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HomeMy WebLinkAbout12-17-08 REV'-1500 EX (06-05) 15056041158 PA Department of Revenue OFFICIAL USE ONLY Bureau of Individual Taxes County Coc1e Year File Number Po Box ~sosot INHERITANCE TAX RETURN Harrisburcl PA 1712&-0601 ~ ~ ~ '~~ U . RESIDENT DECEDENT ( -~ j r ENTER DECEDENT INFORMATION BELOW Social Security Number Date of Death Date of Birth 182-OS-6736 04152008 04101913 Decedent's Last Name Suffix Decedent's First Name MI STETSON HELEN G (If Applicable) Enter Surviving Spouse's Information Below Spouse's Last Name Suffix Spouse's First Name M I STETSON ARTHUR W Spouse's Social Security Number FILL IN APPROPRIATE EIOXES BELOW ((^X 1 Original Return ~-1 4. Limited Estate 6. Decedent Died Testate (Attach Copy of Will) ^ 9. Litigation Proceeds Received THIS RETURN MUST BE FILED IN DUPLICATE WITH THE REGISTER OF WILL;i ^ 2. Supplemental Return ^ 4a. Future Interest Compromise (date of 7. ^ 10. death after 12-12-82) Decedent Maintained a Living Trust (Attach Copy of Trust) Spousal Poverty Credit (date of death between 12-31-91 and 1-1-95) 3. Remainder Return (date of death prior to 12-13-82) ^ 5. FE~deral Estate Tax Return Required 8. Total Number of Safe Deposit Boxes ^ 11. Election to tax under Sec. 9113(A) (Attach Sch. O) CURftESPONDENT - THIS SECTION MUST BE COMPLETED. ALL CORRESPONDENCE AND CONFIDENTIAL TAX INFORMATION SHOULD BE DIRECTED TO: Name Daytime Telephone Number MARK E• HALBF;UNER, ESQUIRE 717-731-9600 Firm Name (If Applicable) N GATES, HALBRLINER & HATCH, P•C• First line of address 1D13 MUMMA ROAD, SUITE 100 Second line of address City or Post Office State ZIP Code LEMOYNE PA 17043 correspondent'se-mail address: M • HALBRUNERa3GATESLAWFIRM • COM ~-- REGISTER 'rjfli~LS i1SE ~` v .- c =a :-> ~ ~.r- ~ J ., `, l _. ~ --~t ' ~ _ ; D~fE FILED - . ^- Under penalties of perjury, 1 declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it ect and complete. Declaration of preparer other than the personal repr entative is based on all informs i of which preparer has any knowledge. SIGNATURE OF PERSON RESPONSIBLE FOR FILING RETURN °•--+~ DATE ~ NANCY JEAN STARLING, TRUSTEE ~~ ~ ~,u/~ / ADDRESS /~ . ~ ~''~~ 6335 CREEKVIE.W ROAD CHANICSBURG, PA 17050 SIGNATURE OF PREPARER CITHER THAN REPRESENTATIVE ~-~-~ MARK E• HALBRUNER, ESQ• ~ ,{ ~_ ~~~E~..-- D'~l-•ti~--~~' ADDRESS 1013 MUMMA RI)•, STE• 100 LEMOYNE, PA 17043 PLEASE USE ORIGINAL FORM ONLY 15056041158 Side 1 6M4647 3.000 15056041158 1. ;~ -•! 15056042159 REV-1500 EX DeceJent's Social Security Number 182-05-6736 Decedent's Name:S T E T S O N H F N ~ RECAPITULATION 1. Real estate (Schedule A) 1. a.ao 2. Stocks and Bonds (Schedule B) . 2. O • O O 3. Closely Held Corporation, Partnership or Sole-Proprietorship (Schedule C) . 3. O • O O 4. Mortgages & Notes Receivable (Schedule D). 4. O • O O 5. Cash, Bank Deposits & Miscellaneous Personal Property (Schedule E) . 5. O • O O 6. Jointly Owned Property (Schedule F) ~ Separate Billing Requested 6. O • O O 7. Inter-Vivos Transfers & Miscellaneous Non-Probate Property (Schedule G) ~ Separate Billing Requested 7. 7 8 0 0 9 4. 6 7 8. Total Gross Assets (total Lines 1-7). 8. 7 8 0 0 9 4. 6 7 9. Funeral Expenses & Administrative Costs (Schedule H) . . . . . . . . . . . . . . . g. 12 6 O 7 • O 3 10 Debts of Decedent, Mortgage Liabilities, & Liens (Schedule I). 10. O • O O 1 1 . Total Deductions (total Lines 9 & 10> . 11. 12 6 0 7 . D 3 12 Net Value of Estate (Line 8 minus Line 11) 12. 7 6 7 4 8 .~ • (~ 4 13. Charitable and Governmental Bequests/Sec 9113 Trusts for which an election to tax has not been made (Schedule J) . 13. 5 9 8 2 4 O • 2 ~ 14. Net Value Subject to Tax (Line 12 minus Line 13) 14. ~~ (; ~ ? 4 7 • 4 ~~ TAX COMPUTATION -SEE INSTRUCTIONS FOR APPLICABLE RATES 1 S. Amount of Line 14 taxable at the spousal tax rate, or transfers under Sec:. 9116 o.oo 16. Amount of Line 14 taxable at lineal rate X .04._.5 16 9 2 4 7.41 16. 7 616.13 17 Amount of Line 14 taxable at sibling rate X .12 O.0 0 17 O.0 0 18. Amount of Line 14 taxable at collateral rate X .15 O.0 0 18. O.0 0 19. TAX DUE 19. 7 616 • 1, 3 20. FILL IN THE BOX IF YOU ARE REQUESTING A REFUND OF AN OVERPAYMENT Side 2 15056D42159 15056D42159 J 6M4648 2.000 REV-1500 EX Page 3 Decedent's Cmm~lafn Orle~lrncc• File Number DECEDENTS NAME STETSON HELEN G STREET ADDRESS CUMBERLAND CITY STATE Zlp MECHANICSBURG pA Tax Payments and Credits: 1. Tax Due (Page 2 Line 19) 2. CreditslPayments A. Spousal Poverty Credit D . D D B. Prior Payments 7 8 D D• D O C. Discount 38D • 81, 3 Interest/Penalty if applicable D. Interest D • D D E. Penalty D . D D (1) _ 7616.13 Total Credits (A + g + ~) (2) _ 818 0 • 81 Total InteresUPenalty (D + E) (3) _ D • D D 4. If Line 2 is greater than Line 1 + Line 3, enter the difference. This is the OVERPAYMENT. Fill in box on Page 2, Line 20 to request a refund. (4) _ 6 4 • 6 8 5 If Line 1 + Line 3 is greater than Line 2, enter the difference. This is the TAX DUE. A. Enter the interest on the tax due. (5) _ D • D D (5A) •OD B. Enter the total of Line fi + 5A. This is the BALANCE DUE. (5B) _ D • D D Make Check Payable to: REGISTER OF WILLS, AGENT PLEASE ANSWER THE FOLLOWING QUESTIONS BY PLACING AN "X" IN THE APPROPRIATE BLOCKS 1. Did decedent make a transfer and: Yes No a retain the use or income of the property transferred; ^ O b. retain the right to designate who shall use the property transferred or its income; ^ c. retain a reversionary interest; or ^ d. receive the premise for life of either payments, benefits or care? ^ 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 security at his or her death? ^ 0 4. Did decedent own an Individual Retirement Account, annuity or other non-probate propert which , y contains a beneficiary designation? ~ ^ IF THE ANSWER TO ANY OF THE ABOVE QUESTIONS IS YES, YOU MUST COMPLETE SCHEDULE G ANCi FILE IT AS PART OF THE RETURN. For dates of death on or after July 1, 1994 and before January 1, 1995, the tax rate imposed on the net value of transff~rs to or for the use of the surviving spouse is three (3) percent [72 P.S. §9116 (a) (1.1) (i)]. For dates of death on or after Jar~uary 1, 1995, the tax rate imposed on the net value of transfers to or for the use o1 the surviving spouse is zero (0) percent [72 P.S. §9116 (a) (1.1) (ii)]. The statute does 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 use of a natural parent, an adoptive parent, or a stepparent of the child is zero (0) percent [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 four and one-half (4.5) percent, except as noted in 72 P.S. §9116(1.2) [72 P.S. ~911Ei(a)(1)]. The tax rate imposed on the nei value of transfers to or for the use of the decedent's siblings is twelve (12) percent [72 P.S. §9116(a)(1.3)J. Asibling is defined, under Section 9102, as an individual who has at least one parent in common with the decedent, whether by blood or adoption. 6~4a67~ 1 000 REV-1510 EX + (6-98) COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETUF2N RESIDENT DECEDENT SCHEDULE G INTER-VIVOS TRANSFERS 8~ MISC. NON-PROBATE PROPERTY ESTATE OF G. Stetson This schedule must be completed and filed if the answer to any of questions 1 through 4 on the reverse side of the REV-1500 COVER SHEET is yes. ITEM NUMBS DESCRfPTION OF PROPERTY INCLLOEiHErWMEOFTFETRANSFEREETHEIRRELA7iONSHiPTODECEDENiAND T~~ o~:TE of rRANSFER ArrACHA coPr of THE DEED FoR REAL ESTATE DATE OF DEATH VALUE OF ASSET %OFDECD'S INTEREST EXCLUSION iF F~PFUCABIE - TAXABLE VALUE ~ 200 Shares Allegheny Powtar System, Inc., common stock $10,417.00 100.0000 $0.00 $10,417.00 DOD High $52.40 per share; DOD Low $51.77 peer share; DOD AVG $52.085 per share. 2 524 Shares BP, PLC, common stock $34,219.82 100.0000 $0.00 $34,219.82 DOD High $65.'l3 per share; DOD Low $64.88 per share; DOD AVG $65.305 per share. 3 398 Shares Dominion Resources common stock $17,225.44 100.0000 $0.00 $17,225.44 DOD High $43.Ei2 per share; DOD Low $42.94 per share; DOD Average $43.2E3 per share. 4 1,200 Shares Duke Energy common stock $21,654.00 100.0000 $0.00 $21,654.00 DOD High $18.]L4 per share; DOD Low $17.95 per share; DOD AVG $18.045 per share. 5 1,032 Shares Exelon common stock $87,157.56 100.0000 $0.00 $87,157.56 DOD High $85.7L4 per share; DOD Low $83.77 per share; DOD AVG $84.455 per share. 6 1,872 Shares Kimberly-Clary: common stock $119,574.00 100.0000 $0.00 $119,574.00 DOD High $64.]L9 per share; DOD Low $63.56 pez- share; DOD AVG $63.875 per share. 7 MML Investors Services, Inc. Acct. No. APJ-•177024 $134,294.06 100.0000 $0.00 $134,294.06 8 56 Shares Neenah Paper, Inc., common stock $1,322.16 100.0000 $0.00 $1,322.16 Total from continuation sched les $354,230.63 TOTAL (Also enter on line 7, Recapitulation) $ $780,094.67 (If more space is needed, insert additional sheets of the same size) wasAE t-ooa Estate of: Helen (:. Stetson I Item No. Description Schedule G (Page 2) DOD Value of Asset $ Interest Exclusion DOD High $23.514 per share; DOD Low $23.28 per shaire; DOD AVG $23.610 per share. 9 PNC Bank Money Market Account $47,404.54 100.0000 10 Proceeds from sale of Albertson's, Inc. , common eotock. (See attached.) $221,140.60 100.0000 11 600 Shares Spectra Energy common stock $14,184.00 100.0000 DOD High $23.8'5 per share; DOD Low $23.43 per share; DOD AVG $23.64 per share. 12 1,986 Shares Supervalu commion stock $58,517.49 100.0000 DOD High $29.94 per share; DOD Low $28.99 per share; DOD AVG $29.465 per share. 13 400 Shares WGL Holdings common stock $12,984.00 100.0000 DOD High $32.68 per share; DOD Low $32.24 per share; DOD AVG $32.46 per share. $0.00 Taxable Value $47,404.54 $0.00 $221,140.60 $0.00 $14,184.00 $0.00 $58,517.49 $0.00 $12,984.00 Total (Carry forward to main schedule) $354,230.63 REti-1500 Schedule G (attachment) Helen G. Stetson, deceased SSN: 182-OS-6736 All assets reported on Schedule G were owned by The Stetson Family Living Trust. Decedent and her spouse, Arthur Wilson Stetson, created the Stetson Family Living Trust by ageement dated December 5, 1995. They amended the Stetson Family Living Trust by written instruments dated January 11, 2001, and January 23, 2005. Decedent and her spouse were the Settlors and the Trustees of the Stetson Family Living Trust. Attached are photocopies of the original trust ageement and the amendments. Item No. 7 is an investment account (MML Investors Services, Inc. Account No. APJ-177024) that was contributed to the trust jointly by Decedent and her spouse. Pursuant to the trust documents, this asset is being; treated as owned one-half by each spouse. Therefore, only one-half of the date-of- death account value is reported on Schedule G. As explained below, the value reported for Item No. 7 does not include the cash proceeds from the sale of Albertson's stock th;~t was contributed to the trust by Decedent alone (Item No. 10). Item No. 9 is a bank account that was contributed to the trust jointly by Decedent and her spouse. Pursuant to the trust documents, this asset is being treated as owned one-half by each spouse. Therefore, only one-half of the date-ef--death account value is reported on Schedule C. Item No. 10 is the cash proceeds from the sale of Albertson's Inc. stock th;~t was contributed to the trust by Decedent alone. The stock was sold prior to Decedent's death. Pursuant to the trust documents, this asset is being treated as the separate property of Decedent. Therefore, the full value is reported on Schedule G. Please note, however, that the cash proceeds were deposited into MML Investors Services, Inc. Account No.APJ-177024 (reported as Item No. 7 or- Schedule G) where they remained at the time of Decedent's death. To avoid duplication, the value reported for Item No. 7 is the net amount remaining after the value reported for Item No. 10 is de~3ucted from the date-of- death balancf; of MML Investors Services, Inc. Account No. APJ-177024. Item Nos. 1, 2, 3, 4, 5, 6, 8, 1 l , 12 and 13 are individual stocks that were contributed to the trust by Decedent alone. Pursuant to the trust documents, these assets are being; treated as the separate property of Decedent. Therefore, the full date-of--death values are reported on Schedule G. REV-1511 EX + I10-06) COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT SCHEDULE H FUNERAL EXPENSES & ADMINISTRATIVE COSTS I tStAlt OF Helen Debts of decedent must be reported on Schedule I FILE NUMBER ITEM NUMBER DESCRIPTION AMOUNT A. FUNERAL EXPEIVSES: 1 Cassel's Glrille funeral luncheon $725.10 Total from continuation schedules . B. 1 ADMINISTRATIVE COSTS: Personal Representative's Commissions Name of Personal Representative(s) Street Address City Year(s) Comrnission Paid: State Zip 2 Attorney Fees (estimated) 3. Family Exemption: (If decedent's address is not the same as claimant's, attach explanation) Claimant Street Addre:>s City State Zip Relationship of Claimant to Decedent 4. Probate Fees 5. Accountant's Fees 6. Tax Return Prep<3rer's Fees 7. 1 Cumberland Law Journal publication fee 2 Patriot-News publication fee Total from continuation schedules . $835.00 $7,500.00 $75.00 $276.99 $3,194.94 TOTAL (Also enter on line 9, Recapitutati~~n) ~$ $12, 607.03 ~wasac i o00 (If more space is needed, insert additional sheets of the same size) Estate of: Helen ~3. Stetson Schedule H Part 1 (Page 2) Item No. Description 2 Hollinger Funeral Home funeral goods & services (amount nc~t covered by pre-paid plan) Amount $835.00 Total (Carry forwsird to main schedule) $835.00 Estate of: Helen ~G. Stetson Schedule H Part 7 (Page 2) 3 MML Investors Services, Inc. transaction costs $3,194.94 Total (Carry forward to main schedule) $3,194.94 REU-1513 EX+{9-00) SCHEDULE J COMMONWEALTH OF PENNSYLVANIA BENEFICIARIES INHERITANCE TAX RETURN RESIDENT DECEDENT ESTATE OF FILE NUMBER Helen G_ Stetann RELATIONSHIP TO DECEDENT AMOUNT OR SHARE NUMBER NAME AND ADDRESS OF PERSON(S) RECEIVING PROPERTY Do Not List Tru:>tee(s) OF ESTATE TAXABLE DISTRIBUTIONS [include outright spousal distributions, and transfers under Sec. 9116 (a) (1.2)] 1 Arthur W. Stetson c/o Nancy Jean Starling 6335 Creekview Road Mechanicsburg, PA 17050 Surviving Spouse $0.00 ENTER DOL! 4P. P,MOUNTS FOF. DISTRIBUTIONS SHOWN ABOVE ON LINES 15 T HROUGH 18, AS APPROPP.tATE, O N P.EV-1500 CO VER SHEET II NON-TAXABLE DISTRIBUTIONS A. SPOUSAL DISTRIBUTIONS UNDER SECTION 9113 FOR WHICH AN ELECTION TO TAX IS NOT BEING MADE See Attached B. CHARITABLE AND GOVERNMENTAL DISTRIBUTIONS TOTAL OF PART II -ENTER TOTAL NON-TAXABLE DISTRIBUTIONS ON LINE 13 OF REV-1500 COVER SH=ET $ $598, 240.23 >>tiasai i o0o i~~ ~~~~~~ ~Nd~C ~~ iieeueu, insert aaamonai sheets of the same size) REV-1500 Schedule J (attachment) Helen G. Stetson, deceased SSN: 182-05-6736 Decedent and her spouse, Arthur Wilson Stetson, created the Stetson Family Living Trust by agreement dated December 5, 1995. They amended the Stetson Family Living Trust by written instruments dated January 11, 2001, and January 23, 2005. Decedent and her spouse were the Settlors and the Trustees of the Stetson Family Living Trust. Attached are photocopies of the original trust agreement and the amendments. Decedent anti her spouse transferred to the Stetson Family Living Trust those assets listed on Schedule G. Exhibit "A" to the trust agreement lists certain stocks that were the separate property of Decedent, and the trust agreement, as amended, directs that those stocks be distributed in equal shares to Decedent's children, Arthur William Stetson II and Nancy Jean Starling, upon Decedent's death regardless of whether she is survived by her spouse. Five of the stocks listed on Exhibit "A" were still owned by the trust at Decedent's death, and they are being distributed to her children in equal shares as shown on Schedule J, Part I. Pursuant to the trust documents, the remaining assets listed on Schedule G shall be held in a separate trust, the Stetson Family Trust-B, for the sole benefit of the surviving Settlo~r (i.e. Decedent's spouse, Arthur Wilson. Stetson) fcr the remainder of his life, and the total value cf said assets is shown on Schedule J, Part Il(A), as being distributed to the Stetson Family Trust-B, c/o Nancy Jean Starling, Trustee. According to 72 P.S. §9113(a), the assets distributed to the Stetson Family Trust-B are not subject to inheritance tax as part of Decedent's estate. Estate of: Helen G. Stetson Schedule J Part 1 (Page 2) Item No. Description 2 Nancy Jean Starling 6335 Creekview Road Mechanicsbiurg, PA 17050 100 Shares Allegheny :Power System, Inc., common stock Inventory 'Value: $5,208.50 199 Shares Dominion Resources common stock Inventory 'Value: $8,612.72 600 Shares Duke Energy common stock Inventory 'Value: $10,827.00 936 Shares Kimberly-Clark common stock Inventory 'Value: $59,787.00 200 Shares WGL Holdings common stock Inventory 'Value: $6,492.00 Relation Amount The amount shown at right is the total value of the above stocks less one-half (1/2) of the administrative expenses reported on Schedule H. Daughter $84,623.71 Estate of: Helen GI. Stetson Schedule J Part 1 (Page 3) Item No. Description 3 Arthur William Stetson, II 10409 Gorman Road Laurel, MD 20723 100 Shares Allegheny ]Power System, Inc., common stock Inventory `Value: $5,208.50 199 Shares Dominion Resources common stock Inventory `Value: $8,612.72 600 Shares Duke Energy common stock Inventory 'Value: $10,827.00 936 Shares Kimberly-Clark common stock Inventory 'Value: $59,787.00 200 Shares WGL Holdings common stock Inventory 'value: $6,492.00 Relation Amount The amount shown at right is the total value of the above stocks less one-half (1/2) of the administrative expenses reported on Schedule H. Son $84,623.70 Estate of: Helen G. Stetson Schedule J Part 2A (Page 1) Item No. Description 1 Stetson Family Trust - B c/o Nancy Jean Starling, Trustee 6335 Creek~riew Road Mechanicsburg, PA 17050 Amount $598,240.23 DEATH CERTIFICATE LOCAL REGISTRAR'S CERTIFICATI®IV (~F DEATH ~'VARNIl~IM : It is illegal to duplicate this copy by lahotostat or photograph. ' I~ee frlr this certificate, tii~.OU r~r~ ~fhn j, ~.11 u:rtif}• that the )nformation here given is TH OF '' at ,r p~ pF ,r;l~~ - y ~ collutl~' ~f~hiccl tl(3nT an original Certificate of Death `1~o~i~ \!r~ duly hlcl~ with me as I,(1u11 Registrar. The original x~, ~ z~ certit)r~ltc ~~ill he forw~u~ded to the State Vital ° , _, a~~ Rccl~r~l~~ Office Gv henn~jnent filing. ! i ' ~ V' ~ r ! 1 f ~ ~P~~, ~ - --. ~-~ AP 1 7 2008 ~? oF~ W _ ~9 . ,rll Certllic:(tfon lumber ..,,,,,,,,,,,,, ~--~ L(~:~II 1{'~t~j,,trar Date Issued P H10'r143 REV 11/200G COMMONWEALTH OF PENNSYLVANIA • DEPARTMENT OF HEALTH • VITAL RECORDS TYPE/PRINiIN PERMANENT CERTIFICATE OF DEATH BLACK INK (See instructions and examples on reverse) STATE FILE NUMBER N 0 .,~ a O U 1. Name d Decetlenl (First, mkge, kd. sumx) 2. Sex 3. Social Secomy Number 4. Date of Death (Month, day, year) 182 -05 -6736 A ril 15 2008 5. Age (Last BiMtley) Under I year Wttla 1 day 6. Date of Bldh (Month, day, yea!) 7. Bitlhplace (Ciry and slate ar foreign country) Be. Place of Death (Check only one) slonew [kys Hours Minuim HOSINteI: Other. 9 5 vre. A r 1 ]" 1 0 1 91 3 Phi 1 a P a . ^ Inpatient ^ ER / oulpetbnt ^ DDA rdn~ Home ^ Reskence ^Dther ~ 51>aciy Bb. County of Death Bc. Ciry, Born f Death Bd. Fadlity Nerve (If nd'mslBulion, give sheet aM number) 9. Wes Decedent d ilspank Origin? ~ No ^ Yes 10. Race: Amerken Irldien, &eck, While, etc. (g yes. speuy cu zan. (sPea~M Cumberland Lower Allen Tw Bethan Villa e Ret- Center Mencan,PmMFkan,etc.) White 11. DecetlSnYS Usual Ibn Kn0 d wok d 1m tlur4m moll of wodtln kle. W riot state retired 12. Was Decedent ever n me 13. Decetlenl's Edl<atlon (Spotty only hk3Aest grede comp leted) 74. Marital Status: Merced, Never Monied, 15. SurvNing Spo use (If wife, gNe makksn name) Knd d Work Hird of Business / lidushy U 5. Artmd Faces? Elertrenlnry / SecoMary (0.12) College (1d or Sr) Wxktred, Divorced (SpeciN) Le al Secrets Law Firm ^vea No INarried Arthur Wilson Stets - 16. DecedenYS Meilkig Atltlreas (Street, dry / loam, sole, zip code) Decedent's Dk Decedent dm Lower Allen Twp- ~ AduelResiderce na stale Pa ,? ~Y D lli d 5225 Wilson Lane J . c. ea. ve ee ai _ Tea? Mechanic b P 1 7 17b. County Cumberland 17d ^ NO, Decetlenl UVetl within s urg, a. 055 Ailed umib d cl ry Boro IB. Femers Name (Post, mitltlb, bsl, sulfixl 19. Mother's Nerve (Bret, middle, maitlen sumeme) William Gould Jeann~etta Mayrs zoe. lnromiam•s Nama (Type / Prm) lob. mmrmanrs Mailing aaaress (sired, cry /town, seta: zlo code) Nancy J. Starlin 6335 Creekview Rl~ad Mechanicsburg, Pa. 17050 21 a. M et hdtl d Dbpodlion I ^ Cremalbn ^ DOmlkn 21b. bete d Oispodlion (Mmth, my year) 21c Place of Dispmrim (Name d cemetery, cremetay a Wrer gate) 21 d. Laatbn (Gry I town, slate, zip code) - r- yy L•p Bunel ^ Removal hom gale I Waa Cremallon a Dalafbn Aullwdzed A r i l 1 9 2 00 Mt R o l l S r i n Ceme to r y p gs y t Holly Springs Pa ^Omer-SpedN: eyMedk5lExamlrrryCerorler? ^ves^No P , . - , . ~ 22e. Sigmaxe d Funeral Service Licensee (a Gerson eakg as Suchl 224. L'wunse Number 22c. Name eritl Adtlre55 d FacPity 5 0 1 N g 1 t i coo Te Ave - - ~~, Fn-011589-L Hollinger FH/Crematory Inl~• Mt.i}ol~y Springs, >sa. 17065 CampMe Items 23ac aey when [rerGlying phyddenwnot avekede at elmddeemt° 23a. me al my Cupp at b aria plpace~dated. (SigneNre eritl fi4e) ( ~ C ~.~ 23b/~Lkx~ise/ Numbs ~ ~)~T7 U ~7 L- 23a Dale Signed (MOnt4, day, year) 'L ~ ~ certify cause d deaN. , : C h1V I~l ~ ~- )-~ Item 2426 must be catpleted M perwn 24. Time of Death ~ 25. Dale Prmanced Dead (Month, tlay, year) UsS 26. Was Case Referted to Medical Exemkrer / Coroner fa a Reason Otfter men Crematbn or Donatbn? - win pronaxiees deem ~ ~ ; UO i r~ M C) (-I- - 5 - zG ^ Yes ^ Np CAUSE OFD ATH (See Inslructlona eM exemplea) l Approximate imeael: Part II: Enter dher 5jgdli[ard caxktiaw conf~utim to death, 26. Ob Tobacco Use Calrfiute tp Deelh? Bem 27. Pad I: Enter the than d evems - diseases, injures, a mnpkcetias - mat drecVy ceused me deem. DO NOT enter lemnnel events such as cartliac enesL Onset to Death but not rasuplrg In the underyng cause given b Pad I. ^ Yes ^ Probady respiretory ertesl, a vatrcular eailblion wanaa sMwkg me e4dogy. List day one cause an each Ane. ~ No ^ Unknown (( WMEDIATE CAUSE Rnal disease a I G~ p...a {" l{ ~ n„ , LL Y Q rJ')'D {f[iS LCr 10.Y ,~ LL carle4an rawltin 'n ~eaml 29. If Pamela: ~ s . g __~ a " -' _A 7 am D or es a consequence oQ: ue lo ( ~• Not prsgrent wilhm pest year ~ `L (~ L ,( $equenoaNy kd cmdtions. II arty, b. ~ 1 '~ I,~ I Ff I"aYT ~ (a R Cllr 4 c G'CNA b d~ t dpi k t d M ~ ^ Pregnant at lime d death a o s e an e a. g DUe Io o a5 a wn uBiYR o Emer Iha UNDERLYING CAUSE f r ~q ~~ Not pregnant, 4N pregnant within 42 tla ^ n (disease a injury mat iNliated the c ewxrs rewaBng m deem! usr. of death Due b (or es a caksaquenco oR: ^ Nil pregnant, bN pregnam 43 days to 1 year d. belare deem ^ Unknown 6 prepwm wimin the past year 305. Wes an ALkpey 30b. Were Autapry Fkdrgs 31. Maixwr of Death 32a. Dale d Injury (Marco, day, year) 32b. Desalbe How Inryry Oxurted 32c Place Ot Injury: Ham, Farm, Slrml, Factory, Pafamad? Avakabb Prior to Canpldim ~ NaNre ^ ft«dcide Office Buildng, etc. (Sr N) d Cause of Deem? , ^ Yes 19,IJO ~ ^ Y~ ^ N0 ^ Acddenl ^ PerMing Imesfigation 324. Time of Inlury 32e. Injury at Work? 32f. If Trenspodalion Inury (SpedNf 32g. Lncaf of Injury IStred, dry I town, state) 7 ^ Sukitle ^ Could Not be Delemuned ^ Yes ^ No ^ DMer! Opereta ^ Passenger ^Pearslran M ^omar ~ spedN: 33a. Cedfie (check onty ale) 33b. Signature antl Tllb of CeniBer • CeNtying physkbn (Physidan certifying caum of death when arrolfwr physician has pronounced death and completed hem 23) To the bell of m know! ~ y edge, death occurretl tlue to ilia rause(sl and manrwr as slaled_________________________________ ' L ~ ~ ,t rM w r=^ ~[ r-y V f'^ I7 - ` Pronouncing and certllying physkia~n (Physidan bah praioundng deem aM ceritying to cause of deem) t th b l f h l tl d th l th d ti d t tl l a tl th ^ 33c. L'xznse Number 33d. Dale Signed (Month, day, year) o e el o my now ge, e ea occurre a e me, a e, an p ace, ari m to e cause(s) arM manmr as steted_ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ • Medkel E amin /C ro er i'YY f7 ~} 2j 5 4iV A n~ ~ LOCy FS x er o n On the bads of examinatlon antl / or Invesilgatlan, in my opinion, death occurred al the time, dale, antl place, end due to the cause(s) and manner as sWled_ ^ 34 Name and Atldress d Persm Who 1'ompbled Cause of Deem (gem 27) Type / Pnnl - 36. R r Signatum a Disl bar I[~ I I I ~.I f I b I - ~. ea`c ~"~~n-e .Dale Rled (Month, day, year) ~ `- rsQ tM yz. Fz. 1•-I-z~I.A d~ r 3 4 s-G ~T,-+ ~ el Le ~JJ ~ . .~, c~ { Ik ~, I ~~ L ----- - n v Disposer Permit No. V ~ ~ ~~~o~' z LAST WILL AND TESTAMENT 4F ~ELE~lI ~~TJI:D S TETS/1N LAST WILL AND TESTAMENT OF HELEN GOULD STETSON I, HELEN GOULD STETSON, being of sound and disposing mind, memory and understanding, do hereby make, publish and declare this to be my LAST WILL AND TESTAMENT, herek~y revoking any and all former Wills and Codicils at any time heretofore made by me. FIRST: I direct my Personal Representative, hereinafter named, as soon as convenient, to pay all of my lawful debts and funeral expenses, thE~ amount of the latter to be determined without being subject to any limitation or restriction imposed by law, and without the necessity of obtaining any prior or subsequent san~~tion or order of any Court in regard to the amount of said expenditure. I hereby direct that any debts owing as of the date of my death be payable first from any property which may be included in my probate estate, in whichever state such probate estate property may be located, before such debts become payable, if at all, from any other sources>. SECOND: I give, devise and bequeath all of the rest, residuie and remainder of my property, whether real, personal or mixed, whether tangible or intangible, wherever situated and however constituted unto the Trustee of the STETSON FAMILY LIVING TRUST a revocable inter vivos trust created by me on the 5 th d;~y of December , 1995, to be held by the Trustees therein named IN TRUST and not in said Trustee(s)' individual capacitiE~s, for the purposes and upon the conditions stated in said STETSON FAMILY LIVING TRUST. It is recognized that, upon my death, said STETSON FAMILY Li v iNG TRUST is tv be divided into several Trusts, and it is lily intention trial the Trustee thereunder apply tk~e assets passing under this, my LAST WILL AND TESTAMENT to the several Trusts thereby created according to the provisions of said Trust Agreement. THIRD. In the event that the STETSON FAMILY LIVING TRUST is not extant at the time of my death, then I do hereby give, devise and bequeath ~~II of the stocks and corporate shares listed on Exhibit A, a separate writing of even datE~ incorporated herein by reference, to my children ARTHUR WILLIAM STETSON, II and NANCY JEAN STARLING, in equal shares, share and share alike. FOUIRTH. I hereby give, devise and bequeath all of the rest, residue and remainder of my property, whether real, personal or mixed, whether tangible or intangible, wherever situated and however constituted unto my spouse, ARTHUR WILSON STETSON, if my spouse survives me. 1 FIFTH. In the event that my spouse has predeceased me, then, in that event, I do hereby give, devise and bequeath my spouse's share of this Estate ~~s follows: (A) All of the rest, residue and remainder of my property, whether real, personal or rnixed, whether tangible or intangible, wherever situated and however constituted unto my children or their descendants per stirpes:r My children are now ARTHUR WILLIAM STETSON, II and NANCY JEAN STARLING. Provided that all stock, as listed on E=xhibit A to this Trust Agreement, shall be distributed in equal shares, share and share alike, to each of my children, if such division of the assets of the Trust is feasible and equitable. (B) Iri the event that I should die without a surviving spouse or any surviving lineal descendants, or if all ascertainable beneficiaries of ;III Trusts created or resulting uncler this, my Last Will and Testament, should predecease entitlement to any distribution from said Trust(s), then the residue of my Estate or, as the case may be, assets remaining in any Trust, shall be distributed outright according to the laws of intestate succession of the State of Maryland as such laws may have been constituted at the time of nny death. Should any beneficiary of this Estate predecease receipt of a share hereof without I ivirig issue, the share of the decedent shall lapse. (D) For purposes of this, my Last Will and Testament, and for purposes of any Trusts created or resulting hereunder, the terms "children" or "descendants" shall mean all blood or legally adopted descendants in any degree, as the context so dictates, including all afterborn children or descendants, and all children or descendants born after the death of their parent who is my blood or legally adopted relative. Children or descendants adopted after the dea±h of my blood or legally adopted relatives by the non- blood related spouses of my blood or legally adopted relatives shall not be included in the terms "children" or "descendants" herein if the adoption proceedings are commenced after the death of rr~y blood-relative or legally adopted relative by his or her spouse, unless, prior to his or her death, my blood-relative has manifested the intent to adopt such individual. (E) Ire the event that any beneficiary of this Will should fail to survive me for a period of Sixty (60) days after the date of my death, then it will be conclusively presumed, for purposes of this Will, that said beneficiary has predeceased me. In the event that my spouse, ARTHUR WILSON STETSON and I should die under circumstances under which it is not possible to determine which oi' us has died first, it shall be conclusively presumed that my spouse, ARTHUR WILSON STETSON predeceased me. (F) I have intentionally omitted any and all persons or entities in being from this, my LAST WILL AND TESTAMENT except those named or referenced herein. 2 /" +-! ..... SIXTH: All of the estate, inheritance, succession, legacy, transfer and other taxes of any nature payable because of my death or incident to the administration of my estate, including arty and all real property transfer taxes, and any and all other expenses, costs, fees, charges or commissions I direct be paid out of the residuary estate, without right of reimbursement to the takers of the residuary estate. SEVENTH: I hereby name, constitute and appoint my spouse, ARTHUR WILSON STETSON, to act as my Personal Representative. In the event that he be unwilling or unable to serve, or if he should resign, or be removed from that office, then I hereby name, constitute ar~d appoint the following individuals, in the following order, upon the death, incompetency or resignation of those previously named: ARTHUR WILLIAM STETSON, II then fJANCY JEAN STARLING to act as my Personal Representative in his place and stead. I direct that my Personal Representatives, herein named, shall serve without bond or undertaking. Those named as Personal Represent:~tive shall also serve as Trustee of any Trusts arising or resulting under this, my Last Will and Testament, in the same order arc! under the same conditions stated herein, and as custodians under the applicable gift to minors statute for any beneficiaries hereof who are minors and who have no living parents. EIGHTH: 1 hereby confer on my Personal Representative or his alternate(s), herein named, the full power and authority to effectuate the settlement of this estate or to administer any Trust arising or resulting hereunder, including, with~aut limitation, the power to sell or hypothecate real or personal property of any kind. or nature belonging to the estate. I authorize my Personal Representatives herein named, to purchase, sell, or hypothecate, without restriction, any bonds, notes or other securities, or other variety of Ceal oC persc-nal pr!~perty, to the extent tC ~vh,ch ether may deem desirable in the administration of this estate; in this regard, said Personal Representative shall not be restricted to property or securities of the character of which is presently or hereafter authorized k-y law or the rules of any Court, but they may invest ar~d reinvest in such property as men of prudence, discretion and intelligence acquire in the management of their own affairs, not in regard to speculation, but in regard to the ~aermanent disposition of their funds, considering the probable income as well as the proL~able safety of their capital; and said Personal Representatives are hereby authorized to sell, purchase, lease, pledge, mortgage, grant a security interest in, transfer, exchange, convert or otherwise dispose of or grant options with respect to any real, personal or mixed property at any time forming; a part of my estate, in such a manner, at such time and for such purposes, and for such prices, and upon such terms, credits or conditions as they may deem advisable; tc- borrow money for any purpose in connection with the protection, preservation, or improvement of my estate or of any Trusts arising ~~r resulting hereunder, whenever in their judgment advisable and upon such terms as they deem advisable; to compromise or otherwise adjust any claims or demands in favor of or against my estate or against any Trusts, and to make distributions in kind, and to cause any share to be composed of cash, property, or 3 undivided fractional shares in property different in kind from any other share; to execute and deliver such instruments as may be necessary to carry out any of these powers; to participate irr any legal proceedings in such capacity as he may deem advisable; to exercise, to t:he fullest extent, any and all of the powers granted by law or under the terms of this Will, and to see to the proper execution or discharge of any powers or duties imposed on them by this Will or by law. Provided further, however, that in the exercise of the broad investment powers granted to my Personal RE~presentatives and to my Trustee(s), herein named, pursuant to this provision of this, my LAST WILL AND TESTAMENT, said named Personal Representatives and Trustee(s) shall be limited to those investrnents, and to the exercise of those powers, as would be appropriate for a prudent investor and not as a speculator. The powers granted under this paragraph of this, my Last Will and Testament, shall be in addition to any other powers granted to Personal Representatives and Trustees by law. NINTH: Except as herein expressly provided, neither the income nor the corpus of this estate nor ar~y trusts created or resulting under this Will, nor any property held pursuant to any custodianships arising for any minor beneficiaries sander this Will shall in any manner be voluntarily, involuntarily or by operation of law anticipated, assigned, encumbered or transferred by any beneficiary named herein or by the heirs, successors or assigns of such k~eneficiaries; and any such attempt at anticipation, assignment, encumbrance, transfer, or voluntary or involuntary alienation by or with respect to said beneficiaries shall riot be binding on the Personal Representatives, or the Trustees or their successors (whether such successors are specifically named or designated herein or otherwise}, whose duties and obligations hereunder shall be fully discharged and satisfied by distribution of any bequest or property of the estate directly to the beneficiary entitled to the same, TENTH: In the event that any property should pass to any Entity outside of this Estate by operation of law, or pursuant to any Trust Agreements executed by myself, then it is my intention tk~at this property pass outside of this estate by oE~eration of law and not by the terms of this Will. 4 IN TESTIMC)NY WHEREOF, 1 have set my hand and affixed my seal this th day of '~~~- `~ ~- ~"'~~'; 1995 to this, my LAST WILL AND TESTAMENT, consisting of ~ l pages. HELEN COULD STETSOPJ SIGNED, SEALED, PUBLISHED AND DECLARED by the above-named Testator, HELEN COULD STETSON as and for her LAST WILL AND TESTAI`~1ENT, consisting of .% pages, in the presence of us, who at his request, in his presence, ~~nd in the presence of each other have hereunto subscribed our names as witnesses on the day and year above written. `" ~., ~ .. ~~~f ~C' `` 't Witness ~ ~ ~~ ~~-~ 1y'.v~ ~`~;e S Address ~,~ ,~ Witness c Address 5 FIRST CODICIL TO THE LAST WILL AND TESTAMIENT OF HELEN GOULD STETSON I, HELEN GOULD STETSON, being of sound and disposing mind, memory and understandin;;, do hereby make and constitute this First Codicil to m)r Last Will and Testament executed by me on December 5, 1995: FIRST: Paragraph FOURTH (A) shall now read "All of the rest, residue and remainder of my property, whether real, personal or mixed, whereveir situated and however constituted unto my children, in equal shares, share and sh~rre alike, or to their descendants ~~er ca ~ita." SECOND. Other than this amendment, my Last Will and Testament dated December 5, 1995 shall remain in full force and effect. IN TE>TIMONY WHEREOF, I have set my hand and affixed my seal this ' `~~` day of r~C1„r,...~ , 2001, consisting of One Page. .,. HELEN GOULD STETSON SIGNS. D, SEALED, PUBLISHED AND DECLARED by the above-named Testatrix, HELEN GOULD STE=TSON, as and for the First Codicil to her Last Will and Testament, consisting of One Page, who at her request, and in her presence, and in the presence of each other, have hereunto subscribed our names as witnesses on the day and year above written. -, ter' ~ ,~~~i~-N'' V Witness ;~ess ~~ Wc~ ~~ rrG. ,~~ ~ ~ ~ ~~ ~ ~ ~~ ~ /q- Address ~, ~jc~ ress f j SECOND CODICIL TO THE LAST WILL AND TESTAMENT OF HELEN GOULD STETSON I, HELEN GOULD STETSON, now of Mechanicsburg, Cumberland County, Pennsylvania, do publish and declare this to be the Second Codicil to my Last Will and Te;~tament dated December 5, 1995, and I hereby amend my Last Will and Testament as follows: FIRS'C: Paragraph SEVENTH shall now read: "I hereby name, constitute and appoint my spouse, ARTHUR WILSON STETSON, to act as my Personal Representative. In the event that he be unwilling or unable to serve, of if he should resign or be removed from that office, then I hereby name, constitute and appoint my daughter, NANCY JEAN STARLING, then my son, ARTHUR WILLIAM STETSON II, to act as my Personal Representative in his place and stead. I direct that my Personal Representatives, herein named, shall serve without bond or undertaking. Those named as Personal Representative shall also serve as Trustee of any Trusts arisin;; or resulting under this, my Last Will and Testament, in the same order and under the same conditions stated herein, and as custodians under the applicable gift to minors statute for any beneficiaries hereof who are minors and who have: no living parents to assume this role." SECOND: In all other respects, I hereby ratify, confirm and republish my Last Will and Testament dated December 5, 1995, as modified by a First Codicil dated ;fanuary 1 1, 2001, and as herein further modified, amended and supplemented by this Codicil. iiv 'v`Ji T NESS WHEREOF, i have hereunto set my hand and seal this ~?~` "~ day of January, 200-`i. HELEN GOULD STETSON Signed, sealed, published and declared by the above-named Testatrix, as and for the Second Codicil to her. Last Will and Testament dated December 5, 1995, in the presence of us, who at her request, in her presence, and in the presence of each other, have subscribed our names as witnesses thereof. The preceding instrument consists of this page and the Acknowledgment and Affidavit. ~~ ~. ~: ~'~t-~,,~.-~ residing at ~~~~ ~~~ -h~~~~ ~"~ c -~- L o ~ ~7~ - G N i= CNi'= (print name) --~ 2,~~ ~.., ~~~= -~- ~:~•, residing at ~~ c 1/~ci •'Y~ C4L~ `-'~~ i ~ ' ~ +w L. (print name) ACKNOWLEDGMENT AND AFFIDAVIT The Testatrix and the witnesses whose names are subscribed to the foregoing instrument, being first duly sworli and qualified according to law, do hereby acknowledge and declare to the undersigned authority that the Testatrix signed and executed the instrument as the Second Codicil to her Last Wil'.1 and Testament in the presence of the witnesses, that she signed willingly or willingly directed another to sign for her, that she executed it as her free and volunl:ary act for the purposes therein expressed, that each of the witnesses, in the presence and hearing of'the Testatrix, signed the Codicil as witnesses, and that to the best of their knowledge the Testatrix was at that time eighteen years of age oar older, of sound mind and under no constraint or undue influence. Helen Gould Stetson, Testat~~ix __-_, r ~ Z-( ~ 1 Witness Witness ~~ COTv1tvIONWEALT'ri OF PENNSYLVANIA SS: COUNTY OF' CUMI3ERLAND On this, the T~~ ~~ Gi~day of January, 2005, before me, a Notary Public, the undersigned officer, personally appeared MARK E. HALBRUNER, known to me or satisfactorily proven to be a member of the bar of the highest court of Pennsylvania, and certified that he was personally present when the foregoing Acknowledgment and Affidavit was signed by the Testatrix and witnesses. IN WITNESS WHEREOF, I hereunto set my hand and official seal. L C,~ r~ t• ~! " Notary Public c~~iyPvltVii~tJVdE:~I;~'i~ ~~r ~~Nt•~lS`ii~`vAAfbF~ Not:;~rialScrai ~J'Aaci L. cepkcvic, TJotary J'rtbiit ~ LeMayne Coro, Cr~mberlan~ Ca~~sndy Tvly Coanmission Expires F~far. [$. 2(303 wleriher -°„^s,,~.~a~i: ~,~,~ ,;,;• ,,` n;i?t=tries THE STETSON FAMILY LIVING TRUST THE STETSON FAMILY LIVING TRUST THIS TRUST ,AGREEMENT is entered into in Silver Spring, Maryland on this ''~ th day of °` ~`--~'' 1995, by and among ARTHUR WILSON STETSON and HELEN COULD STETSON, his wife, as Settlors (the "Settlors"), and the same ARTHUR WILSON STETSON and HELEN COULD STETSON, his wife, or the survivor of them, acting jointly and severally as Primary Trustees, and, upon the death, incapacity or resignation of all of the Primary Trustees, then the following individuals shall serve, upon the death, incompetency, or resignation of the surviving Primary Trustee, as Successor Trustees: ARTHUR WILLIAM STETSON, II, then NANCY JEAN STARLING. -The use of the term "Trustee" in this Trust Agreement, where such term stands alone, sl~al) be deemed to refer to all of the Primary and Successor Trustees, without limitatioin. No Trustee specifically reamed herein shall be required to post a bond or other undertaking as security for the faithful performance of any duty hereunder. Individuals named as successor Trustees may execute this Trust Agreement at any time prior to assuming the office of Trustee hereunder. 1. DECLARATION OF TRUST. Desiring to create a trust For the benefit of ourselves, our descendants and our family, (whether any Beneficiaries of this Trust are now living ar born after the effective date of this Trust, and whethE~r or not any Beneficiaries of the<.> Trust are born in or out of wedlock, or whether any Beneficiaries are blood descendants or legally adopted), we, ARTHUR WILSON STETSON and HELEN COULD STI=TSON, his wife (the "Settlors"), do hereby assign to thE~ Trustee, IN TRUST, the sum of TEN DOLLARS ($10.00} which, along with any additional assignments, gifts, devises, appointments or contributions specifically designated as aclditions to this Trust (coiiectiveiy the "Property"}, are to be received by the I rustee and held IN TRUST as specified herrein, solely for the purposes and on the conditions stated in this Trust Agreement. By executing this Trust Agreement Settlor hereby contribute~~ all tangible personal property, now owned or hereafter attained, to this Trust, except for that property specifically excluded in writing. 2. POWER RESERVED TO AMEND AND REVOKE THE TRUST; DIVISIBILITY' OF THE TRUST UPON THE DEATH OF THE FIRST SETTLOR. (A) Powers Reserved During Joint Lives While Settlors are Competent. We, ARTHUR WILSON STETSON and HELEN COULD STETSON, his wife do, so long .as we are both living and competent, hereby reserve the right and power to jointly modify, amend or revoke this Trust in whole or in part. Wrrile we are both living, this Trust shall be designated the "STETSON FAMILY LIVIN(~ TRUST." (B) Disposition of the Trust upon Death or Incompetency. Upon the death of the first of us to pass away, this Trust shall be divided into three Trusts,. designated "STETSON FAMILY TRUST-A," "STETSON FAMILY TRI.~ST-B," and STETSON 1 FAMILY TRUST-C" with the provisions governing the funding and ;administration of said trusts to be providE~d herein. (i} STETSON FAMILY TRUST-A. After the death of the first Settlor, and during the life of the survivor of us, we hereby reserve the right and power, so long as the surviving Settlor is competent, to amend or to revoke STETSON FAMILY TRUST-A. Upon the death of the surviving Settlor, STETSON FAMILY TRUST-A shall become irrevocable, and, upon this event, the STETSON FAMILY l-RUST-A shall not be modified or amended. Upon the mental incompetency of the surviving Settlor or of both Settlors, the STETSON FAMILY LIVING TRUST or the STETSON FAMILY TRUST-A shall become irrevocable, and they shall not be amended or modified, until the competency of at least one Settlor or of the surviving Settlor is restored, in which event the terms governing this Trust shall revert to those in force when the Settlor( s) are mentally competent. Hereinafter, unless the STETSON FAMILY LIVING TRUST or the STETSON FAMILY TRUST-A or the STETSON FAMILY TRUST-B or the STETSON FAMILY TRUST-C are separately referenced, all provisions of this instrument shall be construed as applying equally to these trusts, and the term "Trust" as used herein shall, uinless otherwise qualified, bE~ deemed to refer to all Trusts created hereunder. (ii} STETSON FAMILY TRUST-B. Upon the death of the first Settlor, STETSON F=AMILY TRUST-B shall be irrevocable and said Trust may not be modified or amended. (iii) STETSON FAMILY TRUST-C. Upon the death of the first Settlor, STETSON 1=AMILY TRUST-C shall likewise be irrevocable and said Trust may not -T~T,. T -__ ..~_ .., . be modified or amended, and ~ i t i SON FAMiLy i RUS T-L sna~i be administered in ail respects so that the assets allocated thereto qualify for the marital deduction on the federal estate tax return of the first spouse to die. (C) Power to Control Trust Investments. At piny time, either Settlor, or the legal representative of an incompetent Settlor, shall have they power to compel the Trustee(s) then acting, by written direction, to forthwith convert an~~ unproductive property into income producing property. This power may be exeircised with respect to any property held by any trusts created, existing or resulting with respect to this Trust Agreement. 3. DISPOSITIVE PROVISIONS. (A) Disposition of Assets During the Settlors' Lives - Jointly-Held Property. All jointly-held property contributed to this trust shall cease to be jointly-held pursuant to state law and such property shall be held by the Trustee(s) of this Trust pursuant to the terms hereof; provided, however, that such property which was jointly- held prior to being contributed to this Trust, or which is intended to be treated as so- called "jointly-held" property pursuant to the terms of this Trust, shall be referred to 2 herein as "jointly-held property." During the lives of the Settlors, or the survivor of them, and v~~hile they are competent, each Settlor, acting alone, sh~jll have the right to enjoy and/or dispose of the income or principal or assets of this Trust derived from property which was jointly-held by the Settlors at the time it was ountributed to this Trust or which is designated as jointly-held upon contribution hereto, and he or she shall be free to do so without accounting to the other Settlor, or to any Beneficiaries of the Trust, or to any other party; provided, however, that if both Settlors are competent, then the signature of both shall be required to effectuate the disposition of ~rny such jointly-held real property which had been contributed to Trust. If both Settlors are living and one is incompetent:, the competent Settlor is hereby empowered to dispo~~e of jointly-held real property acting alone; and should one Settlor be deceased, then the surviving Settlor, if competent, is hereby empowered to dispose of jointly-held real property acting alone. For purposes of this Trust, !all property contributed to the Trust shall be considered jointly-held unless such property is listed on a written memorandum signed by both Settlors, and executed before the contribution of any separate property to this Trust, and which specifically describes any separate property and designates the Settlor who is the separate owner of :such property (the "Separate Property"). To the extent that the interest of one Settlor in arty jointly-held property contributed to this Trust would be treated as included in the contributing Settlor's gross estate for federal estate ~rax purposes at more than one-half of the value of the contributed jointly-held property, as provided by section 2040 of the Internal Revenue Code of 1986 (the "Code"), as amended, or any successor provision of the Code, or to the extent that any Separate Property of a Settlor is contributed to this Trust without designation of said property as "SE~parate Property," then such property shall be considered as having been gifted to the noncontributing Settlor, by virtue of its contribution to this Trust, such that the interest of each Settlor, after coi~tributioii of such property to this Trust, constitutes aone-hail interest in said property. (B) Disposition of Assets During the Settlors' Lives -Separate Propertx. During the lives of the Settlors, or the survivor of them, and while they are competent, only the designated Settlor with respect to whom and on whose behalf the Trust holds 'Separat:e Property, acting alone, shall have the right to enjoy and/or dispose of the income or principal or assets of this Trust derived from such Separate Property contributed to this Trust, and he or she shall be free to do so without accounting to the other Settlor, or to any Beneficiaries of the Trust, or to any other p;~rty; and, if both Settlors are competent, then the signature of that Settlor who has ountributed the designated Separate Property to the Trust shall be required to effectuate the disposition of any such real property held by this Trust. If both Settlors are (ivin€; and one is incompetent, the competent Settlor is hereby empowered to dispo~;e of such separately held real property acting alone, provided that said competent Settlor has been designated Attorney-in-f=act in a valid and effective Durable Power of Attorney by the incompetent Settlor prior to incompetency and this designation is still in effect; and should one Settlor be deceased, then the surviving Settlor, if competent, is hereby empowered to dispose of such separately held real property acting alone, provided that said surviving Settlor has been designated Personal Representative in the Last Will and Testament of the deceased 3 Settlor, and if this designation remains in effect; provided, however, that the surviving or competent Settlor's power to administer or dispose of all Separate Property of the Settlor contributing such Separate Property to this Trust shall be governed by the provisions of any written linstructions of the contributing Settlor. Notwithstanding any other provision in this Trust,. in the event that ARTHUR WILSON STETSON should survive HELEN GOULD STE=TSON, then ARTHUR WILSON STETSON shall preserve the integrity of all stocks or corporate shares listed on Exhibit "A" as separate propert~~ of HELEN GOULD STETSON ar~d shall distribute them intact to the Settlors' children as provided for in this Trust Agreement. (C) Disposition of Income. Principal and Assets Upon Incompetency of Surviving Settlor, or Upon Incompetency of Both Settlors. (1) Upon the incompetency (either physical, mental or both) of the Surviving Settlor, or of both Settlors simultaneously, the indi~ridual(s) designated to act as Successor Trustee(s) herein shall immediately assume the position of Trustee/Co- Trustees of the Trust and shall administer the Trust Estate for the benefit of the incompetent: Settlor(s). (2) For purposes of determining whether a Settlor is incompetent, the Trustee shall rely on the written declaration of two licensed physicians who are acquainted with the physical and/or mental condition of ttie Settlor. The Settlors may designate physician(s) to attest to their respective comlaetency by writing made while they are competent. A Settlor who is competent mentally but not physically may designate physicians to determine competency in any reliable manner if witnessed and attested in writing by two disinterested individuals, even if such designation is made during the period of such Settlor's physica{ (but not mental) incompetency. In the event that it is not possible to determine the Settlor's choice of physicians, then the Trustee is empowered to select two disinterested physicians to examine the Settlor for competency. A determination whether a Settlor is competent or incompetent fin~illy made by a court of competent jurisdiction over the Settlor shall be final for purpose~~ of this Trust, any other provisions hereof notwithstanding. (3) In the event that a Settlor is determined to be physically or mentally incompetent as provided herein, then, notwithstanding any other provisions of this Trust Agreement providing for the disposition of the principal, income or corpus of this Trust or otherwise, the Trustee may make any payments directly to the incompetent or on his or her behalf without requirement of accounting to any Court, governmental agency or other entity. In this event, notwithstanding any other provisions of this Trust Agreement, the Trustee shall not be required to distribute income or principal or assets of the Trust to or for the benefit of the incompetent Settlor(s), but may, in his/her/their sole discretion, make such distributions (or he/she/tl~ey may, in their sole discretion, make no distributions) from the Trust principal or income as he/she/they deem prudent and necessary for the health, support or maintenance of the incompetent 4 Settlor, taking specifically into account the availability of any public or private medical insurance or other benefits which may be available to the Settlors) in their incompetency, as well as any other assets or income or sources of support which may be available to the Settlors at the time. Provided, however, that the Trustee shall continue to make such distributions to or for the benefit of the Settlors as m~~y be necessary to avoid the payment of estate tax with respect to any assets subject t~~ an election under section 205(i(b)(7)(B) of the Internal Revenue Code of 1986, as amE~nded, or any successor provision. The Trustee shall not apply the income or thE: principal of any Separate Prc>perty for the benefit of an incompetent Settlor who is not the original separate owner of such property unless such application has been :specifically authorized by the Settlor who contributed such property in writing. (D) Disposition of Trust Income. Principal anc~ Assets Upon the Death of the First Settlor to Die. Upon the death of the first Settlor to die, the Trusts established hereunder shall be funded, and the income generated by such Trusts during the life of the surviving Settlor shall be administered, as follows: (1}(a) Funding of the STETSON FAMIL`r' TRUST-B. The STETSON FAMILY TRUST-B shall be funded, first, with any Separate Property of the decedent Settlor (other than Separate Property which is to be distrilbuted immediately upon the death of the decedent Settlor) to be held by that Trust an~~ administered according to any separate written instructions of the decedent Settl~ar to the Trustee. The STETSON FAMILY TRUST-B shall be funded, second, with any property with respect to which the surviving Settlor has executed a valid disclaimer pursuant to section 2518 of the Internal Revenue Code of 1986, as amended, or any successor provision. All stock of Settlor I-IELEN G. S'I E'I SUN remaining in this I rust at her death, as listed on Exhibit A to this Trust Agreement, may be allocated to the STETSON FAM{Ll' TRUST-B in the Trustees discretion. In addition to any assets allocated to the STETSON FAMILY TRUST- B from the separate property of the deceased Settlor and as a result of any valid disclaimers made key the surviving Settlor or his/her designee as aforesaid, the STETSON FAMILY TRIJST-B shall be funded with an amount of assets equal in value to the lesser of either (1) one-half (1/2) of the jointly held property held by the ~frust or (2) the amount necessary to fund 1:he STETSON FAMILY TRUST-B with assets, the equivalent of the estate tax on which would be fully offset by reason of the unified e~redit as provided under section 2010 of the Internal Revenue Code of 1986, as ameinded, or any successor provision (taking into consideration any direct distributions of Sep~~rate Property pursuant to the instructions of the decedent Settlor which are included in the decedent Settlor's estate for federal estate tax purposes, and further taking into consideration any distributions with respect to assets which would be used to fund tk~e STETSON FAMILY TRUST-B which distributions would be deductible from the taxable estate of the decedent Settlor far federal estate tax purposes), plus, to the extent. that contributing property to the STETSON FAMILY TRUST-B would not cause or increase any federal or state death 1:axes to be imposed on the decedent Settlor's taxable estate, the STETSON FAMILY TRUST-B will also be funded with an amount of property equal to the state 5 death tax credit allowed under section 2011 of the Internal Revenue Code of 1986, as amended, or any successor provision. For purposes of determining -the amount of property to be contributed to the STETSON FAMILY TRUST-B under this Trust Agreement, the value of such property shall be the value determined as of the date of death or the alternate valuation date, depending on the election adopted on the decedent Settlor's federal estate tax return) so that the respective limitations on these credits are not exceeded so as to result in the imposition of any tax on the decedent Settlor's taxable estate. The STETSON FAMILY TRUST-B shall not, in any event, become funded except to they extenlt that the funding of the STETSON FAMILY TRUST-B will not result in the imposition of ar~y federal estate tax on the estate of the first Setl:lor to die. The STETSON FAMILY TRUST-B shall not be funded with any of the Separate Property of the surviving Settlor, nor with any other assets or rights to receive assets of the Surviving Settlor. (1)(b) Administration of the Income of 'the STETSON FAMILY TRUST-B- Limitation on RigLht to Invade the Principal or Corpus. All income earned by the STETSON FAMILY TRUST-B shall be distributed to the survivin;; Settlor while he or she survives, no less frequently than quarterly. Distribution of income, for purposes of this provision, may be effectuated by depositing this income into thie STETSON FAMILY TRUST-A subject to the unlimited and unrestricted withdrawal by the surviving Settlor. For purposes of this provision, the term "Income" shall be defined the same as it is defined below under section 3.(G) of this Trust Agreement governing the disposition of income upon the death of the surviving Settlor. Additionally, the Trustee may distribute to the surviving Settlor from the STETSON FAMILY TRUST-B, in his/her/their discretion, such amounts as may be necessary or appropriate to provide for the health, education, support or maintenance of the surviving Settlor upon a showing of specific need for such distributions sufficient to satisfy the ascertainable standards for distributions of corpus or principal for these purposes from an otherwise irrevocable trust as established and administered in the State of Maryland. Additionally, the surviving Settlor may, upon written demand to the Trustee of the STETSON FAMILY TRUST-B, receive a distribution of an amount of principal from that Trust not to exceed the greater of Five Thousand Dollars ($5,000.00) or Five Percent (5%) of the principal of the STI=TSON FAMILY TRUST-B, as said principal is then constituted on the date of the receipt of said written demand by 'the Trustee then acting; only one such distribution shall be made during each calendar year, and the right to demand such a distribution shall be noncumulative and, if no such demand is received prior to the end of any calend~-r year of existence of the STETSON FAMILY TRUST-B, then the right to receive such a distribution for said year shall lapse. A,II distributions of principal pursuant to the previous sentence shall be made within Thirty (30) days of receipt of such demand by the Trustee. (2)(a) Funding of the STETSON FAMILY TRUST-C. The STETSON FAMILY TRUST-C be funded, upon the death of the first Settlor, with all of those assets other than assets which are used to fund the STETSO~J FAMILY TRUST-B, provided that such assets, along with all other assets transferred to or for the benefit of 6 the surviving Settlor by reason of the death of the first Settlor to die, shall have a value equal to the maximum marital deduction available to the estate of the first Settlor to die, taking into consideration any property passing to the surviving Settlor otherwise than pursuant to this subsection, or else those assets which do not so qualify will not be used to fund the STETSC-N FAMILY TRUST-C. Property which funds the STETSON FAMILY TRUST-C shall be valued initially, for purposes of this Trust, at its f~~ir market value on the date of death oir the alternate valuation date, according to the valuation convention elected on tkre decedent's federal estate tax return. The Trustee shell make the election under section 2056(b}(7)(8)(111) of the Internal Revenue Code of 19fS6, as amended, or any successor provision, so as to qualify those assets transferred to the STETSON FAMILY TRUST-C for the marital deduction and designating the assets to be subject to such election; provided, however, that if such election is not made with respect to any assets of this Trust, then those assets which would have been the subject of such an election shall be used to fund the STETSON FAMILY TRUST-A. In the event that a valid election is not made under section 2056(b)(7)(B)(III) of the Internal Revenue Code of 1986, as amended, or~ any successor provision, with respect to this provision of the Trust, then the STETSON FAMILY TRUST-C shall remain unfunded. (2)(b) Administration of the Income of the STETSON FAMILY TRUST-C; Limitation on Right to Invade the Principal or Corpus. All income earned by this Trust shall be distributed to the surviving Settlor while he or shie survives, no less frequently than quarterly. Distribution of income, for purposes of this provision, may be effectuated by depositing this income into the STETSON FAMILY TRUST-A subject to the unlimited arrd unrestricted withdrawal by the surviving Settlor. For purposes of this provision, the term "Income" shall be defined the same as it is defined below under section 3.(G) of this I rust Agreement governing the disposition of income upon the death of the surviving Settlor; provided, however, that all income distributions shall be computed and made so as to continue to qualify the STETSON FAtv11LY TRUST-C for the marital deduction as provided under section 2056(b)(7)(B}(III) of the Internal Revenue Code of 1986, as amended, or any successor provision. For so long as he/she lives, the surviving Settlor shall have an unconditional power to appoint the entire interest or any portion thereof contained in the STETSON FAMILY TRUST-C to himself/herself or to his/her estate, in all events, by Will or by written instrument delivered to the Trustee, and no other person other than the surviving Settlor shall have the power to appoint any portion of the property contained in the STETSON FAMILY TRUST-C to any other entity. If any distribution is made by the Trustee from the STETSON FAMIILY TRUST-C, then the Trustee is specifically directed to provide for the payment of any federal estate tax or state estate ~or inheritance tax which may become due upon such a distribution (if any) out of the amount distributed. To the extent that the inclusion of ~3ny assets of the STETSON FAMILY TRUST-C in the estate of the second Settlor to c~ie would increase the federal or state estate tax, or the state inheritance tax, payable by or with respect to said estate, then the increased amounts of said taxes shall be payable out of the assets of the STETSON FAMILY TRUST-C. In the event that the reservation of this power or any other power by tk~e Trustee with respect to the STETSON FAMILY TRUST-C would cause the 7 property conl:ributed to the STETSON FAMILY TRUST-C to fail to qualify for the marital deduction as aforesaid, then, in that event, the reservation of this power may be canceled by the Trustee then acting, in which event the cancellation of such reserved power shall relate back to the earlier date of last exercise of said power or the Effective Date of this Trust Agreement. The surviving spouse shall have the right to convert nonproductive property held in the STETSON FAMILY TRUST-C to productive property by delivering a derrrand to that effect to the Trustee(s) then acting. Additionally, the Trustee may distribute to the surviving Settlor from the STETSON Fi~MILY TRUST-C, in his/her/their discretion, such amounts as may be necessary or appropriate to provide for the health, education, support or maintenance of the surviving Settlor upon a showing of specific need for such distributions sufficient to satisfy the ascertainable standards for distributions of cor~>us or principal for these purposes from an otherwise irrevocable trust as established and administered in the State of Maryland. (3) Funding of the STETSON FAMILY TRUST-A. The STETSON FAMILY TRUST-A shall be funded with the remaining assets not allocated to the STETSON FAMILY TRUST-B or the STETSON FAMILY TRUST-C:. The surviving Settlor shall, in his/her sole discretion, while competent, retain all of the benefits of, and/or the power to withdraw any part of the assets of the STETSON FAMILY TRUST-A free of trust .at any time by delivering to the Trustee a written demand therefor, or to modify, amend or revoke the STETSON FAMILY TRUST-A. During the life of the surviving Sel:tlor and while he/she is competent, the surviving Settlor shall be entitled to all of the income earned by the STETSON FAMILY TRUST-A, as thus Trust shall be considered a "Grantor Trust" as defined and described in sections Ei71 et sec of the Internal Revenue Code of 1986, as amended, or any successor provision, and, for purposes of distributing the income to the surviving Settlor, the terra `'income'` shah be defined as an amount not less than the gross income subject to tax to the surviving Settlor pursuant to the aforementioned grantor trust rules. (4) Simultaneous Death. In the event ghat both Settlors should die simultaneously under circumstances where it would be impossible to determine v~rhich died first, it shall be conclusively presumed that ~~RTHUR WILSON STETSON predeceased HELEN GOULD STETSON. In that event, i:he Trustee shall allocate the Separate Property of one Settlor to the STETSON FAMIILY TRUST-A and the Separate Property of the other Settlor to the STETSON FAMILY TRIJST-B, and shall equally divide the remaining assets of the Trust between these two Trusts so that each of these two Trusts is as nearly equally funded as possible, with the 1-rustee's discretion concerning the allocation of jointly-held assets between these Trusts being conclusive. In that instance, each Trust shall be administered with respect to tl~e Separate Property held by it iri accordance with the written instructions of the contrilautor to this Trust of the separate property contained therein, and otherwise in accordance with this Trust Agreement. 8 (E) Funding upon the Death of the Surviving Settlor. Upon the death of the :surviving Settlor, the assets remaining in the STETSON FAMILY TRUST-A shall be held and administered as provided herein, along with any ;assets previously contributed to and remaining in the STETSON FAMILY TRUST-B and the STETSON FAMILY TRUST-C. Any Separate Property held in the STETSON FAMILY TRUST-A to be administered, allocated and distributed according to the written instructions of the Settlor contributing such property to the Trust. Upon the death of the surviving Settlor, the STETSON FAMILY TRUST-A, and all other trusts created under this Trust Instrument shall become irrevocable and, except as specifically provided herein, these Trusts shall not be amended or modified upon that event. Notwithstanding any other paragraph of this Trust Agreement, in the event that HELEN GOULD STETSON should predecease ARTHUR WILSON STETSON, all stock listed on Exhibit "A" as sep;~rate property of HELEN GOULD STETSON shall immediately be distributed outright to the children of Settlor. (F) Separate Propert~r not Covered by Written Instructions. In the absence of any written instructions governing the administration, allocation or distribution of Separate Property, said property shall be treated as J~~intly-Held Property for all purposes, and such property shall be considered to have beE~n gifted by the contributing Settlor to the noncontributing Settlor such that the noncontributing Settlor shall possess, an interest in said property equal to one-half of its value by virtue of his/her interest as Beneficiary in this Trust. However, all stock of Settlor FIELEN G. STETSON contributed to this Trust, as listed in Exhibit A to this Trust Agreement, shall remain her sole and separate property. (G) 17is~osition of I rust Income, Principal and Assets of any Trusts in Existence Upon the Death of the Survivin Sg_ettlor. (1) Income. Upon the death of the surviving Settlor, the Trustee shall account for, allocate and distribute the income earned by all existinng Trusts created and existing under this Trust Agreement (collectively, the "Trust") as follows: (i) Generally. The Trustee shall accumulate all of the Trust Estate's net income, and invest and reinvest the same as provided herein, and the Trustee shall pay out the income to those Beneficiaries entitled thE~reto not less frequently than quarterly. For purposes of determining the entitlernent of any Beneficiary to the income of this Trust, each Beneficiary shall first have allocated to them the net income deriived from any assets specifically allocated to said Beneficiary pursuant to this Trust Agreement, net of any extraordinary administrative expenses of the Trust associated with such assets and income plus the proportionate amount of general administrative expenses of the Trust attributable to such income. Next, each Beneficiary shall have allocated to them their proportionate share of the remaining net income of the Trust, after deducl:ing a f-roportionate share of Trust administrative expenses determined on the basis of the proportion of the value of each Beneficiary's share as of the most recent 9 valuation da1:e to the total value of all Trust assets (other than those Trust assets specifically allocated). Should the administration of any assets whi~~h are held in this Trust for a st>ecified Beneficiary result in any costs, expenses or ch~rrges which are unique to such assets, or should such assets require the establishment of any reserves, then such costs, expenses or charges and the funding of such reserves shall be charged to the Beneficiary entitled to such assets and paid first out of the current income otherwise distributable to said Beneficiary and then out of the incoi~ne of the Trust, chargeable, however, to the share of said Beneficiary. No Beneficiary shall be required to contribute to this Trust for any purpose; however, any Beneficiary is free to contribute to this Trust and such contributions shall be applied for the maintenance of the assets specifically allocated to the contributing Beneficiary or otherwise a<_~ the contributing Beneficiary so directs and for no other purpose. Income distributak~le to a surviving Settlor shall be considered distributed if the income is deposited irnto the STETSON FAMILY TRUST-A subject to the terms and conditions of that Trust (except to the extent that any restrictions on the availability of the income to the surviving Settlor by virtue of the terms of the STETSON FAMILY TRUST-A shall be found to disqualify any interest in the Trust from the marital deduction or to result in the payment of any estate tax on property funding the STETSON FAMILY TRUST-C). (ii) Capital Gains and Losses. TI'ne Trustee, in his/her/their sole discretion, may treat capital gains and losses realised by the Trust as income for purposes of determining amounts to be currently distributed to any Beneficiary. The capital gains and losses on those assets which are specifically allocated to a Beneficiary shall be charged to said Beneficiary either currentl~~ or, in the discretion of the Trustee, at a later time or upon distribution of the asset giving rise to the capital gain or loss. (iii) Trust Accounting. For purpa~ses of determining the share of income, principal, assets or liabilities attributable to the interest of any Beneficiary in the Trust, the income of the Trust shall be determined on the accrual basis of accounting according to generally accepted accounting principles consistently applied; provided that the Trustee need not distribute currently any accrued items of income for which cash has not been received, unless the Trustee, in his/her/thE~ir discretion, should determine to do so, and the Trustee shall provide for all accrued e~;penses in determining the amount to be currently distributed. The Trustee may, in his/her/their discretion, reserve up to Five Percent (5%) of the amount of net income currently distributable to all Beneficiaries to be held against unidentified future contingent expenses, and the Trustee may retain this reserve within the Trust; provided that, should the 1-rustee make this determination to reserve current distributable amounts, all Benefici~~ries shall share in the contribution to the reserve and in the income earned thereon in pr~aportion to the amount of tl~e distribution which they are to receive currently. Any taxes payable by virtue of the establishment of any reserves by the Trustee, or by virtue of the fact that the Trustee has declined to distribute any amounts which would constitute taxable income of the Trust, shall be paid out of the undistributed amounts, and charged to the 10 Beneficiaries as expenses as provided herein. The Trustee may obtain the consent of any Beneficiary (or the legal guardian of said Beneficiary) to re-contribute any distributable income to the Trust, in which event this income shall be considerE~d for all purposes as having been distributed to the Beneficiary entitled thereto and recontributed to the Trust for the purpose of preserving and enhancing the Beneficiary's interest in the Trust. Provided, however, that nothing contained in this Trust Agreement shall prevent the Trustee(s) then acting from unanimously adopting, for tax purposes, the "cash receipts and disbursements" method of accounting, as defined in the Feder~~l Internal Revenue Code and tFie regulations, or any other method of accounting permitted by the Internal Revenue Code, in which case, for purposes of determining the intE~rests of the Beneficiaries in the income, principal or assets of this Trust, the income tax expense or benefit deteirmined by an accounting method inconsistent with the accounting method employed for determining the interest of said Beneficiaries shall be allocated to the Beneficiaries as provided herein, or otherwise according to generally accepted accounting principles consistently applied. Notwithstanding any other provision of this Trust Agreerent, the Settlors, or the survivor of them, may use the accounting method for this Trust as was used by them individually prior to the adoption of this Trust. (iv) Conflict Resolution. The stai`us of a Trustee or a Beneficiary as a shareholder, officer or director of a corporation, or as a partner in a partnership, or as a proprietor in a proprietorship, some or all of the stock, general or limited partnership interest, or proprietorship interest of which is held by the Trust, shall not constitute a conflict of interest between said Beneficiary's statu~> as Trustee and status as shareholder, officer, director, proprietor or partner. In the event, however, that said Beneficiary may, be faced with any direct conflict in his/her/their duties with respect to said corporation, partnership or proprietorship and as a fiduciary to the Trust, the Beneficiary shall either refrain from acting as Trustee with respect t~o such conflicting matters, or obtain the prior written consent of all other Trustees anc~ Beneficiaries of the Trust (or the guardians of any minor Beneficiaries) to act with respect to such conflicting matters. (v) Undistributed Income. Incoi~ne remaining undistributed upon the termination of this Trust shall be added to the Principal of this Trust. (vi) Qualified Plan Distributions. Should the Trust become a Beneficiary of a "qualified plan" as described in section 401 of the Internal Revenue Code of 1986, as amended, or any successor provision, tf•ien this Trust shall make any required minimum distributions to the Beneficiaries as required by the Internal Revenue Code. (2) Principal. Upon the death of the surviving Sc~ttlor, the Trustee shall account for, allocate and distribute the principal of this Trust as follows: 11 (i) Expenses of the Deceased SE~ttlor s . The Trustee shall pay out of the Trust, (with all payments referenced in this subparagraph to be made first from those assets to be contributed to the STETSON FAMILY ~fRUST-B) or shall reimburse anyone so paying (other than the decedent Settlor's probate estate), the decedent Settlor's funeral costs and the costs of his or her last iIlnE~ss, and any taxes, professional fees, settlement costs and other costs incident to the establishment and the funding and the administration of this Trust (other than those costs paid from the decedent's probate estate assets). Trustee may pay out of this Trust, in his/her/their discretion, the just debts of the Settlor after his death. The Trustee's determination of the amount and timing of any payments of last illness expenses, funer;~I expenses, debts and related expenses shall be within the Trustee's discretion and such ~~eterminations shall be final; provided, however, that the Trust shall indemnify any Beneficiary (but not the probate estate of a Settlor) who may have paid, advanced, guaranteed, or otherwise become liak-le for any expenses of the last illness, or of the funeral or of the just debts of the second '~ettlor to die, in reliance on this reimbursement provision of the Trust. Upon the death of the first Settlor, the expenses payable under this provision shall be payable proportionately out of the jointly-held and separate assets of the decedent, based on the respective values of each class of assets on the date of death. Upon the death of the surviving Settlor, said expenses shall be payable out of the STETSC?N FAMILY TRUST-A. Nothing in this provision or any other provision of the Trust Agreement shall be deemed to create an interest of a third-party beneficiary with any rights in or to any of the assets or income oaf any trusts created or resulting hereunder in any entity not specifically named as a Beneficiary herein. (ii) Disposition of Assets of the Trust upon the Death of the Surviving Settlor. Upon the death of the surviving Settlor, the assets held in the Trust shall be distributed to the children of the Settlors, in equal shares, share and share alike, or to their respective descendants der stirpes. The Settlors' children are now: ARTHUR WILLIAM STETSON, II and NANCY JEAN STARLING. Provided that all stock of Settlor HE=LEN G. STETSON remaining in this Trust, as listed on Exhibit A to this Trust Agreement, shall be distributed in equal shares, share and share alike, to each of Settlors' children, if such division of the assets of the Trust is feasible and equitable. Provided further, however, that the share of any Beneficiary who has not reached the age of Twenty-Five (25) years upon the date when any distribution from tl~e Trust would be payable and distributable to said descendant, then the share(s) of tl~e assets which become payable and distributable pursuant to this subparagraph of the Trust Agreement during the period when a beneficiary is younger than age Twenty-F=ive (25) shall be held IN TRUST and accumulated, and the total amount accumulated during the period of time from the date when said shares would become distributable until said beneficiary achieves age Twenty-Five (25) shall be distributed to said beneficiary on his Twenty-Fifth (25th) birthday. Upon the distribution of the remainder of the assets and income of this Trust, this Trust shall cease and determine and any property with respect to which this Trust had any interest shall pass to the designated Beneficiaries freE~ of trust. Should any beneficiary of this Trust predecease any distribution from this Trust without living issue, 12 then the share of said decedent shall lapse. (iii) Intestate Succession. In the event that there are no surviving lineal descendants of the Settlors or other named or refeirenced beneficiaries entitled to any of the periodic distributions from this Trust, then this Trust shall cease and determine a.s of the date of death of the last to die of the surviving; Settlor or his/her lineal descendants and, upon termination of this Trust, the assets a,nd income then held in the Trust shall be distributed according to the laws of intestate ~;uccession of the State of Marylancl as those laws were in effect on the date of death of tFie last Settlor to die. (iv) Definition of "Children" or "DescE~ndants". For purposes of this Trust, the terms "children" or "descendants" shall mean all iblood or legally adopted descendants in any degree, as the context of this Trust so dictates, including all afterborn children or descendants, and all children or descendants born after the death of their parent who is the blood or legally adopted relative of either `.>ettlor. Children or descendants adopted after the death of the Settlor(s)' blood or legally adopted relatives by the non-blood or non-adoption related spouses of Settlors' blood or legally adopted relatives shall not be included in the terms "children" or "descend~ints" in this Trust if the adoption proceedings are commenced after the death of the Settlor(s)' blood or legally adopted relative by his or her spouse, unless, prior to his or her dE~ath, his or her blood or legally adopted relative has manifested the intent to adopt such individual. (3) Special Diapositive Provisions. The following special diapositive provisions shall apply to this Trust, provided that none of these spE~cial diapositive provisions shall be administered in such a manner as to disqualify any assets held in the STETSON F,gMILY TRUST-C from the marital deduction as provided in section 2056(b)(7)(B)(III} of the Internal Revenue Code of 1986, as amended, or any successor provision. (i) Distributions for Education. Notwithstanding any other provisions of this Trust, the Trustee shall be empowered to advance to or on behalf of any Beneficiary, or to or on behalf of the child or grandchild of any Beneficiary, an amount, as determined by the Trustee, reasonably necessary to furl:her the educational goals of said Beneficiary without adversely affecting the rights of the other Beneficiaries to enjoy their respective benefits of this Trust. Any such advances shalt be charged to the Beneficiary on whose behalf, or on behalf of whose descendant, such advance was made. (ii) Handicapped Beneficiaries. In the event that a Beneficiary is or becomes, in the opinion of the Trustee as supported by the written report of two licensed physicians who have examined said Beneficiary, either mentally or physically handicapped, or otherwise incompetent or unable to manage his or her affairs (a "Handicapped Beneficiary"), then said Handicapped Beneficiary shall have no further right to the distribution of any amounts of income or principal othE~rwise distributable to 13 said Beneficiary under this Trust Agreement. In that event, the Trustee shall hold and maintain the Handicapped Beneficiary's share of this Trust Estate in this Trust and shall distribute any income or principal thereof solely in the Trustee's discretion for the health, education, support or maintenance of said Handicapped Beneficiary. Any Beneficiary who would otherwise be or become entitled to any private or governmental insurance, support or other benefits, but who would lose this entitlement by virtue of said Beneficiary's status as a Beneficiary of this Trust shall, notwithstanding any other provisions hereof, cease to be a Beneficiary of this Trust, and shall thereafter be treated as a Handicapped Beneficiary. No amount distributable to any Beneficiary hereunder shall be or k~ecome subject to any claims of any private or governmental entity for reimbursement far any benefits provided to said Beneficiary. Within thirty (30) days after any Handicapped Beneficiary whose eligibility for a distribution of income or principal is affected by this provision of this Trust Agreement ceases to be handicapped, the Trustee shall distribute to said Beneficiary all distributable amounts held bpi the Trustee during the period when said Beneficiary was handicapped. This Trust shall continue in existence for so long is necessary to administer the assets allocable to any Handicapped Beneficiary hereunder. In the event of the death of a Handicapped Beneficiary, the amount distributable to said Beneficiary, including any distributable amounts accumulated during the period during which said Beneficiary was Inandicapped, shall be distributed to the successors in interest to said Handicapped Beneficiary according to the provisions of this Trust Agreement. 4. TRUSTEE. By signing this Trust Agreement, the Primary Trustee(s) and Successor Trustee{s) and their alternates named above do hereby a~~cept the terms of this Trust and agree to carry out their duly constituted duties hereunder in a fiduciary manner, subject to the provisions of this Trust Agreement and the duties and privileges imposed and granted hereunder. Any Primary Trustee or Successor Trustee named herein may .resign by delivering a notice of resignation, in writing, to all of the other Primary and Successor Trustee(s) named herein and/or acting in said offices, and to all of the Beneficiaries (or to the successors in interest to any deceased Beneficiaries) provided that, if any Beneficiary is under the age of Eighteen (18) years, this notice of resignation shall be delivered to the legal guardian of such Beneficiary. Notice of resignation shall be effective on the Thirtieth (30th) day after delivery to the last entity entitled to delivery. Notice shall be presumed to be delivered if mailed, postage prepaid, to the last known address of tkie entity entitled to notice herein. If, at any time, no entity is currently authorized, able and willing to serve as Trustee hereunder, then, upon petition of any interested party (or, if an interested party is a minor, then the legal guardian of said minor), a court of competent jurisdiction shall appoint a duly qualified entity to serve as Trustee. The Settlors, or their Conservators, and, upon the death of the Settlors or the survivor of them, aTwo-Thirds (2/3) majority of the Beneficiaries (with minor Beneficiaries acting through their legal guardians} shall have the power to remove any person or entity acting as Trustee hereunder and to appoint another in his/her/its place and stead, by delivery of written notice to the removed Trustee. Tlhe removal of a Trustee hereunder shall be effective within 30 days of the delivery of notice. For 14 purposes of determining the Two-Thirds (2/3) majority needed to remove a Trustee hereunder, the successors of any named Beneficiary who have succeeded to said Beneficiary's share of this Trust shall be collectively entitled to onE~ vote, and each such Beneficiary shall be entitled to their proportionate share of said one vote. 5. TRUSTEE'S DUTIES AND POWERS. This Trust shall Ise administered subject to the following terms and conditions, and those Trustees specifically named herein, or the successors of them designated by them in writing shall have, in addition to any other powers granted to him/her/them by law (including, with~~ut limitation, and in addition to any other powers granted to the Trustee(s) herein, all powers enumerated in section 15-102 of the Estates and Trusts Article of the Maryland Code, or any successor provision, to the fullest extent provided therein), the following pov~rers, it being the specific intent of the Settlors that the Trustee(s) named herein be granted broad powers over the adrninistration of this Trust: (:A) Investments. The Trustee shall have the power to improve, lease for any term or perpetually, rent, sell, exchange, grant and exercise options to buy, any real or personal or intangible property at any time held hereunder; to invE~st and reinvest in real or personal or intangible property of any kind, and to retain as a proper investment such property, wk~ether originally held as a part of the Trust estate or wF~ether subsequently acquired; and to exercise the powers granted in this subparagraph (A) without being limited by statute or judicial decision (except such dlecision as may specifically bind this particular Trust, after having been finally rendered in a court of competent jurisdiction with respect to this Trust) whenever enactec) or announced, imposing requirements as to the assets in which investments may k~e made or the retention or diversification of investments. The foregoing powers sha'l'l include (without limitation) the power to sell any Trust asset to, and/or purchase assets from, any Trustee (subject to the fiduciary standards imposed by law upon trustees), or the Settlor, or any of the Settlor's descendants, and/or the estate of any such person, ~Nhether or not such person is then acting as a Trustee hereunder. The Trustee shall ha~~e the power to incorporate any businesses owned by the Trust. Provided further, however, that in the exercise of the broad investment powers granted to the Trustee, said Trustee shall be limited to those investments, and to the exercise of those powers, ~~s would be appropriate for a prudent investor and not as a speculator. (B) Borrowing and Lending. The Trustee shall have the power to borrow money from or to lend money to any institution or person, including themselves, for the benefit of any Trust, and to pledge or mortgage any part or all of tl~e Trust estate as security therefor, or to accept pledges of such security as the TrustE~e(s), in their discretion, shall deem appropriate. The Trustee shall further have the power to borrow money from or to lend money to this Trust upon commercially reasonable terms, as determined in the Trustee(s)' discretion. Trustee(s) may lend or borrow money to or from the Settlors or the estates of the Settlor(s), or to or from any beneficiaries of this Trust, upon such terms as the Trustee(s) deem appropriate in their discretion. It is 15 intended that the Trustee(s) herein named be given broad discretion in lending and borrowing funds on behalf of the Trust, and in pledging or hypothc~cating assets of the Trust, or in accepting pledges or hypothecations on behalf of the Trust. (C) Claims. The Trustee shall have the power to arbitrate, defend, enforce, release, or settle any claim of or against the Trust; provided that, should any Beneficiary make a contribution to the Trust of money or property in furtherance or in settlement of any claims which may directly or indirectly affect his or her interest, and that said Beneficiary may direct the application of the proceeds of any such contribution with respect to the enforcement or defense of any claim. (D) Voting; Reorganization. The Trustee shall have th~~ power to vote, in person or by proxy, upon all securities held as a part of the trust estate; to exercise, buy, or sell subscription and conversion rights and participate in reorganizations, recapitalizations, consolidations, mergers, exchanges, foreclosures, liquidations, and creditors' and bondholders' agreements. The Trustee may also graint a proxy to its duly authorized agent, who shall act as a Trust fiduciary with respect to the subject matter of the proxy, or to any entity with an interest in the property of the Trust. The Trustee is authorized to hold S corporation shares pursuant to section 1361(c)(2)(A) of the Internal Revenue Code of 1986, as amended, or any successor provision, or otherwise as permitted by the Internal Revenue Code. (E) Apportionment to Income and Principal. The Trustee shall have the discretionary power to allocate Trust receipts, disbursements, gains and losses to either principal or income,. in accordance with generally accepted accounting principals consistently applied. (F) Division and Distribution of Property in Kind. Whenever the Trustee is required to physically divide property held in trust into parts, shares, or trusts, or to distribute the same, the Trustee may, in his sole discretion, make such divisions or distributions in kind, in money, or partly in kind and partly in money, and may allocate dissimilar property and undivided interests in property to different parts, shares, or trusts without respect to such property's income tax basis or any other cN~aracteristics of any such property; provided, however, that to the extent practicable, the Trustee shall attempt to equalize the tax treatment of any similarly situated parties, with the Trustee's good faith determination of such equalization being final with respect to such an effort. If it becomes necessary to value property that will be divided or distributed, such valuation shall be at the property's then current fair market value, Except that the current valuation of such property for federal or state income, estate, inheritance or gift tax purposes shall be proper if such valuation is required by this Trust Agreement or if the Trustee, in his/her/their discretion, determines such valuation to be fair. (G) Brokerage Accounts. Trustee may open, operate, ~~nd maintain a security brokerage account wherein any securities may be bought and/or sold on margin, and 16 hypothecate,. borrow upon, purchase and/or sell existing securities in such accounts as he may deern appropriate or useful. (H) Nominee. The Trustee may hold property of any i:ind in bearer form, in their own name, or in the name of a nominee, with or without disr~losing the fiduciary relationship; provided, however, that the Trustee may be liable for any wrongful act of the nominee. (I) Em~lo~ment of Agents. The Trustee may employ and pay reasonable compensation to agents, investment counsel, and attorneys, including themselves and any other person, partnership, corporation or other entity with which it may be associated. The foregoing authorization shall include, without limitation, the power to authorize any person or entity to withdraw funds from any bank account maintained by the Trust and/or to have access to any safe deposit box maintained by the Trust, and/or to trade se~~urities or other property on behalf of the Trust, and to accept a commission from the Trust for acting as a fiduciary thereof. (J) Instruments. The Trustee may execute and deliver X311 necessary and proper deeds or other negotiable or nonnegotiable instruments in furtherance of his/her/their duties and powers under this Trust Agreement. (K) Distributions During Incapacity. Except as otherwise specifically provided in this Trust Agreement, during any period of incapacity of any Beneficiary, (with the Trustee's determination of incapacity to be considered final for these purposes, subject to the right of the Beneficiary to chaiienge this determination pursuant to the Arbitration provisions of this Trust) the Trustee may, in his or her dliscretion, pay any sum distributable to the Beneficiary, without liability of the Trustee, by paying such sum directly to the Beneficiary, or to any person whomsoever for the use and benefit of the Beneficiary, whether or not such person may be the Beneficiary's guardian. (L) Nonliability of Purchasers and Lenders. No purch~rser from nor lender to the Trustee need see to the application of the purchase or loan money to the purposes of the Trust estate, but the Trustee's receipt shall be a complete discharge to any such person. (M) Holding and Transferring Real Estate. The Trustee shall have the power to take, hold and convey title to real estate or interests therein in i1:s name or in the name of its nominee, with or without disclosing the Trust; and in accepting title to the real estate neither the Trustee nor any nominee shall be held to have assumed the payment of any encumbrances on the real property personally. 17 (N) Exculpation. The Trustee shall not be personally li;~ble upon any contract of indebtedness of or claims against the Trust estate upon ~i mortgage, deed of trust, note or other instrument executed under the provisions hereof` on behalf of the Trust, except such liability as may accrue to him solely in his capacity as Trustee of this Trust. (O) Nonliabilit~for Acts of Predecessors. Any Trustee, co-Trustee or successor Trustee may accept and rely upon any accounting made ley or on behalf of any predecessor Trustee or co-Trustee under this Trust, unless (and until such time as) such accounting may be later extrinsically proved to be incomplete, inaccurate or untrue and a finding is finally entered in a legal proceeding brought for that purpose. A Trustee or successor Trustee shall not be liable for any act or omission of any predecessor fiduciary or co-Trustee, nor have a duty to enforce any claims against any predecessor fiduciary or co-Trustee on account of any act or omission. Provided, however, that nothing herein shall prohibit any successor Trustee from maintaining an action against a predecessor, should grounds for such an action exist, and provided further that n~o Trustee, former Trustee or co-Trustee may use this provision as a defense to any acl:ion brought against said entity by any party. (P) Spendthrift Provision. Except as herein expressly provided, neither the income nor 1:he corpus of any trusts created or resulting under this Trust Agreement, nor any property held pursuant to any custodianships arising for any minor Beneficiaries arising as a result of the administration of his Trust shall in any mariner be voluntarily, involuntarily or by operation of law anticipated, assigned, encumbE~red or transferred by or with respE~ct to any Beneficiary named or otherwise referenced herein or by the heirs, successors or assigns of such Beneficiaries; and any such attempt at anticipation, assignment, encumbrance, transfer, or voluntary or involuntary alienation by or with respect to said Beneficiaries shall not be binding on the Trustees or their successors, whose duties and obligations hereunder shall be fully discharged ar~d satisfied by distribution of any of the property of this Trust directly to or to the order of the Beneficiary entitled to the same. (Q) Tax Returns. The Trustee shall have the discretionary power to prepare and execute any and all tax returns, including, without limiitation individual income tax returns (where appropriate), fiduciary tax returns, federal and state estate and inheritance tax returns, and to make such elections on these return> as may be appropriate in the Trustee's discretion. Nothing in this provisions shall limit the duty of the Trustee to prepare, file and execute any tax returns for which tree Trustee may be responsible. (R) Discretionary Dissolution of the Trust. In the evE~nt that the assets held by the Trust are valued at less than Ten Thousand Dollars ($10,000) (which amount shall be adjusted for inflation by use of the appropriate Consumer Price Index as maintained by the U.S. (Department of Labor as selected by the Trustee(s) then acting, in their 18 discretion), then the Trustee then acting may dissolve this Trust anc~ immediately distribute the assets so held to the Beneficiaries entitled thereto. (S) "Q-Tip" Election. In the event that the election is made on the federal estate tax return of the first Settlor to die to claim the marital dedu~~tion for the assets allocated to the STETSON FAMILY TRUST-C, then the Trustee shall not be empowered to exercise any powers which may otherwise be implied from this instrument or law in such a manr-er as to disqualify the assets contributed to the STETSON FAMILY TRUST-C from the marital deduction. (T) Insurance Policies. The Trust may apply for and retain ownership of any insurance policies, including, without limitation, policies on the lives of the Settlors, and may borrow from, invest in, collect the proceeds of, settle, modify the beneficiaries of and otherwise deal with such policies to the same extent as could the Settlor(s). (U) Reliance on Counsel. Any Trustee named herein may rely upon the written opinion or advice of any licensed attorney, accountant, investment adviser or other licensed professional and, if acting in conformity with such written opinion, shall be considered to have fully and completely discharged all of his/hE~r/their duties as Trustee hereunder with respect to the matter addressed in such written opinion. 6. GOVERNING LAW. In all respects, this Trust Agreement shall be governed by the laws of the state of Maryland and venue shall be proper in 'the County where the Settlors or the survivor of them resides. Any final decision renderE~d in Maryland with respect to this Trust may be enforced within any other jurisdiction in the same manner as a foreign judgment, and without any further recourse to legal proc~~ss than may be necessary to enforce a foreign judgment. 7. ARBITRATION. In the event of any dispute arising with respect to this Agreement, including any disputes initiated by a Beneficiary heretc- or any other interested party, the parties and their successors and assigns shall submit to binding arbitration ire the District of Columbia under the commercial rules promulgated by the American Arbitration Association or its successor. Any final decisi~an rendered in such an arbitration proceeding may be recorded as a judgment in any auurt of competent jurisdiction and enforced as such without further recourse to judicial or other legal process; provided, however, that any party may maintain an action for a temporary restraining arder or a preliminary injunction without first resorting to arbitration, if that party can otherwise establish its rights to such relief. Such a temporary restraining order or an injunction may persist only until the final resolution of any arbitration proceeding hereunder, and an award of any money or reimbursement or costs or legal or other professional fees shall be made solely in arbitration. The arbitrator shall have the power to construe ithe provisions of this Trust Agreement according to they intent of the Settlors (or, with respect to Separate Property, according to the intent of the Settlor contributing such property) and the arbitrator shall resolve any ambiguities herein to effectuate such 19 intent, to the extent that such intent may be discerned. Other than this power to interpret this Agreement, however, the arbitrator shall have no po~nrer or authority to modify, amend, revoke or fail to effectuate any of the provisions contained in this Trust Agreement. 8. MISCELLANEOUS PROVISIONS. Where necessary to construe the terms of this Trust according to common usage, the singular shall be read as the plural (or vice versa), and the masculine, feminine or neuter gender shall be conf~armed to common usage. Should any term of this Trust be declared illegal or unenfoirceable, then such provision shall be deemed modified to the extent possible so as to eliminate such illegality and retain the intent of the Settlor; provided further that any declaration of illegality affecting any provision hereof shall not affect the enforce~ibility of the remaining terms of the Trust. The headings in this Trust are for the convenience of the reader and they form no part of the Trust. Capitalized terms shall be considered to be specifically defined for purposes of this Trust where the context so dictates. Should any party waive its rights under this Trust, such waiver or repeated waivers shall not be construed as a continuing waiver of the waiving party's rights created pursuant to this Trust. This Trust may be executed in any number of counterparts, each of which shall constitute an original for all purposes. Each party acknowledges a receipt of a fully conformed copy of this Trust including any attachments, exhibits and schedules. 9. TRIJSTEES' REIMBURSEMENT. Trustee shall be entitled t~o payment of all of their expenses incurred incident to the administration of the Trust, and to the regular and normal fees for professional services performed by professional Trustees on behalf of the Trust. 10. SAVING PROVISION. It is the intent of the Settlors th~~t the provisions of this Trust Agreement be interpreted, if possible, to avoid violations of the Rule Against Perpetuities. However, should any provision of this Trust be found violative of the Rule Against Perpetuities, such a finding shall not adversely affect the remainder of the Trust and the interest so found to violate said Rule shall be immediately distributed to the party or parties entitled thereto. Any other provision of this Trust to the contrary notwithstanding, if, at the last day of the month preceding the last month of the Twenty- First (21st) year after the death of the last survivor of the surviving Settlor and all descendants of the surviving Settlor who are living on the date of the execution of this Trust Agreerent, any property is still held IN TRUST as hereunder, then all trusts then existing or created under this Trust Agreement shall terminate, cease and determine on the last day of said month and the entire remaining principal and income, net of proper Trust expenses, shall be paid over and distributed to the entity or entities entitled thereto outright and free of trust. 20 IN WITNESS WHEREOF the parties have signed their Harries to the Trust Agreement, and to its counterparts, consisting of ::-'"~ pages includiing page(s) following this page, ors the day and year first above written. Settlor and Trustee: / ~ el ~ , ~. ARTHUR WILSON STETSON Settlor and Trustee: - !, J_ r: HELEN GOULD STETSON We, the undersigned, do hereby express our consent to the establishment and the funding of this Trust with substantially all of the assets of tt~e Settlor(s), and we do hereby accept our offices as Trustee of this Trust (if we are so named) and agree to faithfully perform the offices to which we are named as specified ire this Trust Agreement. ARTHUR WILLIAM STETSON, II NANCY JEAN STARLING State of 1,";::.,-~.._ ` _... f t ss. County of :~ ~'-.r,.~,.-....i,;~~_ } ~_ On thisi day of ~`~ ' ~`' ` `~`'° , 199=" personally appeared before me ARTHUR WILSON STETSON and HELEN GOULD STETSON, ~~erson or persons known to me or satisfactorily proven to be the person(s) who executed the within instrument and acknowledged the same to be their act an ~,,a-°y~~ Notary Public - ;%~ ~''~~.~`~ ,._._.,.~;--.;~'~~. My Commission Expires _ ~! \ 1~ _,. _ 21 State of } } ss. County of _ } On this day of 199_ person illy appeared before me ARTHUR WILLIAM STETSON, II, person or persons known to ime or satisfactorily proven to bE~ the person(s) who executed the within instrument anc~ acknowledged the same to be their act and deed. Notary Public My Commission Expires State of County of } } ss. } On this day of 199_ person~~lly appeared before me NANCY JEAN STARLING, person or persons known to me or satisfactorily proven to be the person(s) who executed the within instrument and acknowlE~dged the same to be their act and deed. Notary Public My Commission Expires 22 EXHIBIT "A" SCHEDULE OF SEPARATE PROPERTY OF SETTLOR HELEN STETSON COMPANY TOTAL SHARES NUMBER Allegheny Power Systems 200 AU 407595 . -~-8~6~k- . __, ... -A~tl~t°r ~~ e ~ ~ ~n ~ ~ Dominion Resources, Inc. I y`; DR 279978 Duke -Power Company 600 DPC 317982 Kimberly-Clark Corporation 936 FBU 242874 PECO-EnerSy_Company.~.~u -ss.~_.-= a .. Washington Gas Light Company 400 F 103524 FIRST AMENDMENT TO THE STETSON FAMILY LIVING TRUST This Amendment is made this ~~ day of _~~ ~, ~~i~ r:.~ , 200 by ARTHUR 'WILSON STETSON and HELEN GOULD STETSOI~I, Settlors and Trustees of the Stetson Family Living Trust (the "Trust"), a revocable inter vivos trust executed on December 5, 1995, as follows: 1. The first sentence of paragraph 3G(2)(ii} shall now read "Upon the death of the surviving Settlor, the assets held in the Trust shall be distributed to tf^~e children of the Settlors, in equal shares, share and share alike, or to their descendants per capita." 2. Notwithstanding any provision to the contrary, the stock listed on Exhibit "A" shall be distributed to the Settlors' children, in equal shares, share and share alike, or to their descenrl?nts ,ner r_a~:ta, at the death of Sr~ttlor Helen Gould Stetson. 3. Other than these amendments, the Trust shall remain in full force and effect. WITNESS the hand and seal of the Settlors, on the date first alcove written. ARTHUR WILSON STETSON - -~ HELEN GOULD STETSOI`J ~~ : ~~ 1 State of ~ s`'-,::~.~,... ,; ~ti~ i } ~'~t ~ On this '~ day of c-1c'~+~ , 2001 before me, the undersigned officer personally appeared ARTHUR WILSON STETSON and HELEN GOULD STETSON, person(s) known to me or satisfactorily proven to be the persons who signed the within instrument and acknowledged the same to be their act and deed. .-.: - ~ i Notary PubCic My Commission Expires ~~c; ~ .~~7 -.;z'L-~;~- 1 SECOND AMENDMENT TO THE STETSON FAMILY LIVING TRUST This Amendment is made this~~~ day of January, 2005, by ARTHUR WILSON STETSON ar-d HELEN GOULD STETSON, Settlors and Trustees of the Stetson Family Living Trust (herein "the Trust"), a revocable inter vivos trust executed on December 5,1995, and amended by a First Amendment to the Stetson Family Living Trust executed on January 11, 2001: 1. The first paragraph of the Trust is amended to provide th;~t the Settlors' daughter, NANCY JEAN STARLING, shall serve as the first Successor Trustef;, and the Settlors' son, ARTHUR WILLIAM STETSON II, shall serve as the second Successor 'Trustee. 2. Paragraph 7 of the Trust is amended to provide that the Trust shall be governed by Pennsylvania law and that the venue and situs of the Trust shall be the Commonwealth of Pennsylvania. 3. The terms provided herein shall prevail over the term:; of the Trust and First Amendment. Except as expressly provided herein, the Trust and First Amendment shall remain in full force and effect. IN WITNESS WHEREOF, the Settlors have hereunto set their hands and seals as of the date first written above. ~-, --~ I ~~.r ~~ ~ ~- ~"~ WITNESS ~' ~.] _ ~~ ARTHU WILSON STETSON WITNESS COMMONWEALTH OF PENNSYLVANIA COUNTY OF CUMBERLAND ,,-- HELEN GOULD STETSON SS: ~z' ~ r.-~ On this, the =~== day of January, 2005, before me, a Notary Public, the undersigned officer, personally appeared MARK E. HALBRUNER, known to me (e~r satisfactorily proven) to be a member of the bar of the highest court of said state and a subscribing witness to the within instrument, and certified that he was personally present when ARTHUR WILSON STETSON, HELEN GOULD STETSON and the above witnesses, whose names are subscribed to the within instrument executed the same, and that said persons acknowledged that they executed the same for the purposes therein contained. IN WITNESS WHEREOF, I hereunto set my hand and official seal. 7 ~- Notary Public ~oMn~oNwEa~T-1 ~~~ rEtvl~sYL~t.Niy Notarial Seai + Traci L. Sepkovic, Notary Fut~lic ~,cl'vliiylc nuiu, Cuiiilicriauii CuBiliy lvly Commission Expires Iviar. 28, 2008 Member, Penns~,~Ivanir Fsoca~itirn^ of F~tot=rier PA REV-1500 SCHEDULE G INTER-VIVOS TRANSFERS and MISCELLANEOUS NON-PROBATE PROPERTY ,,, ~ G ~ , r' -. ; N. F 6 1 `= 5 F K ~~ 5 ~. 3 ~i; ° 6 ~ ~ : ~' _, 1 G' r ~ i7 1 ~~ ~~ ~ }' ,'- i, r, ~'-'~ ~ ~ ~ ,~,^~~ 3 ~_ .n f r_ ~, r ~ ] ~i w ri. rn ~„ ~ ~ ~ rti ~ ~ ' N~ ~ 1 ~~~ Ul W N O J m lb ~ uioa> n- coo a E9 ~ ~ N rnc)w rv ^+ <p ~ ~~ p rn o w ~ ~J ~~ [U ~ f,) ~l '-I Ifs y O O ~({ ~ W1II~ in ° m tai U m ~ ~ T 3 ~ g to !, Q ~I •! c/I ® L_..~.I n J Z ... ~ Q ul U ~ ~ d W N ~^ - d [] V N Q ~ ~ w H C Y ~ a , ..?7Y r ~ O D ~. ~ v O n ~ r- O O ~ r-~ •A t r ~~ ~ Q I~'1 o a co w biI Hi ~ G cnI 1= fJl '„I UPI in -.I. ~I. 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T .J ~ v s p1 -~ n -) n in ~J ~ o v ~ -^ ~ O ° O J 3 -. ii In io c 3 w ~ - N ? ~ m~ _ - p, ~ -i o N - m G < n° a w ~ cMn co in I H ~) y, r_ m e - ~ ~ - W ~- ~~ ' ~ i ~ I ~ '~ W f. 1 In r iu n n~ I r,:il rtil ~ rn =) ~~ ~ nr n cn a a ~ C] A n ~ m 4 O C ~ ~ .~ Z O m ~ w ~ ~ m :° ~ .. m ~~ O _p m o ~~ O ~~ O p W nJ O ~ O 1~ W O N O O ~~ r.~~ `~ A.~ `V ~'1 y~~ f -i • J Wells Fargo Bank, N.A. ~ o ~4 6 7 Disbursing Agent (~ Albertson's Inc. Cash Entitlement on Exchanged Shares Date Account Number 07111106 3400333125 Two Hundred Twenty Two Thousand One Hundred Forty 8~ 60/100 U.S. Dollars Pay to the order of ARTHUR WILSON STETSON ~ HELEN GOULD STETSON TR UA DEC 5 y5 STETSON FAMILY LIVING TRUST 6335 CREEKVIEW RD MECFiANICSBURG PA 17050 CUSIP NUMBER: 01 31 041 04 Payable at: Wells Fargo Bank, N.A. AMOUNT OF CHECK ~I $222,140.60 1 Authorized Signature Signature May Be Computer Generated o 11' 2846 7011' x:09 L0000 X91: LO~~~ 5 2"'44 311' MML Investors Services, Inc. Acct. No. APJ-177024 Asset Prime Fund -Capital Reser-~~es Class Mutual Funds Mutual Series Mutual Shares $ 89,524.94 Templeton Growth Class A $ 30,869.70 Franklin Income Class A $102,515.94 Franklin Penn Tax Free A $110,081.72 Franklin Strategic Income Class A $107,032.69 Total Mutual Funds $440,024.99 Total Assets Less Albertson's stock proceeds (reported separately on Sch. G) Date of Death Value $ 50,703.72 $440,024.99 $490,728.71 -222,140.60 $268,588.11 - 2 Decedent's half of account reported on Schedule G $134,294.06 5egn ~p7e ilk\; /}~Clt1!"Ft,: ~r3nSf~f ~E1nti5 E3til uarlF:F.C i•UStOrFtE'.p" <ra,',B"trji~r? ~GG~?9.J63~ €3e'lr~e! ~'ievd A[i Accassrrts ( ~siifi A~c-orsrst f~Sectcrs~nrrsF ( F€eEFt? Performance Money Market XXXXXX3613 - Available Balance: $94,689.29 Summary Pending Transactions Posted Transactiors Online Statements Alerts Stat@f11L'flt for the period ending 05/13/2008 - ~ Prinfi statement F'fi It {'f PIF`I'P CIC?~ ___._ __. __... .-._ ", -__. ~ f1F _~ie _aili Etai_nrr- _iciaii i~i!acca _ - ~ ---5~' _ _ _ _ _ Daily Balance ~~a+_ Ealanc con Rnn m 05/09/2008 $92, 809.07 05/13/2008 $92,913.40 i!~te;aciV"~ L~"r?~o (Cinhne Eanking ~cEill F'a,, ~~~~aranree (~~r`.,!~e A,gre~m~nt (Prn~ac;~ F'o!!~y (~~~n!!n~ =.ecurity ~$'. © Copyright 2008. The PIVC Financial Serv!ces Group, Inc. All Rights Reserved. https : //www. onli nebanking. pnc. com/al servl et/Statem entDail yBal anceServl et?account=/////... 6/29/2008 PA REV-1500 SCHEDULE H FUNERAL EXPENSES and AD1HIl`+TIS'I,RA'I'I V E C®S~S G,4SSELL ' .i GF~ILLE= t~ O O 4- TBL # 7 #Partl ~ BARRY C S~rrCk: 1 12:47p 04/19/08 1 OPEN FOOD, amount 585.00 585.00 1 NO BEV 0.00 Sub Total: 5x5.00 TAX: 35.10 04/19 12:48pTOTAI_ : 6~0 . 1 O FOOD TOTAL 85.00 -=,°-_-- - 'c THAN'rt YOU FOR DINING UIiTH US, JOIN OUR E-MAIL COMMUNITY'. NAME: E-MAIL ADDRESS: WG~4~.CASSELLSGRILLE.COM n--~~ 1 ~-~-~~ Ali ~! ~ ~ Hollinger Funeral Home ~ Crematory, ]:nc. Eric L. Hollinger, Supernisor April 25, 2008 ivail~.y ~iai iiiis 6335 Creekview Road Mechanicsburg, PA 17050 The Funeral Service for Helen Gould Stetson: We sincerely appreciate the confidence you have placed in us and will continue to assist you in every way we can. Please feel free to contact us if you have any questions in regard to this statement. AT THE TIME FUNERAL ARRANGEMENTS WERE MADE, WE ADVANCED CERTAIN PAYMENTS TO OTHERS AS AN ACCOMMODATION. THE FOLLOWING IS AN ACCOUNTING FOR THOSE CI~ARGES. Cash Advances Newspaper Notices -Sentinel $85.00 Newspaper Notices -Patriot News 150.00 Antique Horse Drawn Hearse 600.00 Current Balance: 835.00 .1,'~~ '\ . . ;. 501 NORTH BALTIMORE AC7ENtlE • MOt1NT HOLLY SPRINGS. PENNSYL\7AN]A 17065 • (717) 486-3433 • F,4h (7 ] 7) 486-5215 www.hollingerfuneralhome.com CUMBERLAND LAW JOURNAL 32 SOUTH BEDFORD STREET CARLISLE, PA 17013 Tele: (717J 249166 Fax: (71 ~ 249-2663 June 20, 2008 Cumberland Law Journal is published every Friday by the (;umberland County Bar Association and is designated by the Court of Common Pleas as the official legal publication for Cumberland County and the legal newspaper for publication of legal notices. TO: Mark E. Halbruner, Esquire RE: Helen Gould Stetson Estate Legal advertisements must be received by Friday Noon. All legal advertising must be paid in advance. Make all checks payable to: Cumberland Law Journal. Advertisement inserted on following dates: June 6, June 13, and June 20, 2008 Advertising Cost $ 75.00 Proof of Publication $ 0.00 Second Proof Request $ 0.00 Payment received $ 75.00 Total Amount Due $ 0.00 Becky H. Morgenthal, Executive Director i n~ ra~nv~-views vv. 812 Market St. Harrisburg, PA 17101 Inquiries - 717-255-8292 GATES, HALBRUNER & HATCH, P.C. ATTN: ACCT"S PAYABLE 1013 MUMMA ROAD SUITE 100 LEMOYNE PA 17043 INVOICE ACCT # NAME ~,ne }~a[riot-luews Now you know ALL CHARGES ARE NEl AD ORDER # DATE EDITION ADDTL. INFO. TYPE OF CHARGE AMOUNT 41052 GATES, HALBRUNER & HATCH. P.C. 0001859489 06/02/08 REGULAR "MEH" 41052 GATES. HALBRUNER & HATCH. P.C. 0001859489 06/02/08 REGULAR "MEH" 41052 GATES. HALBRUNER & HATCH. P.C. 0001859489 06!09/08 REGULAR "MEH" 41052 GATES, HALBRUNER & HATCH, P.C. 0001859489 06/16/08 REGULAR "MEH" BOLD TEXT CHARGE $4.00 BASIC AD CHARGE $89.33 BASIC AD CHARGE $89.33 BASIC AD CHARGE $89.33 AFFIDAVIT CHARGE $5.00 TOTAL: REMITTANCE ADDRESS The Patriot-News Co. 23794 Network PL Chicago, IL 60673-1237 $276.99 Please include the Account # or Ad Order # (above) with your remittance--Thank You NOTE: This Invoice replaces the Order Confirmation which we previously sent with Proofs of Publication Stetson Family Trust B #JAV-075906 Transaction Costs Allegheny Energy, Inc. 7/7/08 Trade Date 7/10/08 Settlement Date Commission $129.25 Activity Assessment Fee $ .06 Post/Serv Fee 3.50 Total $132.81 Dominion Resources, Inc Commission Activity Assessment Fee Post/Serv Fee Total Duke Energy Corp Commission Activity Assessment Fee Post/Serv Fee Total Exelon Corp Commission Activity Assessment Fee Post/Service Fee Total Kimberly Clark Corp Commission Activity Assessment Fee Post/Serv Fee Total WGL Holdings Commission Activity Assessment Fee Post/Sere Fee Tota I Exelon Gorp Commission Activity Assessment Fee Service f=ee Total 7/7/08 Trade Date $124.38 $ .06 3.50 $127.94 7/7/08 Trade Date $292.87 $ .12 3.50 $296.49 7/7/08 Trade Date $415.51 $ .27 3.50 $419.28 7/10/08 Settlement Date 7/10/08 ;settlement Date 7/10/08 Settlement Date 7/7/08 Trade Date 7/10/08 SE~ttlement Date $886.89 $ .63 3.50 $891.02 7/7/08 Trade Date 7/10/08 SE:ttlement Date $177.70 $ .08 3.50 $181.28 9/24/08 Trade Date 9/29/08 ~>ettlement Date $333.35 $ .19 3.50 $337.04 Spectra Energy Corp Com Commission Activity Assessment Fee Service F=ee Total Supervalu Inc Commission Activity Assessment Fee Service Fee Total Neenah Paper, Inc. Commission Activity Assessment Fee Service Fee Total Dominion Resources, Inc. Commission Activity Assessment Fee Service Fee Tota I 9/24/08 Trade Date $198.69 $ .09 3.50 $202.28 9/29/08 Trade Date $480.25 $ .25 3.50 $484.00 10/03/08 Trade Date $ 36.00 $ .01 3.50 $ 39.51 9/29/08 Settlement Date 10/02/OE; Settlement Date 10/08/0!3 Settlement Date 11/05/08 Trade Date11/10/OF3 Settlement Date $ 79.74 $ .05 3.50 $ 83.29 Grand Total: 3194.94 ~** END OF ATTACHMENTS **~ r __ _ _ _ . LAW OFFICES OF GATES, HALBRUNER & HATCH LOWELL R. GATES, LL. M. LL. M. in Taxation Also Admitted to Massachusetts Bar MARK E. HALBRUNER CRAIG A. HATCH, CELA Certified as an Elder Law Attorney by the National Elder Law Foundation CLIFTON R. GUISE Also Admitted to practice before the U.S. Patent & Trademark Office SARAH E. McCARROLL 1013 MUMMA ROAD • SUITE 100 • LEMOYNE, PENNSYLVANIA 17043 (717) 731-9600 • FAX: (717) 731-9627 CORRESPONDENCE ADDRESS: Lemoyne Office WEB SITE: www. G atesLawFi rm. co m December 16, 2008 Cumberland County Courthouse Office of the Register of Wills One Courthouse Square Carlisle, PA 17013 RE: Helen Gould Stetson, deceased Dear Register of Wills: P. C. BRANCH OFFICE: 3 WEST MONUMENT SQUARE, SUITE 304 LEWISTOWN, PA 17044 (717) 248-6909 STACEY L. NACE Paralegal/Office Manager TRACT L. SEPKOVIC Paralegal VALERIE LONG Paralegal TRACT L. SHERIDAN Paralegal Enclosed for filing (in duplicate) is the Pennsylvania inheritance tax return for Helen Gould Stetson. 1 am also enclosing a check in the amount of $15.00 as payment of the filing fee. Please time-stamp the additional photocopy of the inheritance tax return and return it to our office in the enclosed envelope. Please notify my office if you need any additional information to process this filing. Thank you for your assistance in this matter. Sincerely, Mark E. Halbruner c-a Enclosures ~~ ~ ~ cc: Nancy Jean Starling, Trustee zn ' ~ ~ r rte r .rf~ ~ ~ ~ ~ I c _-i _: s -d ~ ~ - D ---- ~ _ f N • `~``i .~-• _ - N _ __ _ _ _ i is r 'I t t i'.' I '. 4...J ~' z k3 7 _ .. .-ipt' i ~ t_ 's.,r' :~ ry 1L6-. ~ _ c . - ~_ _ ~ ~~", `-~ `- •~ ~ J~ s' --~ ;-7~, r- c ~ = ~ _ o . L7 o s+i U II U M O ~ ~ y ~Q a r W ~ ~ Z r~.+ U ~ ~ J Q ~ ~ W .~. W OZ U ~ ~ _ w ~ ~ ~w c ~~c ~ ~ ~ ~} U~ c~ Q ch p .C y ~ - C/~ ~ ~ ~ ~ N ~ a~ U v .. ~ aw~~ UOOU o E~