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HomeMy WebLinkAbout12-30-0815056041158 J REV-1500 EX (O6-Q5} pFFICIAL USE ONLY PA Deparbnent of Revenue Bureau of Individual Taxes County Code Year File Number Po eox zaosot MHERITANCE TAX RETURN 21 D8 04 50 Harrisburg, PA 17128-0601 RESIDENT DECEDENT ENTER DECEDENT INFORMATION BELOW Soaal Security Number Date of Death Date of Birth 204-01-8500 03302008 09051914 Decedent's Last Name SCHRECKENGAUST, JR• Suffer Decedent's First Name SAMUEL {If Applicable) Enter Surviving Spouse's Information Below Spouse's Last Name Suffix SCHRECKENGAUST Spouse's Social Security Number FILL IN APPROPRIATE BOXES BELOW 1. Original Retum ^ 4. Limited Estate a 6. Decedent Died Testate (Attach Copy of Will) ^ 9. Litigation Proceeds Received Spouse's First Name BARBARA THIS RETURN MUST BE FILED IN DUPLICATE WfTH THE REGISTER OF WILLS 2. Supplemental Ratum ^ 4a. Future Interest Compromise (date of death after 12-12-82) a 7. Decedent Maintained a Living Trust (Attach Copy of Trull) ^ 1 D. Spousal Poverty Credit (data of death between 12-31-91 and 1-1-95) Mi A MI S 3. Remainder Retum (date of death prior to 12-13-82) 5. Federal Estate Tax Retum Required 8. Total Number of Safe Deposit Boxes ^ 11. Election to tax under Sec. 9113(4) (Attach Sch. O) CORRESPONDENT - THIS SECTION MUST BE COMPLETED. ALL CORRESPONDENCE AND CONFIDENTIAL TAX INFORMATION SHOULD BE DIRECTED TO: Name Daytime Telephone Number DAVID M• EdATTS, JR•, ESQ• 717-237-5344 Firm Name (If Applicable) REGISTER OF WILLS U$~,~NLY MCNEES WALLACE 8~ NURICK LLC `~~' - -a ~=; _ l , -7 .., ; First Ifne of address r"~ - ' -, , 100 PINE STREET ~"=- `~' -'_ CJ - Second line of address _ PO BOX b166 City or Post Office State ZIP Code -_ -~~pnTE FILED= HARRISBURG PA 17ZD8-1166 ~ Correspondents e-mail address: D W A T T S a M W N• C O M Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, It is true, co ct and complete. Declaration of preparer other then the personal representathre is based on elf Information of which preparer has any knowledge. SIGMA OF PER~SON/R~ESPO~+NSI~F,O~R FILING R RN ,( e~' ~ DATE 17 CREEK BANK DRIVE SIGNATURE OF PREPARER OTHER THAN REPRESENTATIVE MCNEES WALLACE as< NURICK LLC FORM ONLY Side 1 15056041158 6M4647 3.000 PA 17050 DATE / ~0 17108-1166 15056441158 ~b 15056042159 REV-1500 EX Decedent's Social Security Number 204-01-85DD DecedenfSNameSCHRECKENC~eIICT~ JR• SAMUEL A RECAPITULATION 1. Real estate (Schedule A) 1 • D , D D 2. Stocks and Bonds (Schedule B) . 2. D . D D 3. Closely Held Corporation, Partnership or Sole-Proprietorship (Schedule C) • 3. 9 9 312 5 • D 0 4. Mortgages & Notes Receivable (Schedule D). 4. D . D D 5. Cash, Bank Deposits & Miscellaneous Personal Property (Schedule E) . 5. 5 D D 0 • D D 6. Jointly Owned Property (Schedule F) ~ Separate Billing Requested 6. D . 0 D 7. Inter-Vivos Transfers & Miscellaneous Non-Probate Property (Schedule G) ~ Separate Billing Requested .. . 7. 19 D 6 8 7 9 • 31 8. Total Gross Assets (total Lines 1-7) . . . . . . . . . . . . . . . . . . . . . . . . 8. 2 9 D 5 0 O 4 • 31 9. Funeral Expenses & Administrative Costs (Schedule H) . 9. 3 6 4 5 8 • 3 7 10. Debts of Decedent, Mortgage Liabilities, & Liens (Schedule I). 10. 812 • 7 9 11. Total Deductions (total Lines 9 & 10) • 11 • 3 7 2 71 • 16 12. Net Value of Estate (Line 8 minus Line 11) 12. 2 8 6 7 7 3 3 , 15 13. Charitable and Governmental Bequests/Sec 9113 Trusts for which an election to tax has not been made (Schedule J) • 13• 3 7 6 2 3 4 • 9 5 14. Net Value Subject to Tax (Line 12 minus Line 13) 14. 2 4 9 ], 4 9 8 • 2 0 TAX COMPUTATION -SEE INSTRUCTIONS FOR APPLICABLE RATES 15. Amount of Line 14 taxable at the spousal tax rate, or transfers under Sec. 9116 (a)(1.2)x.o~ 385928.30 15. 0.00 16. Amount of Line 14 taxable at lineal ratex.o4-5 2105569 •90 16~ 94750 •65 17. Amount of Line 14 taxable at sibling rate X .12 0. 0 0 17. D• O D 18. Amount of Line 14 taxable at collateral rate X .15 0. 0 0 18. O •O D 19. TAX DUE 19. 94750 •65 20. FILL IN THE BOX IF YOU ARE REQUESTING A REFUND OF AN OVERPAYMENT Side 2 L 15056042159 6M46462.000 15056042159 REV-1500 EX Page 3 ~___J_._a~_ f+~.r~1..1.. A.d.d......•.. File Number a~. nu nu ~n •r• - - DECEDENTS NAME SCHRECKENGAUST, JR• SAMUEL A STREET ADDRESS UMBERLAND OUNTY CITY STATE ZIP MECHANICSBURG Tax Payments and Credits: 1. Tax Due (Page 2 Line 19) 2. Credits/Payments A. Spousal Poverty Credit 0 • 0 0 B. Prior Payments 9 0 0 0 0. 0 0 C. Discount 4 7 3 6. 8 4 3. InteresUPenalty if applicable D. Interest 0 • ~ ~ E. Penalty ~ • 0 ~ (1) 94750.65 Total Credits (A+B+C) (2> 94736.84 Total InteresUPenalty (D + E) 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. 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. (3) 0.00 (a) 0.0 0 (5> 13.81 (5A> 0.0 0 B. Enter the total of Line 5 + 5A. This is the BALANCE DUE. (56) 13.81 Make Check Payable to: REGISTEROFWILLS, AGENT PLEASE ANSWER THE FOLLOWING QUESTIONS BY PLACING AN "X" IN THE APPROPRIATE BLOCKS 1. Did decedent make a transfer and: a. retain the use or income of the property transferred; X b. retain the right to designate who shall use the property transferred or its income; ^ c. retain a reversionary interest; or ^ d. receive the promise for Irfe 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? . " " ^ or payable upon death bank account or security at his or her death? in trust for 3. Did decedent own an 4. Did decedent own an Individual Retirement Account, annuity, or other non-probate property which 0 ^ contains a beneficiary designation? IF THE ANSWER TO ANY OF THE ABOVE QUESTIONS IS YES, YOU MUST COMPLETE SCHEDULE G AND FILE R 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 transfers 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 January 1, 1995, the tax rate imposed on the net value of transfers to or for the use of 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. X9116(1.2) [72 P.S. §9116(a)(1)]. The tax rate imposed on the net value of transfers to or for the use of the decedent's siblings is twelve (12;1 percent [72 P.S. ~9116(a)(1.3)]. A sibling is defined, under Section 9102, as an individual who has at least one parent in common with the decedent, whether by blood or adoption. 6M4671 1.000 REV-1504 EX+(6-g8) SCHEDULE C COMMONWEALTH OF PENNSYLVANIA CLOSELY-HELD CORPORATION, INHERITANCE TAX RETURN PARTNERSHIP OR SOLE-PROPRIETORSH~ occincnm ncrcncnrr __ ESTATE OF SAMUEL A SCHRECKENGAUST JR. 21080450 Schedule C-1 or C-2 (including all supporting information) must be attached for each closely-held corporation/partnership inte2st of the decedent, other than a sole-proprietorship. See instructions for the supporting information to be submitted forsole-proprietorships. ITEM VALUE AT NUMBER DESCRIPTION DATE OF DEATH 37.5 interest (1~ general limited partner interest) Limited Partnership partner interest and 36.5 in Schreckengaust Family, At the time of decedent's death, the only asset held by the partnership was real estate located at 2 B5th Street in Stone Harbor, New Jersey. Per the attached appraisal, the real estate is valued at $3,500,000. See attached calculation showing the valuation of the decedent's interest, along with information on the 25~ discount taken. TOTAL (Also enter on line 3, Recapitulation) swass~ i.ooo (If more space is needed, insert additional sheets of the same size) 993,125.00 $ 993,125.00 REV-1506 EX+(9-00) SCHEDULE~+ C-2 COMMONWEALTH OF PENNSYLVANIA PARTNERSHIP INHERITANCE TAX RETURN INFORMATION REPORT RESIDENT DECEDENT ESTATE OF FILE NUMBER SAMUEL A. SCHRECKENGAUST, JR. 21 08 0450 1 . Name of Partnership SCHRECKENGAUST FAMILY, L. P. Address C/O 17 Creek BAnk Drive City Mechani 2. Federal Employer I.D. Number None 3. Type of Business Real Estate Product/Service Real Estate 4. Decedent was a ®General ®Limited partner. If decedent was a limited partner, provide initial investment $ 5. PERCENT OF PERCENT OF BALANCE OF PARTNER NAME INCOME OWNERSHIP CAPITAL ACCOUNT 7. Was the Partnership indebted to the decedent?, ^ Yes ~ No If yes, provide amount of indebtedness $ 8. Was there life insurance payable to the partnership upon the death of the decedent? , ^ Yes 0 No If yes, Cash Surrender Value $ Owner of the policy Net proceeds payable $ 9. Did the decedent sell or transfer an interest in this partnership within one year prior to death or within two years if the date of death was prior to 12-31-82? ^ Yes ©No If yes, ^ Transfer ^ Sale Percentage transferred/sold Transferee or Purchaser Attach a separate sheet for additional transfers and/or sales. Consideration $ Date 10. Was there a written partnership agreement in effect at the time of the decedent's death? ~ Yes ^ No If yes, provide a copy of the agreement. 11. Was the decedent's partnership interest sold?. . . . . . . . . . . . . . . ^ Yes ~ No If yes, provide a copy of the agreement of sale, etc. 12. Was the partnership dissolved or liquidated after the decedent's death?, . . . . ^ Yes ®No If yes, provide a breakdown of distributions received by the estate, including dates and amounts received. 13. Was the decedent related to any of the partners?. ^x Yes ^ No If yes, explain Partners were decedent's surviving spouse and children 14. Did the partnership have an interest in other corporations or partnerships? ^ Yes 0 No If yes, report the necessary information on a separate sheet, including a Schedule C-1 or C-2 for each interest THE FOLLOWING INFORMATION MUST BE SUBMITTED WITH THIS SCHEDULE A. Detailed calculations used in the valuation of the decedent's partnership interest. B. Complete copies of financial statements or Federal Partnership Income Tax returns (Form 1065j for the year of death and 4 preceding years. C. If the partnership owned real estate, submit a list showing the complete address/es and estimated fair market value/s. If real estate appraisals have been secured, attach copies. D. Any other information relating to the valuation of the decedent's partnership interest. ~wasss i.ooo Date Business Commenced 12/22/95 Business Reporting Year State PA Zip Code 17050 6. Value of the decedent's interest $ 993,125.00 REV•1508 EX ~ (6-98) SCHEDULE E COMMONWEALTH OF PENNSYLVANIA CASH, BANK DEPOSITS, ~ MISC. INHERITANCE TAX RETURN PERSONAL PROPERTY RESIDENT DECEDENT ESTATE OF FILE NUMBER SAMUEL A SCHRECKENGAUST JR. 21 08 0450 Include the proceeds of litigation and the date the proceeds were received by the estate. All property jointly-owned with the right of survivorship must be disclosed on Schedule F. ITEM VALUE AT DATE NUMBER DESCRIPTION OF DEATH 1 Northwestern Mutual Account No. B2803190H; The Decedent was receiving payments in regards to an insurance contract that matured in 1997 and was annuitized. The amount being reported is the amount remaining at his death to be distributed. The benefit is now payable to his estate. See attached copy of payment plan confirmation. I 5,000.00 TOTAL (Also enter on line 5, Recapitulation) $ ~ 5 , 000.00 3w46A~ t.OOD (If more space is needed, insert additional sheets of the same size) R EV•1510 EX + (6-96) COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT SCHEDULE G INTER-VIVOS TRANSFERS 8~ MISC. NON-PROBATE PROPERTY NUMBER SAMUEL A SCHRECKENGAUST JR. _ 21 08 0450 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 NUMBE DESCRIPTION OF PROPERTY INCLI.OETi-ErYNAEOFT}(TRANSFEREE,7HEIRRELAT10N5HP70DECEDEMAPD TFE DATE OF TRAtSFFR ATTACHA COPY OF THE DEED FOR REAL ESTATE. DATE OF DEATH VALUE OF ASSET %OFDECD~S INTEREST EXCLUSION IF APPLICABLE TAXABLE VALUE ~• Hershey Trust Individual Retirement Account (IRA) No. 519; The beneficiary of the IRA is the decedent's spouse; Account valued as of March 31, 2008; Copy of March account statement attached. 385,928.30 100.0000 0.00 385,928.30 THE FOLLOWING GIFTS WERE MADE BY THE DECEDENT WITHIN 1 YEAR OF DEATH: 2 Mark Schreckengaust (Son) - Cash Gifts made between March 30, 2007 and December 31, 2007 of $6,500. The exemption is being allocated as that he also received gifts prior to March 30, 2007 of $12,000. The $6,500 is 35.135 of the gifts, therefore taking this percent of the $3000 exclusion 6,500.00 100.0000 1,054.05 5,445.95 3 Mark Schreckengaust - Cash Gift of $12,000 on March 28, 2008 12,000.00 100.0000 3,000.00 9,000.00 4 Carol Schreckengaust (Daughter-in-law) - Cash gift of $12,000 on March 28, 2008 12,000.00 100.0000 3,000.00 9,000.00 5 Carol Schreckengaust - Cash gift of $12,000 on June 21, 2007 12,000.00 100.0000 3,000.00 9,000.00 6 Raymond Schreckengaust(Son) - Cash gift of $12,000 on June 21, 2007 12,000.00 100.0000 3,000.00 9,000.00 7 Raymond Schreckengaust - Cash gift of $12,000 on March 28, 2008 12,000.00 100.0000 3,000.00 9,000.00 Total from continuation sched les 1,470,505.06 TOTAL (Also enter on line 7, Recapitulation) ~ $ 1.906,879.31 (If more space is needed, insert additional sheets of the same size) 3W46AF 1.000 Estate of: SAMUEL A SCHRECKENGAUST, JR. Schedule G (Page 2) Item DOD Value No. Description of Asset ~ Interest Exclusion 8 Susan Schreckengaust (Daughter-in-law) - Cash gift of $12,000 on March 28, 2008 9 Mary Cantone (Daughter) - Cash Gifts made between March 30, 2007 and December 31, 2007 of $6,500. The exemption is being allocated as that he also received gifts prior to March 30, 2007 of $12,000. The $6,500 is 35.135 of the gifts, therefore taking this percent of the $3000 exclusion 10 Mary Cantone - Cash gift of $12,000 on March 28, 2008 11 John Schreckengaust (Son) - Cash gift of $12,000 on June 21, 2007 12 John Schreckengaust - Cash gift of $12,000 on March 28, 2008 13 Audrey Schreckengaust (Daughter-in-law) - Cash gift of $12,000 on March 28, 2008 14 Elizabeth Tomlinson (Daughter) - Cash Gift of $12,000 on March 28, 2008 15 Elizabeth Tomlinson - Cash gift of $12,000 on June 21, 2007 16 Andrew Tomlinson (Son-in-law) - Cash gift of $12,000 on March 26, 2008 THE DECEDENT ESTABLISHED A REVOCABLE TRUST DURING HIS LIFETIME PURSUANT TO A TRUST AGREEMENT DATED MARCH 21, 2002, A COPY OF WHICH IS ATTACHED. THE FOLLOWING ACCOUNT WAS HELD BY THE TRUST AT THE DECEDENT'S DEATH: 21 08 0450 Taxable Value 12,000.00 100.0000 3,000.00 9,000.00 6,500.00 100.0000 1,054.05 5,445.95 12,000.00 100.0000 3,000.00 9,000.00 12,000.00 100.0000 3,000.00 9,000.00 12,000.00 100.0000 3,000.00 9,000.00 12,000.00 100.0000 3,000.00 9,000.00 12,000.00 100.0000 3,000.00 9,000.00 12,000.00 100.0000 3,000.00 9,000.00 12,000.00 100.0000 3,000.00 9,000.00 Total (Carry forward to main schedule) 77,445.95 Estate of: SAMUEL A SCHRECKENGAUST, JR. 21 08 0450 Schedule G (Page 3) Item DOD Value Taxable vo. Description of Asset ~ Interest Exclusion Value 17 Hershey Trust Account No. 2186; See attached valuation informatio~,393,059.11 100.0000 0.00 1,393,059.11 Total (Carry forward to main schedule) 1,393,059.11 REV-1511 EX+(10-06) SCHEDULE H FUNERAL EXPENSES 8~ COMMNHERTANCEOTAX RENURN ANIA ADMINISTRATIVE COSTS RESIDENT DECEDENT ESTATE OF FILE NUMBER SAMUEL A SCHRECKENGAUST JR. 21 08 0450 Debts of decedent must be reported on Schedule I. ITEM NUMBER DESCRIPTION A. FUNERAL EXPENSES: ~ Parthemore Funeral Home B. 1 ADMINISTRATIVE COSTS: Personal Representative's Commissions Name of Personal Representative(s) Street Address City Year(s) Commission Paid: AMOUNT 3,039.36 2. Attorney Fees McNees Wallace & Nurick LLC (estimated) 28,000.00 3. Family Exemption: (If decedent's address is not the same as claimant's, attach explanation) Claimant Street Address City State Zip Relationship of Claimant to Decedent 4. Probate Fees 780.00 5. Accountant's Fees 3 , 000.00 6. Tax Return Preparer's Fees 7. 1 Cumberland Law Journal Legal Advertising 75.00 Total from continuation schedules 1,564.01 TOTAL (Also enter on line 9, Recapitulation) $ 36 458.37 ~wasnc i.ooo (If more space is needed, insert additional sheets of the same size) State Zip Estate of: SAMUEL A SCHRECKENGAUST, JR. 21 08 0450 Schedule H Part 7 (Page 2) 2 Central Pennsylvania Legal Journal Legal Advertising 103.00 3 P. Scott Archibald Real Estate Appraisal 200.00 4 Ben Klingerman Real Estate Appraisal re 2 85th Street, Stone Harbor, New Jersey 350.00 5 McNees Wallace & Nurick LLC Costs Advanced for the following: Duplicating $217.89 Short Cert. 5.00 Toll Calls .40 Courier Service 13.36 Postage 89.57 Filing Fees re partnership 304.79 631.01 6 McNees Wallace & Nurick LLC Reserve for closing costs re duplicating, postage, etc. 250.00 7 Cumberland County Register of Wills Filing Fee re inheritance tax return and inventory 30.00 Total (Carry forward to main schedule) 1,564.01 REV-1512 EX+ (12-03) SCHEDULEI COMMONWEALTH OF PENNSYLVANIA DEBTS OF DECEDENT, INHERITANCE TAX RETURN MORTGAGE LIABILITIES, St LIENS RF~inFnir nFr•.FnENT ESTATE OF FILE NUMBER SAMUEL A SCHRECKENGAUST JR. 21 08 0450 Report debts incurred by the decedent prior to death which remained unpaid as of the date of death, including unreimbursed medical expenses. 3W46AH 2.000 (If more space is needed, insert additional sheets of the same size) REV-1513 EX+ (9-00) COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT SCHEDULE J BENEFICIARIES ESTATE OF FILE NUMBER SAMUEL A SCHRECKENGAUST JR. 21 08 0450 NUMBER NAME AND ADDRESS OF PERSON(S) RECEIVING PROPERTY RELATIONSHIP TO DECEDENT Do Not List Trustee(s) AMOUNT OR SHARE OF ESTATE TAXABLE DISTRIBUTIONS [include outright spousal distributions, and transfers under Sec. 9116 (a) (1.2)] 1 Carol Schreckengaust 4079 Wimbledon Drive Harrisburg, PA 17112 Cash Gifts within 1 year of death Daughter-in-law 18,000.00 2 Barbara S. Schreckengaust 17 Creek Bank Drive Harrisburg, PA 17050 Hershey Trust IRA - $385,928.30 Surviving Spouse 385,928.30 3 Susan M. Schreckengaust 2329 Lincoln Street Camp Hill, PA 17011 Cash Gift within 1 year of death Daughter-in-law 9,000.00 ENTER DOLLAR AMOUNTS FOR DISTRIBUTIONS SHOWN ABOVE ON LINES 15 THROUGH 18, AS APPROPRIATE, ON REV-1500 COVER SHEET 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 See Attached 3 W 46AI 1.000 TOTAL OF PART II -ENTER TOTAL NON-TAXABLE DISTRIBUTIONS ON LINE 13 OF REV-1500 COVER SHEET (If more space is needed, insert additional sheets of the same s¢e) $ 376,234.9 Estate of: SAMUEL A SCHRECKENGAUST, JR. Schedule J Part 1 (Page 2) 21 06 0450 Item Relation Amount No. Description 4 Andrew L. Tomlinson 328 Knoll Top Lane Haddonfield, NJ 08033 Cash Gifts within 1 year of death Son-in-law 9,000.00 5 Audrey M. Schreckengaust 11 Creek Bank Road Mechanicsburg, PA 17050 Cash gifts within 1 year of death Daughter-in-law 9,000.00 6 Raymond S. Schreckengaust 2329 Lincoln Street Camp Hill, PA 17011 Specific Cash Bequest: 25,000.00 Cash gifts within 1 year of death -$18,000 1/5 share of Family Trust - $370,535.60 Son 413,535.60 7 John S. Schreckengaust 11 Creek Bank Road Mechanicsburg, PA 17050 Specific Bequests: 25,000.00 Cash gifts within 1 year: $18,000 1/5 share of Family Trust - $370,535.60 Son 413,535.60 8 Mary B. Cantone 742 Pleasure Avenue Ocean City, NJ 08226 Specific Bequests: 25,000.00 Cash gifts within 1 year of death $14,445.95 1/5 share of Family Trust - $370,535.60 Daughter 409,981.55 Estate of: SAMUEL A SCHRECKENGAUST, JR. Schedule J Part 1 (Page 3) 21 08 0450 Item No. Description Relation Amount 9 Mark A. Schreckengaust 4079 Wimbledon Drive Harrisburg, PA 17112 Specific Bequests: 25,000.00 Cash gifts within 1 year: 14,445.95 1/5 share of Family Trust - $370,535.60 Son 409,981.55 10 Elizabeth S. Tomlinson 328 Knoll Top Lane Haddonfield, NJ 08033 Specific Bequests: 25,000.00 Cash gifts within 1 year: $18,000 1/5 share of Family Trust - $370,535.60 Daughter 413,535.60 Estate of: SAMUEL A SCHRECKENGAUST, JR. Schedule J Part 2A (Page 1) Item No. Description 1 Samuel Schreckengaust Marital Trust; See attached calculation 21 08 0450 Amount 326,234.95 Estate of: SAMUEL A SCHRECKENGAUST, JR. 21 08 0450 Schedule J Part 2B (Page 1) Item No. Description Amount 1 Gettysburg College Gettysburg College Gettysburg, Pennsylvania Cash Bequest under Trust Agreement dated March 21, 2002 50,000.00 50,000.00 ESTATE OF SAMUEL SCHRECKENGAUST, JR. PA INHERITANCE TAX -CALCULATION OF FAMILY AND MARITAL TRUSTS Assets (to pass pursuant to trust agreement) 37.5% partnership interest 993,125.00 Northwestern Mutual -Annuity Payout 5,000.00 Hershey Trust Company -Revocable Trust 1,393,059.11 Total Assets Passing Under Trust Agreement 2,391,184.11 Less: $25,000 Cash Bequests to children 125,000.00 $50,000 Bequest to Gettysburg College 50,000.00 Bequest to Family Trust" 1.852,678.00 *Per disclaimer of Barbara Schreckengaust, the family trust is distributable outright to the decedent's children 2,027,678.00 Assets Remaining to Fund Marital Trust (and pay estate expenses) 363,506.11 Less: Funeral Expenses 3,039.36 Administrative Expenses 33,419.01 Debts 812 79 Total Expenses 37,271.16 Funds Remaining to Fund Marital Trust 326,234.95 COPY OF DECEDENT'S WILL REGISTER OF WILLS CUMBERLAND COUNTY PENNSYLVANIA CERTIFICATE OF GRANT OF LETTERS No . 2008- 00450 PA No . 21- 08- 0450 Estate Of : SAMUEL A SCHRECKENGAUST JR inrsr, mroare, tastl Late Of : SlL VER SPR/NG TOWNSHIP CUMBERLAND COUNTY Deceased Social Securi ty No: 204-07-8500 WHEREAS, on the 30th day of April 2008 an instrument dated March 21st 2002 was admitted to probate as the last will of SAMUEL A SCHRECKENGAUST JR rR ip., jinx ~M. ~::. ~,.. ~,.. .... rnrsr, rorrodre, [astJ - ~~ late of S/EVER SPR/NG TOWNSH/P, CUMBERLAND County, who died on the 30th day of March 2008 and, WHEREAS, a true copy of the will as probated is annexed hereto. THEREFORE, I, GLENDA EARNER STRASBAUGH _ Register of Wills in and for CUMBERLAND Count y, in the Commonwealth of Pennsylvania, hereby certify that I have this day granted Letters TESTAMENTARY to: BARBARA S SCHRECKENGAUST ,. who has duly qualified as EXECUTOR(R/X) y, and has agreed to administer the estate according to law, all of which ~... fully appears of record in my office at CUMBERLAND COUNTY COURT HOUSE, J CARLISLE, PENNSYL VAN/A. ~•µ IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed the seal of my office on the 30th day of April 2008. :~:. ~~~ , ~~ egister of Wills Deputy * *NOTE* * ALL NAMES ABOVE APPEAR (FIRST, MIDDLE, LAST) LAST WILL AND TESTAMENT OF SAMUEL A. SCHRECKENGAUST, JR. I, Samuel A. Schreckengaust, Jr., of Cumberland County, Pennsylvania, revoke any prior wills and codicils and declare this to be my Will. ARTICLE I Family Information A. Spouse. I am married to Barbara S. Schreckengaust, and any reference to my wife shall be to her. B. Children. I have five children now living before the date of my Will: John S. Schreckengaust, Raymond S. Schreckengaust, Mary B. Cantone, Mark A. Schreckengaust, and Elizabeth S. Tomlinson. I have one son, William R. Schreckengaust, who predeceased me without issue. ARTICLE II Tangible Personal Property A. Memorandum of Wishes. I may leave a writing disposing of some or all of my tangible personal property. If I do so, and the writing can be incorporated by reference into this Will or otherwise be legally binding, I direct that it be incorporated or followed and prevail over the disposition below in this Article. If the writing is not legally binding, I request that my wishes be followed. This provision shall apply whether the writing is executed before or after this Will. B. General Gift of Tangibles. I give all my tangible personal property (other than items effectually disposed of above) as follows: 1. I give my tangible personal property to my wife if she survives me. 3. If my wife does not survive me, I bequeath such property equally to my children. If any one of my children does not survive me, his or her share shall be distributed per stirpes among those of his or her issue who survive me. If there are no such issue, said property shall go to my other children, or if any one of my other children is not then living, shall be distributed perstirpes among those of his or her issue who survive me. With regard to the property passing hereunder, distribution shall be made among my children on the basis of choices made in order determined by lot and rotation, and the values as finally determined for federal estate tax purposes (or if none, then the values as finally determined for state death tax purposes) shall be determinative with regard to the values of the property chosen, and any ultimate disparity among my children shall be equaled by such payments among them as may be necessary. If any one of my children is not then living, the choices to which he or she would have been entitled shall be made by his or her issue in order determined by lot and rotation. C. Gift Includes Insurance. A gift of property under this Article includes my rights under any related insurance policies or the proceeds of such policies. ARTICLE III Survivorship Any beneficiary, other than my spouse, hereunder who dies within sixty (60) days following the date of my death or the termination of or distribution from any trust under this Will for which entitlement the date of this beneficiary's death shall be relevant, shall be deemed to have predeceased me or to have died before the termination of or distribution from that trust, as the case may be, for all purposes of this Will. ARTICLE IV Powers of Appointment I declare that I do not by this Will intend to exercise any power of appointment. ARTICLE V Residue Pourover Revocable Trust. I give my residuary estate, real and personal, to the Trustees of my Second Amended and Restated Trust Agreement dated March 21, 2002, (sometimes referred to as "the Trust" or "the Trust Agreement") that I have signed before signing this Will, to be disposed of as provided in that Trust Agreement, including any amendments to it signed after today. If this gift is invalid but the terms of the Trust may be incorporated into this Will or otherwise carried out under this Will, then (i) I hereby appoint the Trustee under that Trust Agreement to be Trustee under this Will; (ii) I incorporate the provisions of that Trust Agreement into this Will; (iii) I give my residuary estate to the Trustee under this Will; and (iv) I direct that the residue of my estate shall be disposed of in the manner provided in that Trust Agreement but with the trusts thereby set forth treated as trusts under this Will. I direct my Executor to follow any instructions contained in that Trust Agreement in making any tax election, including but not limited to the allocation of my GST Exemption. I direct that the taxes imposed by reason of my death upon property passing under and outside this Will be apportioned and paid in the manner provided in that Trust Agreement, and I incorporate the tax apportionment provisions of that Trust Agreement as part of this Will. ARTICLE VI Payments to Minors Whenever income or principal becomes for any reason distributable to a person under twenty- one (21) years of age (described herein as the "Minor" regardless of the actual legal age of majority), my Executor may make the distribution in any way in which my Executor shall deem appropriate, including (but not limited to) those enumerated in this Article: 2 A. Distribution to Trust. My Executor may hold the property in a separate trust for the Minor until the Minor attains twenty-one (21) years of age. My Executor may distribute to the Minor as much of the net income and/or principal of the trust as my Executor may from time to time determine, for any purpose, annually adding to principal any undistributed net income. When the Minor reaches twenty-one (21) years of age, my Executor shall distribute the property to the Minor, if then living, or otherwise: 1. to the Minor's descendants surviving the Minor, per stirpes, or in default thereof; 2. if the Minor was a grandchild or more remote descendant of mine, to the descendants then living, per stirpes, of the Minor's nearest ancestor who was a descendant of mine with issue then living, or in default thereof or if the Minor was a child of mine; 3. to my descendants then living, per stirpes. B. Distribution to Custodian. My Executor may distribute the property to a custodian under any state's version of the Uniform Transfers (or Gifts) to Minors Act, including a custodian selected by my Executor. My Executor may select any age for termination of the custodianship permitted under the Act, giving due consideration to selecting twenty- one (21) years of age if that is permitted. C. Distribution to Donee of a Power During Minority. My Executor may actually distribute the property to anyone serving as Trustee under this Will, in a manner so that it then vests in the Minor, to hold the same as donee of a power during minority, such donee to have all the powers of a Trustee under this Will (including the power to apply the property for the Minor} and to be compensated as if the property were a separate trust, but with no duty to account to any court periodically or otherwise. D. Distribution. to a Guardian of a Minor's Property. My Executor may distribute the property to a guardian of the Minor's property. E. Distribution to a Minor's Parent. My Executor may distribute the property to a parent of the Minor even if the parent does not assume any formal fiduciary capacity concerning the property. Distributions shall be made to a parent of a beneficiary only if the parent either is a descendant of mine or was married to a descendant of mine at the date of death of the descendant of mine who was the spouse of the parent to receive the distribution. F. Distribution Directly to a Minor. My Executor may distribute the property directly to the Minor if the Minor has attained fourteen (14) years of age and'has the practical capacity to own the type and amount of property in question. G. Exoneration of Fiduciary for Distributions for Minor. My Executor shall be free from any responsibility for the subsequent disposition of the property if it is distributed in one of the ways specified in this Article. 3 ARTICLE VII Executors A. Initial Appointments. I appoint my wife, Barbara S. Schreckengaust, to be Executor of this Will. B. Successors. If my wife fails to act or ceases to qualify as an Executor, I appoint, my sons, John S. Schreckengaust and Mark A. Schreckengaust, as Successor Co- Executors. C. Clarification. Any reference to "Executor" includes any successor, unless expressly indicated otherwise. D. Additional Provisions Regarding Changes in Fiduciaries. 1. Any Executor may resign at any time without court approval and whether or not a successor has been appointed. 2. Each individual Executor (including successors) shall have the right to appoint a successor individual Executor by an instrument in writing, such appointment to take effect upon the death, resignation or incapacity of the appointing Executor. An appointment may be changed or revoked until it takes effect. If I have named a successor or successors to the appointing Executor in this Will, the appointment of a successor under this paragraph shall take effect only if and when all persons that I have appointed fail to qualify or cease to act. 3. The individuals (and any corporation) acting as my Executor may at any time acting unanimously by written instrument appoint an individual or a corporation with fiduciary powers as a Co-Executor. 4. If the office of Executor is vacant, and no successor takes office pursuant to any other provision of this Will, an individual or corporation with fiduciary powers may be appointed as Executor by my wife if then living and competent, otherwise by a majority of my adult descendants then living and competent. 5. An Executor may be appointed pursuant to this Article for a limited purpose or to hold only specified powers. E. Accountings and Other Proceedings. 1. My Executor shall take such action for the settlement or approval of accounts at such times .and before such courts or without court proceedings as my Executor shall determine. My Executor shall pay the costs and expenses of any such action or proceeding, including (but not limited to) the compensation and expenses of attorneys and guardians, out of the property of my estate. 2. I direct that in any proceeding relating to my estate, service upon any person under a legal disability need not be made when another person not under a disability is a party to the proceeding and has the same interest as the person under the disability. The person under the disability shall nevertheless be bound 4 by the results of the proceeding. The same rule shall apply to non-judicial settlements, releases, exonerations, and indemnities. F. Fiduciary Powers. My Executor may, without prior authority from any court, exercise all powers conferred by this Will or by common law or by any fiduciary powers act or other statute of the Commonwealth of Pennsylvania or any other jurisdiction whose law applies to this Will. My Executor shall have absolute discretion in exercising these powers. Except as specifically limited by this Will, these powers shall extend to all property held by my Executor until the actual distribution of the property. The powers of my Executor shall include the following powers: My Executor may pay my debts as soon as practicable in the course of the administration of my estate, and pay my funeral and burial expenses without regard to any limits otherwise imposed by law on funeral and burial expenses. If, under law, my wife is primarily liable for my funeral or burial expenses or the expenses of my last illness, I hereby relieve her of such liability and direct that payment be made from my estate. 2. My Executor may pay out of my general estate administration expenses incurred in connection with real or tangible personal property located outside of my domicile. 3. My Executor may determine what property is covered by general descriptions contained in this Will. 4. My Executor may determine whether and to what extent to elect to qualify any eligible property for the federal or state marital deduction, even though an Executor may have an interest affected by the election. 5. My Executor may make any election available under the tax laws in such manner as my Executor shall determine, including any election to treat a revocable trust created by me as part of my estate for income tax purposes, even though an Executor may have an interest affected by the election, except where an Executor is prohibited from participating in the election by another provision of this Will. 6. My Executor may retain any property originally owned by me, and invest and reinvest in all forms of real and personal property, whether inside or outside the United States, including without limitation, common trust funds of a corporate Executor, mutual funds, partnerships (including a partnership in which an Executor is a partner), and other forms of joint investment (which may but need not be managed by, advised by, or affiliated with an Executor), without regard to any principle of law limiting delegation of investment responsibility by executors. 7. My Executor may compromise claims or debts and abandon or demolish any property which my Executor shall determine to be of little or no value. 8. My Executor may sell property at public or private sale, for cash or upon credit, exchange property for other property, lease property for any period of time, and give options of any duration for sales, exchanges or leases. 5 9. My Executor may borrow from anyone, even if the lender is an Executor under this Will, and may pledge property as security for repayment of the funds borrowed, including the establishment of a margin account. No Executor shall be personally liable for any such loan, and such loan shall be payable only out of assets of my estate. 10. My Executor may, without the consent of any beneficiary, distribute in cash or in kind, and allocate specific assets in satisfaction of fractional shares or pecuniary sums including cash legacies among the beneficiaries (including any trust) in such proportions, not necessarily pro rata, as my Executor may determine, even though an Executor has an interest affected by the distribution and even though different beneficiaries entitled to the same sum or share may thereby receive different mixes of assets; possibly with different income tax bases, as long as the fair market value of property on the date of distribution is used in determining the extent to which any distribution satisfies a sum or share. 11. My Executor may apply to the use of any individual, any property, whether principal or income, that otherwise would or could be distributed directly to such individual 12. My Executor may, with respect to any real property: (i) partition, subdivide or improve such property and to enter into agreements concerning the partition, subdivision, improvement, zoning or management of any real estate in which my estate has an interest and impose or extinguish restrictions on any such real estate; (ii) sell, exchange, lease for any period, mortgage, alter, or otherwise dispose of such property and execute any instrument necessary to do that; and (iii) charge to principal the net loss incurred in operating or carrying non-income producing real property. 13. My Executor may employ a custodian, hold property unregistered or in the name of a nominee (including the nominee of any bank, trust company, brokerage house or other institution employed as custodian), and pay reasonable compensation to a custodian in addition to any fees otherwise payable to my Executor, notwithstanding any rule of law otherwise prohibiting such dual compensation. 14. My Executor may make loans to, and buy property from my wife's estate of any trust subject to any wealth transfer tax upon either of our deaths, regardless of the fact that one or more or all of the persons serving as Executor hereunder are also serving as a selling or borrowing executor or trustee; provided that such loans shall be for adequate interest and shall be adequately secured and such purchases shall be for fair market value. 15. My Executor may employ and rely upon advice given by accountants, attorneys, investment bankers, and other expert advisers, and employ agents, clerks and other employees, and pay reasonable compensation to such advisors or employees in addition to fees otherwise payable to my Executor, notwithstanding any rule of law otherwise prohibiting such dual compensation. 16. My Executor may accept or decline to accept additions from any source. 6 17. My Executor may allocate receipts and disbursements to income or principal in such manner as my Executor shall determine, even though a particular allocation may be inconsistent with otherwise applicable state law. My Executor shall follow any direction by the Trustee of a trust with respect to allocations affecting property passing to that trust. 18. My Executor may, with respect to rights or interests in oil, natural gas, minerals, and other natural resources (together with related equipment), including oil and gas royalties and leases, whether owned in fee, as lessee, lessor, licensee, concessionaire, or otherwise, or alone or jointly as partner, joint tenant, joint venturer or in any other noncorporate manner: (a) drill, test, explore, maintain, develop and otherwise exploit, either alone or jointly with others, any such rights or interests; (b) enter into operation, farm-out, pooling or unitization agreements in connection with any or all of such rights and interests; and (c) extract, remove, process, convert, retain, store, sell, or exchange such rights and interests and the production therefrom, all in any manner, to any extent, on any terms and for any consideration. G. Exoneration from Security. No Executor shall be required to give bond or other security in any jurisdiction, and if despite this exoneration a bond is nevertheless required, no sureties shall be required. H. Additional General Provisions Regarding Fiduciaries. 1. Except to the extent specifically provided otherwise in this Will, references to my Executor shall, in their application to my estate, refer to all those from time to time acting as Executors and if two or more Executors are eligible to act on a given matter they shall act by majority. 2. Individual Executors shall receive compensation in accordance with the law of Pennsylvania in effect at the time of payment, unless the Executor waives compensation. A corporate Executor shall be compensated by agreement with the individual Executor or in the absence of such agreement in accordance with its fee schedule as in effect at the time of payment. I authorize a corporate Executor to charge additional fees for services it provides to my estate that are not comprised within its duties as Executor, for example, a fee charged by a mutual fund it administers in which my estate invests, or a fee for providing an appraisal, or a fee for providing corporate finance or investment banking services. I also recognize that a corporate Executor may charge separately for some services comprised within its duties as Executor, for example a separate fee for investing cash balances or preparing tax returns. Such separate charges shall not be treated as improper or excessive merely because they are added on to a basic fee in calculating total compensation for service as Executor. Insurance proceeds and retirement benefits payable to my estate shall not be subject to Executor's compensation. 3. No Executor shall be liable to anyone for anything done or not done by any other Executor or by any beneficiary. 4. The fact that an Executor is active in the investment business shall not be deemed a conflict of interest, and purchases and sales of investments may be 7 made through a corporate Executor or through any firm of which a corporate or individual Executor is a partner, shareholder, proprietor, associate, employee, owner, subsidiary, affiliate or the like, and property of my estate may be invested in individual securities, mutual funds, partnerships, private placements, or other forms of investment promoted, underwritten, managed, or advised by an Executor or such a firm. 5. My Executor may employ and rely upon advice given by investment counsel, delegate discretionary investment authority over investments to investment counsel, and pay investment counsel reasonable compensation in addition to fees otherwise payable to my Executor, notwithstanding any rule of law otherwise prohibiting such dual compensation. My Executor may acquire and retain investments that present a higher degree of risk than would normally be authorized by the applicable rules of fiduciary investment and conduct. No investment, no matter how risky or speculative, shall be absolutely prohibited, so long as prudent procedures are followed in selecting and retaining the investment and the investment constitutes a prudent percentage of the trust. My Executor shall not be under any duty to diversify investments regardless of any rule of law requiring diversification. 6. The fact that an Executor (or a firm of which an Executor is a member or with which an Executor is otherwise affiliated) renders legal or other professional services to my estate shall not be deemed a conflict of interest, and my Executor may pay fees for such services to such Executor or firm without prior approval of any court or any beneficiary and whether or not there is a Co-Executor to approve such payment. An attorney or other Executor who also renders professional services shall receive full compensation for both services as Executor and the professional services rendered, except as specifically limited by law. 7. No state law restraint on acts of self-dealing by a fiduciary shall apply to an Executor who is my wife or a descendant of mine. Except when prohibited by another provision of this Will, such an Executor may enter into transactions on behalf of my estate in which that Executor is personally interested so long as the terms of such transaction are fair to my estate. For example, such an Executor may purchase property from my estate at its fair market value without court approval. 8. Any Executor may delegate to a Co-Executor any power held by the delegating Executor, but only if the Co-Executor is authorized to exercise the power delegated. A delegation may be revocable, but while it is in effect the delegating Executor shall have no responsibility concerning the exercise of the delegated power. ARTICLE VIII Definitions and Miscellaneous Provisions The following definitions and miscellaneous provisions shall apply under this Will: 8 A. Determining Descendants. One's children and other descendants shall be determined according to applicable law, except to the extent modified by this paragraph or by any other specific provision of this Will. 1. A child adopted before he or she attains eighteen (18) years of age (but not after attaining that age), shall be treated under this Will as a child and descendant of his or her adopting parents and their ancestors. 2. A biological child shall not be treated as a child or descendant of any biological parent of the child or of the ancestors of such biological parent, if the child has been surrendered for adoption with the consent of such biological parent and the child's adoptive parent substitutes for such consenting parent under applicable state law. 3. Adoptions and marriages that are recognized under this Will shall not affect prior distributions or other interests that have previously vested in possession, but they shall enable a person to receive distributions from or remainder or other interests in a trust stilt in existence. The descendants of a person who is treated as a child or descendant under this Article, shall also be treated as descendants of such person's ancestors. The descendants of a person who is treated as not being a child or descendant under this Article, shall also be treated as not being descendants of such person's ancestors. B. Tangible Personal Property. The term "tangibly personal property" includes personally held art, antiques, stamp and coin collections, and other collectibles. Subject to that, it does not include property primarily held for investment purposes. It does not include any property held for use in a trade or business, ordinary currency and cash, or bullion. C. Per Stirpes. Property that is to be divided among an individual's surviving or then living descendants "per stirpes" shall be divided into as many equal shares as there are children of the individual who are then living or who have died leaving surviving or then- living descendants. A share allocated to a deceased child of the individual shall be divided further among such deceased child's surviving orthen-living descendants in the same manner. D. Minor and Adult. Whether an individual is a minor or an adult shall be determined under the laws of the individual's domicile at the time in question, except in cases when this Will has specifically defined "Minor" to mean a person under twenty-one (21) years of age. E. Survivorship. Any beneficiary hereunder who dies within sixty (60) days following the date of my death or the termination of or distribution from any trust under this Will for which entitlement the date of this beneficiary's death shall be relevant, shall be deemed to have predeceased me or to have died before the termination of or distribution from that trust, as the case may be, for all purposes of this Will. F. Code and Regulations. References to the "Internal Revenue Code" or "Code" or to provisions thereof are to the Internal Revenue Code of 1986, as amended at the time in question. References to the "Regulations" or "Regs" are to the Treasury Regulations under the Internal Revenue Code. If by the time in question a particular provision of the 9 Internal Revenue Code has been renumbered, or the Internal Revenue Code has been superseded by a subsequent federal tax law, the reference shall be deemed to be to the renumbered provision or the corresponding provision of the subsequent law, unless to do so would clearly be contrary to my intent as expressed in this Will, and a similar rule shall apply to references to the Regulations. G. Gross Estate. "Gross estate" means my gross estate as determined for federal estate tax purposes (or for state death tax purposes where relevant). IN WITNESS WHEREOF, I have hereunto subscribed my name on this a~f~day of March, 2002. TESTATOR: Samuel A. Schreckengaust, Jr Signed, sealed, published and declared by Samuel A. Schreckengaust, Jr., the testator above named, as and for his Last Will and Testament, in our presence, and we in his presence, and in the presence of each other, have hereunto subscribed our names as witnesses: Witness ~~~ 1~- W' ess Address: Address: 10 COMMONWEALTH OF PENNSYLVANIA ss: COUNTY OF DAUPHIN We, Samuel A. Schreckengaust, Jr., ~~,,g.N,U F /~, ~c12 I and _~x~-R.K ~P. ~l-~2-n~ti.~ £2 , ,the testator and the witnesses, respectively, whose names are subscribed to the foregoing instrument, being first duty sworn, do hereby declare to the undersigned authority that the testator signed and executed the instrument as his last Will and that he had signed willingly and that he executed it as his free and voluntary act for the purposes therein expressed, and that each of the witnesses, in the presence and hearing of the testator, signed the Will as witness and that to the best of each such witness's knowledge the testator was at that time eighteen (18) years of age or older, of sound mind, and under no constraint or undue influence. TESTATOR: N . ~. ~ ~ _. Witness Samuel A. Schreckengaust, ,~~~ Hess Subscribed, sworn to and acknowledged before me by Samuel A. Schreckengaust, Jr., the testator, and subscribed and sworn to before me by ~~~r/N £ ~,/ /-]~ ~ and /YI F},e i~ ~ ~/~e77~m ~ ,the witnesses, this/~ay of March, 2002. Notary blic (SEAL) f~OTARIAL SEAL Carol A. I<o~xihaver, h'otery Public lisrr~urg, £~A 17aupt~in County 11 NRy Cemrtil4~~n Ex~lras 1~4r~1t 8, 2004 COPY OF DECEDENT'S INTER-VIVOS TRUST AGREEMENT DATED MARCH 21, 2002 SECOND AMENDED AND RESTATED TRUST AGREEMENT OF SAMUEL A. SCHRECKENGAUST, JR. This Agreement dated the 21st day of March, 2002, is by, between and among Samuel A. Schreckengaust, Jr., of Cumberland County, Pennsylvania (the "Settlor") and the Hershey Trust Company, as Trustee (the "Trustee") WITNESSETH: WHEREAS, Settlor desires to invoke his authority to amend and restate his Amended and Restated Trust Agreement dated December 21, 1992, which amended and restated his Trust dated November 5, 1991; and, WHEREAS, the Trustee is willing to accept the Second Amended and Restated Trust hereby created and covenant to faithfully discharge the duties of a trustee hereunder; NOW, THEREFORE, Settlor hereby transfers the property described on Schedule A hereto annexed, to the Trustee, IN TRUST, and the Trustee agrees to accept the property and to hold, manage and distribute the property under the terms of this Trust Agreement. Article I. Family Information. A. Settlor is married to Barbara S. Schreckengaust ("Settlor's wife") B. Settlor has five children born before thae date of this Agreement, John S. Schreckengaust, Raymond S. Schreckengaust, Mary B. Cantone, Mark A. Schreckengaust, and Elizabeth S. Tomlinson. Settlor has one son, William R. Schreckengaust, who predeceased the Settlor without issue. Settlor intends references to "children" and "descendants" to include persons whenever born. Article II. Lifetime Trust. During the Settlor's life, any property held under this Agreement shall be disposed of as follows: A. The net income, if any, generated from trust assets in the Settlor's lifetime shall be his property and shall be paid to him or for his benefit at least quarterly, unless the Settlor shall direct the Trustee otherwise in writing. The principal of the trust may be distributed to the Settlor or for his benefit from time to time as needed, in the discretion of the Trustees, for his health care, maintenance or support, and/or to maintain the standard of living now maintained by him. B. Any net income not so distributed shall be accumulated and from time to time shall be added to principal. Article III. Payments after death. Upon the Settlor's death, the Trustee shall dispose of all property then belonging to the trust, together with all property distributable to the Trustee in trust hereunder as a result of Settlor's death, whether under his Will or otherwise (the "trust fund"), as follows: A. If the Settlor's probate estate (excluding income) is insufficient (i) to pay his funeral expenses, all claims against his estate, the expenses of administering his estate, and all death taxes chargeable to his estate, and (ii) to satisfy all pre-residuary gifts under Settlor's Will, the Trustee may make available to Settlor's executor, out of the trust fund, such sums as Settlor's executor shall certify to be required to make good such deficiency. B. The Trustee shall also pay out of the trust fund all death taxes chargeable to the trust fund as a result of Settlor's death and not otherwise provided for in his Will, in the manner directed below in the provisions governing payment of death taxes. C. The Trustee shall dispose of the balance of the trust fund remaining after these payments in the manner provided below. Article IV. Survival. If any beneficiary hereunder other than Settlor's wife should die within sixty (60) days after Settlor's death, or within sixty (60) days after any other person the survival of whom determines his or her rights hereunder, then such beneficiary shall be deemed to have predeceased the Settlor or such other person for all purposes hereunder. Article V. Pecuniary Gifts. Upon the Settlor's death, the Trustee shall distribute the following respective sums as herein indicated: A. The Trustee shall distribute the sum of Twenty-Five Thousand Dollars ($25,000) cash to each of the Settlor's then living children. No anti-lapse statute shall apply. B. If the Settlor's taxable estate exceeds Five Hundred Thousand Dollars ($500,000), the Trustee shall distribute the sum of Fifty Thousand Dollars ($50,000) to Gettysburg College (located in Gettysburg, Pennsylvania). C. The Trustee shall distribute a sum, if any, to the Trustee of the Family Trust created under this Agreement to be held, administered and disposed of pursuant to the terms of the Family Trust. The sum shall equal the value which will produce a federal estate tax prior to the use of the following credits equal to the total of the following credits: Settlor's available unified credit, the credit for property previously taxed, and the state death tax credit (but only to the extent the use of said credit does not result in an increase in the state death taxes otherwise payable). Article VI. Residue. The Trustee shall distribute the then remaining principal and income of the trust fund, real and personal wherever located, including any property mentioned above, but not effectively disposed, as follows: A. If the Settlor's Wife Survives the Settlor. If the Settlor's wife survives the Settlor, such property shall be distributed to the Trustee of the Marital Trust created under this Agreement to be held, administered and disposed of pursuant to the terms of the Marital Trust. B. If the Settlor's Wife Does Not Survive the Settlor or if She Disclaims All or a Portion of The Residue. If the Settlor's wife does not survive the Settlor or, if she disclaims all or a portion of the residue, the residue of the trust fund (or that portion my wife disclaimed) shall be added to and distributed as part of the 2 Family Trust under this Agreement, to be disposed of under the terms of that trust. Article VII. Family Trust. The Family Trust shall have these terms: A. During Settlor's Wife's Life: The net income of the trust, if any, shall be distributed to Settlor's wife at least quarterly. 2. The Trustee may from time to time distribute to the Settlor's wife as much of the principal as the Trustee deems necessary or proper to adequately provide for Settlor's wife's health, education, support in her accustomed manner of living, and/or maintenance, taking into account other available funds, including Settlor's wife's assets; provided, however, no such distribution shall be made until all assets held in Marital Trust created under this Agreement are exhausted. 3. Without limiting the Trustee's discretion, Settlor wants the. Trustee to know that, to the extent consistent with the foregoing, it would not be contrary to Settlor's intent for the Trustee to regard the needs of Settlor's wife as more important than those of Settlor's descendants or any remainderman. B. Upon the Death of Settlor's Wife. Upon the death of Settlor's wife, the property then held in the Family Trust shall be distributed to Settlor's descendants then living, per stirpes, subject to the terms of the Descendants' Trusts created under Article IX of this Agreement. C. Disclaimer By Settlor's Wife. If Settlor's wife disclaims her interest in the income and principal of all or a portion of the Family Trust, the disclaimed property shall be disposed of as if she had survived Settler and died immediately after his death. If Settlor's wife makes a disclaimer limited to her right to mandatory income payments from the Family Trust as to all or a portion of the income of the trust, the disclaimed net income shall be disposed of by the Trustee under terms identical to those that apply to distributions of principal above, and any income not so distributed shall from time to time be accumulated and added to principal. Article VIII. Marital Trust. The Marital Trust shall have these terms: A. During Life of Settlor's Wife: The net income of the trust, if any, shall be distributed to Settlor's wife at least quarterly. 2. The Trustee may from time to time distribute to the Settlor's wife as much of the principal as the Trustee deems necessary or proper to adequately provide for Settlor's wife's health, education, support in her accustomed manner of living, and/or maintenance, taking into account other available funds, including Settlor's wife's assets. 3 3. The Trustee shall distribute to the Settlor's wife such sums, including any or all of the principal, that the Settlor's wife may request in writing. B. Upon The Death of Settlor's Wife: Upon the death of the Settlor's wife, the Trustee shall distribute the then remaining principal as the Settlor's wife directed in her Last Will and Testament, making specific reference to the Marital Trust under this Agreement. Except as expressly stated in the preceding sentence, there shall be no restriction, condition or qualification on or to the power to make such appointment and the permissible beneficiaries. The power of appointment shall be exercisable by Settlor's wife alone and in all events there shall be no power in any person other than Settlor's wife to appoint any part of the property passing under this Marital Trust. To the extent that Settlor's wife fails to exercise effectively her power of appointment over any part of the property in the Marital Trust, the Trustee shall (except to the extent that Settlor's wife expressly directs to the contrary in her Last Will and Testament or in a writing delivered to the Trustee during her lifetime) disburse and distribute the following amounts from the un-appointed portion of the principal of the Marital Trust: the amount of any additional estate, inheritance or other death taxes imposed on account of the death of the Settlor's wife by reason of her power of appointment over and other rights in the un-appointed portion of the principal of the Marital Trust (the amount of each such additional tax to be equal to the excess if any of the tax, including any interest thereon, payable by reason of her death over the amount of such tax which would have been payable if no such tax was payable by reason of her death with respect to the un-appointed principal of the Marital Trust); 2. the expenses incurred in the administration of Settlor's wife estate attributed to the determination of such taxes (and the Trustee may accept the written statement of Settlor's wife's personal representative as to the amount of taxes and expenses payable hereunder); and, 3. the remaining balance of the principal of the Marital Trust shall be added to and considered part of the Family Trust created under this Agreement, and shall be administered and disposed of pursuant to the terms of the Family Trust. Article IX. General Provisions Re Descendants' Trusts. Whenever property passes to a descendant who is under the age of thirty (30) years at the time of distribution, it shall be held subject to the provisions for the Descendants' Trusts, and to the extent provided in this Article the property shall not pass outright to them. Such property shall be held in separate trusts for each descendant who would otherwise receive property outright, each descendant to be the "Beneficiary" of his or her separate trust. Article X. Separate Trusts for Descendants. A descendant's separate trust shall have these terms: A. During the Beneficiary's Life: 4 When the Beneficiary has attained the age of twenty-one (21), the Trustee shall distribute the current net income of the trust, if any, to Beneficiary at least quarterly. 2. The Trustee may also distribute to or for the benefit of the Beneficiary and the Beneficiary's descendants, so much of the principal of the trust as the Trustee may from time to time deem necessary or proper to adequately provide for the Beneficiary and/or the Beneficiary's descendants' health, education, support in his or her accustomed manner of living, or maintenance. 3. The Beneficiary shall have the right, individually, to withdraw the following maximum fraction of principal: a. at or after attaining the age of twenty-one (21), one-third (1/3) of the then fair market of the remaining trust assets; b. at or after attaining the age twenty-seven (25), an additional one-third (1/3) of the then fair market value of the remaining trust assets (reduced by any portion the trust assets then still subject to the prior right of withdrawal not yet exercised); and, c. at or any time after attaining the age of thirty (30), the fair market value of the then remaining trust assets. B. Upon Beneficiary's Death. Upon the Beneficiary's death, the property then held in his or her trust shall be distributed to the Beneficiary's descendants, per stirpes, subject to the terms of the trusts under this Article, or if there are no descendants of the Beneficiary then living: 1. If the Beneficiary was a grandchild or more remote descendant of the Settlor, to the descendants, per stirpes, of the Beneficiary's nearest ancestor who was a descendant of Settlor with descendants then living, subject however to the provisions of the trusts under this Article; or if there are no such descendants or if the Beneficiary was a child of Settlor; 2. To Settlor's descendants, per stirpes, subject however to the provisions of the trusts under this Article. C. Maximum Duration for Trusts. Any trust under this Article still in existence upon the expiration of the Maximum Duration for Trusts as defined elsewhere in this instrument shall thereupon terminate and the remaining trust property shall be distributed to the Beneficiary of the trust. Article XI. Takers of Last Resort. The Trustee shall distribute any property that is not otherwise disposed of under this Agreement (a) one-half (1/2) (or all, if there are no persons to take under item (b)) to the persons who would have inherited the Settlor's personal estate, and in the shares that they would have inherited it, had the Settlor died a resident of the Commonwealth of Pennsylvania, unmarried and without a valid Will, on the date on which expires the interest of the last living beneficiary of the property under this Agreement, and (b) one-half (1/2) (or all, if there are no persons to take under item (a)) to the persons who would 5 have inherited the personal estate of the Settlor's wife, and in the shares that they would have inherited it, had the Settlor's wife died a resident of the Commonwealth of Pennsylvania, unmarried and without a valid Will, on the date on which expires the interest of the last living beneficiary of the property under this Agreement. Article XII. Maximum Duration of Trusts. The maximum duration for trusts means the longest period that property may be held in trust under this Trust under the applicable rules governing perpetuities, vesting, accumulations, the suspension of alienation, and the like (including any applicable period in gross such as 21 years or 90 years). If under those rules the maximum duration may be determined (or alternatively determined) with reference to the death of the last survivor of a group of individuals alive on the date of Settlor' s death, those individuals shall consist of Settlor's surviving wife, all of Settlor's descendants living on the date of Settlor's death, and any surviving spouse of a descendant of mine if both the descendant and the spouse were living on the date of Settlor's death. This Article shall not apply to a trust created by an exercise of a power of appointment conferred by this Trust if the exercise is valid under this Trust and under the applicable rules against perpetuities, accumulations, suspension of alienation, or the like, and such a trust may have different measuring lives than those provided in this Article. In the case of any property Settlor has appointed to a trust under this Trust from another trust by exercising a power over the other trust, the date for determining measuring lives with respect to that property shall be the date that Settlor' s power was created (rather than the date of Settlor's death). Article XIII. Payments to Minors or Incapacitated Persons. Whenever income or principal becomes distributable (whether by a direction in this Agreement or by exercise of discretion hereunder) to a person under age twenty-one (21) (described herein as the "Minor" regardless of the actual legal age of majority) or to an incapacitated person, the Trustee may make the distribution in one or more of the following ways (or any other way that seems appropriate to the Trustees): A. Distribution to Trust. If to a Minor for whom a separate trust is not established hereunder, by holding the property in a separate trust for the Minor until the Minor attains age twenty-one (21). As much of the net income and/or principal of the trust as the Trustee may from time to time determine shall be distributed to the Minor for any purpose. Any net income not so distributed shall from time to time be accumulated and added to principal. Upon the attainment of age twenty- one (21) by the Minor, the property then held in the Minor's trust shall be distributed to the Minor. If the Minor dies before attaining age twenty-one (21 ), the property shall be distributed (1) to the Minor's descendants surviving the Minor, per stirpes, or in default thereof (2) if the Minor was a grandchild or more remote descendant of the Settlor, to the descendants then living, per stirpes, of the Minor's nearest ancestor who was a descendant of the Settlor with issue then living. Any trust under this Article still in existence upon the expiration of the Maximum Duration for Trusts as defined elsewhere in this Agreement shall thereupon terminate and the remaining Trust property shall be distributed to the Minor in one of the other ways authorized in this Article. B. Distribution to Custodian. If to a Minor, by distributing the property to a custodian under any state's version of the Uniform Gifts to Minors Act or the Uniform Transfers to Minors Act, including a custodian selected by the Trustees. The Trustee may select any age for termination of the custodianship permitted 6 under the Act, giving due consideration to selecting age twenty-one (21) if that is permitted. C. Distribution to Donee of a Power. By distributing the property to anyone serving as Trustee under this Agreement to hold the same as donee of a power during minority or incapacity, .such donee to have all the powers of a Trustee under this Agreement (including the power to apply the property for the Minor or incapacitated person) and to be compensated as if the property were a separate trust, but with no duty to account to any court periodically or otherwise. D. Distribution to a Minor's Parent. By distributing the property to a parent of the Minor even if the parent does not assume any formal fiduciary capacity concerning the property. Distributions shall be made to a parent of a beneficiary only if either (1) the parent is a descendant of the Settlor or (2) the parent was married to a descendant of the Settlor at the date of death of the descendant of the Settlor who was the spouse of the parent to receive the distribution. E. Direct Distribution. By distributing the property directly to the Minor or incapacitated person, provided that property shall be distributed directly to a Minor only if the Minor has attained the age of fourteen (14) and has the practical capacity to own the type and amount of property in question. F. Distribution to Trust. By distributing the property to a trust existing primarily or exclusively for the benefit of the Minor or incapacitated person. G. Distribution for Beneficiary's Benefit. By applying the property for the use or benefit of the Minor or incapacitated person. H. Exoneration of Fiduciary. The Trustee shall be free from any responsibility for the subsequent disposition of the property if it is distributed in one of the ways specified in this Article. Article XIV. Adopted &Non-marital Persons. A person adopted prior to attaining age 18 (but not after) by the Settlor or by a descendant of Settlor shall be treated under this Trust as a descendant. A biological descendant of the Settlor shall not be treated as a descendant if surrendered for adoption with the consent of his or her parent who is a descendant of the Settlor in such manner that an adoptive parent substitutes as parent for the consenting parent. Under these rules, adoptions and marriages shall not affect prior distributions or other interests that have previously vested in possession, but they shall enable a person to receive distributions from or remainder or other interests in a trust still in existence. When a person is treated or is not treated as a descendant of the Settlor under these rules, the same treatment shall apply to that person's descendants. To be treated or not treated as a descendant means to be treated or not treated as a descendant of the Settlor and of any intervening descendant of the Settlor. Applicable law shall apply to adopted and non-marital persons to the extent not modified by these rules. Article XV. Exercise of Powers Created Hereunder. Except where this Trust Agreement specifically provides otherwise, a power of appointment conferred hereunder upon a person in his or her individual capacity (a "non-fiduciary power") may be exercised to confer upon one or more objects of the power in any proportions any lawful estates and interests, whether absolute or in further trust, including further non-fiduciary powers which may be made exercisable in 7 favor of objects or non-objects of the exercised power, or both. A limited power of appointment may be exercised to confer a limited or general power on an object of the exercised power, including a presently exercisable limited or general power. The trustee under an appointment in further trust may be any person not prohibited from serving as trustee under this Agreement and may be given fiduciary powers (including discretionary powers over distributions), exercisable, however, only in favor of objects of the exercised power. Anon-fiduciary power exercisable by Will may also be exercised by a written instrument signed by the powerholder other than the powerholder's Will if the powerholder's Will contains a direction that the exercise in the other instrument be honored. Article XVI. Spendthrift Clause. No interest (whether in income or principal, whether or not a remainder interest, and whether vested or contingent) of any beneficiary hereunder shall be subject to anticipation, pledge, assignment, sale or transfer in any manner, nor shall any beneficiary have power in any manner to charge or encumber his or her said interest, nor shall the said interest of any beneficiary be liable or subject in any manner while in the possession of Settlor's fiduciaries for any liability of such beneficiary, whether such liability arises from his or her debts, contracts, torts or other,engagements of any type. Article XVII. Payment of Death Taxes. A. All estate, inheritance, legacy, succession, generation-skipping, or other wealth transfer taxes that result from the Settlor's death, including any additional estate tax on an excess retirement accumulation, imposed by any domestic or foreign taxing authority (but only to the extent imposed upon property passing under this Trust Agreement), together with interest and penalties on those taxes, shall be paid out of the trust fund "off the top" as an administration expense without apportionment and with no right of reimbursement from any recipient of any such property. Taxes on property not passing under this Agreement shall be apportioned to such property and paid from such property by those succeeding to such property, taking into account the provisions of any instrument governing such property, the provisions of the Code, and the provisions, if any, of other applicable law apportioning, such taxes. B. However, the following clarifications and/or modifications of this general rule shall apply: 1. All taxes generated by Settlor's residuary trust shall be apportioned within Settlor's residuary trust to the share or shares generating the tax, but shall not be apportioned between current and future interests such as a life estate and remainder even if one and not the other is taxable. 2. The tax on any property over which the Settlor had a general power of appointment and which is included in his gross estate under Section 2041 whether or not the power is exercised shall be apportioned and paid in the manner provided by the Code and applicable law, provided that if the general power is exercisable by this Trust Agreement, the Settlor hereby exercises the power to the extent of directing the trustee of the trust or other custodian of the property to pay to or on behalf of the Settlor's Executors all the additional tax at the marginal rate caused by its inclusion and not just its proportionate share of tax at the average rate. However, this shall not apply to taxes on property included in the Settlor's 8 gross estate solely because he had a so-called "five and five" withdrawal right over the property, which shall be paid out of the trust fund "off the top as an administration expense without apportionment and with no right of reimbursement from the trustee or other custodian of the property. C. If payment of taxes from the residue of the trust fund in accordance with the foregoing exhausts the residue of the trust fund, the balance of tax due shall be apportioned in accordance with the rules of tax apportionment rather than the rules of abatement. Article XVIII. Governing Law and Trustee's Powers. The interpretation and operation of the Trust shall be governed by the laws of the Commonwealth of Pennsylvania. The Trustee may, without prior authority from any court, exercise all powers conferred by this Agreement or by common law or by any fiduciary powers act or other statute of Pennsylvania or any other jurisdiction whose law applies to the Trust. The Trustee shall have absolute discretion in exercising these powers. Except as specifically limited by this Agreement, these powers shall extend to all property held by the Trustee until actual distribution of the property. The powers of the Trustee shall include the following: A. The Trustee may make any election available under the tax laws in such manner as the Trustee shall determine, even though a Trustee may have an interest affected by the election, except where a Trustee is prohibited from participating in the election by another provision of this Agreement. B. The Trustee may retain any property originally owned by the Settlor, and invest and reinvest in all forms of real and personal property, whether inside or outside the United States, including without limitation, common trust funds of a corporate Trustee, mutual funds, partnerships (including a partnership in which a Trustee is a partner), and other forms of joint investment (which may but need not be managed by, advised by, or affiliated with a Trustee), without regard to any principle of law limiting delegation of investment responsibility by Trustees. C. The Trustee may compromise claims or debts and abandon or demolish any property which the Trustee shall determine to be of little or no value. D. The Trustee may sell property at public or private sale, for cash or upon credit, exchange property for other property, lease property for any period of time, and give options of any duration for sales, exchanges or leases. E. The Trustee may join in any merger, reorganization, voting-trust plan or other concerted action of security holders, and delegate discretionary powers (including investment powers) in entering into the arrangement. F. The Trustee may borrow from anyone, even if the lender is a Trustee under this Agreement, and may pledge property as security for repayment of the funds borrowed, including the establishment of a margin account. No Trustee shall be personally liable for any such loan, and such loan shall be payable only out of assets of the Trust. G. The Trustee may, without the consent of any beneficiary, distribute in cash or in kind, and allocate specific assets in satisfaction of fractional shares or pecuniary 9 sums among the beneficiaries (including any trust) in such proportions, not necessarily pro rata, as the Trustee may determine, even though a Trustee has an interest affected by the distribution and even though different beneficiaries entitled to the same sum or share may thereby receive different mixes of assets, possibly with different income tax bases, as long as the fair market value of property on the date of distribution is used in determining the extent to which any distribution satisfies a sum or share. H. The Trustee may apply to the use of any individual, any property, whether principal or income, that otherwise would or could be distributed directly to such individual. The Trustee may, with respect to any real property: (i) partition, subdivide or improve such property and to enter into agreements concerning the partition, subdivision, improvement, zoning or management of any real estate in which a trust hereunder has an interest and impose or extinguish restrictions on any such real estate; (ii) sell, exchange, lease for any period, mortgage, alter, or otherwise dispose of such property and execute any instrument necessary to do that; and (iii) charge to principal the net loss incurred in operating or carrying non-income producing real property. J. The Trustee may acquire, hold and maintain any residence (whether held as real property, condominium or cooperative apartment) for the use and benefit of the beneficiaries of any trust and, if the Trustees, in the exercise of sole and absolute discretion, determine that it would be in the best interests of the beneficiaries of any trust to maintain a residence for their use but that the residence owned by the Trustee should not be used for such purposes, the Trustee may sell said residence and apply the net proceeds of sale to the purchase of such other residence or make such other arrangements as the Trustees, in the exercise of sole and absolute discretion, shall deem suitable for the purpose. Any proceeds of sale not needed for reinvestment in a residence as provided above shall be added to the principal of the Trust and thereafter held, administered and disposed of as a part thereof. The Trustee may pay all carrying charges of such residence, including but not limited to, any taxes, assessments and maintenance thereon, and all expenses of the repair and operation thereof, including the employment of domestic servants and other expenses incident to the running of a household for the benefit of the beneficiaries of the Trust. The Disinterested Trustee may expend such amounts as the Trustees, in the exercise of sole and absolute discretion, shall determine to maintain the current lifestyle of the beneficiaries including, but not limited to, providing for their personal care and comfort in any manner whatsoever. K. The Trustee may acquire, hold and maintain as a part of each trust hereunder any and all articles of tangible personal property or any other property whether productive, underproductive or unproductive of income, and without any duty to convert such property to productive property, and pay the expenses of the repair and maintenance of such property, and sell such property and apply the net proceeds of sale to the purchase of such other property as the Trustees, in the exercise of sole and absolute discretion, shall deem suitable for the purpose. 10 L. The Trustee may permit any income beneficiary of any trust created hereunder to occupy any real property or use any personal property forming a part of the Trust estate on such terms as the Trustee may determine, whether rent free or in consideration of payment of taxes, insurance, maintenance or ordinary repairs, or otherwise. M. The Trustee may employ a custodian, hold property unregistered or in the name of a nominee (including the nominee of any bank, trust company, brokerage house or other institution employed as custodian}, and pay reasonable compensation to a custodian in addition to any fees otherwise payable to the Trustees, notwithstanding any rule of law otherwise prohibiting such dual compensation. N. The Trustee may hold two or more trusts hereunder as a combined fund (allocating ratably to such trusts all receipts from, and expenses of, the combined fund) for convenience in investment and administration, but no combination of trusts for this purpose may alter their status as separate trusts. O. The Trustee may consolidate any trust for a descendant with another trust having substantially similar terms and the same Trustee under this Agreement or the Settlor's Will or any trust agreement and administer the two as one trust, provided that each portion of the consolidated trust shall terminate and vest in possession no later than the date required for the separate trust from which it came. Provisions of such trusts shall be considered substantially similar even if there are minor variations as to the management and distribution of the trusts. The determination by the Trustee as to any consolidation shall be final and conclusive as to all parties. P. The Trustee may make secured loans, or unsecured loans if to the Settlor in such amounts, at such rates of interest and to such persons, firms or entities as the Trustee shall deem advisable, and may engage in sales, leases, loans and other transactions with the Settlor's estate, or any trust established by the Settlor, regardless of the fact that one or more or all of the persons serving as Trustee hereunder are also serving as a selling or borrowing trustee; provided that such loans shall be for fair market value. Q. The Trustee may employ and rely upon advice given by accountants, attorneys, investment bankers, and other expert advisers, and employ agents, clerks and other employees, and pay reasonable compensation to such advisors or employees in addition to fees otherwise payable to the Trustees, notwithstanding any rule of law otherwise prohibiting such dual compensation. R. The Trustee may accept or decline to accept additions from any source. S. The Trustee may continue any business, incorporated or unincorporated, for any period, and do anything that the Settlor could have done regarding the business, including without limitation (i) invest additional sums in the business whether or not such investment would otherwise be appropriate for fiduciaries and without regard to any duty to diversify investments, (ii) select directors, officers or other employees of the business, and a Trustee or an officer of a corporate Trustee or a beneficiary hereunder may act as such director, officer or employee and may 11 receive compensation for doing so, (iii) pay from principal the cost of liability insurance fora Trustee or beneficiary acting as director, (iv) recapitalize, reorganize or liquidate the business, (v) redeem stock under Sec. 303 of the Code, and the proceeds of any such redemption shall be applied in a manner consistent with the requirements of Sec. 303(b)(3), (vi} elect deferred payment of estate tax under Sec. 6166 of the Code and/or any corresponding provision of state law, and charge interest on deferred tax to income or principal, and consent to the creation of a special lien for deferred tax to be imposed on property of the trust fund even if the tax is imposed on property passing outside the trust fund, and (vii) sell the business (including a sale to a co-owner even if the co-owner is a Trustee hereunder) without "testing the market" by solicitation of bids, relying instead on a qualified appraiser. The Trustee may exercise these powers despite having individual interests in the business that might conflict with the Trustees' interests as such. T. The Trustee (excluding, however, any Interested Trustee) may allocate receipts and disbursements to income or principal in such manner as the Trustee (excluding, however, any Interested Trustee) shall determine, even though a particular allocation may be inconsistent with otherwise applicable state law. Article XIX. Accountings & Other Proceedings. A. The Trustee shall take such action for the settlement or approval of accounts at such times and before such courts or without court proceedings as the Trustee shall determine. The Trustee shall pay the costs and expenses of any such action or proceeding, including but not limited to the compensation and expenses of attorneys and guardians, out of the property of the trust. The Trustee shall not be required to register any trust hereunder. B. Except as otherwise specifically directed by a court of competent jurisdiction, Settlor directs that in any proceeding relating to a trust hereunder service upon any person under a legal disability need not be made when another person not under a disability is a party to the proceeding and has the same interest as the person under the disability. The person under the disability shall nevertheless be bound by the results of the proceeding. The same rule shall apply to non-judicial settlements, releases, exonerations, and indemnities. Article XX. Additional General Provisions Regarding Fiduciaries. A. "Interested Trustee" means for any Trust a Trustee who is (i) a transferor of property to the Trust, including a person whose qualified disclaimer resulted in property passing to the Trust; or (ii) a person who is or in the future may be eligible to receive income or principal pursuant to the terms of the Trust. A Trustee described in "(i)" is an Interested Trustee only with respect to the transferred property (including income and gain on, and reinvestment of, such property). A person is described in "(ii)" even if he or she has a remote contingent remainder interest. A-Trustee who is not an Interested Trustee is a "Disinterested Trustee." B. "Insured Trustee" means for any Trust a Trustee who is the insured (or one of the insureds) under a policy of life insurance held in the Trust. No Insured Trustee 12 may participate in the exercise of any incident of ownership over any policy that insures the life of such Trustee. C. Under this Agreement, if two or more separate trusts with the same beneficiaries and same terms are created, either by direction or pursuant to the exercise of discretion, the Settlor intends that the separate trusts may but need not have the same investments and may but need not follow the same pattern of distributions. The Trustees' powers shall be exercisable separately with respect to each trust. D. Except to the extent specifically provided otherwise in this Agreement, references to the Trustee shall, in their application to a trust hereunder, refer to all those from time to time acting as Trustee of that trust and if two or more Trustee are eligible to act on a given matter they shall act by majority. In the exercise of discretion over distributions, if this Agreement provides that certain Trustee may participate in distributions limited by an ascertainable standard, while a different set of Trustee may participate in distributions for any purpose, if the two sets of Trustee (each acting by its own majority) want to distribute the same item of income or principal to different recipients, the distribution desired by the set of Trustee participating in distributions for any purpose shall prevail. E. Individual Trustee shall receive compensation in accordance with the law of Pennsylvania in effect at the time services are rendered hereunder, unless the Trustee waive compensation, provided that the Settlor's descendants shall serve without compensation. A corporate Trustee shall be compensated by agreement with the individual Trustee or, in the absence of such agreement, in accordance with its fee schedule as in effect at the time of payment. The Settlor authorizes a corporate Trustee to charge additional fees for services it provides to a Trust hereunder that are not comprised within its duties as Trustee, for example a fee charged by a mutual fund it administers in which a Trust hereunder invests, or a fee for providing an appraisal, or a fee for providing corporate finance or investment banking services. The Settlor also recognizes that a corporate Trustee may charge separately for some services comprised within its duties as Trustee, for example a separate fee for investing cash balances or preparing tax returns. Such separate charges shall not be treated as improper or excessive merely because they are added on to a basic fee in calculating total compensation for service as Trustee. F. No Trustee shall be liable to anyone for anything done or not done by any other Trustee or by any beneficiary. G. The fact that a Trustee is active in the investment business shall not be deemed a conflict of interest, and purchases and sales of investments may be made through a corporate Trustee or through any firm of which a corporate or individual Trustee is a partner, shareholder, proprietor, associate, employee, owner, subsidiary, affiliate or the like, and property of a Trust hereunder may be invested in individual securities, mutual funds, partnerships, private placements, or other forms of investment promoted, underwritten, managed, or advised by a Trustee or such a firm. H. The Trustee may employ and rely upon advice given by investment counsel, delegate discretionary investment authority over investments to investment 13 counsel, and pay investment counsel reasonable compensation in addition to fees otherwise payable to the Trustees, notwithstanding any rule of law otherwise prohibiting such dual compensation. The fact that a Trustee (or a firm of which a Trustee is a member or with which a Trustee is otherwise affiliated) renders legal or other professional services to a Trust hereunder shall not be deemed a conflict of interest, and the Trustee may pay fees for such services to such Trustee or firm without prior approval of any court or any beneficiary and whether or not there is a Co-Trustee to approve such payment. An attorney or other Trustee who also renders professional services shall receive full compensation for both services as Trustee and the professional services rendered, except as specifically limited by law. J. If the Settlor has given the Trustee discretion concerning distributions of income or principal, that discretion shall be absolute and uncontrolled, and subject to correction by a court only if the Trustee should act utterly without reason, or in bad faith, or in violation of specific provisions of this Agreement. If the Settlor has set forth general guidelines (as opposed to directions or dollar limits) for the Trustee in making distributions, those guidelines shall be merely suggestive and shall not create an enforceable standard whereby a distribution could be criticized or compelled. It is the Settlor's strong belief that the Trustee will be in the best position to interpret and carry out the intentions expressed herein under changing circumstances. This paragraph shall not, however, apply to any standards framed in terms of health, education, support (including support in an accustomed manner of living) or maintenance as those words shall create an ascertainable standard for federal tax purposes when applied to a Trustee's power or a power held individually, although even in those cases the holder of the power shall have as much discretion as consistent therewith. An Interested Trustee may exercise discretion to make distributions to himself or herself subject to an ascertainable standard notwithstanding any contrary rule of law. K. Notwithstanding any other provisions of this Agreement, each Trustee is prohibited from making, voting on, or otherwise participating in any discretionary distribution of income or principal from a Trust that would discharge or substitute for a legal obligation of that Trustee, including the obligation to support a beneficiary of the Trust, and no distributions shall be made hereunder which would discharge to any extent the legal obligation of any person for the support of a beneficiary without the prior written consent of such person. Subject to that, in exercising discretion over distributions, the Trustee may consider, or may disregard, other resources available to any beneficiary. L. Unless the Settlor has specifically provided otherwise, and subject to any ascertainable standard governing its exercise, the Trustees' discretionary power to distribute income or principal includes the power to distribute all of such income and/or principal to one or more members of a class to the exclusion of others whether or not the terms of the Trust specifically mention that possibility. M. A Trustee may irrevocably release one or more powers held by the Trustee while retaining other powers. 14 N. Any Trustee may delegate to a Co-Trustee any power held by the delegating Trustee, but only if the Co-Trustee is authorized to exercise the power delegated. A delegation may be revocable, but while it is in effect the delegating Trustee shall have no responsibility concerning the exercise of the delegated power. Article XXI. Alternate or Successar Fiduciaries. A. Multiple Trustees, whether named by me or by another Trustee, shall serve together and each may serve even if one or more of them shall fail or cease to serve for any reason. B. Any reference to "Trustee" includes any successor, unless expressly indicated. C. Any Trustee may resign at any time upon ninety (90) days written notice (or such shorter period as may be approved by the Co-Trustee(s), if any, or successor Trustee) to the Co-Trustee(s), or if none, to the beneficiary(ies) hereunder who have vested interests, without court approval and. whether or not a successor has commenced serving. D. Each individual Trustee shall have the right to appoint a successor individual Trustee by an instrument in writing, such appointment to take effect upon the death, resignation or incapacity of the appointing Trustee. An appointment may be changed or revoked until it takes effect. If the Settlor has named a successor or successors to the appointing Trustee in this Agreement, the appointment of a successor under this Article shall take effect only if and when all Trustee that the Settlor has appointed fail to qualify or cease to act for any reason. E. The individuals (and any corporation) acting as the Trustee may at any time acting unanimously by written instrument appoint an individual or a corporation with fiduciary powers as a Co-Trustee. F. The "Protector" of each trust under this Agreement shall be the Settlor's then living adult and competent children. The Protector may be one or more individuals or corporations. Multiple Protectors shall act by majority. The Protector may appoint one or more persons to be successor Protector or successor Trustee to take office upon the death, resignation, or incapacity of any person or entity serving as Protector or Trustee. 2. After the Settlor's death, the Protector shall have the right to remove any Trustee of a trust under this Agreement other than the Settlor's wife or a descendant of the Settlor. If a Trustee is removed by the Protector, any successor Trustee appointed by the removed Trustee shall not take office. The Protector shall also have the right to appoint an individual or corporation with fiduciary powers to replace the removed Trustee or whenever the office of Trustee of a trust becomes vacant. 15 3. Any person serving as Protector may resign. 4. The Protector's authority hereunder is conferred in a fiduciary capacity and shall be so exercised, but the Protector shall not be liable for any action taken in good faith. 5. No discretionary distribution shall be made from any trust that would discharge or substitute for a legal obligation of any person serving as Protector even if such a distribution would otherwise be authorized under the terms of the trust. 6. The Protector may release the Protector's power to remove a particular Trustee and such release may be limited to the releasing Protector or made binding upon any successor Protector. 7. The Protector shall not appoint an individual or corporation that is related or subordinate within the meaning of Code Sec. 672(c) to the Protector or to the Settlor, when the Settlor is alive, and the Protector is related or subordinate to the Settlor; or to the Protector, when the Protector is an Interested Trustee or would be an Interested Trustee if serving as Trustee. If more than one person is serving as Protector, the preceding sentence shall prohibit the appointment of any Trustee that could not be appointed by each such person if serving alone as Protector. G. A successor Trustee effectively appointed by another Trustee or by the Protector, and not disqualified by the Protector's removal of the appointing Trustee, shall be entitled to serve. H. If the office of Trustee of a trust is vacant, and no successor takes office pursuant to any other provision of this Agreement, an individual or corporation with fiduciary powers may be appointed as Trustee by the Settlors if then living and competent, otherwise by a majority of the Settlors' adult descendants then living and competent. Article XXII. Exoneration From Security. The Settlor directs that no fiduciary acting hereunder shall be required to enter bond or other security in any jurisdiction for the faithful performance of duties hereunder. Article XXI11. Jurisdiction and Venue. Jurisdiction and venue for the resolution of any and all disputes arising hereunder, and for all interpretations and enforcement hereof, shall lie only with the Court of Common Pleas for Cumberland County, Pennsylvania and/or the United States District Court for the Middle District of Pennsylvania. By agreement of the parties, the situs of this Trust shall be in Cumberland County, Pennsylvania, to the fullest extent permitted by law. Article XXIV. Forfeiture. Any beneficiary who challenges by or through legal proceeding any discretionary distribution(s) made by the Trustee hereunder, or any other discretionary actions taken by the Trustee hereunder, or who so challenges the validity or enforceability of this Agreement, shall, to the fullest extent permitted by law, forfeit all of his or her rights to and interests in the principal and/or income of any and all trust(s) hereunder, and same shall be distributed as if such person was no longer living at the time of distribution. It is the Settlor's intention that the foregoing forfeiture provision be applied to the fullest extent permitted by law 16 and, if a court of competent jurisdiction determines that the foregoing exceeds that which is permitted by law, the Settlor authorizes and directs said court to interpret and apply said provision to the fullest extent permitted by law. Article XXV. Other Definitions. The following terms used in this Trust Agreement shall be defined as follows: A. Include Children and Descendants Whenever Born. References to "children" and "descendants" shall include children and descendants whenever born. B. Minor. Whether an individual is a minor or an adult shall be determined under the laws of the individual's domicile at the time in question, except in cases when this Agreement has specifically defined "Minor" to mean a person under age twenty-one (21 ). C. Code and Regulations. References to the "Internal Revenue Code" or "Code" or to provisions thereof are to the Internal Revenue Code of 1986, as amended at the time in question. References to the "Regulations" and "Regs." are to the Treasury Regulations under the Code. If, by the time in question, a particular provision of the Code has been renumbered, or the Code has been superseded by a subsequent federal tax law, the reference shall be deemed to be to the renumbered provision or the corresponding provision of the subsequent law, unless to do so would clearly be contrary to the Settlor's intention as expressed in this Agreement, and a similar rule shall apply to references to the Regulations. D. Gross Estate. "Gross estate" means the Settlor's gross estate as determined for federal estate tax purposes (or for state death tax purposes where relevant). E. Per Stirpes. Property that is to be divided among an individual's surviving or then living descendants "per stirpes" shall be divided into as many equal shares as there are children of the individual who are then living or who have died leaving surviving or then living descendants. A share allocated to a deceased child of the individual shall be divided further among such deceased child's surviving or then living descendants in the same manner. F. Disabled Trustee. A Trustee is "disabled" (and while disabled shall not serve as Trustee) if the Co-Trustee(s) (or the next successor Trustee, as applicable) receives a written certification that the examined Trustee is physically or mentally incapable of managing the affairs of the trust, whether or not there is an adjudication of the Trustee's incompetence. If there are no such Trustee(s) to receive such certification, then such certification shall instead be delivered to the adult beneficiaries with vested interests hereunder who are then living and competent. This certification shall be valid only if it is signed by a physician who has personally examined the Trustee and who is board-certified in the specialty most closely associated with the alleged disability, or by any other physician approved by the person(s) who is to receive the certification. 2. This certification need not indicate any cause for the Trustee's disability. 17 3. A certification of disability shall be rescinded when the serving Trustee(s) receives a certification that the former Trustee is capable of managing the Trust's affairs. This certification, too, shall be valid only if it is signed by a physician who has personally examined the Trustee and who is board- certified in the specialty most closely associated with the alleged disability, or by any other physician approved by the serving Trustee(s). 4. No person is liable to anyone for actions taken in reliance on the certifications under this article, or for dealing with a trustee other than the one removed for disability based on these certifications. G. Education. For all Trusts hereunder, "education" shall include, without limitation, elementary, secondary, preparatory, undergraduate and graduate levels, at private or public institutions. H. Insurance Policy Rights. The words "Insurance Policy Rights" shall mean all of the right, title, interest, ownership, control, and incidents of ownership, as defined for purposes of Section 2042 of the Internal Revenue Code of 1986, as amended (or any successor provision thereto), in and under any and all insurance policies that become subject to the terms of this Agreement, and in any and all insurance provided under such policies, together with all additional such insurance, if any, which may be provided in the future under such policies. Article XXVI. Revocability of Trust & Rights Reserved. The Settlor reserves the following rights during his lifetime, each of which may be exercised whenever and as often as he may wish: A. The right by an acknowledged instrument in writing to revoke this trust agreement. The right to amend this trust agreement, in whole or in part, in a writing signed by the Settlor and by the then serving Trustees, if any. B. The right to remove any trustee and appoint substitute, additional or successor trustees. C. The right to approve the Trustee's investment decisions, either before or after they are made, and the Settlor's approval shall bind all other beneficiaries. If the Settlor is aware of an investment decision and does not object to it, he shall be deemed to have approved it. D. The right from time to time to approve of the Trustee's conduct (whether in connection with an accounting by the Trustee or without an accounting), and the Settlor's approval shall bind all other beneficiaries. E. All rights the Settlor may have as the owner of any insurance policies payable to the Trustees. All premiums on any such policies shall be paid by the Settlor and the Trustee shall not in any way be liable for the failure to make such payments or for any loss in value of the policies which may result from such failure. The Settlor does not in any way obligate himself to make any premium payments, and no such payments may be enforced by the Trustee or any beneficiary hereof. 18 IN WITNESS WHEREOF, and intending to be legally bound hereby, the Trustee and the Settlor have signed this Agreement, effective the day and year first above written and executed by Settlor on the date set forth below. WITNESS: . ~~ ~. `~~ ~2 WITNESS: fi` '.«v, SETTLOR: .1 f. ,/'~ ?,>,>' amuel A. Schreckengaust, Jr/~ TRUSTEE: By: ,~ ershey Trust Company 19 SELF-PROVING AFFIDAVIT COMMONWEALTH OF PENNSYLVANIA ss: DAUPHIN COUNTY We, Samuel A. Schreckengaust, Jr., /j1A~1AT,NE y, (SCR! and /-1A tZK R . pAQrrt~m e.2 ,the Settlor and the witnesses, respectively, whose names are subscribed to the foregoing instrument, being first duly sworn, do hereby declare to the undersigned authority that the Settlor signed and executed the instrument and that he had signed willingly and that he executed it as his free and voluntary act for the purposes therein expressed, and that each of the witnesses, in the presence and hearing of the Settlor, signed the Trust Agreement as witness and that to the best of each such witness's knowledge the Settlor was at that time eighteen (18) years of age or older, of sound mind, and under no constraint or undue influence. l~ C~ Witness ~~ Hess Samuel . Schreckengaus , Jr. Subscribed, sworn to and acknowledged before me by Samuel A. Schreckengaust, Jr., the Settlor, and subscribed and sworn to before me by /?~q-i¢~Nn~E /.,I, Acae.i and /~t?<R K R. PAR-rt~F,rnf.,~, witnesses, this a? day of /Y~f-~/Ze~-~ , 2002. Notary Public SEAL IV~TAF~IAL SEAL Cara a. ~(oppenhaver, Public 9~farri~urg, PA L~auph3n Catmty {19y Gcitm'rtl~ictz E~;rr-~ t~sscE~ 8, 2Q04 20 SCHEDULE A [Schedule A Property] 21 COPY OF DEPARTMENT OF REVENUE OFFICIAL RECEIPT - 3 MONTH PAYMENT COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF REVENUE BUREAU OF INDIVIDUAL TAXES DEPT. 280601 HARRISBURG, PA 1 7 1 28-060 1 RECEIVED FROM: PENNSYLVANIA INHERITANCE AND ESTATE TAX OFFICIAL RECEIPT WATTS JR DAVID M MCNEES WALLACE & NURICK LLC 100 PINE ST BOX 1166 HARRISBURG, PA 1 71 08-1 1 66 told ESTATE INFORMATION: ssN: 2oa-o1-s5oo FILE NUMBER: 2108-0450 DECEDENT NAME: SCHRECKENGAUST SAMUEL A DATE OF PAYMENT: 06/24/2008 POSTMARK DATE: 06/23/2008 couNTY: CUMBERLAND DATE OF DEATH: 03/30/2008 REV-1162 EX(11-961 NO. CD 009921 ACN ASSESSMENT AMOUNT CONTROL NUMBER 101 ~ S 90, 000.00 J TOTAL AMOUNT PAID: REMARKS: RECEIPT TO ATTY CHECK# 95 SEAL INITIALS: AKK $ 90, 000.00 RECEIVED BY: GLENDA EARNER STRASBAUGH REGISTER OF WILLS TAXPAYER COPY OF NORTHWESTERN MUTUAL ANNUITY PAYMENT INFORMATION (Schedule E) i ~~ I~TOrthwestern Mutual' June 5, 2008 1a1sox11s7oooaoaa S A 5CHRECKENGAUST ~R ESTATE C/0 B SCHRECKENGAUST EXR 4460 LINGLESTOWN RD HARRISBURG PA 17112 Account Number: 82803190H Payment Plan Confirmation Statement This statement provides the detail of your withdrawal on June 6, 2008. The entire account value has been withdrawn. Thank you for allowing us to serve you. (B2803190H) The entire account value has been withdrawn. $4,137.65 of the withdrawal amount is considered taxable income. Thank you for allowing us to serve you. (B2803190G) If you have questions about this statement, contact one of our service providers listed below: Payment Plan Accounts -Contact Income Benefits at 1-866-269-2950 Employee or Agent Retirement Accounts -Contact Life Benefits at 1-800-635-8855 Notification of Death -Contact Life Benefits at 1-800-635-8855 To report an address change, see over far instructions. Plan: `interest Income _ ~ , ` _ __ Requested Guaranteed Additional Net Current Account Amount Interest Interest PaXment Balance B2803190H 862.35 6.77 0.00 869.12 0.00 _ ,.~. _. rr rcrr~ :~,.. .:. y 'B28031'90G . _ ._; 4;13? 85 - ar•^,,,,.•'' ~ R'-~ _r!',. ~- ?:i-.s3 .. $248 ~ __: '~'_.. r .~,^ .._ 0.00' ~ ... rstY:r-tee rsm-- i x;170:13... .~ F 0 00' . Totafs $5,000.00 $39.25 $0.00 $5,039.25 $0.00 The Northweslem Mutual Life Insurance Company • 720 East Wisconsin Avanue, Milwaukee, WI 53202-4797.414 271 1444 • www.northwestemmutual.com COPY OF HERSHEY TRUST COMPANY INDIVIDUAL RETIREMENT ACCOUNT (Schedule G, Item 1) c~ c~ 0 V V .~..~ -~.~ C~ i..~ 0 0 N M L V t 7 O L O O N l4 3 c it h ~..i C~ V ~. U C/] 01 In d E 7 Z c 3 O U V Q v v T N ti ti=- O U L Q N N N (0 N C .~ ca 7 O >. O C O _~ o- C (B U ~_ N (Q ~_ r' O N ti ~_ C ~ ..~ O ~ 3 ~ RS c C O Y ~ 1 (,~ Y U ~ f6 IC ~ O ~ ~ ~ e- ' ~ d ~ ~ f0 U ~ ~ a E ~ ~' Q Q a y a C a~ c m i ~ a N ~ ~ ~ Q ~tS .!C = 7 ~ ~ R J y C ~ ~ . ~ ~ O ~_ O ~ ~ _ ~ ~ v ~t = ~ O U m a~ m V O C R y d 7 d >_ C O a~ m .~ lC d f4 N '~ C 7 LL C O E E O U d t O C d E d .. m ». y f6 ~U C fC C N '~ 3 a 0 O N M L U c`a O F- O 0 N 0 L c m rn T Q Z C O U U Q Q N 3 f9 C d Y U m L U Q d N t3 Z c 7 0 U U Q 0 .-i a~ u C 7 it ~+ O O b ~. 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L ~ ~ y ~ ~ ~ ~ Z w, o /~ ~^V }.~ i~ ~ VJ _ 0 V V Q ~ a " U ~ ~ .~ ev ~ q ' .C G ~ . w ui O d ~ .y U • w ~ Q O ~ N Q a '~ m ~ N O . w m E ~' N ~ 7 G N ~ O a. .Q N .y C c1 ~ w m> N R ~ l3`6 N_ 'O C ~ Q ~ E m ~ 10 p ° ^~ ~ .~. C1 ~ ~ r ~ .. o~ ~ as ~ C N N y C ~ ,a d K X > H F- ~ O E V C .. a m V o O C ~ ~ ~ L ~ O O U C E ayi ~ f6 O o V .y. ~ ." '~ U ~ aNi c fC O . y ? ~D . w Q O O N r M L V f0 O '"' O O N T 0 L R C ~Q COPY OF VALUATION FOR TRUST ACCOUNT HELD AT HERSHEY TRUST COMPANY (Schedule G, Item 17) Estate Valuation ate of Death: 03/30/2008 Estate of:•Samuel A. Schreckengaust aluation Date: 03/30/2008 Account: Samuel A. Schreckengaust TUA f Death rocessing Date: 04/01/2008 Report Type: Date o Number of Securities: 19 File ID: Sc hreckengaust, Samuel TUA 2186 Shares Security Mean &/or Div ~ Int Security or Par Description High/Ask Low/Bid Adj'ments Accruals Value 1) 3 000 ,ABM INDS INC ( 000957100) COM New York Stock Exchange 03/28/2008 22.87000 22.32000 H/L 03/31/2008 22.82000 22.13000 H/L 22.535000 67,605.00 2) 750 AMERICAN FINL GROUP INC OHIO (025932104) COM New York Stock Exchange • 03/28/2008 26.08000 25.62000 H/L 03/31/2008 25.87000 25.44000 H/L 25.752500 19,314.38 3) 2000 BADGER METER INC (056525108) COM American Stock Exchange 03/28/2008 46.68000 42.25000 H/L 03/31/2008 44.49000 42.53000 H/L 43.987500 87,975.00 4) 800 CAMPBELL SOUP CO (134429109) COM , New York Stock Exchang.~ 03/28/2008 34.0$000''' 33.62000 H/L 03/31/2008 34.08000 33.55000 H/L 33.832500 27,066.00 5) 900 CHEESECAKE FACTORY INC (163072101) COM The NASDAQ Stock Market LLC 03/28/2008 21.38000 20.80000 H/L 03/31/2008 21.95000 20.58000 H/L • 21.177500 19,059.75 Page 1 This report was produced with EstateVal, a product of Estate Valuations & Pricing Systems, Inc. If you have questions, please contact EVP Systems at (818) 313-6300 or www.evpsys.com. (Revision 7.0.4) ate of Death: ~luation Date: rocessing Date Shares or Par D3/30/2008 Estate of: Samuel A. Schreckengaust 03/30/2008 Account: Samuel A. Schreckengaust TUA 04/01/2008 Report Type: Date of Death Number of Securities: 19 File ID: Schreckengaust, Samuel TUA 2186 Security Description High/Ask Mean &/or Div & Int Security Low/Bid Adj'ments.Accruals Value 6) 2250 CUBIC CORP (229669106) COM American Stock Exchange 03/28/2008 28.95000 27.55000 H/L 03/31/2008 29.25000 27.49000 H/L 28.310000 0.090000 E 03/27 R 03/31 P 04/24+00.090000 28.400000 '7) 675 DIODES INC (254543101) COM The NASDAQ Stock Market LLC 03/28/2008 23.36000 22.08000 H/L . 03/31/2008 22.72000 21.91000 H/L 22.517500 8) 9148 HERSHEY CO (427866108) COM New York Stock Exchange 03/28/2008 38.67000 37.70000 H/L 03/31/2008 37.85000 37.23000 H/L 37.862500 9) 250 JOHNSON & JOHNSON (478160104) COM New York Stock Exchange 03/28/2008 65.000Ob 64.06000 H/L 03/31/2008 65.01000 63.72000 H/L 64.447500 10) 250 KIMBERLY CLARK CORP (494368103) COM New York Stock Exchange 03/28/2008 64.49000 63.69000 H/L 03/31/2008 64.77000 63.65000 H/L 64.150000 0.58 E 03/05 R 03/07 P 04/02/08 11) 2000 MCGRAW HILL COS INC (580645109) COM New York Stock Exchange 03/28/2008 38.94000 37.21000 H/L 03/31/2008 37.56000 36.35000 H/L 37.515000 Page 2 145.00 63,900.00 15,199.31 346,366.15 16,111.88 16,037.50 75, 03.0.00 This report was produced with EstateVal,, a product of Estate Valuations & Pricing Systems, Inc. If you have questions, please contact EVP Systems at (818) 313-6300 or www.evpsys.com. (Revision 7.0.4) gate of Death: 03/30/2008 Estate of: Samuel A. Schreckengaust valuation Date: 03/30/2008 Account: Samuel A. Schreckengaust TUA >rocessing Date: 04/01/2008 Report Type: Date of Death Number of Securities: 19 File ID: Schreckengaust, Samuel TUA 2186 Shares Security Mean &/or~Div & Int Security . or Pax Description High/Ask Low/Bid Adj'ments Accruals Value 12) 400 OPTIONSXPRESS HLDGS INC (684010101) COM The NASDAQ Stock Market LLC 03/28/2008 21.20000 20.31000 H/L 03/31/2008 20.80000 20.16000 H/L 20.617500 8,247.00 13) 2000 PFIZER INC (717081103) COM New York Stock Exchange 03/28/2008 20.72000 20.47000 H/L 03/31/2008 20.97000 20.48000 H/L 20.660000 41,320.00 14) 2000 PHARMACEUTICAL PROD DEV INC (717124101) COM The NASDAQ Stock Market LLC 03/28/2008 42.80000 42.06000 H/L 03/31/2008 42.41000 41.44000 H/L 42.177500 84,355.00 15) 1000 PIEDMONT NAT GAS INC (720186105) COM New York Stock Exchange 03/28/2008 26.17000 25.58000 H/L 03/31/2008 26.49000 25.51000 H/L 25.937500 25,937.50 0.26 E 03/20 R 03/25 P 04/15/08 260.00 16) 1000 POWERSHARES QQQ TRUST (73935A104) UNIT SER 1 The NASDAQ Stock Market LLC 03/28/2008 44.3400'0 43.33000 H/L 03/31/2008 44.02000 43.45000 H/L 43.785000 43,785.00 0.03252 E 03/20 R 03/25 P 04/30/08 32.52 17) 1215 WACHOVIA CORP NEW (929903102) COM New York Stock Exchange 03/28/2008 27.49000 25.89000 H/L 03/31/2008 27.49000 25.85000 H/L 26.680000 32,416.20 Page 3 This report was produced with EstateVal, a product of Estate Valuations & Pricing Systems, Inc. If you have questions, please contact EVP Systems at (818) 313-6300 or www.evpsys.COm. (Revision 7.0.4) te of Death• 03/30/2008 Estate of: Samuel A. Schreckengaust a ~.luation Date: 03/30/2008 Account: Samuel A. Schreckengaust TUA te of Death D :ocessing Date: a 04/01/2008 Report Type: Number of Securities: 19 File ID: Schreckengaust, Samuel TUA 2186 Shares Security Mean &/or Div & Int Security or Par Description High/Ask Low/Bid Adj'ments Accruals Value 18) 7002 ALLIED IRISH BKS P L C (019228402) SPON ADR ORD New York Stock Exchange 03/28/2005 42.47000 41.61880 H/L 03/31/2008 43.56000 42.03000 H/L 42.419700 297,022.74 1.50067 E 02/27 R 02/29 P 04/23/08 10,507.69 19) 60000 UPPER ALLEGHENY PA JT SAN RUTH SWR REV B (915455DU0) Financial Times Interactive Data ' DTD: 08/30/1988 Mat: 03/01/2010 0~ 03/28/2008 ~ 95.03200 Mkt 03/31/2008 95.03900 Mkt ' 95.035500 57,021.30 Total Value: ~tal Accrual: Total: $1,354,714.92 PLUS -- Muni-Fund Cash Equivalent (3/31/08) TOTAL: $1,393,059.11 Page 4 $1,343,769.71 $10,945.21 3,344.19 This report was produced with EstateVal, a product of Estate Valuations & Pricing Systems, Inc. If you have questions, please contact EVP Systems at (818) 313-6300 or www.evpsys.com. (Revision 7.0.4)