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Home My WebLink About03-0962TO Register of Wills Office Cumberland County Courthouse 1 Courthouse Square Carlisle, PA 17013-3387 SUBJECT: Vera B. Musser, Deceased DOD: March 26, 2003 FROM 3OHNSON, DUFFTE, STEWART & WE:[DNER Attorneys at Law P.O. Box 109 Lemoyne, PA 17043 (717) 761-4540 Fax: (717) 761-3015 DATE: November 19, 2003 Enclosed for filling on behalf of Vera B. Musser, Deceased, are the following: 1. Original and copy of Inheritance Tax Return. 2. Copy of Federal Estate Tax Return - Form 706 3. Check in the amount of $10.00, spousal filing charges - solvent estate. SIGNED: Edmund G. Myers csh JOHNSON. DUFFLE, STEWART & WEIDNER ATTORNEYS AT LAW MARKET STREET P. O. BOX IO9 LEMOYNE. PENNSYLVANIA 1 Fimt{ Ii I REGISTER OF WI[ CUMBERLAND COU5 1 COURTHOUSE SQ CARLISLE, PA 17 EV - ~O0 EX + 16~01 COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF REVENUE DEPT. 280601 REV-1500 INHERITANCE TAX RETURN RESIDENT DECEDENT I OFFICIAL. USE ONt. Y FILE NUMBER HARRISBURG, PA 17128-0601 ................ L CO~UNTY CODE YEAR DECEDENT'S NAME (LAST, FIRST, AND MIDDLE INITIAL) MUSSER, VERA B. DATE OF DEATH (MM-DO-YEAR) I DATE OF BIRTH (MM-DO-YEAR) 03/26/2003 i10/15/1921 !(IF APPLICABLE) SURVIVING SPOUSE'S NAME ( LAST, FIRST AND MIDDL-E"I-Ni~IAL~) ! MUSSER, BENJAMIN G. [] 1. Original Return [] NUMBER SOCIAL SECURI~ NUMBER 167-14-6476 THiS RETURN MUST BE FILED IN DUPLICATE WITH THE / REGISTER OF WILLS .......I-~ SOCIAL SECU~ NU~ 180-30-2022 'FIRM NAME (If applicable) Johnson, Duffle, Stewart & Weidner ~'ELEPHONE NUMBER i 717/761-4540 2. Supplemental Return [] 3. Remainder Return (date of death prior to 12-13-82) I [] 4. Limited Estate [] 4a. Future Interest Compromise (date of death after [] 5. Federal Estate Tax Retum Required 12-12-82) [] 6. Decedent Died Testate (Attach copy [] 7. Decedent Maintained a Living Trust (Attach 8. Total Number of Safe Deposit Boxes of Will) copy of Trust) [] 9. Litigation Proceeds Received [] 10. Spousal Poverty Credit (date of death between [] 11.Election to tax under Sec. 9113(A) (Attach Sch O) 1~-31-91 .and '~-1-~) ~ ~ NAME ~COMPLETE MAILING ADDRESS EDMUND G. MYERS ; 301 Market Street P. O. Box 109 '! Lernoyne, PA 17043-0109 1. Real Estate (Schedule A) (1) 2. Stocks and Bonds (Schedule B) (2) 3. Closely Held Corporation, Partnership or Sole-Proprietorship (3) 4. Mortgages & Notes Receivable (Schedule D) (4) 5. Cash, Bank Deposits & Miscellaneous Personal Property (5) (Schedule E) 6. Jointly Owned Property (Schedule F) (6) [] Separate Billing Requested 7. Inter-Vivos Transfers & Miscellaneous Non-Probate Property (7) (Schedule G or L) 8. Total Gross Assets (total Lines 1-7) 9. Funeral Expenses & Administrative Costs (Schedule H) (9) 10. Debts of Decedent, Mortgage Liabilities, & Liens (Schedule I) (10) None None None None 100.00 None 353,280.00 4,935.00 OFFICIAL USE ONLY (8)';, 353,380.00 11. Total Deductions (total Lines 9 & 10) (11) 4,935.00 348,445.00 12. Net Value of Estate(Line 8 minus Line 11) (12) 13. Charitable and Governmental Bequests/Sec 9113 Trusts for which an election to tax has not been made (Schedule J) 14. Net Value Subject to Tax(Line 12 minus Line 13) (13) (14) 348,445.00 SEE INSTRUCTIONS ON REVERSE SIDE FOR APPLICABLE RATES 15. Amount of Line 14 taxable at the spousal tax rate, 3 4 8,43 5.0 0 or transfers under Sec. 9116(a)(1.2) x .00 (15) 0.00 (16) (17) (18) (19) 0.00 z-° 16.Amount of Line 14 taxable at lineal rate x .045 ,~ 17. Amount of Line 14 taxable at sibling rate x .12 O ~ 18. Amount of Line 14 taxable at collateral rate x .15 19. Tax Due 20. Copyright 2000 form software only The Lackner Group, Inc, Form REV-1500 EX (Rev. 6-00) Decedent's Complete Address: STREET ADDRESS 95 GREENWOOD CIRCLE CITY WORMLEYSBURG [STATE PA ZIP 17043 Tax Payments and Credits: 1. Tax Due (Page 1 Line 19) 2. Credits/Payments A. Spousal Poverty Credit B. Prior Payments C. Discount (1) Total Credits (A + B + C) (2) 3. Interest/Penalty if applicable D. Interest E. Penalty Total Interest/Penalty (D + E) (3) 4. If Line 2 is greater than Line 1 + Line 3, enter the difference. This is theOVERPAYMENT. (4) Check box on Page I Line 20 to request a refund 5. If Line I + Line 3 is greater than Line 2, enter the difference. This is theTAX DUE (5) A. Enter the interest on the tax due. (5A) B. Enter the total of Line 5 + 5A. This is theBALANCE DUE. (5B) Make Check Payable to: REGISTER OF WILLS, AGENT PLEASE ANSWER THE FOLLOWING QUESTIONS BY PLACING AN "X" IN THE APPROPRIATE BLOCKS Did decedent make a transfer and: Yes No a. retain the use or income of the property transferred; ............................................................................. ~ [~ b. retain the right to designate who shall use the property transferred or its income; ................................ c. retain a reversionary interest; or. ........................................................................................................... d. receive the promise for life of either payments, benefits or care? ........................................................... 0.00 0.00 0.00 0.00 0.00 2. If death occurred after December 12, 1982, did decedent transfer property within one year of death without receiving adequate consideration? ................................................................................................................. [] [] 3. Did decedent own an "in trust for" or payable upon death bank account or secudty at his or her death2 ....... [] [] 4. Did decedent own an Individual Retirement Account, annuity, or other non-probate property which contains a beneficiary designation?. ............................................................................................................... [] [] IF THE ANSWER TO ANY OF THE ABOVE QUESTIONS IS YES, YOU MUST COMPLETE SCHEDULE G AND FILE IT AS PART OF THE RETURN. Under penalties of perjury, I declare that I have examined this return, including accompanying schedules a0d statements, and to the best of my knowledge and belief, it is true, correct and complete. Declaration preparer other than the personal representative is based on all information of which preparer has any knowledge. SIGNATURE OF PERSON RESPONSIBLE FOR FILING RETURN BENJAMIN G. MUSSER N if. SI RESPO"NST~LT~-'FO~ F~!..'i'NG RETURN ADDRESS 95 GREENWOOD CIRCLE WORMLEYSBURG, PA 17043 DATE ADDRESS DATE SIGNATURE OF PREPARER OTHER THAN REPRESENTATIVE ADDRESS DATE EDMUND G. MYERS 301 Market Street P. O. Box 109 Lemoyne, PA 17043-0109 For dates of death on or after July 1, 1994 and before January 1, 1995, the tax rate imposed on the net value of transfers to or for the use of the surviving spouse is 3% [72 P.S. {}9116 (a) (1.1) (i)]. For dates of death on or after January 1, 1995, the tax rate imposed on the net value of transfers to or for the use of the surviving spouse is 0% [72 P.S. {}9116 (a) (1.1) (ii)]. The statutedoes not exempt a transfer to a surviving spouse from tax, and the statutory requirements for disclosure of assets and filing a tax return are still applicable even if the surviving spouse is the only beneficiary. For dates of death on or after July 1, 2000: The tax rate imposed on the net value of transfers from a deceased child twenty-one years of age or younger at death to or for the use of a natural parent, an adoptive parent, or a stepparent of the child is 0% [72 P.S. {}9116 (a) (1.2)]. The tax rate imposed on the net value of transfers to or for the use of the decedent's lineal beneficiaries is 4.5%, except as noted in 72 P.S. {}9116 1.2) [72 P.S. {}9116 (a)(1)]. The tax rate imposed on the net value of transfers to or for the use of the decedent's siblings is 12% [72 P.S. {}9116 (a) (1.3)]. A sibling is defined, under Section 9102, as an individual who has at least one parent in common with the decedent, whether by blood or adoption. LAST WILL AND TESTAMENT 0! VERA B. MUSSER I, VERA B. MUSSER, of 95 Greenwood Circle, Wormleysburg, Cumberland County, Pennsylvania 17043, do publish and declare this to be my Last Will and Testament, hereby revoking all other prior wills and codicils made by me. FIRST: Family Background and ADpointment of Executor. (A) Family and Background Information. I am married to BENJAMIN 6. MUSSER. The children of our marriage are PAMELA HARTER, LTRNE MILLER and CYITTHIA MUSSER. Throughout this Will, BENJAMIN G. MUSSER will be referred to as "my husband" or "my spouse", and PAMELA HARTER, LYNNEMILLERandCYNTHIAMUSSER will be referred to as "my children." The word "issue" will include my children as well as my other descendants. (B) Appointment of Executor. I appoint as my Executrix and Successor Executor (all hereinafter referred to as Executor or Executors) under this Will, the following named persons or corporations to serve without bond and without being required to account to any Court: Executor: My husband, BENJAMIN G. MUSSER Successor Executor: PNC BANK, N.A.. (C) Inter Vivos Trust. The inter vivos trust agreement referred to in this Will is "THE VERA B. MUSSER FAMILY REVOCABLE TRUST," dated ~m4L~ 7_7 , 1996, by and between VERA B. MUSSER, as Settlor, andVVERA B. MUSSER, as Trustee, as now in effect or as may hereafter be amended. SECOND: Funeral and Last Illness Expenses; Taxes. (A) ExDenses of Funeral and Last Illness. I direct my Executor to pay my funeral eXPenses and the eXPenses of my last illness from my estate. In addition, my Executor may notify the Trustee of the Trust described in Paragraph FIRST (C), above, of any such expenses, and my Executor may accept reimbursement from such Trustee. (B) Taxes. I direct my Executor to pay any and LAST WILL AND TESTAMENT OF VERA B. MUSSER PAGE 2 inheritance, succession, legacy, transfer and other death taxes or duties, by whatever name called, including any and all interest and penalties thereon, imposed under the laws of any jurisdiction by reason of my death, upon or with respect to any and all property included in my gross estate for the purpose of such taxes, whether such property passes under or outside of this Will. Without any apportionment otherwise required by law and without being prorated or apportioned among or charged against the respective devises, legatees, beneficiaries, transferees, or other recipients of any such property or charged against any property passing or which may have passed to any of them, I direct that any taxes so paid shall be charged as follows: (1) If my spouse, BENJAMIN ~. MUSSER, survives me, I direct that any taxes so paid shall be charged entirely against that portion of my residuary estate, if any, which does not qualify for the raarital deduction from my taxable estate under Internal Revenue Code of 1986 (hereinafter "IRC") Section 2056, or, to the extent, if any, that said portion is insufficient, then against that portion of my residuary estate, if any, which does qualify for the marital deduction from my taxable estate under IRC Section 2056. (2) If my spouse, BENJAMIN ~. MUSSER, does not survive me, I direct that any taxes so paid shall be charged against my residuary estate. My Executor shall not be entitled to reimbursement for any portion of any such taxes from any such person. The foregoing provisions of this Article SECOND shall not apply to the following: (1) The amount, if any, by which taxes, interest and penalties thereon shall be increased as a result of the inclusion in my gross estate of property (a) in which I may have a qualifying income interest for life, under IRC Section 2044 (or the corresponding provisions of any subsequent federal tax laws) or corresponding provisions of state law, or (b) over which I may have a general power of appointment under IRC Section 2041 (or the corresponding provisions of any subsequent federal tax laws) or corresponding provisions of state law, or (c) // over which I may have retained an interest as defined in/ / IRC Section 2036 (or the corresponding provisions~of an~J LAST WILL AND TESTAMENT OF VERA B. MUSSER PAGE 3 subsequent federal tax laws) or corresponding provisions of state law, and any taxes, interest and penalties on said incremental amount shall either be paid from said property directly or shall be recovered by my Executor from the person holding or receiving said property as provided in IRC Sections 2207, 2207A, or 2207B (or the corresponding provisions of any subsequent federal tax laws); (2) The generation skipping tax imposed by Chapter 13 or the additional estate tax imposed by Section 2032A(c) or corresponding provisions of federal or state law applicable to my estate and imposing said taxes), and any and all interest and penalties on said Chapter 13 and Section 2032(c) and comparable state taxes; and, (3) Such portion or portions of said taxes, interest and penalties which may be required to be paid, or are actually paid or reimbursed, by the Trustee of the Trust described in Paragraph FIRST (C), above. THIRD: Tangible Personal ProDerty. Except for those items excluded below and those items enumerated in the Letter of Instruction, I bequeath all my tangible personal property, including but not limited to clothing, jewelry, furniture, household furnishings, household goods, personal effects, motor vehicles, and all other similar articles, which I own, and the insurance thereon, to my spouse, BENJAMIN ~. MUSSER, if he survives me by sixty (60) days. Tangible personal property shall not include: (1) any and all property used by me in any business, (2) cash on hand or on deposit in banks, (3) stock or securities, (4) any type of evidence of indebtedness, and (5) any life, health or accident insurance policies. If my spouse does not survive me by sixty (60) days, I leave such tangible personal property to my children, PAMELA HARTER, LYNNE MILLER, and CYNTHIA MUSSER, or their surviving issue, per stirpes, to be divided among them as they may select in as nearly equal shares as is practical. If there is any disagreement as to distribution, I direct my Executor to make such distribution. The decision of my Executor shall be final and binding. Any items not selected or any items which my Executor considers unsuitable fox, my children or issue may be distributed or sold in the sole discr~on of my Executor, and if sold, the net proceeds therefrom sh~ be LAST WILL AND TESTAMENT OF VERA B. MUSSER PA~E 4 added to the residue of my estate. Any such article allocated to a minor may, as my Executor deems advisable, either be delivered to the minor or to any person to safeguard on behalf of the minor. Notwithstanding any other provisions in this Article THIRD, I may leave a separate, dated and unsigned Letter of Instruction, which I shall place with my Will, containing directions as to the ultimate disposition of certain of the property bequeathed under this Article THIRD, and such Letter of Instruction shall determine the distribution of such items. FOURTH: Residuary Estate. I devise and bequeath all of the rest, residue and remainder of my estate, real, personal and mixed, of whatever nature and wherever situated, to which I am legally or equitably entitled, including the insurance thereon, to the then- acting Trustee of the Trust described in Paragraph FIRST (C), above, to be held, administered and distributed pursuant to the terms thereof, as the same may be amended from time to time. By this devise and bequest of my residuary estate, I hereby exercise all Powers of Appointment I possess at the time of my death except any power of appointment which I possess under the Trust described in Paragraph FIRST (C), above, or which I possess under any trust created by my spouse during her life or under her Will. FIFTH: Powers of Executor. In addition to the powers and duties as may have been granted elsewhere in this Will, but subject to any limitations stated elsewhere in this Will, the Executor shall have and exercise exclusive management and control of the Estate and shall be vested with the following specific powers and discretion, in addition to the powers as may be generally conferred from time to time upon the Executor by law: (A) In the management, care and disposition of the Estate, the Executor shall have the power to do all things and to execute such deeds and instruments as may be deemed necessary or proper, including the following powers, all of which may be exercised without order of or report to any Court: (1) To sell, exchange or otherwise dispose of any property, real, personal or mixed, at any time held or acquired hereunder, at public or private sale, for cash or on terms, without advertisement, including the right to lease for any term notwithstanding the period of the Estate, and to grant options, including any optio~ fo~ LAST WILL AND TESTAMENT 0! VERA B. MUSSER PA~E 5 period beyond the duration of the Estate. (2) To invest all monies in such stocks, bonds, securities, mortgages, notes, choses in action, real estate or improvements thereon, and any other property as the Executor may deem best, without regard to any law now or hereafter enforced limiting investments of fiduciaries. (3) To retain for investment any property deposited with the Executor hereunder. (4) To vote in person or by proxy any corporate stock or other security and to agree to or take any other action in regard to any reorganization, merger, consolidation, liquidation, bankruptcy or other procedure or proceedings affecting any stock, bond, note or other security. (5) To use attorneys, accountants and other agents, deemed necessary or desirable, compensation for their services. real estate brokers, if such employment is and to pay reasonable (6) To compromise, settle or adjust any claim or demand by or against the Estate and to agree to any rescission or modification of any contract or agreement affecting the Estate. (7) To renew any indebtedness, as well as to borrow money, and to secure the same by mortgaging, pledging or conveying any property of the Estate. (8) To retain and carry on any business in which the Estate may acquire an interest, to acquire additional interest in any such business, to agree to the liquidation in kind of any corporation in which the Estate may have an interest and to carry on the business thereof, to join with other owners in adopting any form of management for any business or property in which the Estate may have an interest, to become or remain a partner, general or limited, in business or property and to hold securities as an investment, and regard to any such the stock or other_// to employ agen~~_.~ LAST WILL AND TESTAMENT OF VERA B. MUSSER PAGE 6 confer on them authority to manage and operate the business, propertyor corporation, without liability for the acts of such agent or for any loss, liability or indebtedness of such business if the management is selected or retained with reasonable care. (9) To register any stock, bond or other security in the name of a nominee, without the addition of words indicating that such security is held in a fiduciary capacity, but accurate records shall be maintained showing that such security is a Estate asset and the Executor shall be responsible for the acts of such nominee. (B) Whenever the Executor is directed to distribute any Estate assets in fee simple to a person who is then under twenty- one (21) years of age, the Executor shall be authorized to hold such property in Trust for such person until he becomes twenty-one (21) years of age, and in the meantime shall use such part of the income and the principal of the Estate as the Executor may deem necessary to provide for the proper support and education of such person. If'such person should die before becoming twenty-one (21) years of age, the property then remaining in trust shall be distributed to the personal representative of such person's estate. (C) In making distributions from the Estate to or for the benefit of any minor or other person under a legal disability, the Executor need not require the appointment of a guardian, but shall be authorized to pay or deliver the same to the custodian of such person, to pay or deliver the same to such person without the intervention of a guardian, to pay or deliver the same to a legal guardian of such person if one has already been appointed, or to use the same for the benefit of such person. (D) In the disbursement of the Estate and any division into separate trusts or shares, the Executor shall be authorized to make the distribution and division in money or in kind, or both, regardless of the basis for income tax purposes of any property distributed or divided in kind, and the distribution and division made and the values established by the Executor shall be binding and conclusive on all persons taking hereunder. The Executor may in making such distribution or division allot undivided inter~ts in the same property to several trusts or shares. // LAST WILL AND TESTAMENT OF VERA B. MUSSER PAGE 7 (E) The Executor shall have discretion to determine whether items should be charged or credited to income or principal or allocated between income and principal as the Executor may deem equitable and fair under all the circumstances, including the power to amortize or fail to amortize any part or all of any premium or discount, to treat any part or all of the profit resulting from the maturity or sale of any asset, whether purchased at a premium or at a discount, as income or principal or apportion the same between income and principal, to apportion the sales price of any asset between income and principal, to treat any dividend or other distribution of any investment as income or principal, or apportion the same between income and principal, to charge any expense against income or principal or apportion the same, and to provide or fail to provide a reasonable reserve against depreciation or obsolescence on any assets subject to depreciation or obsolescence, all as the Executor may reasonably deem equitable and just under all the circumstances. If the Executor does not exercise the above discretionary power, the cash or accrual allocation shall be in accordance with Chapter 81 of Title 20 of the Pennsylvania Consolidated Statutes, or the corresponding provisions of subsequent state law. (F) If at any time the total fair market value of the assets of any trust established or to be established hereunder is so small that the corporate Trustee's annual fee for administering the trust would be the minimum annual fee set forth in the Trustee's regularly published fee schedule then, in effect, the Trustee in its discretion shall be authorized to terminate such trust or to decide not to establish such trust, and in such event the property then held in or to be distributed to such trust shall be distributed to the persons who are then or would be entitled to the income of such trust. If the amount of income to be received by such persons is to be determined in the discretion of the Trustee, then the Trustee shall distribute the property among such of the persons to whom the Trustee is authorized to distribute income, and in such proportions, as the Trustee in its discretion shall determine. (G) Except as otherwise provided in this Will, when the authority and power under this Will are vested in two (2) or more Executors or Trustees, the authority and powers are to be held jointly by the Executors or Trustees, respectively. the Executors or Trustees only may act under exercising any authority or power granted under A maj orit~f t i.s LAST WILL AND TESTAMENT OF VERA B. MUSSER PAGE 8 granted by law. Any attempt by one such Executor or Trustee to act under this Will on other than ministerial acts shall be void. The action of one such Executor or Trustee under this Will may be validated by a subsequent ratification of the act by a majority of the Executors or Trustees. SIXTH: Rights and Liabilities of Executor. (A) No bond or other security shall be required of any Executor. (B) This instrument always shall be construed in favor of the validity of any act or omission by any Executor, and any Executor shall not be liable for any act or omission except in the case of gross negligence, bad faith or fraud. Specifically, in assessing the propriety of any investment, the overall performance of the entire Estate shall be taken into account. (C) Each Executor shall be entitled to receive reasonable compensation for services actually rendered to my estate, in an amount the Executor normally and customarily charges for performing similar services during the time which he performs the services. SEVENTH: Tax Elections. (A) Except as otherwise provided in this Article SEVENTH, in determining the estate, inheritance and income tax liability relating to my Estate, the Executor shall, with the advice of the Trustee of the Trust described in Paragraph FIRST (C), above, determine all available tax elections, which shall be conclusive on all concerned. If the Executor joins with my spouse in filing income tax returns, or consenting for gift tax purposes to having gifts made by either of us during my life considered as having been ~ade one-half by each of us, any resulting liability shall be borne by my Estate and my spouse in such proportions as they may agree. In accordance with IRC Section 2632(a) and without regard to whether a Federal estate tax return is actually filed, my Executor shall allocate so much of the Federal Generation Skipping Transfer (GST) exemption amount as will fully exempt any generation skipping transfer which may occur under this Will. (B) The Executor may, with the advice of the Trustee of t~he Trustee described in Paragraph FIRST (C) , above, determine the ~e as of which my gross estate shall be valued for th~ purpo/~/of LAST WILL AND TESTAMENT OF VERA B. MUSSER PAGE 9 determining the federal estate tax payable by reason of my death. (C) The Executor may, with the advice of the Trustee of the Trust described in Paragraph FIRST (C), above, decide whether all or any part of certain deductions shall be taken as income tax deductions (even though they may equal or exceed the taxable income of my estate and whether or not claimed or of benefit on my estate's income tax return) or as estate tax deductions when a choice is available; and in the event that all or any part of such deductions are taken as income tax deductions, no adjustment of income and principal accounts in my estate shall be made as a result of such decisions. (D) The Trust described in Paragraph FIRST (C), above, into which a portion of my probate estate is added under Article FOURTH, above, may contain a marital deduction trust for my spouse. The Executor shall, with the advice and consent of the Trustee of the Trust described in Paragraph FIRST (C), above, determine whether to elect to qualify part or all of said Trust for the federal estate tax marital deduction. I hereby exculpate and exonerate my Executor from any and all liability for following the direction of the Trustee in making the election. EIGHTH: Spendthrift Provision. No beneficiary shall have the power to anticipate, encumber or transfer his interest in the estate in any manner other than by the valid exercise of a power of appointment. No part of the estate shall be liable for or charged with any debts, contracts, liabilities or torts of a beneficiary or subject to seizure or other process by any creditor of a beneficiary. NINTH: Definitions an~ General Provisions. (A) Survival. Any beneficiary who dies within sixty (60) days after my death shall be considered not to have survived me. (B) Captions. The captions set forth in this Will at the LAST WILL AND TESTAMENT OF VERA B. MUSSER PAGE 10 beginning of the various articles hereof are for convenience of reference only and shall not be deemed to define or limit the provisions hereof or to affect in any way their construction and application. (C) Children. As used in this Will, the words "child" and ,,children" shall include persons who are legally adopted and the issue of said persons, whether born in or out of wedlock, so long as any person born out of wedlock is acknowledge in a written instrument executed by the one of their natural parents who is a descendant of mine to be the child of said descendant. The word "issue" shall include descendants of all generations but shall exclude adopted persons. A posthumous child shall be considered as living at the death of his parent. The birth to me or the adoption by me of a child or children subsequent to the execution of this Will shall not operate to revoke this Will. Except for discretionary distributions which may be made unequally among a group of persons and distributions pursuant to a valid exercise of a power of appointment, in making a distribution to the children of any person, the property to be distributed shall be divided into as many shares as there are living children of the person and deceased children of the person who left children who are then living. Each living child shall take one share and the share of each deceased child shall be divided among his then-living descendants in the same manner. (D) Code. Unless otherwise stated, all references in my Will to section and chapter numbers are to those of the Internal Revenue Code of 1986, as amended, or the corresponding provisions of any subsequent federal tax laws applicable to my estate. (E) Other terms. The use of any gender includes the other genders, and the use of either the singular or the plural includes the other. (F) Powers of ADDointment. By this Will, I exercise any and all Powers of Appointment which I possess at the time of my death except any power of appointment which I possess under the Trust described in Paragraph FIRST (C), above, or which I possess under any trust created by my spouse during her life or under her Will. LAST WILL AND TESTAMENT OF VERA B. MUSSER PAGE 11 IN WITNESS WHEREOF, I, VERA B. MUSSER, the Testatrix, have to this my Last Will and Testament, typewritten on twelve (12) pages, including ,the Acknowledgment and Affidavit, set my hand and seal this ~?~day of y~~ , 1996. VERA B. MUSSER' Signed, sealed, published and declared by the above-named Testatrix, as and for her Last Will and Testament, in the presence of us, who have hereunto subscribed our names at her request, as witnesses hereto, in the presence of the said Testatrix, and in the presence of each other. Each of us further declares that he believes the~Testatrix to be of sound mind and memory. The preceding ~Ffls~rument consists of this and eleven (11) other consecutively/ numbered typewritten pages including the ~ and Affidavit. · [print name) ! (-p'rint name) residing at ACKNOWLEDGMENT AND AFFIDAVIT COMMONWEALTH OF PENNSYLVANIA : COUNTY OF : SS: The Testatrix and the witnesses whose names are signed and subscribed to the attached or foregoing instrument, being first duly sworn and qualified according to law, do hereby acknowledge, depose and say to the undersigned authority, that the Testatrix signed and executed the instrument as her Last Will in the presence of the witnesses; that she signed it willingly or willingly directed another to sign it for her; that she executed it as her free and voluntary act for the purposes therein expressed; that each of the witnesses were present and saw the Testatrix sign and execute the instrument as her Last Will; that each subscribing witness in the hearing and sight of the Testatrix signed the will as witnesses; and that to the best of their knowledge the Testatrix was at that time eighteen years of age or older, of sound mind and under no constraint or undue influence. Testatrix Witness - Sworn to or affirmed, subscribed to, and acknowledged, before me_by the above-named Testatrix and witnesses, this ~ day of / ~/~C/L%~ , 1996. ~4~6ta~y Publfc / - My Co~m~ission Expires: Notarial Seal Linda Lee Gates, Notary Public Shiremanstown Boro, Cumberland County My Commission Expires Oct, 9, 1999 Member, Pennsylvania Association of Notaries COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT SCHEDULE E CASH, BANK DEPOSITS,& MISC. PERSONALPROPERTY ESTATE OF MUSSER, VERA B. FILE NUMBER Include the proceeds of litigation and the date the proceeds were received by the estate~dl property jointly-owned with the right of survivorship must be disclosed on schedule F. ITEM NUMBER ! DESCRIPTION Final cash distribution from liquidation of RBML Farms partnership. (Decedent's ownership - 1%) All of the assets in the partnership were liquidated prior to the decedent's death. There was only a small amount of cash retained to pay any remaining expenses. TOTAL (Also enter on Line 5, Recapitulation) VALUE AT DATE OF DEATH 100.00 100.00 COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT SCHEDULE G INTER-VIVOS TRANSFERS & MISC. NON-PROBATE PROPERTY ESTATE OF MUSSER, VERA B. FILE NUMBER ITEM DESCRIPTION OF PROPERTY of transfer i DATE OF DEATH Include the name of the transferee, their relationship to decedent and the date NUMBER~ ~i Attach a copy of the deed for real estate. ' VALUE OF ASSET -- ~ The Vera B. Musser Family Revocable Trust 353,280.00. dated January 10, 1997. Between Vera B. Musser, Settlor and Vera B. Musser, Trustee. Trust consists of real estate located at 95 Greenwood Circle, Borough of Wormleysburg, Cumberland County, PA. (Deed Book 146, Page 174) 2003 assessed value - $353,280.00 This schedule must be completed and filed if the answer to any of questions '1 through 4 on page 2 is yes. % OF EXCLUSION DECD'S ( f APPLICABLE) TAXABLE VALUE INTEREST 353,280.00 TOTAL (Also enter on line 7, Recapitulation) 353,280.00 2003 WORMLEYSBURG BOROUGH 2003-2004 ' 008467 ~E~ _ REAL ESTATE TAX * * * - · DUE AND PAYABLE I DISCOUNT NET PENALTY THESE TAXES ARE I ~CH R~-AL ES 10. 10001 3496. 77 3868. 13 3924. MUSSER FAM REV TRUST, 9~ GREENWOOD CIRCLE WORMLEYSBURG PA 17043 VERA B ACCOUNT # 47i91S90118 47-!9-!590-t!~= 98 GREENWOOD CIRCLE PENNSBORO MANOR PO LOTS 94-96 PB 3 PG 6 383_ z8o Make Checks Payable To: DENNIS P FREISTAK I00i W FOXCROFT DRIVE CAMP HILL PA 17011 (717) 763-1263 TUESDAY, WEDNESDAY ~ THURSDAY 7:00PM- 9:00PM AFTER NOVEMBER iST TUESDAY AND WEDNESDAY 7:00PM - 9:00PM THE VERA B. MUSSER FAMILY REVOCABLE TRUST UNDER AGREEMENT DATED JANUARY 27~ 1996 (RESTATEMENT) THIS RESTATED TRUST AGREEMENT (herein refe~ped to as "this Agreement") is executed in triplicate on this /~'day of January, 1997, by and between VERA B. MUSSER, of 95 Greenwood Circle, Wormleysburg, Cumberland County, Pennsylvania 17043 (hereinafter called "Settlor"), and VERA B. MUSSER, of 95 Greenwood Circle, Wormleysburg, Cumberland County, Pennsylvania 17043 (hereinafter called "Trustee,,). This Agreement is a restatement of "The Vera B. Musser Family Revocable Trust" under agreement dated January 27, 1996. Unless specifically stated otherwise in this Agreement, the terms and provisions of this Agreement shall relate back to January 27, 1996. ARTICLE I. PARTIES, PERSONAL DATA AND TABLE OF CONTENTS 1.01. Parties and Personal Data. The Settlor is married to BENJAMIN G. MUSSE~. The Settlor's children are PAMELA S. HARTER, LYNNE D. MILLER, and CYNTHIA J. MUSSER. Throughout this Agreement: (a) VERA B. MUSSER will be referred to as the Settlor; (b) BENJAMIN G. MUSSER will be referred to as Settlor's spouse; (c) PAMELA'S. HARTER, LYNNE D. MILLER, and CYNTHIA J. MUSSERwill be referred to as the children of the Settlor or the Settlor's children; and, (d) the word "issue" will include all of the Settlor's children as well as Settlor's other descendants. 1.02. Table of Contents. PAGE ARTICLE I. PARTIES, PERSONAL DATA AND TABLE OF CONTENTS 1.01 Parties and Personal Data 1 1.02 Table of Contents 1 ARTICLE II. TRUST ESTATE 2.01 Transfer to Trust 2.02 Additional Transfers to Trust ARTICLE III. LIFE INSURANCE POLICIES 3 ARTICLE IV. DISTRIBUTIONS FROM TRUST 4.01 Distributions During Settlor's Life 4.02 Formula Division into Marital and Non-Marital Portions 4.03 Disposition of Marital Portion 4.04 Disposition of Non-Marital Portion; the By-Pass Trust 3 3 6 7 ARTICLE V. ARTICLE VI. ARTICLE VII. POWERS OF TRUSTEE 5.01 General Powers 5.02 Voting by Trustee SPENDTHRIFT PROVISION 6.01 General Provisions CONSTRUCTION OF TRUST 7.01 Choice of Law 7.02 Code 7.03 Other Terms. 7.04 Captions and Table of Contents 7.05 Situs of Trust 9 12 12 12 12 12 12 13 ARTICLE VIII. COMPENSATION OF TRUSTEE AND APPOINTMENT OF SUCCESSOR TRUSTEE 8.01 Compensation 8.02 Removal of Trustee 8.03 Successor Trustee 13 13 13 ARTICLE IX. PERPETUITIES CLAUSE 9.01 General Provisions 13 ARTICLE X. EVOCATION AND AMENDMENTS 10.01 Reservation and Powers 10.02 Effect of Settlor's Incapacity 14 14 ARTICLE XI. ACQUISITION OF UNITED STATES TREASURY ELIGIBLE FOR TAX PAYMENT; PAYMENT OF TAXES, FUNERAL EXPENSES, AND EXPENSES OF ADMINISTRATION 11.01 Acquisition of Bonds 11.02 Payment of United State Estate Tax by Bond Redemption 11.03 Payment of Death Taxes and Other Estate Settlement Costs ARTICLE II. TRUST ESTATE BONDS 15 16 ~16 2.01. Transfer to Trust. Settlor does hereby assign, transfer and deliver to the Trustee and its successors and assigns the property described in Schedule "A" attached hereto and made a part hereof, or as Schedule "A" may be amended. As further evidence of such assignment, the Settlor has executed or will execute or cause to be executed such other instruments as may be required for the purposes of completing the assignment or transfer of title to such property to the Trustee. The Trustee accepts such transfer and assignment to itself as Trustee, and the Trustee undertakes to hold, manage, invest and reinvest the assets of this Trust and to distribute the income and principal of the Trust in accordance with the provisions of this Agreement. 2.02. Additional Transfers to Trust. The Settlor and any other person, with the consent of the Trustee, shall have the right at any time to make additions to the corpus of this Trust or any shares thereof hereby established. Ail such additions shall be held, controlled and distributed by the Trustee in accordance with the terms and conditions of this Agreement. ARTICLE III. LIFE INSURANCE POLICIES [This Article has been intentionally left blank.] ARTICLE IV. DISTRIBUTIONS FROM TRUST 4.01. Distributions Durinq Settlor's Life. If more than ONE HUNDRED DOLLARS ($100) worth of cash, property or other assets (excluding the cash value of any insurance policies) is added to the Trust during the Settlor's life, then the Trustee shall pay to, or apply for the benefit of, the Settlor and/or the Settlor's spouse: (1) so much of or all of the income and so much of or all of the principal as the Trustee deems desirable for the most comfortable care, support, maintenance, welfare, education, happiness, luxuries and any needs arising from illness, accidents or other emergencies of the Settlor or the Settlor's spouse; and, (2) so much of or all of the income and so much of or all of the principal as the Settlor sb~ll request. 4.02. For~,,la Division ~-to Marital ~d Non-Marital Portions. (A) ~eneral ~x~.lanation of Plan. If the Settlor's spouse survives the Settlor, then upon the Settlor's death, the Trustee shall divide the remaining Trust estate into Marital and Non- Marital Portions, pursuant to the formula set forth in Subparagraph 4.02(B), below. If the Settlor's spouse does not survive the Settlor, then the remaining Trust estate shall be disposed of as provided in Subparagraph 4.04(D), below. (B) For~,,la Divisio~ into Non-Marital and Marital Portions. (1) Non-Marital Portion. The non-marital portion of this Trust shall be an amount equal to the largest amount that can pass from the Settlor's estate free of any federal estate tax as a result of the allowance of the Unified Credit under IRC Section 2010 (or the corresponding provisions of any subsequent federal tax law), and the State Death Tax Credit under Section 2011 (or the corresponding provisions of any subsequent federal tax law), but only to the extent that the use of such Death Tax Credit does not incur or increase any state death taxes otherwise payable by my estate. The non-marital portion of this Trust shall be determined 3 after taking into consideration, among other things, the following: (i) the value of any and all bequests or transfers from the Settlor's estate or this Trust which do not qualify for the marital or charitable deduction; (ii) all charges against principal in the Settlor's estate or this Trust that are not allowed as deductions in computing the federal estate tax; (iii) all administration and other expenses claimed on the Settlor's estate tax return; (iv) any prior adjusted taxable gifts made by Settlor; (v) all disclaimers, renunciations and elections (except any elections u~der IRC Section 2056(b) (7) which may be available with respect to the disposition in this Article IV; and, (vi) any available elections under Section 2056(b) (7) With respect to any interests in property other than the disposition under this Article IV shall, for purposes of computing the fraction, be conclusively presumed to have been made, whether or not any such election is in fact made. (2) Marital Portion. The Marital Portion of this Trust shall be the portion remaining after reducing the entire amount held in this Trust by the Non-Marital Portion. (C) Non-Marital Portion to Pass to the By-Pass Trust. The Non-Marital Portion of this Trust shall pass into the By-Pass Trust (hereinafter referred to as the "By-Pass Trust") to be held and disposed of as provided in Paragraph 4.04, below. (D) DisDosition of Marital Portion. The Marital Portion of this Trust shall be disposed of as provided in Paragraph 4.03, below. (E) Valuation Elections and Selection of Assets. (1) Valuation Elections, Meaning of Terms a~d Date of Distribution Values to Govern. For the purpose of determining .the amount of the Marital Portion, values shall be those which are finally determined for federal estate tax purposes. Elections made by the Settlor's fiduciaries with respect to an alternate valuation date and with respect to taking certain deductions for income tax purposes (rather than estate tax purposes) shall determine the values and thus the formula amount as computed under Subparagraph 4.02(B), above. Throughout this instrument, the words "marital deduction," "gross estate" and "alternate valuation date" shall have the same meanings as such words have for marital deduction purposes under the federal tax laws applicable at the time of Settlor's death. Subject to the requirements of Subparagraphs 4.02(E) (2) and (3), below, the Trustee is 4 authorized, in its sole discretion, to satisfy the Marital Portion in cash or in kind, or partly in each; and if wholly or partly in kind, to place in the Marital Portion the specific asset or assets so selected; provided, however, that any assets placed in the Marital Portion in kind shall be valued for the purpose of being placed in the Marital Portion at their fair market value as determined as of their respective dates of distribution to the Marital Portion. The Trustee is further authorized, in its sole discretion, to estimate the size of the Marital Portion and to fund that portion subject, however, to any adjustments which may be required upon final determination of the federal estate tax on the Settlor's estate. (2) Assets to go into the Marital Portion. Unless and except to the extent that other assets of the Settlor's estate which qualify for the marital deduction are not sufficient to satisfy the amount to be placed in the Marital Portion in full, the Marital Portion shall not be satisfied with assets which are includable in the Settlor's gross estate for federal estate tax purposes and which are also subject, by reason of the Settlor's death, to any estate, transfer, inheritance, legacy, succession or other death tax or duty imposed by any foreign country or a possession or political subdivision thereof, or the proceeds from such assets. The Marital Portion shall not, under any circumstances, be satisfied with assets which would not qualify for the marital deduction or with anyunmatured life insurance policy or in any other manner which would not qualify for the marital deduction under applicable law. If the Settlor's estate includes United States bonds redeemable to pay the federal estate tax at more than their market value, any excess of such bonds over the amount needed to pay said tax due by reason of the Settlor's death shall be first used to satisfy the Marital Portion, whether said bonds are held in this Trust at the Settlor's death or subsequently distributed to this Trust from the Settlor's estate. Any reference in this Agreement to a distribution of an asset not includable in the decedent's gross estate for federal estate tax purposes shall be deemed to include that portion of any asset partially includable in the decedent's estate that is not so includable. (3) SDecial Treatment for Certain Other Assets. If any distributions which are includable in the Settlor's gross estate are made from any pension, stock bonus, profit sharing or other plan or trust funds, retirement annuity contract, self-employed retirement plan or individual retirement account, annuity or bond qualified 5 for special tax treatment under Sections 401, 403, 408, or 409, or Chapter 73 of Title 10 of the United States Code or corresponding provisions of applicable laws, or any death benefits paid by an employer which are distributions not includable in the Settlor's gross estate shall be payable to the Trustee, such distributions shall be added to the Non-Marital Portion, after being segregated, as provided herein, if the Settlor's spouse survives the Settlor, and administered in the same manner as is the Non-Marital Portion. If the Settlor's spouse does not survive the Settlor, such distributions shall be held under the terms of this Agreement as any other property received from the Settlor's estate. However, where any distributions not includable in the Settlor's gross estate are received by the Trustee hereunder from any such qualified plan, trust, contract, account, annuity or bond, or received as death benefits paid by an employer not includable in the Settlor's gross estate, such distributions shall be segregated until such time as all of the death taxes on the Settlor's estate are paid in full. The Trustee is prohibited from using any portion of such distributions for the payment of the Settlor's death taxes, debts, administration expenses of his estate or his funeral expenses. The provisions of this Subparagraph 4.02(E) (3) shall not apply to distributions includable in the Settlor's gross estate, except insofar as the Trustee, in its sole discretion, desires to make some or all of said provisions applicable, and the term "distributions not includable in the Settlor's gross estate" includes a distribution received by the Trustee where the recipient may elect whether to include or exclude said distribution and has elected to exclude it. 4.03. DisDosition of Marital Portion. (A) Marital Bequest. If the Settlor's spouse survives the Settlor, then the entire Marital Portion shall be distributed to the then-current Trustee of the BENJAMIN G. MUSSER FAMILY REVOCABLE TRUST dated January 27, 1996, as now in effect or as may hereafter be amended, to be held and disposed of in accordance with the terms of that Trust. (B) DisDosition of Marital Portion in Event of Disclaimer by SDouse or SDouse's Fiduciary. Notwithstanding anything to the contrary contained in this Agreement, the Settlor's spouse may disclaim her rights to all or any part of the Marital Portion. If the Settlor's spouse dies or has a fiduciary (which term includes, but is not limited to, for purposes of this Paragraph 4.03 an executor, administrator, conservator, committee, guardian, curator or tutor) appointed by a court to act for the spouse within nine (9) months after the Settlor's death, and if the spouse has not 6 fully exercised her disclaimer rights, then the spouse's fiduciary may, within the nine (9) months, file one or more disclaimers on behalf of the spouse and the estate of the spouse in the same manner as the spouse could have disclaimed had the spouse been then living without a fiduciary acting for her. A disclaimer by the spouse or the spouse's fiduciary shall be made in one or more written instruments, signed by the spouse or the spouse's fiduciary, as the case may be, and delivered to the Trustee within nine (9) months after the Settlor's death, and in such event the disclaimed portion shall pass to the By-Pass Trust hereinafter more fully described in Paragraph 4.04, below. (C) Restrictions Re~ardin~ Marital Portion. It is the intention of the Settlor that the Marital Portion established by Subparagraph 4.02(B), above, shall qUalify for the marital deduction allowed under the United States Internal Revenue Code. All questions relating to the administration of the Marital Portion shall be resolved accordingly. The Trustee shall have no power to purchase insurance or annuity contracts or pay premiums thereon from any of the funds in the Marital Portion. If any property unproductive of income is acquired or held in any trusts set up to qualify for the marital deduction, the Trustee shall, upon request made at any time by the Settlor's spouse, sell, exchange or otherwise dispose of said property and acquire income producing proper6y in lieu thereof. Notwithstanding any provisions to the contrary contained in or incorporated into this Agreement, no one shall have the power to makeany eqUitable adjustments (adjustments to trust corpus or income or both, which involve a reallocation of assets from the account of one beneficiary to that of another to compensate for disproportionate sharing of a tax burden resulting from a tax election). 4.04. Disposition of Non-Marital Portion; the By-Pass Trust. After compliance with Paragraph 4.02, above, the Non-Marital Portion shall be placed in a trust called the By-Pass Trust to be held and disposed of as follows: (A) Hold By-Pass Trust Undivided Until Death of Spouse. If the Settlor's spouse survives the Settlor, then the Trustee shall hold the By-Pass Trust undivided until the death of the Settlor's spouse. For and during the lifetime of Settlor's spouse, the Trustee shall distribute to, or for the benefit of, Settlor's spouse so much of the net income and principal from the Trust as the Trustee, in its sole discretion, shall deem advisable for the most comfortable care, maintenance, health, support, travel and education of Settlor's spouse, and the Trustee shall accumulate and add to the Trust principal any of the net income not so expended. (B) Spouse's Special Power of Appointment. The Settlor's spouse shall have the power at any time, exercisable either (i) by instrument or instruments in writing delivered to the Trustee during the spouse's life, or (ii) by the spouse's will, admitted to 7 probate within three hundred and sixty-five (365) days from the spouse's death, specifically referring to this Subparagraph 4.04(B), to appoint all or any portion of the principal and any accumulated and accrued income of this Trust, except any policies of insurance on the life of the Settlor's spouse. Any appointment made under this Subparagraph 4.04(B) may be upon any terms and conditions (including further trusts, the beneficiaries of which are only one or more of the Settlor's issue and spouses of the Settlor's issue) to or for the benefit of any one or more of the Settlor's issue and spouses of the Settlor's issue. However, no such appointment may be made to the Settlor's spouse, or to her estate, her creditors or the creditors of her estate, or to anyone other than the Settlor's issue and spouses of the Settlor's issue, or for the health, education, support or maintenance of any children of the Settlor whom the Settlor or the Settlor's spouse is legally obligated to support or maintain, nor may any general powers of appointment be created by the exercise of the special power of appointment created herein. (C) Spouse's Limited General Power of ADDointment. The Settlor's spouse is hereby granted the power to appoint, by an instrument in writing delivered to the Trustee during the spouse's life, a maximum amount of the principal of this By-Pass Trust to the spouse, her estate, her creditors or the creditors of her estate, or any other individual, in such proportions and upon such terms (in trust or outright gifts) as the spouse deems advisable. The maximum amount which settlor's spouse may appoint under this paragraph, per calendar year, shall be the greater of $5,000 or five (5%) per cent of the entire principal of the By-Pass Trust. At the end of each calendar year, the spouse's right to appoint the maximum amount shall lapse, if not exercised, and the unused maximum amounts shall not accumulate. This power shall not be' exercisable under the spouse's Will. If Settlor's spouse fails, either in whole or in part, to exercise this power of appointment herein granted, the unappointed principal shall continue in trust and shall be administered according to the terms of this By-Pass Trust under this Paragraph 4.04. (D) DisDosition of Remainder of By-Pass Trust. Upon the death of Settlor and Settlor's spouse, to the extent the Settlor's spouse has not exercised the powers of appointment described in Subparagraphs'4.04(B) and (C), above, the remaining Trust principal shall be distributed as follows: (1) The Trustee shall distribute the sum of One Hundred Thousand and 00/100 Dollars ($100,000.00), absolutely and without trust, to each of Settlor's three (3) children, PAMELA S. HARTER, LYNNE D. MILLER, and ~IA J. MUSSER. If any of Settlor's children should predecease the termination of this By-Pass Trust, then the predeceased child's share shall be distributed to the predeceased child's issue, per stirpes. 8 (2) The Trustee shall distribute the remainder, if any, of this By-Pass Trust, absolutely and without trust, to ELIZABETHTOWN COLLEGE, 1 Alpha Drive, Elizabethtown, Pennsylvania, to be used in the discretion of its Board of Trustees. ARTICLE V. POWERS OF TRUSTEE 5.01. General Powers. In addition to such other powers and duties as may have been granted elsewhere in this Trust, but subject to any limitations contained elsewhere in this Trust, the Trustee shall have the following powers and duties: (A) In the management, care and disposition of this Trust, the Trustee shall have the power to do all things and to execute such deeds, mortgages, instruments, and documents as may be deemed necessary and proper, including the following powers, all of which may be exercised without order of or report to any court: (1) To sell, exchange, or otherwise dispose of any property, real, personal or mixed, at any time held or acquired hereunder, at public or private sale, for cash or on terms, without advertisement, including the right to lease for any term notwithstanding the period of the Trust, and to grant options, including an option for a period beyond the duration of the Trust; and to execute such deeds or other instruments as are necessary. (2) To invest and reinvest all or any part of the Trust Estate in any common or preferred stocks, shares of investment trusts and investment companies, bonds, debentures, mortgages, deeds of trust, mortgage participations, notes, real estate, or other property the Trustee, in the Trustee's discretion, selects; provided that the Trustee may not invest in any stock or securities issued by the corporate Trustee or issued by a parent or affiliate company of such Trustee; in the manner that, under the circumstances then prevailing (specifically including, but not limited to, the general economic conditions and the anticipated needs of the Trust and its beneficiaries), persons of skill, prudence, and diligence, acting in a similar capacity and familiar with those matters would use in the conduct of an enterprise of similar character and similar aims, to attain the Settlor's goals under this trust agreement. (3) To retain for investment any property deposited with the Trustee hereunder. (4) To vote in person or by proxy any corporate stock or other security and to agree to or take any other 9 action in regard to any reorganization, merger, consolidation, liquidation, bankruptcy or other procedure or proceedings affecting any stock, bond, note or other security held by this Trust. (5) To use lawyers, accountants and other agents, deemed necessary or desirable, compensation for their services. real estate brokers, if such employment is and to pay reasonable (6) To compromise, settle or adjust any claim or demand by or against the Trust and to agree to any rescission or modification of any contract or agreement affecting the Trust. (7) To renew any indebtedness, as well as to borrow money, and to secure the same by mortgaging, pledging or conveyingany property of the Trust, including the power to borrow from the Trustee (in the Trustee's individual capacity) at a reasonable rate of interest. (8) To retain and carry on any business in which the Trust may acquire any interest, to acquire additional interests in any such business, to agree to the liquidation in kind of any corporation in which the Trust may have any interest and to carry on the business thereof, to join with other owners in adopting any form of management for any business or property in which the Trust may have an interest, to become or remain a partner, general or limited, in regard to any such business or property and to hold the stock or other securities as an investment, and to employ agents and confer on them authority to manage and operate the business, property or corporation, without liability for the acts of any such agent or for any loss, liability or indebtedness of such business if the management is selected or retained with reasonable care. (9) To register any stock, bond or other security in the name of a nominee, without the addition of words indicating that such security is held in a fiduciary capacity, but accurate records shall be maintained showing that the stock, bond or other security is a trust asset and the Trustee shall be responsible for the acts of the nominee. (B) Whenever the Trustee is directed to distribute any trust principal in fee simple to a person who is then under twenty-one (21) years of age, the Trustee shall be authorized to hold such property in trust for such person until he becomes twenty-one (21) years of age, and in the meantime shall use such part of the income and the principal of the Trust as the Trustee may deem necessary to 10 provide for the proper support and education of such person in the standard of living to which he has become accustomed. If such person should die before becoming twenty-one (21) years of age, the property then remaining in trust shall be distributed to the personal representative of such person's estate. (C) In making distributions from the Trust to or for the benefit of any minor or other person under a legal disability, the Trustee need not require the appointment of a guardian, but shall be authorized to pay or deliver the distribution to the custodian of such person, to pay or deliver the distribution to such person without the intervention of a guardian, to pay or deliver the distribution to the legal guardian of such person if a guardian has already been appointed, or to use the distribution for the benefit of such person. (D) Subject to the limitations in Paragraphs 4.02 and 4.03, above, in the distribution of the Trust and any division into separate trusts and shares, the Trustee shall be authorized to make the distribution and division in money or in kind or in both, regardless of the basis for income tax purposes of any property distributed or divided in kind, and the distribution and division made and the values established by the Trustee shall be binding and conclusive on all persons taking hereunder. The Trustee may, in making such distribution or division allot undivided interests in the same property to several trusts or shares. (E) If at any time after Settlor's death the total fair market value of the assets of any trust established or to be established hereunder is so small that the Trustee's annual fee for administering the trust would be equal to or less than the minimum annual fee set forth in the Trustee's regularly published fee schedule then in effect, the Trustee in its discretion shall be authorized to terminate such trust or to decide not to establish such trust, and in such event the property then held in or to be distributed to such trust shall be distributed to the persons who are then or would be entitled to the income of such trust. If the amount of income to be received by such persons is to be determined in the discretion of the Trustee, then the Trustee shall distribute the property among such of the persons to whom the Trustee is authorized to distribute income., and in such proportions, as the Trustee in its discretion shall determine. (F) Subject to the limitations in Paragraphs 4.02 and 4.03, above, the Trustee shall have discretion to determine whether items- should be charged or credited to income or principal or allocated between income and principal as Trustee may deem equitable and fair under all the circumstances, including the power to amortize or fail to amortize any part or all of any premium or discount, to treat any part or all of the profit resulting from the maturity or sale of any asset, whether purchased at a premium or at a discount, as income or principal or apportion the same between income and 11 principal, to apportion the sales price of any asset between income and principal, to treat any dividend or other distribution on any investment as income or principal or to apportion the same between income and principal, to charge any expense against income or principal or apportion the same, and to provide or fail to provide a reasonable reserve against depreciation or obsolescence on any asset subject to depreciation or obsolescence, all as the Trustee may reasonably deem equitable and just under all of the circumstances. 5.02. Voting by Trustees. Whenever the authority and power under this Trust Agreement are vested in two (2) or more Trustees or Co-Trustees, the authority and powers are to be held jointly by the Trustees or Co-Trustees. A majority of the Trustees or Co- Trustees may act on behalf of the Trust by exercising any authority or power granted under this Trust or granted by law. Any attempt by one such Trustee to act for the Trust on other than ministerial acts shall be void. The action of one such Trustee on behalf of the Trust may be validated by a subsequent ratification of the act by a majority of the Trustees or Co-Trustees. ARTICLE VI. SPENDTHRIFT PROVISION 6.01. ~eneral Provisions. No beneficiary shall have the power to anticipate, encumber or transfer his interest in the Trust Estate in any manner other than by the valid exercise of a Power of Appointment. No part of the Trust Estate shall be liable for or charged with any debts, contracts, liabilities or torts of a beneficiary or subject to seizure or other process by any creditor of a beneficiary. ARTICLE VII. CONSTRUCTION OF TRUST 7.01. Choice of Law. This Trust shall be administered and interpreted'in accordance with the laws of the Co~Lonwealth of Pennsylvania. 7.02. Code. Unless otherwise stated, all references in this Trust to section and chapter numbers are to those of the Internal Revenue Code of 1986, as amended, or corresponding provisions of any subsequent federal tax laws applicable to this Trust. 7.03. Other Terms. Unless the context otherwise requires, the use of one or more genders in the text includes all other genders, and the use of either the singular or the plural in the text includes both the singular and the plural. 7.04. CaDtions and Table of Contents. The underlined captions set forth in this Agreement at the beginning of the various divisions hereof and the Table of Contents appearing at the 12 beginning of this Agreement are for convenience of reference only and shall not be deemed to define or limit the provisions hereof or to affect in any way their construction and application. 7.05. Situs of Trust. The Trust shall have its legal situs at Cumberland County, Pennsylvania. ARTICLE VIII. COMPENSATION OF TRUSTEE AND APPOINTMENT OF SUCCESSOR TRUSTEE 8.01. ComDensation. The Trustee shall receive as its compensation for the services performed hereunder that sum of money which the Trustee normally and customarily charges for performing similar services during the time which it performs these services. 8.02. Removal of Trustee. Settlor may remove the Trustee at any time or times, with or without cause, upon thirty (30) days' written notice given to the current Trustee. Upon the Settlor's death, a majority of the current income beneficiaries may remove the Trustee at any time or times, with or without cause, upon thirty (30) days' written notice given to the Trustee. Upon the removal of the Trustee, a successor trustee shall be appointed in accordance with the terms set forth in Paragraph 8.03, below. 8.03. Successor Trustee. The Trustee may resign at any time upon thirty (30) days' written notice given to the Settlor if Settlor is living, or after Settlor's death, upon thirty (30) days' written notice given to the current income beneficiary or beneficiaries (including a beneficiary's natural or legal guardian or legal representative), hereunder. Upon the death, resignation, removal or incapacity of VERA B. MUSSER, then PNC BARK, N.A., now of Camp Hill, Pennsylvania, shall become the Successor Trustee. Upon the death, resignation, removal or incapacity of the above- named Successor Trustee, a successor trustee may be appointed by the Settlor during Settlor's lifetime, or after Settlor's death, by a majority of the current beneficiaries. Any successor trustee thus appointed shall be a financially sound and competent corporate trustee. Any successor trustee, or if the Successor Trustee shall merge with or be consolidated with another corporate fiduciary, then such corporate fiduciary, shall succeed to all the duties and to all the powers, including discretionary powers, herein granted to the Trustee. Settlor prohibits the appointment of the beneficiary's or beneficiaries' natural or legal guardian or legal representative as successor trustee, and any attempt to do so shall be without authority under this Trust Agreement. ARTICLE IX. PERPETUITIES CLAUSE 9.01. General Provisions. Notwithstanding anything to the contrary in this Trust, each disposition Settlor has made herein, 13 legal or equitable, to the extent it can be referred in its postponement of becoming a vested interest to a duration measured by some life or lives in being at the time of Settlor's death is definitely to vest in interest, although not necessarily in possession, not later than twenty-one (21) years after such lives (and any period of gestation involved); or to the extent it cannot be referred in any such postponement to such lives, is to so vest not later than twenty-one (21) years from the time of Settlor's death. ARTICLE X. REVOCATIONAND AMENDMENTS 10.01. Reservation of Powers. The Settlor expressly reserves the powers to: (i) revoke this Agreement by an instrument in writing delivered to the Trustee while the Settlor is alive; (ii) to alter, amend or modify this Agreement at any time or from time to time by an instrument or instruments in writing delivered to the Trustee while the Settlor is alive, but no such alteration, amendment or modification shall increase the duties nor change the basis for compensation of the Trustee without the Trustee's written consent; and (iii) withdraw from this Trust any life insurance policy or other property forming a part of this Trust, which property or the proceeds therefrom was added to this Trust by Settlor. Any such withdrawal by the Settlor shall be considered a revocation of this Trust solely with respect to the policy or other property withdrawn. 10.02. Effect of Settlor's Incapacity. (A) If Settlor Incapacitated. If at the time of any attempted exercise of (a) the powers reserved to the Settlor or (b) any other powers to demand and receive the principal of this Trust (if any are granted in this Agreement), the Settlor is incapacitated (as defined in Subparagraph 10.02(C), below) through illness, age or other cause, then the Trustee shall disregard any instructions from the Settlor which have the effect of remaking, altering, amending or modifying this Agreement in whole or in part or enabling the Settlor to withdraw from the Trust any life insurance policy or any other property forming a part of this Trust. (B) Settlor's Retained General Power of Appointment. Notwithstanding the above provisions, the Settlor shall always have the right to exercise a general power of appointment, by a will specifically referring to the reservation of this general power of appointment in this Subparagraph 10.02(B), to appoint all of the Trust property to the estate of the Settlor, the creditors of the Settlor, or the creditors of the Settlor's estate. (C) Definition of Incapacity. For purposes of this Trust, the Settlor or a Trustee shall be deemed to have become 14 incapacitated upon the happening of either one of the folloWing events: (1) Admission of IncaDacity. Delivery, by hand, or by mail to the Trustee then serving, of a written instrument from the Settlor or a TrUstee declaring that said person no longer considers that he or she should possess the power (as Settlor) to exercise any of the powers reserved by the Settlor in this Article X or any other powers to demand and receive the principal of this Trust, except the general power of appointment reserved in Subparagraph 10.02(B), above, or the power (as Trustee) to continue to serve as Trustee, o__Kr (2) Medical Certification of Lack of CaDacity. Delivery, by hand or by mail, to the Trustee then serving, of written instruments by two physicians licensed to practice medicine, one of whom must be a board certified psychiatrist and the other of whom may be the attending physician, that the Settlor or a Trustee no longer has the capacity, as a result of illness, age or other cause: (i) in the case of the Settlor, to exercise any powers reserved by the Settlor over the Trust under the terms of this Article X or any other powers to demand and receive the principal of this Trust, except that notwithstanding any other provision to the contrary, the reserved general power of appointment of the Settlor, as set forth in Subparagraph 10.02(B), above, shall always be exercisable by the Settlor, or (ii) in the case of a Trustee, to continue to serve as a Trustee. (S) Powers Personal to Settlor. The powers reserved by and to the Settlor in this Article X shall be personal to the Settlor and shall not be exercisable by any conservator, coL~,~Littee, guardian or like fiduciary, except a valid Durable Power of Attorney, nor shall they be assignable to nor extend to the executor or administrator of the Settlor's estate, nor to any beneficiary named herein. Upon the death of the Settlor this Trust shall be deemed irrevocable. ARTICLE XI. ACQUISITION OF UNITED STATES TREASURY BONDS ELIGIBLE FOR TAX PAYMENT; PAYMENT OF TAXES, FUNERAL EXPENSES, AND EXPENSES OF ADMINISTRATION 11.01. Acquisition of Bonds. The Trustee may, at any time, without the prior approval or direction of the Settlor and whether or not the Settlor is able to manage his own affairs, acquire United States Treasury Bonds selling at a discount, which bonds are redeemable at their par value plus accrued interest thereon for the purposes of applying the proceeds to the payment of the United 15 States estate tax on the Settlor's estate; and the Trustee may borrow from any lender, including itself, with or without security, to so acquire these bonds. 11.02. Payment of United States Estate Tax by Bond RedemDtion. After the Trustee has complied with the provisions of Paragraph 4.02, above, by establishing Marital and Non-Marital Portions, the Settlor directs that any United States Treasury Bonds which may be redeemed at their par value plus accrued interest thereon for the purpose of applying' the proceeds to the payment of the United States estate tax imposed on the Settlor's estate, and which are held by the Trustee, shall, to the extent of the amount determined to be required for payment of the estate tax, be distributed to the legal representative of the Settlor's estate to be used by the legal representative ahead of any other assets and to the fullest extent possible to pay the estate tax. 11.03. Payment of Death Taxes and Other Estate Settlement Costs. After the Trustee has complied with Paragraph 11.02, above, and ascertained from the legal representative that all such bonds have been redeemed in payment of the United States estate tax, the Trustee shall also ascertain from the legal representative whether the legal representative has sufficient assets to pay the remaining inheritance, estate and other death taxes or duties (except the additional estate tax imposed by Section 2032(c), or corresponding provisions of the Internal Revenue Code of 1986 applicable to the Settlor's estate and imposing the tax), levied or assessed against the Settlor's estate (including all interest and penalties thereon), all of which taxes, interest and penalties are hereinafter referred to as the death taxes, interest and penalties. If the legal representative advises the Trustee that insufficient funds exist to pay all the death taxes, interest and penalties, the Trustee shall then pay to the legal representative from the trust property remaining after compliance with those provisions of Paragraphs 4.02 and 4.03, above, an amount equal to all the death taxes, interest and penalties in excess of the funds available to the legal representative for this purposes, which payments are to be made without apportionment. In making the payments, the Trustee shall use only those assets or their proceeds which are includable in the Settlor's gross estate for purposes of the United States estate tax, shall not impair the Marital Portion without first exhausting the entire Non-Marital Portion. If the Settlor's legal representative advises the Trustee that there are sufficient funds available to pay the death taxes, interest and penalties, then the Trustee may nonetheless pay to the legal representative from the trust property remaining after compliance with the provisions of Paragraphs 4.02 and 4.03, above, which sets aside the Marital Portion, all or any portion, as the Trustee in its sole discretion deems advisable and in the best interests of the Settlor's beneficiaries named in this Trust, of (a) any such death taxes, interest and penalties, whether or not on 16 property held in or payable to the Trust, said payments to be made without apportionment, (b) the Settlor's funeral expenses, (c) claims and other debts of the Settlor, whether allowed against the Settlor's estate or not, (d) expenses of administering the Settlor's estate, and, (e) bequests under any will or codicil executed by the Settlor. In making any such payments, other than to satisfy bequests under any will or codicil executed by the Settlor, the Trustee shall use only those assets or their proceeds which are includable in the Settlor's gross estate for purposes of the United States estate tax and shall not impair the Marital Portion without first exhausting the Non-Marital Portion. IN WITNESS WHEREOF, the Settlor and Trustee have hereunto set their hands and seals as of the day and year first above written. WITNESS: COMMONWEALTH OF PENNSYLVANIA C VERA B. MUSSER, SETTLOR (SEAL) SS: On this, the /6 ~ day of January, 1997, before me, a Notary Public, the undersigned officer, personally appeared VERA B. MUSSER, known to me (or satisfactorily proven) to be the person whose name is subscribed to the within Trust Agreement, and acknowledged that she executed the same for the purposes therein contained. IN WITNESS WHEREOF, I hereunto set my hand and official Seal. My COL,-~,~ssion Expires:__ F ' ' Notarial Seal t [ Linda Lee Gates. Notary Public i ~ Sh rernanstown Boro, Cumberland County ~ [ My Commission Expires Oct. 9. 1999~ "Member, PennsyLvania Association of Notaries The foregoing Trust Agreement was delivered, and i~ hereby accepted, at ,~'j',¢¢~,~,,',,¢~,~ , Pennsylvania,' on the /~f~-day of January, 1997. 17 VERA B. MUSSER, TRUSTEE SCHEDULE SCHEDULE REFERRED TO IN THE ANNEXED TRUST AGREEMENT DATED JANUARY /6), 1997 FROM VERA B. MUSSER, SETTLOR TO VERA B. MUSSER, TRUSTEE PROPERTY DESCRIPTION: 18 SCHEDULE H FUNERAL EXPENSES & COMMONWEALTH OF PENNSYLVANIA INHER.ANOE T~.ETURN .N3MI~TIVE COSTS , RESIDENT DECEDENT ESTATE OF MUSSER, YERA B. i FILE NUMBER Debts of decedent must be reported on Schedule I. ITEM NUMBER DESCRIPTION AMOUNT A. FUNERAL EXPENSES: Musselman Funeral Home ADMINISTRATIVE COSTS: Personal Representative's Commissions Social Security Number(s) / EIN Number of Personal Representative(s): Street Address City State Zip Year(s) Commission paid Attorney's Fees Family Exemption: If decedent's address is not the same as claimant's, attach explanation) Claimant BENJAMIN G. MUSSER Street Address 95 GREENWOOD CIRCLE City WORMLEYSBURG State PA Relationship of Claimant to Decedent Spouse Probate Fees Zip 17043 Accountant's Fees Tax Return Preparer's Fees Other Administrative Costs Register of Wills, file spousal return - solvent TOTAL (Aisc enter on line 9, Recapitulation) 1,425.00 3,500.00 10.00 4,935.00 REV-1513 EX+ (9-00) COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT SCHEDULE J BENEFICIARIES ESTATE OF M-USSER, VERA B. FILE NUMBER NUMBER NAME AND ADDRESS OF PERSON(S) RECEIVING PROPERTY TAXABLE DISTRIBUTIONS (include outright spousal distributions) Vera B. Musser Revocable Trust f/b/o Benjamin G. Musser, spouse PNC Bank, Successor Trustee 1600 Market St. Philadelphia, PA 19103 RELATIONSHIP TO DECEDENT Do Not List Trustee(s) Husband AMOUNT OR SHARE OF ESTATE Residue II. Enter dollar amounts for distributions shown above on lines 15 through 18, as appropriate, on Rev 1500 cover she( NoN-TAXABLE DISTRIBUTIONS: A. SPOUSAL DISTRIBUTIONS UNDER SECTION 9113 FOR WHICH AN ELECTION TO TAX IS NOT BE NG MADE B. CHARITABLE AND GOVERNMENTAL DISTRIBUTIONS TOTAL OF PART II- ENTER TOTAL NON-TAXABLE DISTRIBUTIONS ON LINE 13 OF REV-1500 COVER SHEE~' BUREAU OF INDIVIDUAL TAXES TNHERITANCE TAX DIVISION DEPT. ZB0601 HARRISBURG, PA 17118-0601 COHHONWEALTH OF PENNSYLVANIA DEPARTHENT OF REVENUE NOTICE OF INHERITANCE TAX APPRAZSENENT, ALLO#ANCE OR DZSALLONANCE OF DEDUCTIONS AND ASSESSHENT OF TAX RE¥-15¢1 EX RFP (01-05) EDHUND G HYERS JOHNSON ETAL PO BOX 109 LEHOYNE ESTATE OF DATE OF DEATH FILE NUHBER ACN 05-29-2004 HUSSER 05-26-2005 21 03-0962 CUHBERLAND 101 Amoun~ Ram i'l:'l:ad VERA HAKE CHECK PAYABLE AND REHZT PAYHENT TO: REGISTER OF WILLS CUHBERLAND CO COURT HOUSE CARLISLE, PA 17013 CUT ALONG THIS LINE ~'~ RETAIN LOWER PORTION FOR YOUR RECORDS -.~ DISALLOWANCE OF DEDUCTIONS AND ASSESSHENT OF TAX ESTATE OF HUSSER VERA B FILE NO. 21 03-0962 ACN 101 DATE 03-29-2004 TAX RETURN NAS: ( ) ACCEPTED AS FILED (X) CHANGED SEE ATTACHED NOTICE RESERVATION CONCERNING FUTURE INTEREST - SEE REVERSE APPRAISED VALUE OF RETURN BASED ON: ORIGZNAL RETURN 1. Real Es~a~a (Schedule A) (1) 2. S~ocks and Bonds (Schedule B) (2) $. Closely Held S~ock/Par~nership Tn~eres~ (Schedule C) (:3) ~. Nor~cgagas/No~ces Receivable (Schedule D) S. Cash/Bank Deposi~s/Nisc. Personal Propar~:y (Schedule E) (5) 6. Jointly O~ned Proper~y (Schedule F) (6) 7. Transfers (Schedule G) (7} 8. To,al Asse~s APPROVED DEDUCTIONS AND EXENPTZONS: 9. Funeral Expenses/Adm. Cos~s/Hisc. Expenses (Schedule H) (9) 10. Deb~s/Nor~gaga Liabilities~Liens (Schedule T) (10) 11. To,al Deductions 12. Ne~ Value of Tax Ra~urn 15. lq. Charitable/Governmental Bequests; Non-elected 911:3 Trusts (Schedule J) Ne~ Value of Es~a~e Subjac~ ~o Tax 00 O0 O0 O0 100 O0 O0 353;280.00 (B) 4,935.00 .00 NOTE: To insure proper cradi~ ~o your account, submi~ ~ha upper portion of ~his form ~i~h your ~ax payment. NOTE: 353,380. O0 (11) ~ .93;. no (12) 348,445.00 (13) . O0 (1~) 348,445. O0 reflect figures that include the total of ALL returns assessed to date. I~: an assessment was issued previously, 11nas 1~, 15 and/or 16, 17, 18 and 19 w111 (15) .00 x O0 = .00 (1~) 348,445.00 x 045= 15,680.03 (17) .00 x 12 = .00 (lB) .00 x 15 = .00 (19)= 15,680.03 AHOUNT PAID DISCOUNT INTEREST/PEN PAID (-) .00 15,680.03 190.12 15,870.15 ASSESSHENT OF TAX: 15. A.oun~ of Line 1~ a~ Spousal ra~a 16. Aeoun~ of L/ne 1~ J;axabla a~ Lineal~Class A ra~:e 17. Amoun~ of Line 1~ a~ Sibling ra~:e 18. Amoun~ of Line 1~ ~axable a~ Collateral/Class B ra~a 19. Principal Tax Due TAX CREDITS: PAYHENT RECEIPT DATE NUHBER INTEREST IS CHARGED THROUGH 04-13-2004 AT THE RATES APPLICABLE AS OUTLINED ON THE REVERSE SIDE OF THIS FORH TOTAL TAX CREDIT BALANCE OF TAX DUE] ZNTEREST AND PEN.I TOTAL DUE IF PAID AFTER DATE [NDZCATED, SEE REVERSE ( ZF TOTAL DUE ZS LESS THAN $1, NO PAYHENT ZS RE~UZRED. FOR CALCULATION OF ADDZT/ONAL INTEREST. ZF TOTAL DUE 1S REFLECTED AS A 'CREDIT' (CR), YOU HAY BE DUE A REFUND. SEE REVERSE SZDE OF THIS FORH FOR INSTRUCTIONS.) REV-1470 EX (6-88) COMMONVVEALTH OF PENNSYLVANIA DEPARTMENT OF REVENUE BUREAU OF INDIVIDUAL TAXES DEPT. 280601 HARRISBURG~ PA 17128-0601 INHERITANCE TAX EXPLANATION OF CHANGES DECEDENTS NAME Vera B. Musser I FILE NUMBER ACN Bill Lyons 101 EXPLANATION OF CHANGES 2103-0962 REVIEVVED BY SCHEDULE ITEM NO. Under the terms of the By-Pass trust, the surviving spouse may distribute principal and income to issue during the lifetime of the surviving spouse. In the absence of a request for a future interest compromise, the Department has the right to assess tax at the highest rate in the chain of potential distributions. Therefore, the tax has been assessed at 4.5% on the value of the residuary trust. ROW Page 1 BUREAU OF ZNDZVZDUAL TAXES ZNHERTTANCE TAX DIVISION DEPT. ZR060! HARRISBURG, PA 17128-0601 EDMUND G MYERS '04 JOHNSON ETAL PO BOX 109 ~,,, LEMOYNE PA 170q{~t ): COMMONWEALTH OF PENNSYLVANZA DEPARTMENT OF REVENUE NOTICE OF DETERMINATION AND ASSESSMENT OF PENNSYLVANIA ESTATE TAX BASED ON FEDERAL ESTATE TAX RETURN DATE ESTATE OF DATE OF DEATH FILE NUMBER COUNTY ACN 0~-29-200q MUSSER VERA B 05-26-2005 21 05-0962 CUMBERLAND 201 ~ Amoun~ Remi~ed ~ HAKE CHECK PAYABLE AND REMIT PAYMENT TO: REGISTER OF WILLS CUMBERLAND CO COURT HOUSE ' CARLISLE, PA 17013 NOTE: To Insure proper credi~ ~o your account, subei~ ~he upper portion of ~his fore wi~h your ~ax peyeen~. CUT ALONG THIS LINE I1~ RETAIN LOW ............................... ER PORTZON FOR REV-~83 EX AFP (01- - ..................................... .Y_O_IJ.R_ FZLES ~ OF __0.3...). ...... ~_~_ NOTZCE OF DETERHZNAT,rON AND AS~;-I~ ....... PI=NN~YLVANTA ESTATE TAX n n,u ............ ENT ......................... BASE. ,.,,, rru~.K~k ~UTATE TAX RETURN !o~ ESTATE OF NUSSER VERA B FILE ND.Z1 03-0962 ACN 201 DATE 03-29-200q ESTATE TAX DETERMZNATZON Credit For State Death Taxes as Verified Pennsylvania Inheritance Tax Assessed (Excluding Discount end/or Interest) Inher/tance Tax Assessed by Other States or Territories of the Un/ted States (Excluding Discount and/or Interest) TAX CREDITS: PAYMENT DATE Tote! Inheritance Tax Assessed Pennsylvania Estate Tax Due RECEIPT NUMBER DISCOUNT (+) - INTEREST/PEN PAID (-) ~ZF PAID AFTER THIS DATE, SEE REVERSE SZDE FOR CALCULATION OF ADDITIONAL INTEREST. 15;680.03 .00 .00 15;680.05 .00 .00 .00 AMOUNT PAID TOTAL TAX CREDZT~-- ~ALANCE OF TAX DUE/ ~NTEREST AND PEN./ .00 · TOTAL DUE / .00 (IF TOTAL DUE 1S LES: THAN $1, NO PAYMENT IS REQUIRED IF TOTAL DUE IS REFLECTED AS A "CREDIT" (CR}, YOU MAY BE DUE A REFUND. SEE REVERSE SIDE OF THIS FORM FOR INSTRUCTIONS.} PURPOSE OF NOTICE: pAYMENT: To fulfill the requirements of SectiOn 2[40 (b) of the Inheritance and Estate Tax Act, Act 25 of ZOO0. (7Z P.S. Section 91q0). Detach the top portion oF this Notice and submit with your payment to the Register of Nills printed on the reverse side. -- Make check or money order payable to: REGISTER OF NILLS, AGENT. REFUND (CR): A refund of a tax credit say be requested by completing an -Application for Refund of Pennsylvania Inheritance and Estate Tax" (REV-1313). Applications ara available at the Office cf the Register of Wills~ any of the Z3 Revenue District Offices or from the Department's 24-hour ansearing service for forms ordering: [-BOO-36Z-2050~ services for taxpayers with special hearing and / or speaking needs: 1-800-447-30Z0 iTT onlY). OBJECTIONS: Any party in interest not satisfied with the assessment of tax as shown on this notice amy object within sixty (60) days of receipt of this NotiCe by: --written protest to the PA Department of Revenue, Board of AppaalS~ Dept. ZalOZ[, Harrisburg, PA ZTIZ8-102I, OR --electing to have the matter determined at audit of the personal representative, OR --appeal to the Orphans' Court. ADMIN- to: PA Department of Revenue, ISTRATIVE CORRECTIONS: Factual errors discovered on this assessment should ba addressed in writing Bureau of Individual Taxes, ATTN: Post AsseSsment Review Unit, Dept. 280601, Harrisburg, PA 171Za-060[, Phone (717) 787-6505- See page 5 of the booklet -Instructions for Inheritance Tax Return for a Resident Decedent" (REV-[50I) for an explanation of administratively correctable errors. PENALTY: The leg tax amnesty non-participation penalty is computed on the total of the tax and interest assassad~ and not paid before January lB, 1996, the first day after the and of the tax amnesty period. This non-participation penalty is appealable in the same manner and in the the same time period as you would appeal the tax and interest that has been assessed as indicated on this notice. INTEREST: For dates of death on or after 10-3-91~ pennsylvania Estate Tax based on the Federal Estate Tax return becomes delinquent at the expiration of nine (09) months from the date of death. For dates of death prior to 10-3-91, Pennsylvania Estate Tax based on the Federal Estate Tax return becomes delinquent at the expiration of eighteen (lB) months from the date of death. Taxes which became delinquent before January l, 1982 bear interest at the rate of six (6g) percent per annum calculated at a daily rate of .000164. All taxes which became delinquent on or after January 1, 19BZ will bear interest at a rate which will vary from calendar year to calendar year with that rate announced by the PA Department of Revenue. The applicable interest rates for [982 through 2004 are: Interest Daily 19BZ 1983 1984 [985 [986 1986 Interest Daily Interest Daily Year Rate_ Factor Rate~ Fact_~._or Year Rate Factor ~ -- ~ .000Z47 20Z .O005qS [988-1991 [1g .000301 ZOOI 92 16Z .00043B 1992 9X .000247 200Z 6Z .000164 llZ .000301 1993-1994 72 .O00[gz 2003 5Z .0001~7 13Z .000356 1993-1998 9Z .O00Z47 ZOO4 4Z .O001[O lOX .000Z74 1999 7Z .O0019Z lOX .000274 ZOO0 BZ .O00Z19 --Interest is calculated as follows: INTEREST = BALANCE OF TAX UNPAID X NUIIBER OF DAYS DELINI~UENT X DALLY INTEREST FACTOR --Any Notice issued after the tax becomes delinquent will reflect an interest calculation to fifteen (15) days beyond the date of the assessment. If payment is made after the interest computation date shown on the Notice, additional interest must be calculated. REV-1162 EX(11-96) COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF REVENUE BUREAU OF INDIVIDUAL TAXES DEPT. 280601 HARRISBURG, PA 17128-O601 RECEIVED FROM: PENNSYLVANIA INHERITANCE AND ESTATE TAX OFFICIAL RECEIPT NO. CD 003794 MYERS EDMUND G 301 MARKET STREET P O BOX 109 LEMOYNE, PA 17043 ........ fold 'ESTATE INFORMATION: SSN: 167-14~6476 FILE NUMBER: 2103-0962 DECEDENT NAME: MUSSER VERA B DATE OF PAYMENT: 04/12/2004 POSTMARK DATE: 00/00/0000 COUNTY: CUMBERLAND DATE OF DEATH: 03/26/2003 ACN ASSESSMENT CONTROL NUMBER AMOUNT 101 $15,870.15 i RiEMARKS: SEAL CHECK# 1061 TOTAL AMOUNT PAID' $15,870.15 INITIALS: JA RECEIVED BY: GLENDA FARNER STRASBAUGH REGISTER OF WILLS REGISTER OF WILLS BENJAMIN G. MUSSER 95 GREENWOOD CIRCLE WORMLEYSBURG, PA 17043 1061 60-142oO PAY DATE ,./,~ ,.~.~, /~ ,,<V~ 3~n~ TO THE · ORDER OF ~_ - ., ~- ' ' 362194152 · Great Valley Division · ~n~ster/Chester D~ision · ~state of Ve~e B. ~sse~ FOR~ TO Register of Wills Office Cumberland County Courthouse 1 Courthouse Square Carlisle, PA 17013-3387 SUBJECT: Estate of Vera B. Musser No. 21-03-00962 JOHNSON, DUFF~[E~ STEWART & WE[DNER Attorneys at Law *04 /~PR 12 R~t~.:61~x 10g Lemoyne, PA 17043 (717) 761-4540 C ~:;~ ~Fax: (7~17) 761-3015 C..t:r~i~.:DATE: A'~ril 8, 2004 Enclosed is a check in the amount of $15,870.15 in payment of the balance of Inheritance Tax, plus interest, due for the Estate of Vera B. Musser in accordance with the Notice of Appraisement issued 3/29/2004. SIGNED: Edmund G. Myers, Attorney BUREAU OF ZNDZVZDUAL TAXES ZNHERTTANCE TAX DZVZSZON · PA 17128-0601 COHHON#EALTH OF PENNSYLVANZA DEPARTHENT OF REVENUE NOTZCE OF ZNHERZTANCE TAX APPRAZSEHENT, ALLO#ANCE OR DZSALLO#ANCE OF DEDUCTZONS AND ASSESSHENT OF TAX REV-lg,~7 EX AFP Ir, l-DS) [~'t~C'~ ~ .: DA~: 0:3- 29 - 2004 r~! , EgTATE OF HUSSER DATE OF DEATH 03-26-2003 F'rLE NU~ER 21 0~-0962 '~ APR 12 ~i CUHBERLAND EDHUND G HYERS ACN 101 LEMOYNE PA 170qS ~'~"? ~ ~ : ~ ~ ~, VERA B HAKE CHECK PAYABLE AND REHZT PAYHENT TO: REGZSTER OF HILLS CUHBERLAND CO COURT HOUSE CARLISLE, PA 17013 CUT ALONG TH/S LZNE I~ RETAZN LO~ER PORTZON FOR YOUR RECORDS LAW OFFICES JOHNSON, DUFFIE, STEWART g WEIDNER 301 MARKET STREET P. O. BOX 109 LEMOYNE, PENNSYLVANIA 17043-0109 REGISTER OF WILLS OFFICE CUMBERLAND COUNTY COURTHOUSE 1 COURTHOUSE SQUARE CARLISLE, PA 17013-3387 ',J'% ,t '7., 0 t S + S 30 i 0 2 h,,lih,,llh,,,,,ih,lh,,th,,ll,lh.,,,ithh,l,h,,,Iht PLEASE FILE THIS REPORT WITHIN TWO YEARS OF DATE OF DEATH REGARDLESS OF THE STATUS OF THE ESTATE. IF ESTATE IS NOT COMPLETED, FILE a 6.12 FORM YEARLY UNTIL COMPLETION. STATUS REPORT UNDER RULE 6.12 Name of Decedent: VERA B. MUSSER Date of Death: 3~26~2003 File No,: 21-03-00962 Pursuant to Rule 6.12 of the Supreme Court Orphans' Court Rules, I report the following with respect to completion of the administration of the above-captioned estate: 1. State whether administration of the estate is complete: Yes X No 2. If the answer is No, state when the personal representative reasonably believes that the administration will be complete: . 3. If the answer to No. 1 is yes, state the following: A. Did the personal representative file a final account with the Court? Date: Yes No X The separate Orphans' Court No. (if any) for the personal representat've s account is:. Did the personal representative state an account informally to the parties in interest? Yes No X_ Copies of receipts, releases, joinders and approvals of formal or informal accounts may be filed with the Clerk of the Orphans' Court and may be attached to this report. Signature Edmund G. Myers, Attorney Johnson, Duffle, Stewart & Weidner 301 Market Street, P.O. Box 109 Lemoyne, PA 17043-0109 Address (717) 761-4540 Telephone No. Capacity: [ Counsel to Surviving Spouse BUREAU OF ZNDZVZDUAL TAXES THHERTTANCE TAX DTVTSTON DEPT. :'80601 HARRTSBURG, PA 171Z8-0601 COHHONWEALTH OF PENNSYLVANZA DEPARTHENT OF REVENUE ZNHERZTANCE TAX STATEHENT OF ACCOUNT RE¥-1607 EX AFP [01-15) ~.. DATE 05-24-Z00~ ESTATE OF HUSSER DATE OF DEATH 03-Z6-Z003 FZLE NUHDER 21 05-0962 '04 ~i~i -'? ~ ~ :"~,i~ COUNTY CUHBERLAND EDHUND G HYERS ACN 101 JOHNSONpOLEHOYNEBOX 109ETAL PA ~'~704~ I Amoun~ Remi~ed VERA B HAKE CHECK PAYABLE AND REHZT PAYNENT TO: REGISTER OF WILLS CUH)iERLAND CO COURT HOUSE CARLISLE, PA 17015 NOTE: To insure proper credit: ~o your account:, subei~ ~h. upper portion of ~hi; fore wi~h your ~:ex payment. CUT ALONG TH'rS L'rNE ~.~ RETA'rN LOWER PORT'rON FOR YOUR RECORDS REV-1607 EX AFP (01-03) ~## ZNHER'rTANCE TAX STATEHENT OF ACCOUNT ESTATE OF HUSSER VERA Ii FZLE NO. 21 05-0962 ACN 101 DATE 05-2~-200~ THZS STATEHENT ZS PROVZDED TO ADVZSE OF THE CURRENT STATUS OF THE STATED ACH ZN THE NANED ESTATE. SHO#N BELOW/ ZS A SUHHARY OF THE PRZNCZPAL TAX DUE, APPLZCATZON OF ALL PAYHENTS, THE CURRENT BALANCE, AND, ZF APPLZCABLE, A PROJECTED ZNTEREST FZGURE. DATE OF LAST ASSESSHENT OR RECORD ADJUSTHENT: 05-29-2004 PRINCIPAL TAX DUE: ........................................................................................................................................................................................................................... PAYHENTS (TAX CREDITS): 15,680.05 PAYHENT RECEIPT DISCOUNT (+) AHOUNT PAID DATE NUH~ER INTEREST/PEN PAID (-) 04-12-Z00~ CD00579~ 188.~0- 15,870.15 IF PAZD AFTER THZS DATE, SEE REVERSE SZDE FOR CALCULATZON OF ADD[TIONAL ZNTEREST. ( ZF TOTAL DUE 1S LESS THAN $1, NO PAYHENT IS RE~UZRED. ZF TOTAL DUE ZS REFLECTED AS A "CREDZT" (CR), TOTAL TAX CREDZT 15,681.75 ~ALANCE OF TAX DUE 1.72CR ZNTEREST AND PEN. .00 TOTAL DUE 1.TZCR YOU HAY BE DUE A REFUND. SEE REVERSE SZDE OF THZS FORN FOR TNSTRUCTTONS. ) PAYNENT: Detach the top portion of this Hotica and submit with your payment made payable to the name and address printed on the reverse side. -- Zf RESIDENT DECEDENT make check or money order payable to: REGISTER OF #ILLS, AGENT. -- Zf NON-RESIDENT DECEDENT make check or money order payable to: COHHON#EALTH OF PENNSYLVANIA. REFUND (CR): A refund of a tax credit, mhich ams not requested on the Tax Return, may be requested by completing an "Application for Refund of Pennsylvania Inheritance and Estate Tax" (REV-1515). Applications are available at the Office of the Register of Hills, any of the Z$ Revenue District Offices or from the Department's Z4-hour answering service for forms ordering: 1-800-~62-Z050; services for taxpayers with special hearing and / or speaking needs: 1-800-447-~020 (TT only). REPLY TO: Questions regarding errors contained on this notice should ba addressed to: PA Department of Revenue, Suraau of Individual Taxes, ATTN: Post Assessment Review Unit, Dept. 280601, Harrisburg, PA 17128-0601, phone (717) 787-6505. DISCOUNT: If any tax due is paid within three ($) calendar months after the decedant's death, a five percent (52) discount of the tax paid is alIowad. PENALTY: The 152 tax amnesty non-participation penalty is computed on the total of the tax and interest assessed, and not paid before January 18, 1996, the first day after the and of the tax amnesty period. INTEREST: Interest is charged beginning with first day of delinquency, or nine (9) months and one (1) day from the date of death, to the date of payment. Taxes which became delinquent before January 1, 1982 bear interest at the rate of six [6X) percent per annum calculated at a daily rate of .000164. All taxes which became delinquent on and after January 1, 1982 will bear interest at a rate which will vary from calendar year to calendar year with that rate announced by the PA Department of Revenue. The applicable interest rates for 198Z through 2004 are: Interest Daily Interest Daily Interest Daily Year Rate Factor Year Rate Factor Year Rate Factor 1982 ZOZ .000548 1988-1991 112 .000301 2001 92 .000247 1983 162 .000458 1992 92 .000247 2002 62 .000164 1984 XiZ .OO0~Ol 1993-1994 72 .000192 2005 SZ .0001~7 1985 132 .000356 1995-1998 92 .000247 Z004 ~Z .000110 1986 102 .000274 1999 72 .000192 1987 92 .000247 ZOO0 82 .000219 --Interest is calculated as follows: INTEREST = BALANCE OF TAX UNPAID X NUNBER OF DAYS DELINQUENT X DALLY INTEREST FACTOR --Any Notice issued after the tax becomes delinquent will reflect an interest calculation to fifteen (15) days beyond the date of ~he assessment. If payment is made after tho interest computation date sheen on the Notice, additional interest must be calculated. BUREAU OF ZND'rV'rDUAL TAXES INHERITANCE TAX DTVTSTON DEPT. Z80601 HARRISBURG, PA 17128-0601 EDNUND G NYERS JOHNSON ETAL PO BOX 109 LEHOYNE PA 17045 CONHONNEALTH OF PENNSYLVANIA DEPARTNENT OF REVENUE NOTICE OF DETERNZNATZON AND ASSESSNENT OF PENNSYLVANIA ESTATE TAX BASED ON FEDERAL CLOSING LETTER DATE ESTATE OF DATE OF DEATH FILE NUNBER COUNTY ACN 07-05-2004 HUSSER 05-16-2005 11 05-0961 CUHBERLAND 2O2 Aeoun~ ReeJ.'l:'l:ed REV-7$~ EX &FP C01-0;') VERA B HAKE CHECK PAYABLE AND REHZT PAYNENT TO: REGISTER OF NZLLS CUHBERLAND CO COURT HOUSE CARLISLE, PA 17013 NOTE: To insure proper credi~ ~o your account, subei~ ~he upper por~Lon of ~his fore wL~h your ~ax payment. CUT ALONG THIS LINE I1~ RETAIN LONER PORT'rON FOR YOUR FILES ~ ~-E¥:'~ ~,- -~ A- -~; ~,- -(-6 ~.~-0-~ ~ ..... ;F~ ' ~¥i~:i;- -6 ~- -~ i'~.-E~ik-~f i~'~ -Ak-~ - A~ ~ kY ............................ OF PENNSYLVANIA ESTATE TAX BASED ON FEDERAL CLOSING LETTER #~ ESTATE OF HUSSER VERA B FILE NO.21 03-0962 ACN 202 DATE 07-05-2004 ESTATE TAX DETERHZNATZON 1. Credi~ For S~a~e Death Taxes as Verified 2. Pennsylvania Znheritance Tax Assessed (Excluding Discoun~ and/or Interest) $. Inheritance Tax Assessed by Other States or Territories of ~he United S~a~es (Excluding Discoun~ and/or Interest) Total Inheritance Tax Assessed 5. Pennsylvania Estate Tax Due 6. Amoun~ of Pennsylvania Es~a~e Tax Previously Assessed Based on Federal Es~a~e Tax Re~urn 7. Additional Pennsylvania Es~a~e Tax Due TAX CREDITS: 15,680.03 .00 .00 15~680.05 .00 .00 PAYHENT RECEIPT DISCOUNT (+) DATE NUHBER INTEREST/PEN PAID (-) AHOUNT PAID TOTAL TAX CREDIT BALANCE OF'TAX DUEI INTEREST AND PEN. ] TOTAL DUE I ~IF PAID AFTER THIS DATE, SEE REVERSE S/DE (IF TOTAL DUE 1S LESS THAN $1, NO PAYHENT 1S REQUIRED FOR CALCULATION OF ADDITIONAL INTEREST. ZF TOTAL DUE ZS REFLECTED AS A "CREDIT" (CR), YOU NAY BE DUE A REFUND. SEE REVERSE SIDE OF THIS FORN FOR /NSTRUCTZONS.) .00 .00 .00 .00 PURPOSE OF NOTICE: PAYMENT: REFUND (CR): OBJECTIONS: ADMIN- ISTRATIVE CORRECTIONS: PENALTY: INTEREST: To fulfill the requirements of Section ZlqO of the Inheritance and Estate Tax Act, Act Z3 of ZOO0. (7Z P.S. Section 91qO). Detach the top portion of this Notice and submit aith your peyeant to the Register of Mills printed on tha reverse side. -- Make check or money order payable to: REGISTER OF HILLS, AGENT. A refund of a tax credit may be requested by completing an "Application for Rafund of Pennsylvania Inheritance and Estate Tax" (REV-Z313). Applications are available at the Office of tha Register of Mills, any of the Z3 Revenue District Offices or ;rom the Department's Zq-hour answering service for forms ordering: 1-800-362-Z050; services for taxpayers with special hearing and/or speaking needs: 1-800-q~7-30ZO (TT only). Any party in interest not satisfied with the assessment of tax as shown on this notice may object eithin sixty (60) days of receipt of this Notice by: --written protest to the PA Department of Revenue, Board of Appeals, Dept. ZBIOZ1, Harrisburg, PA 171ZB-10Z1, --electing to have the matter determined at audit of the personal rapresantative~ OR --appeal to tha Orphans' Court OR Factual errors discovered on this assessment should be addressed in writing to: PA Dapartaant of Revenue, Bureau of Individual Taxes, ATTN: Post Assesseant Revise Unit, Dept. IS0601, Harrisburg, PA 171Z8-0601, Phone (717) 787-6505. See page 5 of the booklet "Instructions for Inheritance Tax Return for a Resident Decedent" (REV-lSO1) for an explanation of administratively correctable errors. The 15X tax amnesty non-participation penalty is computed on the total of the tax and interest assessed, and not paid before January 16, 1996, the first day after tha and of the tax amnesty pariod. This non-participation penalty is appealable in tha same manner and in the the same time period as you mould appeal the tax and interest that has been assessed as indicated on this notica. Additional Pennsylvania Estate Tax assessed as a result of a change on the Federal Estate Tax closing letter becomes delinquent at the axpiration of one (1) month from the date the final notice of the increase in Federal Estate Tax is received. Taxes which became dalinquent before January 1, 1982 bear interest at the rate of six (6g) percent per annum calculated at a daily rate of .000164. AIl taxes which became delinquent on or after January 1, 198Z wi11 bear lnterest at a rate which ail1 vary from calendar year to calendar year with that rate announced by the PA Department of Revenue. The applicable interest rates for 198Z through ZOOq are: Interest Daily Interest Daily Interest Daily Yaa.~_r Rate Factor Yea_.._r Rate Factor Yea~ Rate Factor 19BI ZOZ .000548 1968-1991 11Z .000301 ZOO1 9Z .O00gq7 1985 162 .OOOq3& 199Z 92 .OOOZq7 200Z 62 .000164 1984 X1Z .000301 1993-199q 72 .000192 2005 5Z .000137 1985 152 .000356 1995-1998 9Z .O00Z~7 ZOOq qZ .000110 1986 IOZ .000274 1999 72 .00019Z 1987 92 .O00Zq7 ZOO0 8g .000219 --Interest is calculated as follows: INTEREST = BALANCE OF TAX UNPAID X NUtIBER OF DAYS DELIN~IUENT X DAILY INTEREST FACTOR --Any Notice issued after tha tax becomes delinquent will reflect an interest calculation to fifteen (15) days beyond tho date of the assessment. If payment is made after the interest computation date shown on the Notice, additional interest must be calculated, T Y f IN RE: ESTATE OF VERA B. MUSSER, Late of the Borough of Lemoyne; THE VERA B. MUSSER FAMILY REVOCABLE TRUST UNDER AGREEMENT DATED JANUARY 27, 1996 (RESTATEMENT) DATED JANUARY 10, 1997 IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA, . ORPHANS' COU~T DIVISI~1 - ~. t~ _.T.... t . -.'~ . NO. 21-03~, ~ ~'~ v.~ ~•~ _. ~ ~ -'~ ', _... PETITION TO TERMINATE TRUST ~~ ~ • • . ~; ;-; To the Honorable Judges of the Orphans' Court Division: ~ -~ Petitioner, LeTort Management & Trust Company, through its counsel, Johnson, Duffie, Stewart & Weidner, respectfully states the following in support of this Petition to Terminate Trust: 1. Petitioner is LeTort Management & Trust Company, a Pennsylvania corporation with an office at 3130 Morningside Drive, Camp Hill, Pennsylvania 17011. 2. Petitioner is Successor Trustee of the VERA B. MUSSER FAMILY REVOCABLE TRUST UNDER AGREEMENT DATED JANUARY 27 1996 (RESTATEMENT) DATED JANUARY 10 1997 ("Trust"), a copy of which is attached hereto as Exhibit A. 3. Vera B. Musser ("Decedent"), the Settlor of the Trust, died on March 26, 2003, and the Trust was funded with Decedent's residential real estate known as 95 Greenwood Circle, Wormleysburg, Pennsylvania. 4. All Federal estate and Pennsylvania inheritance taxes arising by virtue of Decedent's death and the Trust have been paid in full. r w 5. Decedent's surviving spouse, Benjamin G. Musser, and Cynthia J. Musser, one of her children, resided in the Trust real estate until approximately September, 2007, and Trustee sold the real estate in March, 2008. 6. Trustee is directed in Section 4.04, Paragraph (A) of the Trust to distribute to Benjamin G. Musser so much of the income and principal of the Trust as Trustee, in its sole discretion, deems advisable for his most comfortable care, maintenance, health, support, travel and education during his lifetime and to accumulate the net income and principal not so expended. 7. Benjamin G. Musser exercised his special power under Article IV, Section 4.04, Paragraph (B) of the Trust and appointed all the principal and accumulated undistributed net income upon his death to his and Settlor's children, Pamela S. Harter, Lynne D. Miller and Cynthia J. Musser ("Children"). 8. The Children, the residuary beneficiaries, are entitled to the Trust assets upon the death of Benjamin G. Musser. 9. Benjamin G. Musser, the lifetime beneficiary, has informed the Petitioner that he has sufficient resources for his most comfortable care, maintenance, health, support, travel and education, has assured Petitioner that he does not anticipate such needs in the future, and has reported that the Children presently have immediate pressing needs of funds for their care, maintenance and support. 10. Pursuant to 20 Pa. C.S.A § 7750.1(b), continuance of the Trust is not necessary to achieve any material purpose of the Trust since: A. The lifetime beneficiary has no need for Trust distributions for his care, maintenance, health, support, travel or education; B. The residuary beneficiaries do have present needs for their health, support and maintenance; and 2 ~~ t e C. There is no federal estate or Pennsylvania inheritance tax due upon the distribution of the Trust assets to the Decedent's children. 10. Each beneficiary is sui generis, consents to and joins Petitioner in this request to terminate the Trust. WHEREFORE, your Petitioner respectfully requests this Honorable Court to issue a decree that the Trust be terminated and the net accumulated income and principal be distributed to Settlor's children, the remainder beneficiaries. Respectfully submitted JOHNSON, DUFFIE, STEWART & WEIDNER By: Edmund G. Myers I.D. No. 20558 301 Market Street P.O. Box 109 Lemoyne, PA 17043 (717) 761-4540 Attorneys for Petitioner :333182v3 3 VERIFICATION The undersigned, a Trust Officer of LeTort Management & Trust Company, states that the facts set forth in the foregoing Petition are true and correct. This verification is made subject to the penalties of 18 Pa. C.S.A. § 4904, relating to unsworn falsifications to authorities. Date: Lois B. Copel :333189v2 EXHIBIT A C~Oo p~ THE VERA B. MUSSER FAMILY REVOCABLE TRUST UNDER AGREEMENT DATED JANUARY 27, 1996 (RESTATEND;IITT ) THIS RESTATED TRUST AGREEMENT (herein ref erred to as "this Agreement") is executed in triplicate on this ~ day of January, 1997, by and between VERA B. MCJSSER, of 95 Greenwood Circle, Wormleysburg, Cumberland County, Pennsylvania 17043 (hereinafter called "Settlor"), and VERA B. MUSSER, of 95 Greenwood Circle, Wormleysburg, Cumberland County, Pennsylvania 17043 (hereinafter called "Trustee"). This Agreement is a restatement of "The Vera B. Musser Family Revocable Trust" under agreement dated January 27, 1996. Unless specifically stated otherwise in this Agreement, the terms and provisions of this Agreement shall relate back to January 27, 1996. ARTICLE I. PARTIES, PERSONAL DATA AND TABLE OF CONTENTS 1.01. Parties and Personal Data. The Settlor is married to BENJAMIN G. MUSSER. The Settlor's children are PAMELA S. HARTER, LYNNE D. MILLER, and CYNTHIA J. MUSSER. Throughout this Agreement: (a) VERA B. MiJSSER will be referred to as the Settlor; (b) BENJAMIN G. MUSSER will be referred to as Settlor's spouse; (c) PAMELA~S. HARTER, LYNNE D. MILLER, and CYNTHIA J. MUSSER will be referred to as the children of the Settlor or the Settlor's children; and, (d) the word "issue" will include all of the Settlor' s children as well as Settlor's other descendants. 1.02. Table of Contents. PAGE ARTICLE I. PARTIES, PERSONAL DATA AND TABLE OF CONTENTS . 1.01 Parties and Personal Data 1 1.02 Table of Contents 1 ARTICLE II. TRUST ESTATE 2.01 Transfer to Trust 2 2.02 Additional Transfers. to Trust 3 ARTICLE III. LIFE INSURANCE POLICIES 3 ARTICLE IV. DIST 4.01 4.02 .4.03 4.04 EZIBUTIONS FROM TRUST Distributions During Settlor's Life 3 Formula Division into Marital and Non-Marital Portions 3 Disposition of Marital Portion 6 Disposition of Non-Marital Portion; the By-Pass Trust 7 f ` ARTICLE V. POWERS OF TRUSTEE 5.01 General Powers 9 5.02 Voting by Trustee 12 ARTICLE VI. SPENDTHRIFT PROVISION 6.01 General Provisions 12 ARTICLE VII. CONS 7.01 7.02 7.03 7.04 7.05 I'RUCTION OF TRUST Choice of Law 12 Code 12 Other Terms. 12 Captions and Table of Contents 12 Situs of Trust 13 ARTICLE VIII. COMPENSATION OF TRUSTEE AND APPOINTMENT OF SUCCESSOR TRUSTEE 8.01 Compensation 13 8.02 Removal of Trustee 13 8.03 Successor Trustee 13 ARTICLE IX. PERPETUITIES CLAUSE 9.01 General Provisions 13 ARTICLE X. EVOCATION AND AMENDMENTS 10.01 Reservation and Powers 14 10.02 Effect of Settlor's Incapacity 14 ARTICLE XI. ACQUISITION OF UNITED STATES TREASURY BONDS ELIGIBLE FOR TAX PAYMENT; PAYMENT OF TAXES, FUNERAL EXPENSES, AND EXPENSES OF ADMINISTRATION 11.01 Acquisition of Bonds 15 11.02 Payment of United State Estate Tax by Bond Redemption 16 11.03 Payment of Death Taxes and Other Estate Settlement Costs ,16 ARTICLE II. TRUST ESTATE 2.01. Transfer to Trust. Settlor does hereby assign, transfer and deliver to the Trustee and its successors and assigns the property described in Schedule "A" attached hereto and made a part hereof, or as. Schedule "A" may be amended. As further evidence of such assignment, the Settlor has executed or will execute or cause to be executed such other instruments as may be required for the purposes of completing the .assignment or transfer of title to such property to the Trustee. The Trustee accepts such transfer and assignment to itself as Trustee, and the Trustee undertakes to hold, manage, invest and reinvest the assets of this Trust and to distribute the income and principal of the Trust in accordance with the provisions of this Agreement. 2 2,02, Additional Transfers to Trust. The Settlor and any other person, with the consent of the Trustee., shall have the right at any time to make additions to the corpus of this Trust or any shares thereo ed and distributed by the Trustee ain accordan el with held, controll the terms and conditions of this Agreement. ARTICLE III. LIFE INSURANCE POLICIES [This Article has been intentionally left blank.] ARTICLE IV. DISTRIBUTIONS FROM TRUST 4.01. Distributions Duriag Settlor's Life. If more than ONE HUNDRED DOLLARS ($100) worth of cash, property or other assets (excluding the cash value of any insurance policies) is added to the Trust during the Settlor' s life, then the Trustee shall pay to, or apply for the benefit of, the Settlor and/or the Settlor` s spouse: (1) so much of or all of the income and so much of or all of the principal as the Trustee deems desirable for the most comfortable care, support, maintenance, welfare, education, happiness, luxuries and any needs arising from illness, accidents or other emeofeor all of the ein ome oared so much of sorpalleofathe (2) so much principal as the Settlor shall request. 4.02. Formula Division into Marital and Noa-Marital Portions. (A) General E~lanatioa of Plaa. If the Settlor's spouse survives the Settlor, then upon the Settlor`s death, the Trustee shall divide the remaining Trust estate into Marital and Non- Marital Portions, pursuant to the formula set forth in Subparagraph 4.02(B) below. If the Settlor's spouse .does not survive the Settlor, then the remaining Trust estate shall be disposed of as provided in Subparagraph 4.04(D), below. (B) Formula Division into Noa-Marital and Marital Portions. (1) Noa-Marital Portion. The non-marital portion of this Trust shall be an amount equal to the largest amount. that can pass from the Settlor's estate free of any f ederal estate tax as a result of the allowance of the Unified Credit under IRC Section 2010 (or the corresponding provisions of any subsequent federal tax law), and the State Death Tax Credit under. Section 2011 (or the corresponding provisions of any subsequent federal tax law), but only to the extent that the use of such Death Tax Credit does not incur or a tateSe The state death taxes otherwise payable by my non-marital portion of this Trust shall be determined 3 after taking into consideration, among other things, the following: (i) the value of any and all bequests or transfers from the Settlor's estate or this Trust which do not qualify for the marital or charitable deduction; (ii) all charges against principal in the Settlor's estate or this Trust that are not allowed as deductions in computing the federal estate tax; (iii) all administration and other expenses claimed on the Settlor's estate tax return; (iv) any prior adjusted taxable gifts made by Settlor; (v) all disclaimers, renunciations and elections (except any elections under IRC Section 2056(b)(7) which may be available with respect to the disposition in this Article IV; and,_ (vi) any available elections under Section 2056 (b) (7) with respect to any interests in property other than the disposition under this Article IV shall, for purposes of computing the fraction, be conclusively presumed to have been made, whether or not any such election is in fact made. (2) Marital Portion. The Marital Portion of this Trust shall be the portion remaining after reducing the entire amount held in this Trust by the Non-Marital Portion. (C) Noa Marital Portion to Pass to the By-Pass Trust. The Non-Marital Portion of this Trust shall pass into the By-Pass Trust (hereinafter referred to as the "By-Pass Trust") to be held and disposed of as provided in Paragraph 4.04, below. (D) Disposition of Marital Portion. The Marital Portion of this Trust shall be disposed of as provided in Paragraph 4.03, below_ (E} Valuation Elections and Selection of Assets. (1) Valuation Elections, Meaning of Terms gad Date of Distribution Values to Govern. For the purpose of determining .the amount of the Marital Portion, values shall be those which are finally determined for federal estate tax purposes. Elections made by the Settlor's fiduciaries with respect. to an alternate valuation date and with respect to taking certain deductions for income tax purposes (rather than estate tax purposes) shall determine the values and thus the formula amount as computed under Subparagraph 4.02(B), above. Throughout this instrument, the words "marital deduction," "gross estate" and "alternate valuation date" shall have the same meanings. as such words have for marital deduction purposes under the federal tax laws applicable at the time of Settlor`s death. Subject to the requirements of Subparagraphs 4.02(E)(2) and (3), below, the Trustee is 4 authorized, in its sole discretion, to satisfy the Marital Portion in cash or in kind, or partly in each; and if wholly or partly in kind, to place in the Marital Portion the specific asset or assets so selected; provided, however, that any assets placed in the Marital Portion in kind shall be valued for the purpose of being placed in the Marital Portion at their fair market value as determined as of their respective dates of distribution to the Marital Portion. The Trustee is further authorized, in its sole discretion, to estimate the size of the Marital Portion and to fwnd that portion subject, however, to any adjustments which may be required upon final determination of the federal estate tax on the Settlor's estate. (2) Assets to ao into the Marital Portioa. Unless and except to the extent that other assets of the Settlor's estate which qualify for the marital deduction are not sufficient to satisfy the amount to be placed in the Marital Portion in full, the Marital Portion shall not be satisfied with assets which are, includable in .the Settlor's gross estate for federal estate tax purposes and which are also subject, by reason of the Settlor's death, to any estate, transfer, inheritance, legacy, succession or other death tax or duty imposed by any foreign country or a possession. or political subdivision thereof, or the proceeds from such assets. The Marital Portion shall not, under any circumstances, be satisfied with assets which would not qualify for the marital deduction or with any unmatured life insurance policy or in any other manner which would not qualify for the marital deduction under applicable law. If the Settlor's estate includes United States bonds redeemable to pay the federal estate tax at more than their market value, any excess of such-bonds over the amount needed to pay said. tax due by reason of the Settlor's death shall be first used to satisfy the Marital Portion, whether said bonds are held in this Trust at the Settlor's death or subsequently distributed to this Trust from the Settlor' s estate. Any reference in this Agreement to a distribution of an asset not includable in the decedent's gross estate for federal estate tax purposes shall be deemed to include that portion of any asset partially includable in the decedent's estate that is not so includable.. (3 ) Special Treatmeat for Certain Other Assets . If any distributions which are includable in the Settlor's gross estate are made from any pension, stock bonus,, profit sharing or other plan or trust funds, retirement annuity contract, self-employed retirement plan or individual retirement account, annuity or bond qualified 5 for special tax treatment under or 409, or Chapter 73 of Title 1 Code or corresponding provisions any death benefits paid by a distributions not includable ii estate shall be payable to distributions shall be added to t' after being segregated, as prc Settlor's spouse survives the Set in the same manner as is the Non-N Settlor`s spouse does not sure, distributions shall be held unc Agreement as any other proper Settlor's estate. However, wherE includable in the Settlor's gross the Trustee hereunder from any trust, contract, account, annuity death benefits paid by an employe Settlor's gross estate, such d segregated until such time as al: the Settlor's estate are paid in prohibited from using any portioi for the payment of the Settlor' administration expenses of his expenses. The provisions of this ect10IIS 4u1, 4U.~, 4Uti, J of the IInited States of applicable laws, or ~ employer which are the Settlor's gross the Trustee, such ~e Non-Marital Portion, vided herein, if the tlor, and administered 3rital Portion. If the _ve the Settlor, such er the terms of this ,y received from the any distributions not estate are received by such qualified plan, or bond, or received as not includable in the istributions shall be of the death taxes on full. The Trustee is of such distributions s death taxes, debts, estate or his funeral subparagraph 4.02 {Fs) (3 ) shall not apply to aistrllJULic..~u5 11111 LLUCa,...ic 1.++ ~++~- Settlor' s gross estate, except insofar as the Trustee,. in its sole discretion, desires to make some or all of said provisions applicable, and the term "distributions not includable in the Settlor's gross estate" includes a distribution received by the Trustee where the recipient may elect whether to include or exclude said distribution and has elected to exclude it. 4.03. Disposition of Marital Portion. (A) Marital BeQUest. If the Settlor's spouse survives the Settlor, then the entire Marital Portion shall be distributed to the then-current Trustee of the BENJAMIN G. MIISSER FAMILY REVOCABLE TRIIST dated January 27, 1996, as_now in effect or as may hereafter be amended, to be held and disposed of in accordance with the terms of that Trust. (B) Dispositi.oa of Marital Portion is Event of Disclaimer by Spouse or Spouse's Fiduciary. Notwithstanding anything. to the contrary .contained in this Agreement, the Settlor's spouse may disclaim her rights to all or any part of the Marital Portion. If the Settlor's spouse dies or has a fiduciary (which term includes, but is not limited to, for purposes of this Paragraph 4.03 an executor, administrator, conservator, committee, guardian, curator or tutor) appointed by a court to act for the spouse within nine (9) months after the Settlor' s death, and if the spouse has not 6 fully exercised her disclaimer rights, then the spouse's fiduciary may, within the nine (9) months, file one or more disclaimers on behalf of the spouse and the estate of the spouse in the same manner as the spouse could have disclaimed had the spouse been then living without a fiduciary acting for her. A disclaimer by the spouse or the spouse's fiduciary shall be made in one or more written instruments, signed by the spouse or the spouse's fiduciary, as the-case may be, and delivered to the Trustee within nine (9) months after the Settlor's death, and in such event the disclaimed portion shall pass to the By-Pass Trust hereinafter more fully described in Paragraph 4.04, below. (C) Restrictions ReQardiag Marital Portion. It is the intention of the Settlor that the Marital Portion established by Subparagraph 4.02(B), above, shall qualify for the marital deduction allowed under the United States Internal Revenue Code. All questions relating to the administration of the Marital Portion shall be resolved accordingly. The Trustee shall have no power to purchase insurance or annuity contracts or. pay premiums thereon from. any of the funds in the Marital Portion. If any property unproductive of income is acquired or held in any trusts set up to qualify for the marital deduction, the Trustee shall, upon request made at any time by the Settlor's~ spouse, sell, exchange or otherwise dispose of said property and acquire income producing property in lieu thereof. Notwithstanding any provisions to the contrary contained in or incorporated into this Agreement, no one shall have the power to make any equitable adjustments (adjustments to trust corpus or income or both, which involve a reallocation of assets from the account of one beneficiary to that of another to compensate for disproportionate sharing of a tax burden resulting from a tax election). 4.04. Disposition of Non-Marital Portion.; the By-Pass Trust. After compliance .with Paragraph 4.02,. above, the Non-Marital Portion shall be placed in a trust called the By-Pass Trust to be held and disposed of as follows: (A) Hold By-Pass Trust undivided IIatil Death of Spouse. If the Settlor's spouse survives. the Settlor, then the Trustee shall hold the By-Pass Trust undivided until the death of the Settlor's spouse. For and during the lifetime of Settlor`s spouse, the Trustee shall distribute to, or for the benefit of, Settlor's spouse so much of the net income and principal from the Trust as the Trustee, in its sole discretion, shall deem advisable for the most comfortable care, maintenance, health, support, travel and education of Settlor's spouse, and the Trustee shall accumulate and add to the Trust principal any of the net income not so expended. (B) Souse's Special Power of Appointment. The Settlor's spouse shall have the power at any time, exercisable either (i) by instrument or instruments in writing delivered to the Trustee during the spouse's life, or (ii) by the spouse`s will, admitted to 7 probate within three hundred and sixty-five (365) days from the spouse's death, specifically referring to this Subparagraph 4.04 (B) , to appoint all or any portion of the principal and any accumulated and accrued income of this Trust, except any policies of insurance on the life of the Settlor's spouse. Any appointment made under this Subparagraph 4.04 (B) may be upon any terms and conditions (including further trusts, the beneficiaries of which are only one or more of the Settlor's issue and spouses of the Settlor' s issue) to or for the benefit of any one or more of the Settlor's issue and spouses of the Settlor's issue. However, no such appointment may be made to the Settlor's spouse, or to her estate, her creditors or the creditors of her estate, or to anyone other than the Settlor`s issue and spouses of the Settlor's issue, or for the health, education, support or maintenance of any children of the Settlor whom the Settlor or the Settlor's spouse is legally: obligated to support or maintain, nor may any general powers of appointment be created by the exercise of the special power of appointment created herein. (C) Spouse's Limited Geaeral Power of Appointment. The Settlor's spouse is hereby granted the power to appoint, by an instrument in writing delivered to the Trustee during the spouse's life, a maximum amount of the principal of this By-Pass Trust to the spouse, her estate, her creditors or the creditors of her estate, or any other individual, in. such proportions and upon such terms (in trust or outright gifts) as the spouse deems advisable. The maximum amount which Settlor's spouse may appoint under this paragraph, per calendar year, shall be the greater of $5,000 or five (5%) per cent of the entire principal of the By-Pass Trust . At the end of each calendar. year, the spouse's right to appoint the maximum amount shall lapse, if not exercised, and the unused maximum amounts shall not accumulate. This power shall not be exercisable under the spouse's Will. If Settlor`s spouse fails, either in whole or in part, to exercise this power of appointment herein granted, the unappointed principal shall continue in trust and shall be administered according to the terms of this By-Pass Trust under this Paragraph 4.04. (D) Disposition of Remainder of By-Pass Trust. Upon the death of Settlor and Settlor's spouse, to the extent the Settlor's spouse has not exercised the powers of appointment described in Subparagraphs 4.04 (B) and (C) , above, the remaining Trust principal shall be distributed as follows: (1) The Trustee shall distribute the sum of One Hundred Thousand and 00/l00 Dollars ($100,000.00), absolutely and without trust , to each of Settlor' s three ( 3 ) children, PAMELA S. BARTER, LYNNE D. MILLER, and CYNTHIA J. MTJSSER. If any of Settlor's children should predecease the termination of this By-Pass Trust, then the predeceased child's share shall be distributed to the predeceased child's issue, per stirpes. 8 (2) The Trustee shall distribute the remainder, if any, of this By-Pass Trust, absolutely and without trust, to ELIZABETHTOWN COLLEGE, 1 Alpha Drive, Elizabethtown, Pennsylvania, to be used in the discretion of its Board of Trustees. ARTICLE V. POWERS OF TRIISTEE 5.01. Geaeral Powers. In addition to such other powers and duties as may have been granted elsewhere in this Trust, but subject to any limitations contained elsewhere in this Trust, the Trustee shall have the following powers and duties: (A) In the management, care and disposition of this Trust, the Trustee shall have the power to do all things and to execute such deeds, mortgages, instruments, and documents as-may be deemed necessary and proper, including the following powers, all of which may be exercised without order of or report to any court: (1) To sell, exchange, or otherwise dispose of any property, real, personal or mixed, at any time held or acquired hereunder, at public or private sale, for cash or on terms, without advertisement, including the right to lease for any term notwithstanding the period of the Trust, and to grant options, including an option for a period beyond the duration of the Trust; and to execute such deeds or other instruments as are necessary. (2) To invest and reinvest all or any part of the Trust Estate in any common or preferred stocks, shares of investment trusts and investment companies, bonds, debentures, mortgages, deeds of trust,. mortgage participations, notes, real estate, or other property the Trustee, in the Trustee's discretion, selects; provided that the Trustee may not invest in any stock or securities issued by the corporate Trustee or issued by a parent or affiliate company of such Trustee; in the manner that, under the circumstances then prevailing (specifically including, but not limited to, the general econorni.c conditions and the anticipated needs of the Trust and its beneficiaries) , persons of skill, prudence, and diligence, acting in a similar capacity and familiar with those matters would use in the conduct of an enterprise of similar character and similar aims, to attain the Settlor's goals under this trust agreement. (3) To retain for investment any property deposited with the Trustee hereunder. (4) To vote in person or by proxy any corporate stock or other security and to agree to or take any other 9 action in regard to any reorganization, merger, consolidation, liquidation, bankruptcy or other procedure or proceedings affecting any stock, bond, note or other security held by this Trust_ (5) To use lawyers, real estate brokers, accountants and oilier agents, if such employment is deemed necessary or desirable, and to pay reasonable compensation for their services. (6) To compromise, settle or adjust any claim or demand by or against the Trust and to agree to any rescission or modification of any contract or agreement affecting the Trust. (7) To renew any indebtedness, as well as to borrow money, and to secure the same by mortgaging, pledging or conveying any property of the Trust; including the power to borrow from the Trustee (in the Trustee's individual capacity) at a reasonable rate of interest. (8) To retain and carry on any business in which the Trust may acquire any interest, to acquire additional interests in any such business, to agree to the liquidation in kind of any corporation in which the Trust may have any interest and to carry on the business thereof, to join with other owners in adopting any forth of management for any business or property in which the Trust may have an interest, to become or remain a partner, general or limited; in regard to any, such business or property. and to hold the stock or other securities as an investment, and to employ agents and confer- on them authority to manage and operate the business, property or corporation, without liability for the acts of any such agent or for any loss, liability or indebtedness of such business if the management is selected or retained with reasonable care. (9) To register any stock, bond or other security in the name of a nominee, without the addition of words indicating that such security is held in a fiduciary capacity, but accurate records shall be maintained showing that the stock, bond or other security is a trust asset and the Trustee shall be responsible for the acts of the nominee. (B) Whenever the Trustee is directed.to distribute any trust principal in fee simple to a person who is then under twenty-one (21) years of age, the Trustee shall be authorized to hold such property in trust for such person until he becomes twenty-one (21) years of age , and in the meantime shall use. such part of the income and the principal of the Trust as the Trustee may deem necessary to 10 provide for the proper support and education of such person in the standard of living to which he has become accustomed. If such person should die before becoming twenty-one (21) years of age, the property then remaining in trust shall be distributed to the personal representative of such person's estate. (C) In making distributions-from the Trust to or for the benefit of any minor or other person under a legal disability, the Trustee need not require the appointment of a guardian, but shall be authorized to pay or deliver the distribution to the custodian of such person, to pay or deliver the distribution to such person without the intervention of a guardian, to pay or deliver the distribution to the legal guardian of such person if a guardian has already been appointed, or to use the distribution for the benefit of such person. (D) Subject to the limitations in Paragraphs 4.02 and 4.03, above, in the distribution of the. Trust and any division into separate trusts and shares, the Trustee shall be authorized to make the distribution and division in money or in kind or in both, regardless of the basis for income tax. purposes of any property distributed or divided in kind, and the distribution and division made and the values established by the Trustee shall be binding and conclusive on all persons taking hereunder. The Trustee may, in making such distribution or division allot undivided interests in the same property to several trusts or shares. (E) If at any time after Settlor's death the total fair market value of the assets of any trust established or to be established hereunder is so small that the Trustee' s annual fee for administering the trust would be equal to or less than the minimum annual fee set forth in the Trustee's regularly published fee schedule then in effect, the Trustee in its discretion shall be authorized to terminate such trust or to decide not to establish such trust, and in such event the property then held in or to be distributed to such trust shall be distributed to the persons who are then or would be entitled to the income of such trust. If the amount of income to be received by such persons is to be determined in the discretion of the Trustee, then the Trustee shall distribute the property among such of the persons to whom the Trustee is authorized to distribute income., and in such proportions, as the Trustee in its discretion shall determine. (F) Subject to the limitations in Paragraphs 4.02 and 4.03, above, the Trustee shall have discretion to determine whether items- should be charged or credited to income or~principal or allocated between income and principal as Trustee may deem equitable and fair under all the circumstances, including the power to amortize or fail to amortize any part or all of any premium or discount, to treat any part or all of the profit resulting from the maturity or sale of any asset, whether purchased at a premium or at a discount, as income or principal o~ apportion the same between income and 11 principal, to apportion the sales price of any asset between income and principal, to treat any dividend or other distribution on any investment as income or principal or to apportion the same. between income and principal, to charge any expense against income or principal or apportion the same, and to provide or fail to provide a reasonable reserve against depreciation or obsolescence on any asset subject to depreciation or obsolescence, all as the Trustee may reasonably deem equitable and just under all of the circumstances. 5.02. Votiaa by Trustees. Whenever the authority and power under this Trust Agreement are vested in two (2) or more Trustees or Co-Trustees, the authority and powers are to be held jointly by the Trustees or Co-Trustees . A maj ority of the Trustees or Co- Trustees may act on behalf of the Trust by .exercising any authority or power granted under this Trust or granted by law.. Any attempt by one such Trustee to act for the Trust on other than ministerial acts shall be void. The action of one such Trustee on behalf of. the Trust may be validated by a subsequent ratification of the act by a majority of the Trustees or Co-Trustees. ARTICLE VI. SPENDTHRIFT PROVISION 6.01. Geaeral. Provisioas. No beneficiary shall have the power to anticipate, encumber or transfer his interest in the Trust Estate in any manner other than by the valid exercise of a Power of Appointment. No part of the Trust Estate shall be liable for or charged with any debts, contracts, liabilities or torts of. a beneficiary or subject to seizure or other process by any creditor of a beneficiary. ARTICLE VII. CONSTRIICTION OF TRIIST 7.01. Choice of Law. This Trust shall be administered and interpreted in accordance with the laws of the Commonwealth of Pennsylvania. 7.02. Code. Unless otherwise stated, all references in this Trust to section and chapter numbers are to those .of the Internal Revenue Code of 1986, as amended, or corresponding provisions of any subsequent federal tax laws applicable to this Trust. 7.03. Other Terms. Unless the context otherwise requires, the use. of .one or more genders in the text includes all other genders, and the use of either the singular or the plural in the text includes both the singular and the plural. 7.04. Captioas aad Table of Coateats. The underlined captions set forth in this Agreement at the beginning of the various divisions hereof and the Table of Contents appearing at the 12 beginning of this Agreement are .for. convenience of reference only and shall not be deemed to define or limit the provisions hereof or to affect in any way their construction and application. 7.05. Situs of Trust. The Trust shall have its legal situs at Cumberland County, Pennsylvania. ARTICLE VIII. COffiPENSATION OF TRIISTEE AND APPOINT~dENT OF SIICCESSOR TRIISTEE 8.01. Comueasatioa. The Trustee shall receive as its compensation for the services performed hereunder that sum of money which the Trustee normally and customarily charges for performing similar services during the time which it performs these services. 8.02. Removal of Trustee. Settlor may remove the Trustee at any time or times, with or without cause, upon thirty (30) days' written notice given to the current Trustee. Upon the Settlor's death, a majority of the current income beneficiaries may remove the Trustee at any time or times, with or without cause, upon thirty (30) days' written notice given to the Trustee. Upon the removal of the Trustee, a successor trustee shall be appointed in accordance with the terms set forth in Paragraph 8.03, below_ 8.03. .Successor Trustee. The Trustee may resign at any time upon thirty (30). days' written notice given to the Settlor if Settlor is living, or after Settlor's death, upon thirty (30) days' written notice given to the current income beneficiary or beneficiaries (including a beneficiary's natural or legal guardian or legal representative), hereunder. Upon the death, resignation, removal or incapacity of VERA B. MIISSER, then PNC BANK, N.A., now of Camp Hill, Pennsylvania, shall become the Successor Trustee. Upon the death, resignation, removal or incapacity of the above- named Successor Trustee, a successor trustee may be appointed by the Settlor during Settlor's lifetime, or after Settlor` s death, by a majority of the current beneficiaries. Any successor trustee thus appointed shall be a financially sound and competent corporate trustee. Any successor trustee, or if the Successor Trustee shall merge with or be consolidated with another corporate fiduciary, then such corporate fiduciary, shall succeed to all the duties and to all the powers, including discretionary powers, herein granted to the Trustee. Settlor prohibits the appointment of the beneficiary's or beneficiaries' natural or legal guardian or legal representative as successor trustee, and any attempt to do so shall be without authority under this Trust Agreement. ARTICLE IX. PERPETIIITIES CLAUSE 9.01. General Provisions. Notwithstanding anything to the contrary in this Trust, each disposition Settlor has made herein, 13 legal or equitable, to the extent it can be referred in its postponement of becoming a vested interest to a duration measured by some life or lives in being at the time of Settlor`s death is definitely to vest in interest, although not necessarily in possession, not later than twenty-one (21) years after such lives (and any period of gestation involved); or to the extent it cannot be referred in any such postponement to such lives, is to so vest not later than twenty-one (21) years from the time of Settlor's death. ARTICLE X. REVOCATION AND AMENDMENTS 10..01. Reservation of Powers. The Settlor expressly reserves the powers to: (i) revoke this Agreement by an instrument in writing delivered to the Trustee while the Settlor is alive; (ii) to alter, amend or modify this Agreement at any time or from time to time by an instrument or instruments in writing delivered to the Trustee while the Settlor is alive, but no such alteration, amendment or modification shall increase .the duties nor change the basis for compensation of the Trustee without the Trustee's written consent; and (iii) withdraw from this Trust any life insurance policy or other property forming a part of this Trust, which property. or the proceeds therefrom was added to this Trust by Settlor. Any such withdrawal by the Settlor shall be considered a revocation of this Trust solely with respect to the policy or other property withdrawn. 10.02. Effect of Settlor's IncanacitSr. (A) If Settlor Incapacitated. If at the time of any attempted exercise of (a) the powers reserved to the Settlor or (b) any other powers to demand and receive the principal of this Trust (if any are granted in this Agreement), the Settlor is incapacitated (as defined in Subparagraph 10.02(C), below) through illness, age or other cause, then the Trustee shall disregard any instructions from the Settlor which have the effect of remaking, altering, amending or modifying this Agreement in whole or in part or enabling the Settlor to withdraw from the Trust any life insurance policy or any other property forming a part of this Trust. (B) Settlor's Retained General Power of Appointment. Notwithstanding the above provisions, the Settlor shall always have the right to exercise a general power of appointment, by a will specifically referring to the reservation of this general power of appointment in this Subparagraph 10.02(B), to appoint all of the Trust property to the estate of the Settlor, the creditors of the Settlor, or the creditors of the Settlor's estate. (C) Definition of Incapacity. For purposes of this Trust, the Settlor or a Trustee shall be deemed to have become 14 incapacitated upon the happening of either one of the following events: (1) Admission of Iacapacity. Delivery, by hand, or by mail to the Trustee then serving, of a written instrument from the Settlor or a Trustee declaring that said person no ,longer considers that he or she should possess the power (as Settlor) to exercise any of the powers reserved by the Settlor in this Article X or any other powers to demand and receive the principal of this Trust, except the general power of appointment reserved in Subparagraph 10.02(B), above, or the power (as Trustee) to continue to serve as Trustee, or (2) Medical Certification of Lack of Capacity. Delivery, by hand or by mail, to the Trustee then serving, of written instruments by two. physicians licensed to practice medicine, one of whom must be a board certified psychiatrist and the other of whom may be the attending physician, that the Settlor or a Trustee no longer has the capacity, as a result of illness, age or other cause: (i) in the case of the Settlor, to exercise any powers reserved by the Settlor over the Trust under the terms of this Article.X or any other powers to demand and receive the principal of this Trust, except that notwithstanding any other provision to the contrary, the reserved general power of appointment of the Settlor, as set forth in Subparagraph 10.02(B), above, shall always be exercisable by the Settlor, or (ii) in the case of a Trustee, to continue to serve as a Trustee. (3) Powers Persoaal to Settlor. The powers reserved by and to the Settlor in this Article X shall be personal to the Settlor and shall not be exercisable by any conservator, committee, guardian or like fiduciary, except a valid Durable Power of Attorney, nor shall they be assignable to nor extend to the executor or administrator of the Settlor's estate, nor to any beneficiary named herein. Upon the death of the Settlor this Trust shall be deemed irrevocable. ARTICLE XI. ACQIIISITION OF iJNITED STATES TREASIIRY BONDS ELIGIBLE FOR TAX PAYMENT; PAYMENT OF TAXES, FDNERAL EXPENSES, AND EXPENSES OF ADMINISTRATION 11.01. Acguisitioa of Boads. The Trustee may, at any time, without the prior approval or direction of the Settlor and whether or not the Settlor is able to manage his own affairs, acquire United States Treasury Bonds selling at a discount, which bonds are redeemable at their par value plus accrued interest thereon for the purposes of applying the proceeds to the payment of the United 15 1 States estate tax on the Settlor's estate; and the Trustee may borrow from any lender, including itself, with or without security, to so acquire these bonds. 11.02. Payment of United States Estate Tax by Bond Redemption. After the Trustee has complied with the provisions of Paragraph 4.02, above, by establishing Marital and Non-Marital Portions, the Settlor directs that any United States Treasury Bonds which may be redeemed at their par value plus accrued interest thereon for the purpose of applying the proceeds to the payment of the United States estate tax imposed on the Settlor's estate, and which are held by the Trustee, shall, to the extent of the amount determined to be required for payment of the estate tax, be distributed to the legal representative of the Settlor's estate to be used by the legal representative ahead of any other assets and to the fullest extent possible to pay the estate tax. 11.03. Paymeat of Death Taxes and Other Estate Settlement Costs. After the Trustee has complied with Paragraph 11.02, above, and ascertained from the legal representative that all such bonds have been redeemed in payment of the United States estate tax, the Trustee shall also ascertain from the legal representative whether the legal representative has sufficient assets to pay the remaining inheritance, estate and other death taxes or duties (except the additional estate tax imposed by Section 2032(c), or corresponding provisions of the Internal Revenue Code of 1986 applicable to the Settlor's estate and imposing the tax), levied or assessed against the Settlor's estate (including all interest and penalties thereon), all of which taxes, interest and penalties are hereinafter referred to as the death taxes, interest and penalties. If the legal representative advises the Trustee that insufficient funds exist to pay all the death taxes, interest and penalties, the Trustee shall then pay to the legal representative from the trust property remaining after compliance with those provisions of Paragraphs 4.02 and 4.03, above, an amount equal to all the death taxes, interest and penalties in excess of the funds available to the legal representative for this purposes, which payments are to be made without apportionment. In making the payments, the Trustee shall use only those assets or their proceeds which are includable in the Settlor's gross estate for purposes of the United States estate .tax, shall not impair the Marital Portion without first exhausting the entire Non-Marital Portion. If the Settlor's legal representative advises the Trustee that there are sufficient funds available to pay the death taxes, interest and penalties , then the Trustee may nonetheless pay to the legal representative from the trust property remaining after compliance with the provisions of Paragraphs 4.02 and 4.03, above, which sets aside the Marital Portion, all or any portion, as the Trustee in its sole discretion deems advisable and in the best interests of the Settlor` s beneficiaries named in this Trust, of (a) any such death taxes, interest and penalties, whether or not on 16 a ~~ • property held in or payable to the Trust, said payments to be made without apportionment, (b) the Settlor`s funeral expenses, (c) claims and other debts of the Settlor, whether allowed against the Settlor's estate or not, (d) expenses of administering the Settlor's estate, and, (e) bequests under any will or codicil executed. by the Settlor. In making any such payments, other than to satisfy bequests under any will or codicil executed by the Settlor, the Trustee shall use only those assets or their proceeds which are includable in the Settlor's gross estate for purposes of the United States estate tax and shall not impair the Marital Portion without first exhausting the Non-Marital Portion. IN WITNESS WSEREOF, the Settlor and Trustee have hereunto set their hands and seals as of the day and year first above written. WITNESS: COMMONWEALTH OF PENNSYLVANIA COUNTY OF l~~'? C~i _ d~.~.i.~/J-P/~ (SEAL ) VERA B . Ei]'SSER, SETTLOR SS: On this, the /b ~' day of January, 1997, before me, a Notary Public, the undersigned officer, personally appeared VERA B. MIISSER, known to me (or satisfactorily proven) to be the person whose name is subscribed to the within Trust Agreement, and acknowledged that she executed the same for the purposes therein contained. IN WITNESS WHEREOF, I hereunto set my hand and official Seal. . ~ ~ °~ ary P i My Commission Expires: Notarial Seal Linda Lee Gates, Notary Public Shiremanstown Born, Coe bO ~ ~ 999 My Commission 6cp' Member, Pennsylvania Association of Notaries The foregoing Trust Agreement was delivered, and i$ hereby accepted, at ~~'~~ ~ ~ Pennsylvania, on the ~~ day of T-------- , ,,.,., ~~ ~ ~~~ JERA B . MLTSSER, TRIISTEE 17 ,. , , S CHEDi7LE "A" SCHEDIILE REFERRED TO IN THE ANNEXED TRIIST AGREEMENT DATED JANIIARY _~, 1997 FROM VERA B. MIISSER, SETTLOR TO VERA B. MIISSER, TRIISTEE PROPERTY DESCRIPTION: 18 ~, .. y IN RE: ESTATE OF VERA B. MUSSER, Late of the IN THE COURT OF COMMON PLEAS OF Borough of Lemoyne; THE VERA B. MUSSER CUMBERLAND COUNTY, PENNSYLVANIA, FAMILY REVOCABLE TRUST UNDER ORPHANS' COURT DIVISION AGREEMENT DATED JANUARY 27, 1996 . (RESTATEMENT) DATED JANUARY 10, 1997 N0.21-03-0962 CONSENT AND JOINDER The undersigned, a beneficiary under the Trust described in the foregoing Petition, consents to the termination of the Trust and joins Petitioner in requesting termination on this ~ ~ day of ~- , 2008. Sealed and delivered in the presence of ~bk~ - __ /3~•-~-- ~ (SEAL) Benjamin G. Musser :333191v3 r IN RE: ESTATE OF VERA B. MUSSER, Late of the _ IN THE COURT OF COMMON PLEAS OF Borough of Lemoyne; THE VERA B. MUSSER CUMBERLAND COUNTY, PENNSYLVANIA, FAMILY REVOCABLE TRUST UNDER ORPHANS' COURT DMSION AGREEMENT DATED JANUARY 27, 1996 (RESTATEMENT) DATED JANUARY 10, 1997 NO. 21-03-0962 CONSENT AND JOINDER The undersigned, a beneficiary under the Trust described in the foregoing Petition, consents to the termination of the Trust and joins Petitioner in requesting termination on this ~~~ day of funs Sealed and delivered in the presence of ~~ 2008. ~ ..~ 1/c~--~ (SEAL) f~" ~-L . Pamela S. Harter 333191v3 ~. IN RE: ESTATE OF VERA B. MUSSER, Late of the ~ IN THE COURT OF COMMON PLEAS OF Borough of Lemoyne; THE VERA B. MUSSER CUMBERLAND COUNTY, PENNSYLVANIA, FAMILY REVOCABLE TRUST UNDER ORPHANS' COURT DMSION AGREEMENT DATED JANUARY 27, 1996 . (RESTATEMENT) DATED JANUARY 10, 1997 NO. 21-03-0962 CONSENT AND JOINDER The undersigned, a beneficiary under the Trust described in the foregoing Petition, consents to the termination of the Trust and joins Petitioner in requesting termination on this (,~ day of , 2008. Sealed and delivered in the presence of n,,,...., 6 ~,~- ~~ ~ '~%~ (SEAL) Lynne D. Miller :333191 v3 ,. • ~ ~ IN RE: ESTATE OF VERA B. MUSSER, Late of the Borough of Lemoyne; THE VERA B. MUSSER FAMILY REVOCABLE TRUST UNDER AGREEMENT DATED JANUARY 27, 1996 (RESTATEMENT) DATED JANUARY 10, 1997 IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA, ORPHANS' COURT DIVISION N0.21-03-0962 CONSENT AND JOINDER The undersigned, a beneficiary under the Trust described in the foregoing Petition, consents to the termination of the Trust and joins Petitioner in requesting termination on this ~o~ day of - , 2008. Sealed and delivered in the presence of ~~~~ ~ -.vyJ-mil (SEAL) ynthia J user 333191v3 JUN 10 208 IN RE: ESTATE OF VERA B. MUSSER, Late of the Borough of Lemoyne; THE VERA B. MUSSER FAMILY REVOCABLE TRUST UNDER AGREEMENT DATED JANUARY 27, 1996 (RESTATEMENT) DATED JANUARY 10, 1997 IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA, ORPHANS' COURT DNISION NO. 21-03-0962 C7 r.: ~~O ~~ :~ - DECREE . ' r~ - cr~ - . ' c~ ~ J 1 _ ,~ - AND NUW, this ~~ day of ~~~ ~., ;~~08, tin `, z- .~-- consideration of the foregoing Petition of LeTort Management & Trust Company to terminate the VERA B. MUSSER FAMILY REVOCABLE TRUST UNDER AGREEMENT DATED JANUARY 27, 1996 (RESTATEMENT) DATED JANUARY 10 1997 ("Trust") and the consen*ti to and joinder by all of the beneficiaries of the Trust, IT IS HEREBY ORDERED and DECREED that LeTort Management and Trust Company is authorized to terminate the Trust and to distribute the net accumulated income and principal ire equal shares unto the remaining beneficiaries, Pamela S. Harter, Lynne D. Miller and Cynthia J. Musser. By the Court J. :333487v2 ~~ ORPHANS' COURT DIVISION COURT OF COMMON PLEAS OF In Re: ESTATE OF VERA B MUSSER, LATE OF THE BOROUGH OF LEMOYNE, FAMIOY REVOCABLE TRUST UNDER AGREEMENT CUMBERLAND COUNTY PENNSYLVANIA NO. 21-03-0962 CERTIFICATE OF SERVICE OF ORDER ORDF,R DATE: 06/16/08 JUDGE'S INITIALS: MLE TIME STAMP DATE: 06/16/08 IN RE : DECREE SERVICE TO: EDMUND MYERS ESQ LOIS COPELAND TRUST OFFICER CYNTHIA MUSSER LYNNE D MILLER PAMELA HARTER BENJAMIN MUSSER MD METHOD OF MAILING: ENVELOPES PROVIDED BY: ® USPS ^ RRR ^ HAND DELIVERED ^ OTHER MAILED: 06/ 16/08 SERVICE TO: ® PETITIONER ^ JUDGE ^ CLERK OF ORPHANS COURT METHOD OF MAILING: ^ USPS ^ RRR ^ HAND DELIVERED ^ OTHER MAILED: ENVELOPES PROVIDED BY: ^ PETITIONER ^ JUDGE ^ CLERK OF ORPHANS COURT ~ , Deputy Clerk of Orphans' Court