dated July 21,1999, and together with this Second Codicil, as and for my Last Will. ~\rL IN WITNE~SJWHEREOF, I havetereunto set/~/b~d and seal this '1- day of 3~b"'/7 ' 2000. / ~. ~ ,(~EAL) Walter R. Pledger u7 Signed, published, and declared on the date above specified by the above named Walter R. Pledger as and for the Second Codicil to his last will dated October 16, 1997, in the presence of us, who at his request, in his presence, and in the presence of each ~~,; (r~ ha~o.~~lsC~~b. ,e/-ru~ names as witnesses beret(o. ~C" ~ _ L 4A=== residing at 1\/ f'.-{,t./ V" (-r t " 0<LwJ? f/o-6.4~1 residing at (}jWK.b0WbJ/~ fJ . 2 COMMONWEALTH OF PENNSYLVANIA ss. COUNTY OF CUMBERLAND I, Walter R. Pledger, the Testator whose name is signed to the attached or foregoing instrument, having been duly qualified according to law, do hereby acknowledge that I signed and executed the instrument as my Codicil to my last will dated ; and that I' it willingly and as my free and voluntary act for th purpos th1 xpressed. Sworn to or affirmed and acknowledged before me by WALTER R. PLEDGER, the Testator, this q~ day of ~ebY~ ' 2000. ~ NOTARIAL SEAL TRINA M. BROOKENS, NoWry P>Jh!ic snippemburg Boro. Cumberlcnd Co., PA rni:.sion Expre, ,""-.cy 8, 2<'X.o Public COMMONWEALTH OF PENNSYLVANIA ss. COUNTY OF CUMBERLAND We, HAMILTON C. DAVIS and To./a..-/? Ho/?rtzL~ ' the witnesses whose names are signed to the attached instrume t, being duly qualified according to law, do depose and say that we were present and saw the Testator sign and execute the instrument as his Codicil; that the Testator signed willingly and executed it as his free and voluntary act for the purposes therein expressed; that each subscribing witness in the hearing and sight of the Testator signed the Codicil as a witness; and that to the best of our knowledge the Testator was at the time eighteen (18) or more years of age and of sound mind and under no cons traint or undue influence. '---'/1. ~ /. . /7 l6I-a1~r1 (.If/~ ~.~~~ Sworn to or affirmed and subscribed to before me by HAMILTON C. DAVIS and Taro.. e. rilJ {~ ,witnesses, this q~ day of _____fU~ ' 2000. .,.-...--..--....--....- HOT ARlAt SEAL TRlNA M. BROOKENS, Notory Public Shippensbufg 8oro, Cumberland Co., PA My Commiuion ExpIres Noy 8, 2000 3