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87-0399
COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA ORPHANS' COURT DIVISION ~o. a i- s~- 3q~ ~~__ c__~ :~ ~~ _ .., ~_ _, tr~ - c: C `, - t_,__ _. [=i _-. .- t <_ `:', ~ ; ~: _. a ~_ mac.:: ~~~~_:~ U~ ....~ ~ -. x<.1~~-~ ~2-_ V~~~.. a~ acr o v The Trust Under Will of Sarah G. Shupe, Deceased Date of Death: May 1,1987 TRUST RECEIPT RELEASE. REFUNDING and INDEMNIFICATION AGREEMENT This Agreement is made by and among BERNICE J. KOPLIN, MARY JANE STONER, and RONALD J. LEVINE, Co-Trustees of the Trust Under Will of Sarah G. Shupe, Deceased, (hereinafter, in this capacity, "Co-Trustees"),MARY JANE STONER, Income Beneficiary (hereinafter, in this capacity, "Beneficiary"),and MAX E. STONER, CAROL ANNE WIEBEL ROBERT C. STONER and JOYCE LEE MAGGARD, the Remaindermen of the Trust Under WiT of Sarah G. Shupe, Deceased (hereinafter, in this capacity, "Remaindermen"). The Co-Trustees Beneficiary and Remaindermen will be referred to collectively as the "Interested Parties." BACKGROUND 1. Sarah G. Shupe died May 1, 1987 being survived by her two children, Lewis B Shupe and Mary Jane Stoner. 2. The decedent's Last Will and Testament, dated September 4, 1984, was dt probated with the Register of Wills of Cumberland County, Pennsylvania, and Letters Testaments were duly granted to Mary Jane Stoner and Lewis B. Shupe. A true and correct copy of the Will attached as Exhibit A and is included by reference thereto. 3. Paragraph FIFTH of the Will established v~ith the rest, residue, and rema of the estate a trust which was to be divided into two shares. One share was for the benefit of Jane Stoner and the other share was for the benefit of Lewis B.:Shupe. 4. Each share of the trust was to pay to its beneficiary the distributable net incor during the beneficiary's lifetime. In addition, each share allowed the Trustees (other than any Trust who may be a beneficiary of the Trust), in their absolute discretion, to distribute to or for the bene of the beneficiary such portion or portions of the principal from time to time, as the Trustee m consider advisable for the beneficiary's maintenance, support, welfare, and comfort. 5. Upon the death of the Beneficiary of th;~t particular share of the trust, undistributed balance of principal and income, including income accrued but not yet collected, to be distributed to the beneficiary's issue, per stirpes. 6. The nominated Co-Trustees, Kiefer N. Gerstley, Mary Jane Stoner and Lewis B. Shupe, administered each share of the Trust according to the trust document. 7. Kiefer N. Gerstley died October 30,1991. A. petition was filed on May 27, 1992 by the surviving Trustees, Lewis B. Shupe and Mary Jane Stoner requesting the appointment of Bernice J. Koplin and Ronald J. Levine as the successor Trustees and the discharge of Kiefer N. Gerstiey from the duties of trustee. 8. The Honorable Judge Harold E. Sheely, iissued a Decree on June 18, 19 appointing Bernice J. Koplin and Ronald J. Levine to serve as successor Co-Trustees with t surviving Co-Trustees and discharging Kiefer N. Gerstley from the duties of trustee conditioned o~ upon the filing of an account of Kiefer N. Gerstley's administration of the trust estate and its appro~ by the Orphans Court. A true and correct copy of the Decree and. the attached petition is attached Exhibit B and is included by reference thereto. 9. An interim Account was filed with the Orphans' Court of Cumberland County Pennsylvania for the time period of April 29, 1989 through October 30, 1991 on March 19, 1993. A true and correct copy of the Accounting and the Confirmation of the Account issued by the court or. April 27, 1993 is attached as Exhibit C and is included by reference thereto. 10. The surviving Co-Trustees, Lewis B. Shupe and Mary Jane Stoner, and successor Co-Trustees, Bernice J. Koplin and Ronald J. Levine, continued to administer each s: of the Trust according to the trust document. 11. Lewis B. Shupe died on October 18, 1993 being survived by all of his children: Scott L. Shupe, Carroll B. Shupe II, Sarah C. Shupe and George R. Shupe. 12. Per the terms of the trust document, the share of the Trust which existed for benefit of Lewis B. Shupe was terminated for distribution per stirpes to his children. 13. An Accounting was filed on June 15, 1994 with the Orphans Court Cumberland County, Pennsylvania for the time period of October 31,1991 through October 18,19! indicating that one-half of the trust estate would remain in trust for the benefit of Mary Jane Ston and the remaining half would be distributed in equal shares to the: children of Lewis B. Shupe. A tr and correct copy of the Accounting and the Confirmation issued by the court on August 23, 1994 attached as Exhibit D and is included by reference thereto. 14. As a result of the election by the children of Lewis B. Shupe, one-half of eac: of the investments held by the trust estate were liquidated in preparation for the distribution of thei share except for the Dominion Gas Lease held in the trust estate. One-half ownership of the leas was transferred in kind and in equal shares to the children of Lc°wis B. Shupe rather than attempt complicated selling and/or valuation process. 15. A Petition was filed by the surviving Trustees on November 17,1994 requestin; the distribution of the liquidated funds in accordance with the Schedule of Distribution attached tc the Petition and requesting the discharge and release of Lewis G. Shupe and his estate. An Order o Distribution was issued November 18, 1994 by the Honorable Judge Harold E. Sheely, granting th Petition. A true and correct copy of the Order of Distribution with the attached Petition and Schedul of Distribution is attached as Exhibit E and is included by reference thereto. 2 16. Each of the children of Lewis G. Shupe executed a Receipt, Release and Refunding Bond for their distributions from the trust estate. True and correct copies of the Bonds are attached as Exhibit F and are included by reference thereto. 17. The Trustees, Mary Jane Stoner, Bernice J. Koplin and Ronald J. Levine have been administering the remaining trust estate per the trust document. 18. As the costs of administering a trust estate of~its current value is cost prohibitive, and in consideration of the terms of the trust document and the present circumstances of the Beneficiary, the Trustees now wish to terminate the administration of the trust and make final distribution of the trust estate to Mary Jane Stoner as the Beneficiary of that share of the trust estate which remains in Trust. 19. As a result, all of the investments held in the trust estate have been liquidated except for the remaining share of the Dominion Gas Lease which will be distributed in kind and with the tax basis of record. No attempt has been made to ascertain a market value of the Dominion Gas Lease due to the complications and expense necessary to obtain that value. A final Account of all of the principal transactions which have taken place during the time period since the previous Accounting period, October 19, 1983 through December 31, 2007, including the liquidation of the investments, has been attached as Exhibit G and is included by reference the:eeto. 20. To save the significant expense of filing the final Account with the Orphans Court of Cumberland County, Pennsylvania for audit, the Trustees wish to make final distribution of the trust upon the execution by all of the Interested Parties of a Trust Receipt, Release, Refunding and Indemnification Agreement, which it is the purpose of this Agreement to provide. NOW, THEREFORE, in consideration of the :mutual covenants herein and intending to be legally bound hereby, the Interested Parties agree: a. To waive an Income Accounting for the Accounting time period, and Mary J Stoner specifically agrees that she has received all of the income to which she was entitled during administration of the Trust. b. To hereby fully release, settle and forever discharge all claims, demands, act or causes of action, legal or equitable, absolute or contingent, vests°d or hereafter to accrue, which may have against the Trust or any Trustee, by reason of any matter or cause growing out of or rel to any act or omission of any Trustee in their administration of the trust estate. To the extent of the funds received by the Beneficiary, she will: (i) refund any amount which may be determined by a Court of compf jurisdiction to have been an erroneous distribution regardless of the cause of such distribution; (ii) indemnify all and any Trustee from ;end against any and all claims, loss liability or expense (including legal fees and costs in connection therewith), as a result of making the above distribution without having the formal approval of the Orphans' Court having jurisdiction o the Trust or by any other matter growing out of or relating to any act or omission of all and an Trustee in the administration of the Trust; provided, however that in no event shall the period fo 3 collection of any amounts under paragraphs (c) (i) and (ii) above be: greater than two (2) years after the actual discovery thereof by all or any of the Trustees. d. The original or a copy of this Agreement may be filed with the Orphans' Court having jurisdiction over the Trust. e. It is theix intention that this instrument shall be legally binding upon the undersigned as an agreement under seal, and that it shall be binding also upon the parties' heirs, personal representatives, successors and assigns. f. This Agreement may be executed in multiple counterparts and, when so executed, shall be binding upon all the parties, and their respective heirs, personal representatives, successors and assigns. IN WITNESS WHEREOF, the parties have hereunto set their hands and seals on the dates indicated opposite their respective signatures. Date:3 /o D 8 ~ -(SEAL) Bernice J. Ko ~ , Co- rustee of the Trust Under Will of Sarah G. Shupe Sworn to and Subscribed by Bernice J. Koplin on this/~ ~, day of , 2008. C_ _ 4 Notary Public ~a~ NOTARIAL SEAL ROSELLA M. WARNER, Nota~yPubtic G''Ey of Philadelphia, Phila. Coun(r Commission 'res A 15, 2QQ8 4 above distribution without having the formal approval of the Orphans' Court having jurisdiction of the Trust or by any other matter growing out of or relating to any act or omission of all and anyli Trustee in the administration of the Trust; provided, however that in no event shall the period fort, collection of any amounts under paragraphs (c) (i) and (ii) above be. greater than two (2) years after the actual discovery thereof by all or any of the Trustees. j d. The original or a copy of this Agreement maybe filed with the Orphans' having jurisdiction over the Trust. e. It is their intention that this instrument shall be legally binding upon undersigned as an agreement under seal, and that it shall be bviding also upon the parties' h personal representatives, successors and assigns. £ This Agreement may be executed in multiple counterparts and, when sc executed, shall be binding upon all the parties, and their respective heirs, personal representatives successors and assigns. IN WITNESS WHEREOF, the parties have hereunto set their hands and seals the dates indicated opposite t~.l eir respective signatures. Dat G' lG'~%~4,f%'c° Ronald ~ I+,~in,~, Co-'I(rustee of the Trust Under Will of Sarah G. Shupe Sworn to and Subscribed by Ronald J. Levine on this /sue day of /y/,9~'Lf~, 2008. Notary Public ~+v~a~ ~' NO'FARlAL SEAL RQSELLA M. WARNER, NotanpAl~MC ~t~ of Philadelphia, Phila Cor-ltnissloa 15 5 above distribution without having the formal approval of the Orphans' Court having jurisdiction of the Trust or by any other matter growing out of or relating to any act or omission of all and any Trustee in the administration of the Trust; provided, however that in no event shall the period for collection of any amounts under paragraphs (c) (i) and (ii) above be: greater than two (2) years after the actual discovery thereof by all or any of the Trustees. d. The original or a copy of this Agreement many be filed with the Orphans' Court having jurisdiction over the Trust. e. It is their intention that this instrument :;hall be legally binding upon the undersigned as an agreement under seal, and that it shall be bviding also upon the parties' heirs, personal representatives, successors and assigns. f. This Agreement may be executed in multiple co~.mterparts and, when executed, shall be binding upon all the parties, and their respective heirs, personal representati, successors and assigns. IN WITNESS WHEREOF, the parties have hereunto set their hands and seals the dates indicated opposite their respective signatures. Date:O d 5J 4 (SEAL) Mary Jane ton r, Co-Trustee and Beneficiary of the '1 st lJ der Will of Sarah G. Shupe Sworn to and Subscribed by Mary Jane Stoner on this ~ ~ day of ~Y , 2008. ~,~~ qG© '~~+~RYI, PUR~,L :° ~ IVrtary Pub?ic, Slate o' Florida ~dy cornet, e~~ires Jar..31, 2009 ~~~~~. `~t~ an;35E: ~- ~ . ... ate.>,~..:,~,..,~,,. Notary Pub ' 6 above distribution without having the formal approval of the Orphans' Court having jurisdiction of the Trust or by any other matter growing out of or relating to any act or omission of all and any Trustee in the administration of the Trust; provided, however that in no event shall the period for collection of any amounts under paragraphs (c) (i) and (ii) above be greater than two (2) years after the actual discovery thereof by all or any of the Trustees. d. The original or a copy of this Agreement may be filed with the Orphans' having jurisdiction over the Trust. e. It is their intention that this instrument shall be legally binding upon undersigned as an agreement under seal, and that it shall be binding also upon the parties' h personal representatives, successors and assigns. £ This Agreement may be executed in multiple counterparts and, when s executed, shall be binding upon all the parties, and their respective heirs, personal representative successors and assigns. IN WITNESS WHEREOF, the parties have hereunto set their hands and seals the dates indicated opposite their respective signatures. Date: .3 8 /~~~~~ ~ -(SEAL) Max E. Stoner, Remainderman of the Trust Under Will of Sarah G. Shupe Sworn to and Subscribed by Max E. Stoner on this r~ day of ~a*~ , 2008. -/~,G~. x Notary Public COMMONWEALTH OF PENNSYLVANIA NOTARSAL SEAL ROBERTA E. BIESECKER, Notary Public Camp Hill Boro, Cumberland County My Commission Expires July 23, 2009 7 above distribution without having the formal approval of the Orphans' Court having jurisdiction of the Trust or by any other matter growing out of or relating to any act or omission of all and any Trustee in the administration of the Trust; provided, however that in no event shall the period for collection of any amounts under paragraphs (c) (i) and (ii) above be: greater than two (2) years after the actual discovery thereof by all or any of the Trustees. d. The original or a copy of this Agreement many be filed with the Orphans' Court having jurisdiction over the Trust. e. It is their intention that this instrument shall be legally binding upon the undersigned as an agreement under seal, and that it shall be binding also upon the parties' heirs, personal representatives, successors and assigns. f. This Agreement may be executed in multiple counterparts and, when so executed, shall be binding upon all the parties, and their respective heirs, personal representatives, successors and assigns. IN WITNESS WHEREOF, the parties have hereunto set their hands and seals on the dates indicated opposite their respective signatures. S-4.a~e o -~. FL ~~ ~ -1-7 a-S- L~ Date:__ l5 )o g l.~`-~ ~ w ~ Jar-~~S' -(SEAL) Carol Anne Wiebel, Remainderman of the Trust Under Will of Sarah G. Shupe Sworn: to and Subscribed by Carol Anne Wiebel -N~ on this ~ _ day of ~~_, 2008. Notary Public rOTARY PIiIiLIC-STATE OF FLORIDA s- Tami L. Archey :Commission #DD709284 1•;xpires: OCT. 15, 201I: _ BuA`DEL THHU ATLANTIC BONDING CO., FAi6~- , g above distribution without having the formal approval of the Orphans' Court having jurisdiction of the Trust or by any other matter growing out of or relating to a.ny act or omission of all and any Trustee in the administration of the Trust; provided, however that in no event shall the period for collection of any amounts under paragraphs (c) (i) and (ii) above bey greater than two (2) years after the actual discovery thereof by all or any of the Trustees. d. The original or a copy of this Agreement ma,y be filed with the Orphans' Court having jurisdiction over the Trust. e. It is their intention that this instrument shall be legally binding upon the undersigned as an agreement under seal, and that it shall be buiding also upon the parties' heirs, personal representatives, successors and assigns. £ This Agreement may be executed in multiple counterparts and, when executed, shall be binding upon all the parties, and their respective heirs, personal representati~ successors and assigns. IN WITNESS WHEREOF, the parties have hereunto set their hands and seals the dates indicated opposite their respective signatures. Dater /"~ i (SEAL) Robert C. Stoner, Remainderman of the Trust Under Will of Sarah G. Shupe Sworn to and Subscribed by Robert C. Stoner r (~. on tryhi~s ~~ day of 1 ~ 1~' ~-~ , 2008. Notary Public COMNiONWc:ALTH OF_PnNNSYLVANIA Notarial Seal Mitzi K. Peyton, Notary Public Carroll Twp., York County My Commission ErgHres May 17, 2009 Member, Pennaylv~nln A~~aclntlan of Notaries 9 above distribution without having the formal approval of the Orphans' Court having jurisdiction of the Trust or by any other matter growing out of or relating to amy act or omission of all and any Trustee in the administration of the Trust; provided, however that in no event shall the period for collection of any amounts under paragraphs (c) (i) and (ii) above be greater than two (2) years after the actual discovery thereof by all or any of the Trustees. d. The original or a copy of this Agreement many be filed with the Orphans' Court having jurisdiction over the Trust. e. It is their intention that this instrument shall be legally binding upon undersigned as an agreement under seal, and that it shall be bidnding also upon the parties' h personal representatives, successors and assigns. f. This Agreement may be executed in multiple counterparts and, when executed, shall be binding upon all the parties, and their respective heirs, personal representati~ successors and assigns. IN WITNESS WHEREOF, the parties have hereunto set their hands and seals the dates indicated opposite their respective signatures. Date: 3I S / D g ~- ~ ~(SEAI,) Jo e Lee Maggard, Remauiderman of the Trust Under Will of Sarah G. Shupe Sworn to and Subscribed by Joyce Lee Maggard on this ~_ day of ~ , 2008. No ary Pub c i J,i?Pfi f Up ~C !~'p ~ f E ~ ~~ . ~ '~~:,i)fll ~ IS .:,i f tp o, ~t~, ~~~~ . ~~ ~d i i ;•nn ~,.,i 10 EXHIBIT A ~ q nenwf Wrtineu uw~ inr ~ ' I '"r wAlNn is a true and ^^~-net copy li o1 the original Tif, d record. ~~ - .....~-... ~ rr»v 'oiiOGGO ilar/~ it ,~~ I, SARAH G. SHUPE, of Mechanicsburg Borough, Cumberland County, Pennsylvania, do make, publish, and declare this to be my Last Will and 'Testament, hereby revoking all Wills and Codicils at any .time heretofore made by me. FIRST: I direct the payment out of my estate of my • ~ debts and the expenses of my illness and funeral. SECOND: I give, devise and bequeath to my children or the survivor of them, such jewelry, personal effects, household goods and automobiles as I may own at the time of my death, together with all policies of insurance thereon, to be divided between them in shares as nearly equal in value as may be practicable. THIRD: I give and bequeath the sum of Ten Thousand Dollars ($10,000.00) to each of my grandchildren who survive-me. FOORTH: I give and bequeath the sum of Five Hundred Dollars ($500.00) to the First United Church of Christ of Mt. Pleasant, Pennsylvania. FIFTH: All the rest, residue, and remainder of my estate (hereinafter called the "residue"), I give, devise and bequeath unto my Trustees hereinafter named and their successors, .IN TRUST, NEVERTHELESS, to divide the same into two shares and to dispose of the net income and principal of each share as follows: (a) With respect to one of such shares: (i) The net income shall be paid to my daughter, MARY JANE STONER, during her lifetime, in convenient periodic installments. ,i, l ~~ ~' (ii) My Trustees (other than any Trustee who i ~ ~~ • k~ may be a beneficiary hereunder) may, in their absolute discretion, .~ . distribute to or for the benefit of my said daughter such portion or portions of the principal from time to time, as they may consider advisable for her maintenance, support, welfare, and` comfort. (iii) Upon the death of my daughter, or on my death if she fails to survive me, the undistributed balance of principal and income, including income accrued .but not yet collected, shall be distributed to her issue, per stirpes. (b) With respect to other huch share (i) The net income shall be paid to my son, LEWIS B. SHUPE, during his lifetime, in convenient periodic G installments. t (ii) My Trustees (other than any Trustee who may be a beneficiary hereunder) may, in their absolute discretion, distribute to or for the benefit of my said son such portion or portions of the principal from time to time, as they may coaaider 'advisable for his maintenance, support, welfare, and comfort. (iii) Upon the death of my son, or on my death if he fails to survive me, the undistributed balance of principal and income, including income accrued but not yet collected, shall be distributed to his issue, per stirpes. SIXTB: As long as the income and/or principal to which any beneficiary under my Will may be entitled is in the possession of my fiduciaries and not actually distribute8 by them, such beneficary shall not have the right to anticipate or alienate the same by.asaignment or by any other means, and the same shall not be liable for the debts or obligations of such beneficiary or be subject to be taken, seized, 'or attached under any process whatsoever. ~ ' a -2- ~~ SEVENTAs If at the time set for any distribution of income. or principal hereunder any beneficiary entitled to receive the same shall be a minor, or shall have been legally adjudicated an incompetent, the title to the property to be distributed shall vest in such beneficiary, but during such minority or incompetency the income or principal to which such beneficiary is entitled may be retained by my fiduciaries who, in such case, shall hold, invest and reinvest the same, and use as much of such principal ,or income as in their discretion they deem appropriate for the support, maintenance, education and welfare of the minor or incompetent, either by the payment of bills therefor or by payssient to such person or persons as they may select, without the intervention of a guardian, committee or other fiduciary. The receipts of such payees shall be a full and complete discharge of my fiduciaries with respect to such payments. My fiduciaries may, but shall not be obligated to, take into consideration in the exercise of their powers under,thia provision the extent of such (beneficiary's estate or income from other sources.. On termination 'of the minority or incompetence, as the case may be, the unexpended income and principal shall be paid over to such beneficiary. If such beneficiary dies during minority or incompetency, such unexpended income and principal shall be paid over to the executors or administrators of his or her estate. EIGHTHS i direct my Fiduciaries to pay out of my residuary estate the amount of all inheritance, estate, transfer and succession taxes, federal, state and foreign, of any kind whatsoever, which may be due and payable as a result of my death, together with all interest and penalties thereon.. It is my intention that such taxes shall so be paid by my fiduciaries from said residuary estate whether tie property with respect to which the taxes are applicable passes under this Will or otherwise, ands that no recipient of property or benefits which do not pass under my Will shall be required to pay or contribute any portion of such taxes.' it is also my intention that all legacies, bequests, devises and estates for life or lesser term shall be delivered and acknowledged without deduction for any such taxes. If, however, in the absolute discretion of my fiduciaries, it shall appear to be to the advantage of my estate to postpone the payment of taxes on remainder interests until the termination of the preceding estate, or to pay taxes generally in installments as permitted by law, I authorize my fiduciaries so to do. In connection with such taxes, and with all other taxes, including income tax, I give unto my fiduciaries all right, power and authority to take any position with respect thereto, and to include taxable items and items of deduction in the returns in such manner as they may consider most advisable from the standpoint of my :entire estate and situation of my family, and to compromise, settle and adjust such taxes, or any of them, as they may see fit, without the consent of the beneficiaries, without liability on their part for so doing, and without the necessity of making any adjustments or apportionments among my beneficiaries or as between principal and income. NINTH: I give to my Executors and Trustees, hereinafter i i i~ :I '~ . ~. i sometimes referred to as my fiduciaries, the followi.nq powers in ~- i addition to those granted by law or other provisions hereof= namely: 1. To retain all or any part of the real or personal 'H property of my estate as long as they deem advisable, and to K . ~ -4- _ E;., invest, reinvest, and keep invested any real or personal property of my estate, without confining them to that class of investments which are defined as "legal investments" under the laws of the Commonwealth of Pennsylvania, or of any other jurisdiction, and without regard to diversification, and with the right to retain, acquire, or dispose of any stock or other investment in which they or any of them (whether individual or corporate) may be interested, and to hold the .same or any part thereof uninvested as long as they deem advisable] all of the foregoing to be without liability or accountability on their part to any person or persons for depreciation or loss for so doing, or for self-dealing. 2. To sell to themselves or others, pledge, mortgage, lease or exchange of any asset of the estate, to execute bonds, and collateral bonds and to grant mortgage extensions and renewals to themselves as well as to others. Any such transaction may be made for such considerations a•nd on such terms, either for cash or credit, or partly for peach, and ;either secured or unsecured, as they may see fit. 3. To .continue any business in which my estate shall have an interest, and to change or join in the. change of the organization thereof, from time to time, .by incorporation, partnership agreement, or otherwise] to contribute any property of my estate to such business enterprise so that their freedom of ;: action and decision with respect tq the conduct of any such business may not in any manner be restricted, and they shall be absolved of any liability with respect thereto? to accumulate income of any such business for periods permitted by law if they consider it advisable so to do in order to strengthen the capital. ~i -5- structure or to add, the same to 'principal temporarily or permanently. f- 4. To appoint proxies to vote at any election or meeting of any corporation in which the estate is a stockholder, and to make subscriptions for stocks, bonds, privileges or any other rights to which the estate may become entitled. by reason of holding interests in such enterprises... 5. To purchase investments and securities at a premium;., or discount, and to charge the said premium to principal or income, or partly to each, and to credit the discount when:, ~~ !~ received to principal or income, or partly to each, as to them, in their uncontrolled discretion shall seem best. 6. To repair, alter, or improve any real estate forming part of the estate, the cost of the same to be charged to principal or income or divided between them as my fiduciaries shall deem advisable. In the event that any of said estate shall be non-productive or shall not produce sufficient income to pay the carrying charges thereof, the amount necessary therefor shall 'I be paid from the principal of the estate and not from income, my intention being that the life tenants shall not have their income reduced because of said charges. 7. To borrow money from themselves as well as from others for the purpose of paying any taxes, local, state, or federal, and debts of the estate, for the protection of corpus or the improvement of any assets of my estate, and to pledge assets of my estate to secure the repayment thereof. 8. To hold or register assets in their names or in the names of their nominees, or in bearer form without disclosing any fiduciary relationship. -6- 'i I- i ~. it III ~~ 9. To separate trusts hereunder if not so designated, and to hold, manage, invest, and account for separate trusts either .as separate funds or in one or more consolidated funds in which each trust shall own an undivided interest.- 10. To distribute the assets or any part thereof in kind, in such manner and at such valuations as they shall determine. 11. To delegate fiduciary functions among themselves.`i 12. To retain and pay counsel, accountants, and investment counsel for advice and other professional services.,;. 13. To be absolved of any liability whatsoever if they shall obtain the approval for any past or futiure action from a majority of beneficiaries who are then sui juris, without the. necessity for the appointment of guardians or trustees ad litem.. 14. To compromise any claims by or against my estate. TENTH: I hereby direct my fiduciaries to add all stock I~dividends, proceeds of the sale of rights to subscribe to securities, liquidating dividends and capital gains an the sale of securities to the principal thereof. ' ELEVENTH: i nominate, constitute and appoint as Executors of this, my Last Pull and Testament, my children, MARY JANE STONER and LEWIS B. SHUPE. I nominate, constitute and appoint as Trustees of this, my Last Will and Testament, my children, MARY JANE STONER AND LEWI3 B. SHUPE and RIEFER N. GERSTLEY, of Philadelphia, Pennsylvania. Upon the death, resignation, or inability to serve of RIEFER N. GERSTLEY, I direct my then acting Trustee or Trustees to designate a successor Co-Trustee, such designation to become -7- r', ...........~.w.. ~. .;. effective upon the filing of a'written designation with the Court having jurisdiction over this, my Last Will and Testament. I direct that no fiduciary serving under the provisions of this, my Last Will and Testament, shall be required to give bond in order to qualify or continue as such: any law or rule of Court to the contrary notwithstanding. IN WITNESS WHEREOF, I have hereunto set my .hand and seal this ~'~day of y~~.Lid~~ , 1984. . SARA`~C~~~~/. ~ ~J~ (SEAL) SIGNED, SEALED, PUBLISHED and DECLARED by the within named Testatrix, as and for her last Will and Testament, in the presence of us, who, at her request, in her presence and in the presence of each other, have hereunto subscribed our names as Witnesses: ~~h~nc,C.. D'~t~ Addres~ ~ l _ ~~~ ~l • }~~~r/l~Uft Add re s s Q~7 ~(Z~G~/~CG ,~~~ /'733 f -8- COMMONWEALTH OF P,ENN$YLVANIA cz„.,az~e~cs~,o ss. COUNTY OF We, SARAH G. SHUPE, ~/~ k. Ff.~iei~~- , and EBa~ ~~;~~ , the Testatrix and the Witnesses, Q4¢c. 8. respectively, whose names are signed to the attached or foregoing instrument, being first duly sworn, cio hereby declare to the undersigned authority that the Testatrix signed and executed the instrument as her Last Will, and that she had signed willingly,: and that she executed it as her free and voluntary act for they purposes therein expressed] and that each of the Witnesses, in the presence and hearing of the Testatrix, signed the Will as witness and that to the best of their knowledge, the Testatrix was at that time Eighteen years of age or older, of sound mind, and under no constraint or undue influence. S PE, estatr'~x W Hess i • W mess SUBSCRIBED, SWORN TO, and ACKNOWLEDGED before me by ARAN G. SHUPE, the Testatrix, and SUBSCRIBED and SWORN TO before e by /~1fiQ~RE'~ /~• f=+ui~Rt''~+ an~d~ Q~pR-~E .D.~E147~in1 itneases, this ~~ day of ~~f""'%.~8/ 1984. ary Pu c DAVIO J. LEACH, Notary PubIIC IOy Commluion 1:pins OctoE~r 2. 191E Giep Hlp, PA _ Cumberhnd toueq EXHIBIT B a OUNTY COURT OF CORpHANSLECOURT DIVBSRONND C~,¢~~t.-~ ~K~.: , ~ , ,_ .. NO . ~^,~-'_~ o~ l -~~ X39!' TRUST UNDER WILL"OF SARAH G. SHUPE Dated September 4, 1984 F ~ • r. .. DECREE AND NOW, this 1~ day of , 1992, upon consideration of the annexed petition and of the consents attached thereto, BERNICE J. ROPLIN, ESQUIRE and RONALD J. LEVINE, ESQUIRE, are hereby appointed trustees of: the trust for MARY JANE STONER and LEWIS B. SHUPE under Item E1~EVENTH of the Will of SARAH G. SHUPE, dated September 4, 1984. IT IS FURTHER DECREED THAT the estate of KIEFER N. GERSTLEY is hereby discharged from the duties of trustee conditioned only upon the filing of an account of Kiefer N. Gerstley's administra- tion of thetrust estate and its approval by this Court, and the transfer and delivery of the assets in accordance with the adjudication thereof. ~~~ A TRUE COPT( FROM RECORD i*~ Testimony ~hur4 ~~, ! Ct~'"€:'!1n?o set my hand rya A 7 c:i"I~.s %I~+.; ~~'%. ld °~,'~€:~ _. ..%k?.K' iii '~.is:'.~~3~`;a~, CC~ .. Tiais _ . `k - `~.L~_ ~ ~ ~ `~ C:~tni:,e~a~ Coc~~y BGCK ~~~ PAGE ~2~. - - r COURT OF COMMON PLEAS OF CUMBERLAND COUNTY ORPHANS' COURT DIVISION NO. 92-1150 TRUST UNDER WILL OF SARAH G. SHUPE Dated September 4, 1984 TO THE HONORABLE, THE JUDGES OF SAID COURT: - The petition of MARY JANE STONER and LEWIS B. SHUPE, life income beneficiaries of the Trust established under Article ELEVENTH of the Will of SARAH G. SHUPE dated September 4, 1984, respectfully represents that: 1. This petition is filed because of the death of Kiefer N. Gerstley on October 30, 1991. A death certificate for Kiefer N. Gerstley is attached hereto as Exhibit "A." 2. A copy of the Will of Sarah G. Shupe is attached hereto as Exhibit "B". Item ELEVENTH provides: ELEVENTH: I nominate, constitute and appoint as Executors of this, my Last Will and Testament, my children, MARY JANE STONER, and LEWIS B. SHUPE. I nominate, constitute and appoint as Trustees of this, my Last Will and Testament, my children, MARY JANE STONER and LEWIS B. SHUPE, and KIEFER N. GERSTLEY, of Philadelphia, Pennsylvania. Upon the death, resignation, or inability to serve of KIEFER N. GERSTLEY, I direct my then acting Trustee or Trustees to designate a successor Co-Trustee, such designation to become effective upon the filing of a written designation with the Court having jurisdiction over this, my Last Will and Testament. 3. Petitioner requests the appointment of BERNICE J. KOPLIN, ESQUIRE and RONALD J. LEVINE, ESQUIRE as substituted trustees. They are members of the firm of Schachtel, Gerstley, Levine & Koplin, which is located in Philadelphia, Pennsylvania and are both members in good standing of the Bar of the Pennsylvania Supreme Court. The Consents of Bernice J. Koplin, Esquire and Ronald J. Levine, Esquire, to act as trustees are attached hereto as Exhibits "C" and "D". 4. Petitioner further requests that the estate of Kiefer N. Gerstley be discharged from the duties of trustee, conditioned only upon the filing of an account of Riefer N. Gerstley's administration of the trust estate and its approval by the Orphans' Court. WHEREFORE, Petitioner prays that a decree be issued discharging the estate of Riefer N. Gerstley from the duties of trustee, conditioned only upon the filing of an account of Riefer N. Gerstley's administration of the trust estate and its approval by the Court, appointing Bernice J. Roplin, Esquire and Ronald J. Levine, Esquire as substituted trustees of the Trust for MARY JANE STONER and LEWIS B. SHUPE, and the transfer and delivery of the assets in accordance with the adjudication triereof. `.,<:-- MARY JAN TONER VERIFICATION I, MARY JANE STONER, hereby verify that the statements in the foregoing Petition are true and correct to the best of my knowledge, information and belief. I further understand that - statements herein are made subject to the provisoes of 18 Pa. C.S.A. Section 4904, relating to unsworn falsification to authorities. ,, MARY JANE/STOKER VERIFICATION I, LEWIS B. SHUPE, hereby verify that the statements in the foregoing Petition are true and correct to the best of my knowledge, information and belief. I further understand that statements herein are made subject to the provisoes of 18 Pa. C.S.A. Section 4904, relating to unsworn falsification to authorities. cS~. LEWIS B. SHUPE CONSENT I, BERNICE J. KOPLIN, ESQUIRE, hereby consent to serve as substituted trustee of the Trust for Mary Jane Stoner and Lewis B. Shupe under Item ELEVENTH of the Will of Sarah G. Shupe, dated _ September 4, 1984. /~ iC.c,.,:, BERNICE J ROPLIN, ESQUIRE Exhibit "C" CONSENT I, RONALD J. LEVINE, ESQUIRE, hereby consent to serve as substituted trustee of the Trust for Mary Jane Stoner and Lewis B. Shupe under Item ELEVENTH of the Will of Sarah G. Shupe, dated - September 4, 1984. _ /~~ RONALD J. L IN , ESQUIRE Exhibit "D" EXHIBIT C COMMONWEALTH OF PENNSYLVANIA . ss COUNTY OF CUMBERLAND APRIL 27 19 93 I, Mary C. Lewis, Register for Probate of Wills and granting Letters of Administration for the County of Cumberland, in the Commonwealth of Pennsylvania, do hereby certify the foregoing to be true and accurate copies of the FIRST AND FINAL ACCOUNT OF KIEFER N. GERSTLEY (DIED 10-30-91) MARY J. STONER AND LEWIS B. SHUPE, TRUSTEE OF THE TRUST' ESTATE U/W OF SARAH G. SHUPE, LATE OF, MECHANICSBURG, CUMBERLAND COUNTY, PENNSYLVANIA, DECEASED . as the same were passed and advertised and remain on file and of record in this office. IN TESTIMONY WHEREOF, I have hereunto set my hand and official seal the date above. Mar~r C. Lew' ,Register of Wills NOW TOWIT,APR. 2719_, came into Court KIEFER N. GERSTLEY (DIED 10-30-91) Pl;`;I~Y J . S`~ONER AND LEWt S B . SHUPE . TRUSTEE . and presented an account and statement of proposed distrubution, which were examined, passed, approved, and confirmed with a balance in his hands of $ --- and the accountant was directed to distribute said balance in accordance with the statement of distribution filed. ary C wis, Clerk oft Orphans Court COMMONWEALTH OF PENNSYLVANIA ) COUNTY OF CUMBERLAND )} ss I, Mary C. Lewis, Clerk of the Orphans' Court, in and for said County, do hereby certify the foregoing to be a true copy of the account and statement of proposed distribution of KIEFER N. GERSTLEY (DIED ~0-30-91) MARY J. STONER AND LEWIS B. SHUPE, TRUSTEE. as full and entire as the same remain on file and record in this office. IN TESTIMONY WHEREOF, I have hereunto set my hand and official seal at Carlisle, this 27th day of APRTr, 19 ~_ ry C. L s, Clerk of the rphans Court IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY ORPHANS' COURT DIVISION N0. 21-87-399 TRUST U/W OF SARAH G. SHUPE, DECEASED Late of Mechanicsburg Date of Death - May 1, 1987 FIRST AND FINAL ACCOUNT OF KIEFER N. GERSTLEY (Who Died 10/30/91), MARY JANE STONER AND LEWIS B. SHUPE, CO-TRUSTEES Stated From April 29, 1989 to October 30, 1991 Gross Amount - $188,968.49 By MARY JANE STONER AND LEWIS B. SHUPE, SURVIVING CO-TRUSTEES, AND JEAN R. GERSTLEY, EXECUTRIX OF THE WILL OF KIEFER N. GERSTLEY, DECEASED Will No. 46-91-3121 Purpose of Account: Mary Jane Stoner, Lewis B. Shupe and Jean R. Gerstley, Executrix, offer this Account to acquaint interested parties with the principal transactions that have occurred during the administration of the Trust to the date of death of Kiefer N. Gerstley, a Co-Trustee. It is important that the Account be carefully examined. Requests for additional information or questions or objections can be discussed with: Bernice J. Koplin, Esquire Counsel for the Trustees 1400 Four Penn Center Plaza Philadelphia, PA 19103 (215) 981-0630 SUMMARY AND INDEX 10/30/91 Fiduciary Market Acquistion Principal Page Value Value Receipts 3 $186,702.56 Net Gain on Conversions 4 2,265.93 Total Receipts $188,968.49 Less Disbursements 4 205.34 Less Commissions & Fees 5 3,363.02 Balance Remaining 6 $227,097.48 $185,400.13 For Information Purposes: Investments 6 Capital Changes 6 Income Accounting Waived 6 2 PRINCIPAL RECEIPTS Prior Award: 04/28/89 Upon First and Final Account of May Jane Stoner and Lewis B. Shupe, Executors of the Estate of Sarah G. Shupe, consisting of: Bonds AT&T 30 yr. $1,000 8 3/4$ Debenture due 5/15/00 Stocks: 460 shs. Allel Corp. 600 shs. AT&T 600 shs. AT&T Fund (EIF First Exchange) 100 shs. East Rand Gold & Uranium Co., Ltd. 500 shs. General Public Utilities 1000 shs. Meridian Bancorp 300 shs. Permian Basix Royalty Trust 1200 shs. Cigna High Yield Fund 534.041 shs. USAA Tax Exempt High Yield Fund 3136 shs. American Capital Gov't. Securities 992.310 shs. First Investors Fund for Income Rents and Royalties Gas Leases - Nos. DV7546 and DV7537 to CNA Development C;. on oil and gas rights inland in Somerset County Cash Funds $5,000 CD Albuquerque Fed. S&L Cash 978.75 11,350.00 14,475.00 21,375.00 913.00 19,133.50 20,105.75 1,875.00 12,612.00 6,861.75 33,454.97 5,844.70 51,914,07 5,000.00 (19,190.93) $186,702,56 3 CONVERSIONS INTO CASH Gain. Loss 05/31/89 $5,000 Albuquerque Fed S&L CD Redeemed 5,000.00 Account Value 5,000.00 08/04/89 AT&T Fund (EIF First Exchange) Sold 10,480.64 Account Value 7,125.00 3,355.64 08/31/89 $1,000 AT&T 30 yr. 8 3/4$ Deb. Sold 994.66 Account Value 978.75 15.9.1 08/31/89 East Rand Gold & Uranium Co., Ltd. Sold 100 sh. 237.65 Account Value 913.00 675.35 08/31/89 Permiam Basin Royalty Trust Sold 300 sh. 1,444.73 Account Value 1,875.00 430.27 3,371.55 (1,105.62) (1,105.62) Net Gain on Conversions $2,265.93 PRINCIPAL DISBURSEMENTS 05/04/89 Merrill Lynch - CMA Check imprint fee 12.50 11/30/89 Provident National Bank Gold. Edge Account Maintenance fee 3.00 12/04/89 Provident National Bank Service Charge 4.25 02/20/90 Internal Revenue Service - 1989 gain 87.10 02/20/90 PA Dept. of Revenue - 1987 gain 18.49 05/21/90 Merrill Lynch - CMA Annual fee 80.00 $205.34 4 COMMISSIONS AND FEES Schachtel, Gerstley, Levine & Koplin, P.C. Principal commission from 4/29/89 to 10/30/91 - unpaid 1,150.00 Schachtel, Gerstley, Levine & Koplin, P.C. Reimburse expenses of filing substituted Trustee Decree and miscellaneous expenses - unpaid 24.52 Schachtel, Gerstley, Levine & Koplin, P.C. Reimburse expense of filing Accounting - unpaid 101.00 Schachtel, Gerstley, Levine & Koplin, P.C. Attorney fee for interim trust account - unpaid 2,087.50 $3,363.02 PRINCIPAL BALANCE ON HAND 10/30/91 Fiduciary Market Acquistion Value Value Stocks: 992.310 shs. First Investors Fund for Income 3,701.32 5,844.70 1541.425 shs. Cigna High Yield Fund 13,703.27 15,351.80 557.815 shs. USAA Tax Exempt High Yield Fund 7,558.39 7,174.11 600 shs. AT&T Corp. 23,475.00 14,475.00 400 shs. AT&T Fund (EIF First Exchange) 22,150.00 14,250.00 1000 shs. General Public Utilities 27,250.00 19,133.50 1000 shs. Meridian Bancorp. 23,750.00 20,105.75 3136 shs. American Capital Govt. Securities 34,339.20 33,454.97 690 shs. Alltel Corp. 26,910.00 11,350.00 5 Rents and Royalties Gas Leases - Nos. DV7546, DV7537 and DV029654 to CNG Producing Co. on oil and gas rights in land in Fayette County, PA 51,914.07 51 914.07 $234,751.25 $193, 53.90 Cash (4,290.75) (4,290.75) Balance $230,460.50 ;$188,763.15 Less allowance for unpaid accounts _(3,363.02) (3,363.02) $227.097.48 $185.400.13 PRINCIPAL INVESTMENTS 12/89-10/91 341.425 shs. Cigna High Yield Fund 2,739.80 04/89-11/89 23.744 shs. USAA Tax Exempt High Yield Fund 312.36 CAPITAL CHANGES 07/24/89 460 shs. Alltel Corp. 11,350.00 230 shs. received stk.div. - ~ shs. 11.350.00 01/01/91 CNG Development Co. merged with CNG Producing Co. without a change in investment 06/06/91 500 shs. General Public Utilities 19,133.50 500 shs. received in 2 for 1 liQ shs. 19.133.50 I hereby waive an Accounting of income received and disbursed during the administration of the Trust from April 29, 1989 to October 30, 1991. i ~zJ Mary Ja a toner, Life Tenant Lewis B. Shupe, Life Tenant 6 Rents and Royalties Gas Leases - Nos. DV7546, DV7537 and DV029654 to CNG Producing Co. on oil and gas rights in land in Fayette County, PA 51,914.07 51,914.07 $234,751.25 $193,053.90 Cash (4,290.75) (4,290.75) Balance $230,460.50 $188,763.15 Less allowance for unpaid accounts (3,363.02) (3,363.02) $227,097.48 $185,400.13 PRINCIPAL INVESTMENTS 12/89-10/91 341.425 shs. Cigna High Yield Fund 2,739.80 04/89-11/89 23.744 shs. USAA Tax Exempt High Yield Fund 312.36 CAPITAL CHANGES 07/24/89 460 shs. Alltel Corp. 11,350.00 230 shs. received stk.div. - ,~ shs. 11,350.00 01/01/91 CNG Development Co. merged with CNG Producing Co. without a change in investment 06/06/91 500 shs. General Public Utilities 19,133.50 500 shs. received in 2 for 1 - 1i00 shs. 19.133.50 I hereby waive an Accounting of income .received and disbursed during the administration of the Trust :From April 29, 1989 to October 30, 1991. Mary Jane Stoner, Life Tenant ~~' W~ (~~~ 1 i Lewis B. Shupe, Lifer nant 6 State of :SS County of I, MARY JANE STONER, Co-Trustee of the Trust established under the Will of Sarah G. Shupe, Deceased, for the benefit of Mary Jane Stoner and Lewis B. Shupe, hereby declare that the facts set forth in the foregoing Account are true and correct to the best of my knowledge, information and belief. I further understand that false statements herein are made subject to the penalties of 18 Pa. C.5.A. Section 4904, relating to unsworn falsification to authorities. ~~ Mary Jane S ner, Co-Trustee 7 State of , :SS County of , I, LEWIS B. SHUPE, Co-Trustee of the Trust established under the Will of Sarah G. Shupe, Deceased, for the benefit of Mary Jane Stoner and Lewis B. Shupe, hereby declare that the facts set forth in the foregoing Account are true and correct to the best of my knowledge, information and belief. I further understand that false statements herein are made ,subject to the penalties of 18 Pa. C.S.A. Section 4904, relating to unsworn falsification to authorities. ~~u~ Lewis B. Shupe, Co-T 'stee 8 State of Pennsylvania: County of I, JEAN R. GERSTLEY, Executrix of the Will of Kiefer N. Gerstley, Deceased, Co-Trustee of the Trust established under the Will of Sarah G. Shupe, Deceased, for the benefit. of Mary Jane Stoner and Lewis B. Shupe, hereby declare that the facts set forth in the foregoing Account are true and correct to the best of my knowledge, information and belief. I further understand that false statements herein are made subject to the penalties of 18 Pa. C.S.A. Section 4904, relating to unsworn falsification to authorities. an R. Gerstley xecutri of the ill of Kiefer N Gerstley, Deceased 9 EXHIBIT D COMMONWEALTH OF PENNSYLVANIA SS AUGUST 2319 COUNTY OF CUMBERLAND I, Mary C. Lewis, Register for Probate of Wills and granting Letters of Administration for the County of Cumberland, in the Commonwealth of Pennsylvania, do hereby certify the foregoing to be true and accurate copies of the FIRST AND FINAL ACCOUNT OF BERNICE J. KOPLIN, ESO., RONALD J. ~FV~INE, ESQ MARY JANE STONER AND LEWIS B. SHUPE (who died 10/18/93 EO-TRUSTEE FOR THE TRUST UNDER THE WILL OF SARAH G. SHUPE, DECESAED as the same were passed a.nd advertised and remain on file and of record in this office. IN TESTIMONY WHEREOF, I have hereunto set my hand and official seal the date above. `~ ~, Marty C. Le s, Register of Wills NOW TOWIT,AUG. 2319 94 ,came into Court BERNj,,GE J. KOP,I,TN F.SQ, nit NAT,D J LEVINE, ESO MARY ~NFi STONER AND r,EWTS R_ ~Hi1PF (WHO DIED 10/18/93') r~0 TRUSTEE and presented an acGOUnt and statement of proposed distrubution, which were examined, passed, approved, and confirmed with a balance in his hands of $ ~-- - and the accountant was directed to distribute said balance in accordance with the statement of distribution filed. ~/ , L Mary Lewis, Glerk o e Orphans Court COMMONWEALTH OF PENNSYLVANIA ) COUNTY OF CUMBERLAND )} ss I, Mary C. Lewis, Clerk of the Orphans' Court, in and for said County, do hereby certify the foregoing to be a true copy of the account and statement of proposed distribution of BERNICE J KOPLIN, LSO. RONALD J LEVINE, ESQ. MARS',JANE STONER AND LEWIS B. SHUPE QWHO DIED as full and entire as the same remain on file and record 10 / 18 / 93) . CO-TRUSTEE . in this office. IN TESTIMONY WHEREOF, I have hereunto set my hand and official seal at Carlisle, this ,.,~ ~ RD . day of AU 1 S~ 19 ~4 any C wis„ Clerk of a Orphans Court ~~ !J y X O ~ ~ ~~o ro o r o~~ ~z° roO x ~ A ~ I ~ ~ ~ z C 0 o cn K~ z cn m ~ cn O n ;d ~ z 0 'N H ai d C H ~ ~ ;~HCn ~ ~ ~ I I'i n t H ~ f~ ~ ro ~' trJ y~ O rn O rn ~ H N bd O - i p ~ D O z y ~ x J tai hi ~ m r 01 ~ ~ D Z H t +'J ~-I d v ~ C I f~ ~ N o I (1 m z n ~ ' ~ N N G1 O C11 00 (7 O 3 z p = ~i trJ ~n r ~ hi sv n 'T1 H v ~' O C to ~ ~' z A ~, -1 K + O H [=J 7r' H ft '' ~ I z S~ ~ O i "' m r OCO z ~ A~ U1 C w d H N < ~ H• ¢,zHro W D O r ~ Z ~ H ~ p 0 ~ .~ S ~ Z ~ +~ p~ tz7 to + (~ Ai b" z r =i to H ~ D ~ ~ w r I- ~ n ~ s/ t ~H oLLb[rJ p n d KPH N ~ ~ D ~ ~ to z \ cn C N W tri cn O o ~ b r ~ ~ ~ z A (~ ~ o li o o t y 1 1 i rsi \ ~ ~ Y m ~ ~ (!~ t0 H Q l0 !f1 r 10 ^ W (!~ ~ 00 C=1 D ~ J d O IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY ORPHAN'S COURT DIVISION NO. ZI -87--399 TRUST UNDER THE WILL OF SARAH G. SHUPE, DECEASED Late of Mechanicsburg FIRST AND FINAL A CCO UNT OF BERNICE J. KOPLIN, ESQ. , RONALD J. LEVINE, ESQ. , MARYJANE STONER AND LEWIS B. SHUPE (who died 10/18/93), --- CO-TRUSTEES Stated for the Period: November 1, 1991 to October 18, 1993 BY.• Bernice J. Koplin, Esq. , Ronald J. Levine, Esq. and Mary Jane Stoner, Surviving Co-Trustees, and Eleanor R. Shupe, Executrix of the Will of Lewis B. Shupe, Deceased Will No. 21-93-864 Purpose of Account: Bernice J. Koplin, Esq., Ronald J. Levine, Esq., Mary Jane Stoner and Eleanor R. Shupe, Executrix, offer this Account to acquaint interested parties with the transactions that have occurred during the administration of the Trust to the date of death of .Lewis B. Shupe, a Co- Trustee. It is important that the account be carefully examined. Requests for additional information or questions can be discussed with: Bernice J. Koplin, Esquire 1400 Four Penn Center Plaza Philadelphia, PA 19103 n~' (215) 981-0630 ~ ~_ ~.-_ `._l~ ~ ~ ~`a SUMMARY AND INDEX I[)/18/93 Fiduciary Market Acquisition Page Value Value Principal Receipts 3 $185,568.92 Net Loss on Conversions 4 1,732.98 Total Receipts $183,835.94 Less Disbursements 5 273.99 Less Commissions & Fees 5 1,812.48 Distributions to Beneficiaries 5 0.00 Balance Remaining 6 $277 ,485.46 $181,749.47 For Information Purposes: Investments ~ 7 Capital Changes 7 Income Accounting Waived -2- RECEIPTS OF PRINCIPAL Prior Award: 04/27/93 Upon First and Final Account of Mary Jane Stoner and Lewis B. Shupe, Surviving Co-Trustees, and Jean R. Gerstley, Executrix of the WiI1 of Kiefer N. GerstZey, Deceased, consisting of: Stocks: 992.310 shs. First Investors Fund for Income $°i,844.70 1541.425 shs. Cigna High Yield Fund 15,351.80 557.815 shs. USAA Tax Exempt High Yield Fund ;x,174.11 600 shs. AT&T~Corp. 14,475.00 400 shs. AT&T Fund (EIF First Exchange) 14,250.00 1000 shs. General Public Utilities 15),133.50 1000 shs. Meridian Bancorp. 20,105.75 3136 shs. American Capital Gov't. Securities 33,454.97 690 shs. Alltel Corp. 1].,350.00 Rents and Royalties Gas Leases - No. DV7546, DV7537 and DV029654 to CNG Producing Co. on oil and gas rights in land in Fayette County, PA 51,914.07 $193', 053.90 Cash x,290.75) Balance $188,763.15 Less allowance for unpaid accounts ,3,363.02) $185,400.13 Other Receipts: USAA Tax Exempt High Yield Fund - capital gains 05/13/92 $12.23 11/05/02 32.54 05/19/93 123.93 168.70 10/30/92 CMA Money Fund - captial gain .09 $185,568.92 -3- GAINS AND LOSSES ON SALES OR OTHER DISPOSITIONS Gain Loss 02/10/93 .131 sh. AIM High Yield Fund Net Proceeds $1.26 Fiduciary Acquisition Value 1.38 02/10/93 3.982 shs. USAA Tax Exe mpt Long Term Fund Net Proceeds $56.23 Fiduciary Acquisition Value 53.52 07/12/93 992.31 shs. First Invest ors Fund for Income, Inc. Net Proceeds $4, 109.86 Fiduciary Acquisition Value 5. 844.70 08/10/93 .911 sh. AIM High Yield Fund Net Proceeds $9.10 Fiduciary Acquisition Value 9.57 08/20/93 .4999 sh. AIM High Yield Fund Net Proceeds $4.99 Fiduciary Acquisition Value 5.25 Total Gains and Losses Less Loss Net Loss .12 $2.71 $1,734.84 .47 .26 $2.71 1,735.69 ($1,732.98) $1,735.69 -4- DISBURSEMENTS OF PRINCIPAL General Disbursements 03/19/92 Betty J. DiGruttolo 1992 County Real Estate Tax $1.18 04/27/92 Merrill Lynch Pierce Fenner & Smith - Investment Fee 40.00 09/07/92 Betty J. DiGruttolo - 1993 School Real Estate Tax 3.8:3 03/09/93 Betty J. DiGruttolo - 1993_County Real Estate Tax 1.1E3 09/02/93 City of Philadelphia - 1993 Personal Property Tax 227.80 *Fees 12/20/91 Schachtel & Gerstley - commission on principal 800.0() 12/31/92 Schachtel, Gerstley,. Levine & Koplin - Attorney Fee 1,000.0() 07/27/93 Schachtel, Gerstley, Levine & Koplin - Payment of miscellaneous costs 12.4$ $273.99 1.812.48 $2,086.47 *Fees shown as unpaid on the previous accounting totalling $3,363.02 were paid in full on 7/27/93. DISTRIBUTIONS OF PRINCIPAL TO BENEF.I CIARIES None -5- PRINCIPAL ON HAND Stocks: 1882 shs. 557 shs. 600 shs. 400 shs. 1000 shs. 1000 shs. 3136 shs. 1380 shs. AIM High Yield Fund USAA Tax Exempt High Yield Fund AT&T Corp. AT&T Fund (EIF First Exchange) General Public Utilities Meridian Bancorp. American Capital Gov't. Securities Alltel Corp. 10/18/93 Fiduciary Market Acquisition Value Value $19,328.14 $18,556.78 8,194.3() 7,163.63 35,887.50 14,475.00 29,700.0() 14,250.00 33,000.0() 19,133.50 31,937.5() 20,105.75 35,295.68 33,454.97 40,882.50 11,354.00 Rents and Royalties Gas Leases - No. DV7546, DV7537 and DV029654 to CNG Producing Co. on oil and gas rights in land in Fayette County, PA Cash Balance 51,914.07' 51,914.07 $286,139.69 $190,403.70 (8.654.231, (8, 654.23) 5277,485.4Ea $181,749.47 -6- PRINCIPAL INVESTMENTS 11/91-8/93 342.1169 shs. AIM High Yield Fund 02/27/92 3.167 shs. USAA Tax Exempt High Yield Fund CAPITAL CHANGES Alltel Corp. 07/19/93 690 shs. 11,350.0() 690 shs. received stk. div. - 1380 shs. 11,350.00 USAA Tax Exempt Lona Term_Fund 11/1/91 557.815 shs. 7,174.1:1 02/27/92 3.167 shs. purchased 43.04 560.982 shs. 7,217.15 2/10/93 3.167 shs. sold 43.04 7, 172.4:3 2/10/93 .815 shs. sold 10.48 557 shs. sold 7,163.6:3 06/92 CIGNA High Yield Fund became AIM High Yield Funcl Ciana Hiah Yield Fund 11/1/91 1,541.425 shs. 15,351.8() 11/29/91- 1/29/93 247.706 shs. purchased 2,299.67 1,789.131 shs. 17,651.47 02/10/93 .131 shs. sold 1.3$ 1,789 shs. 17,650.09 02/26/93- 07/30/93 80.2447 shs. purchased 779.9y 1,869.2446 shs 18,430.08 08/11/93 .911 shs. sold 9.5;! 1,868.3337 shs. 18,420.5]L 08/14/93 14.1662 shs. purchased 141.52 1,882.4999 shs. 18,562.03' 08/20/93 .4999 shs. sold 5.~a 1,882 shs. 18,556.78 3,221.18 43.04 -7- I hereby waive an Accounting on income received and disbursed during the administration of the Trust from November 1, 1991 to October 18, 1993. a~ MARY A STONER, LIFE TENANT CARROLL BARNHART SHUPE, II, REMAINDERMAN SARAH CLARE SHUPE, REMAINDERMAN GEORGE RHODES ,SHUPE, REMAINDERMAN SCOTT LEWIS SHUPE, REMAINDERMAN -s- I hereby waive an Accounting on income received and disbursed during the administration of the Trust from November 1, 1991 to Octaber 18, 1993. CARROLL BARNII REMAINDERMAN II, SARAH CLARE SHUPE, REMAINDERMAN GEORGE RHODES SHUPE, REMAINDERMAN SCOTT LEWIS SHUPE, - REMAINDERMAN -_ 4`: r .8. MARY JANE STONER, LIFE TENANT I hereby waive an Accounting on income received and disbursed during the administration of the Trust from November 1, 1991 to October 18, 1993. MARYJANE STONER, LIFE TENANT CARROLL BARNHART SHUPE, II, REMAINDERMAN ~~ ARAH CLARE EMAINDERMAN GEORGE RHODES SHUPE, REMAINDERMAN - SCOTT LEWIS SHUPE, - REMAINDERMAN •- ~: r -8- I hereby waive an Accounting on income received and disbursed during the administration of the Trust from November 1, 1991 to October I8, 1993. MARY JANE STONER, LIFE TENANT CARROLL BARNHA.RT SHUPE, II, REMAINDERMAN SARAH CLARE SHUPE, REMAINDERMAN ~ ~~~ URGE RHODES SH E, R MAINDERMAN - SCOTT LEWIS SHUPE, - REMAINDERMAN ,~ -s- I hereby waive an Accounting on income received and disbursed during the administration of the Trust from November 1, 1991 to October 18, 1993. MARY JANE STONER, LIFE TENANT CARROLL BARNHART SHUPE, II, REMAINDERMAN SARAH CLARE SHUPE, REMAINDERMAN GEORGE RHODES SHUPE, REMAINDERMAN - SCOTT LEWIS HUPE, RE_ MAINDERMAN ~: y -s- STATE OF . SS COUNTY OF I, MARY JANE STONER, Co-Trustee of the Trust established under the Will of Sarah G. Shupe, Deceased, for the benefit of Mary Jane Stoner and Lewis B. Shupe, hereby declare that the facts set forth in the the foregoing Account are true and correct to the best of my knowledge, information and belief. I further understand that false statements herein are made subject to the penalties of 18 Pa. C.S.A. Section 4904, relating to unsworn falsecation to authorities. a~, rw~ MARYJ TO R, CO-TRUSTEE -9- STATE OF SS COUNTY OF I, BERNICE J. KOPLIN, Co-Trustee of the Trust established under the Will of Sarah G. Shupe, Deceased, for the benefit of Mary Jane Stoner and Lewis B. Shupe, hereby declare that the facts set forth in the the foregoing Account are true and correct to the best of my knowledge, information and belief. I further understand that false statements herein are made subject to the penalties of 18 Pa. C.S.A. Section 4904, relating to uns~vorn falsecation to authorities. BERNICE J. O.PLIN, CO-TRUSTEE -io- STATE OF . SS COUNTY OF I, RONALD J. LEVINE, Co-Trustee of the Trust established under the Will of Sarah G. Shupe, Deceased, for the benefit of Mary Jane Stoner and Lewis B. Shupe, hereby declare that the facts set forth in the the foregoing Account are true and correct to the best of my knowledge, information and belief. I further understand that false statements herein are' made subject to the penalties of 18 Pa. C.S.A. Section 4904, relating to unsworn falsification to authorities. RONALD J. L V NE, O-7R USTEE -ii- STATE OF . SS COUNTY OF I, ELEANOR R. SHUPE, Executrix of the Will of Lewis B. Shupe, Deceased, and Co-Trustee of the Trust established under the Will of Sarah G. Shupe, Deceased, for the benefit of Mary Jane Stoner and Lewis B. Shupe, hereby declare that the facts set forth in the the foregoing Account are true and correct to the best of my knowledge, information and belief. I further understand that false statements herein are made subject to the penalties of 18 Pa. C.S.A. Section 4904, relating to unsworn falsification to authorities. .~' ~~ ~ ~ C LEANOR R. SHUPE, EXE UTRIX OF THE WILL OFLEWIS B. SHUPE, EXECUTRIX 6 2 /A : S~iUPE .ACT -12- EXHIBIT E 'I 199~~' NpU 1 IN THE COIIRT OF COMMON PLEAS ORPHANS' COIIRT DIVISION CIIMBERLAND COIINTY, PENNSYLVANIA O.C. No. 21-87-399 R.W. 21-93-864 Social Security No. 179-28-1697 IN RE: Trust of Sarah G. Shupe, Deceased ORDER OF DISTRIBIITION AIITHORIZING TRIISTEES TO MARE TRANSFERS IN ACCORDANCE WITH THE DISTRIBIITION AND APPROVAL OF ACCOIINT DISCHARGING LEWIB B. SHIIPE AND THE ESTATE OF LEWIS B. BHIIPE, DECEASED, TRIISTEE ~-{]~ And now this ~ ~ day of ~ (~~' ~ti-~~~1994,, on Petition of Bernice J. Koplin and Ronald J. Levine, Co-Trustees, it is therefore ADJUDGED (a) that the Court authorize and order the trustees to distribute the liquidated funds in accordance with the attached Statement of Distribution; and (b) that the Court forever discharge and :release Lewis G. Shupe and his estate. GY~d E~. C:~c.4,...,, . ~1 ~ G- IN THE COIIRT OF COMMON PLEAS ORPHANS' COIIRT DIVISION CIIMBERLAND COIINTY, PENNBYLVANIA O.C. No. 21-87-399 R.W. 21-93-864 Social Security No. 179-28-1697 IN RE: Trust of Sarah G. Shupe, Deceased PETITION AIITHORIZING TRIISTEES TO MARE ALL TRANSFERS IN ACCORDANCE WITH SCHEDIILE OF DISTRIBIITION AND DISCHARGING LEWIB BHIIPE AND THE ESTATE OF LEWIB B. SHIIPE, DECEASED, TRIISTEE To the Honorable Judges of this Court: Petitioners, Bernice J. Koplin and Ronald J. Levine, two of the surviving Co-trustees of the Trust under Will of Sarah G. Shupe (deceased May 1, 1987), respectfully state: 1. The account was presented to the Court and examined, passed, approved and confirmed on August 23, 19!x4 per the Order attached as Exhibit A. 2. The Co-trustees have caused the share of Lewis G. Shupe's beneficiaries to be liquidated in order to facilitate distribution to them. 3. The "Statement of Distribution" has been filed with this Court and is attached herewith as Exhibit 2. 4. The financial institution holding the funds has requested an order to court specifically authorizing them to release the resultant cash for distribution to the beneficiaries. 5. The court's order dated August 23, 1994 did not specifically discharge and release Lewis G. Shupe, the deceased Co- trustee of his estate. 6. A copy of the Schedule of Distribution was provided to each of the parties in interest on November 4, 1994. WHEREFORE, the Petitioners request: (a) that the Court autnorize ana oraer one tirus~~c5 ~~ distribute the liquidated funds in accordance with the attached Statement of Distribution; and (b) that the Court forever discharge and release Lewis G. Shupe and his estate. Dated: ~~ ~5 Dated : ~~ /~ i ...-C.~-w~.~. ernice J. plan, o-Trustee 4~ Ronald J. Le~iine, Co-Trustee IN THE COIIRT OF COMMON PLEAS ORPHANB~ COIIRT DIVISION CIIMBERLAND COIINTY, PENNSYLVANIA O.C. No. 21-87-399 R.W. 21-93-864 Social Security No. 179-28-1697 IN RE: Trust of Sarah G. Shupe, Deceased PETITION AIITHORIZING TRIISTEES TO MARE ALL TRANSFERS IN ACCORDANCE WITH SCHEDIILE OF DISTRIBIITION AND DISCHARGING LEWIS SHIIPE AND THE ESTATE OF LEWIS B. SHIIPE, DECEASED, TRIISTEE VERIFICATION We, BERNICE J. KOPLIN, ESQUIRE, and RONALD J. LEVINE, ESQUIRE, verify that we are the co-trustees of the Trust under Will of Sarah G. Shupe, Deceased, in the foregoing Petition and that the facts set forth therein are true and correct to the best of our knowledge, information and belief; and that this verification is subject to the penalties of 18 Pa. C.S. Section 4904 relating to unsworn falsification to authorities. Dated : /~ /5 q ~/ Bernice J. lin, Es ire ~~ Ronald J. Levi a Esquire 3.5/MISC/Discharge.shu COMMONWEALTH OF PENNSYLVANIA COUNTY OF CUMBERLAND ~ ss AUGUST 23 19~ I, Mary C. Lewis, Register for Probate of Wills and granting Letters of Administration for the County of Cumberland, in the Commonwealth of Pennsylvania, do heret~y certify the fgregoing to be true and accurate copies of the FIRST AND FINAL ACCOUNT OF BERNICE J. KOPLIN, ESO., RONALD J. LEVINE, ESQ. MARY JANE STONER AND LEWIS B. SHUPE (who died 10/18/931 CO-TRUSTEE FOR THE TRUST UNDER THE WILL OF SARAH G. SHUPE, DECESAED. as the same were passed and advertised and remain on file and of record in this office. IN TESTIMONY WHI?REOF, I have hereunto set my hand and official seal the date above. Gi ~.• . Marty C. Le s, Register of Wilts NOW TOWIT,AUG. 2319, came into Court BERNICE J. KOPr.iN~ FSQ,,, RONAr.D J. LEVINE. ESO. MARY .7ANE ST(~NF.R ANI~ T~RWTS R_ SNiiAF (WHO DIED 10/18/93) ~- CO TRUSTEE and presented an account and statement of proposed distrubution, which were examined, passed, approved, and confirmed with a balance in his har#cis of $ --- and the accountant was directed to distribute said balance in accordance wiih the statement of distribution filed. ~, C~ Mary Lewis, Clerk o e Orphans Court COMMONWEALTH OF PENNSYLVANIA COUNTY OF CUMBERLAND ~ ss I, Mary C. Lewis, Clerk of the Orphans' Court, in and for ;said County, do hereby certify the foregoing to be a true copy of the account and statement of prgposed distribution of BERNICE J.KOPLII~T, ESb, RONALD J LEVINE. ESO MAR~i' JANE STONER AND LEWIS B. SHUPE WHO DIED as full and entire as the same remain on file and record 10 / 18 / 9 3) . CO-TRUSTEE . in this office. IN TESTIMONY WHEREOF, I have hereunto set my hand and official seal at Carlisle, this ~ ~ RD . day of AUS~ST 19,E ~r , ary C wis, Clerk of a Orphans Court EXHI$IT "A'~ SCHEDIILE OF DISTRIBIITION _ Bernice J. Koplin, Co-Trustee Ronald J. Levine, Co-Trustee Mary Jane Stoner, Co-Trustee for TRUST UNDER WILL OF SARAH G. SHUPE, DECEASED Schedule of Distribution in Accordance with Adjudication dated August 23, 1994 of Harold E. Sheely, upon the First and Final Account of Bernice J. Koplin, Ronald J. Levine, Mary Jane Stoner and Lewis B. Shupe (who died 10/18/93), Co--Trustees Balance of Principal Account dated 10/18/93 $181,749.47 Less: 1994 Personal Property Tax 172.85 $181,576.62 Less: 1/2 of Trust's principal value which remains in Trust FBO Mary Jane Stoner 90.788.31 $ 90,788.31 Less: Account filing fee 115.00 Petition filing fee 15.00 Legal fees associated with termination 2,500.00 2,630.00 ADJUSTED PRINCIPAL BALANCE $ 88,158.31 CHANGE IN INVESTMENTS: Conversions into Cash Net Net Gain Loss AT&T Corp. 10/04/94 300 shs. sold 15,798.28 300 shs. account value 7,237.50 $8,560.78 - Balance held EIF 1st Exch. 10/04/94 200 shs. sold 12,984.71 200 shs. account value 7.125.00 5,;859.71 - Balance held 1 EXHIBIT "2" 10/04/94 10/04/94 10/04/94 10/04/94 10/04/94 10/27/94 General Public Utilities 500 shs. sold 11,981.82 500 shs. account value 9.566.75 0 Balance held Meridian Bancorp PA PV$5 500 shs. sold 14,022.21 500 shs. account value 10.052.87 0 Balance held American Capital Gov't. Securities 1568 shs. sold 15,220.43 1568 shs. account value 16.727.49 0 Balance held Alltel Corp. Del 690 shs. sold 17,940.74 690 shs. account value 5.675.00 0 Balance held Aim High Yield Fund 941 shs. sold 8,699.40 941 shs. account value 9,889.91 0 Balance held USAA Fund 278.5 shs. sold 3,514.67 278.5 shs. account value 3.581.81 0 Balance held Total Net Gain on Conversion PRINCIPAL BALANCE REMAINING FOR DISTRIBUTION Income Income Accounting waived through 10/18/93. 1993 Income attributable to Lewis B. Shupe's portion of Trust, Income undistributed prior to 10/18/93 and received from 10/13/93 through 12/31/93: Less: 12/31/93 distribution to Carroll Barnhart Shupe III 12/31/93 distribution to George Rhodes Shupe 12/31/93 distribution to Sarah Clare Shupe 2,415.07 - 3,!369.34 - - (1,507.06) 12,:265.74 - - (1,190.51) (67.14) 33,070.64 (2,764.71) X764.71) $30,305.93 $118,464.24 $ 1,817.89 (454.47) (454.47) (454.47) 2 12/31/93 distribution to Scott Lewis Shupe _454.48) Balance of 1993 Income remaining for distribution 0.00 1994 Income Received: Alltel Corp. Del. - Dividend on 1380 shares 01/03/94 $303.60 04/04/94 303.60 07/05/94 303.60 $ 910.80 American Tel & Tel - Dividend on 600 shares 02/01/94 $198.00 05/02/94 198.00 08/01/94 198.00 !594.00 EIF 1st Exch. SR AT&T - Dividend on 400 shares 01/03/94 $ 90.02 02/01/94 90.54 03/01/94 90.54 04/04/94 90.54 05/02/94 91.35 06/01/94 91.34 07/01/94 91.35 08/01/94 91.36 09/01/94 91.36 818.40 General Public Utilities - Dividend on 1000 ;shares 02/23/94 $425.00 05/25/94 450.00 08/31/94 450.00 1,325.00 Meridian Bancorp PA PV $5 - Dividends on 1000 shares 03/01/94 $320.00 06/01/94 340.00 09/01/94 340.00 1,000.00 USAA Tax Exempt Long Term Fund - Dividends on 557 shares 01/05/94 $ 37.18 02/03/94 37.45 03/04/94 37.61 04/06/94 36.47 05/04/94 34.62 06/13/94 35.13 07/06/94 33.25 08/02/94 31.87 09/06/94 37.69 321.27 3 American Capital Government Securities Fund Class A Dividend on 3,136 shares 01/14/94 $203.84 02/15/94 174.05 03/15/94 174.05 04/15/94 174.05 05/16/94 174.05 06/15/94 174.05 07/15/94 174.05 08/15/94 174.05 09/15/94 174.05 1,596.24 Aim High Yield Fund - Dividends on 1,882 shares 02/01/94 $148.68 03/01/94 148.68 04/04/94 148.68 05/02/94 148.68 06/01/94 148.68 07/01/94 148.68 08/01/94 148.68 09/01/94 148.68 1,189.44 CMA Money Fund 01/25/94 $ 17.02 02/25/94 15.85 03/15/94 14.84 04/29/94 21.76 05/27/94 18.02 06/24/94 23.70 07/26/94 34.25 08/26/94 26.62 09/30/94 41.41 CNG - Gas Royalties 01/94 02/94 03/94 04/94 05/94 06/94 07/94 08/94 09/94 213.47 1947.73 9,916.35 $262.32 237.51 252.19 248.81 248.49 194.78 186.52 248.14 68.97 Less: 1/2 of 1994 income attributed to that portion of Trust FBO Mary Jane Stoner 1994 Income Commission Income Balance Remaining for Distribution (4,958.17) (1.000.00) $ 3,958.18 4 Combined Principal and Income Balance Remaining for Distribution $122.422.42 WHICH IS AWARDED AS FOLLOWS PER PARAGRAPH FIFTH (B) OF TRUST DOCUMENT: TO: Carroll Barnhart Shupe, II Principal: 1/8 share of gas lease 6,489.25 Cash 23,126.80 Income• Cash 989.55 $ 30,605.60 TO: George Rhodes Shupe Principal: 1/8 share of gas lease 6,489.26 Cash 23,126.80 Income• Cash 989.55 $ 30,605.61 TO: Sarah Clare Shupe Principal: 1/8 share of gas lease 6,489.26 Cash 23,126.81 Income• Cash 989.54 $ 30,605.61 TO: Scott Lewis Shupe Principal: 1/8 share of gas lease 6,489.26 Cash 23,126.80 Income• ~ Cash 989.54 $ 30.605.60 TOTAL DISTRIBUTION $122,422.4.2 5 I hereby certify that the foregoing Schedule of Distribution is correct and in conformity with the Adjudication filed, that due notice of the filing thereof was given as required by Rule 72 of the Court and that I or my agent have examined the last recorded deed or the record thereof and that to the best of my knowledge, the description of the property in the Schedule of Distribution is correct. This Schedule of Distribution is executed in counterparts, each of which shall be considered an original. ~~ ~ Bernice J. Koplin, ~~o-Trustee 6 I hereby certify that the foregoing Schedule of Distribution is correct and in conformity with the Adjudication filed, that due notice of the filing thereof was given as required by Rule 72 of the Court and that I or my agent have examined the last recorded deed or the record thereof and that to the best of my knowledge, the description of the property in the Schedule of Distribution is correct. This Schedule of Distribution is executed in counterparts, each of which shall be considered an original. O~~:r/' ~ 0' ?~u~ onald J. v'ne, Co-Trustee 7 I hereby certify that the foregoing Schedule of Distribution is correct and in conformity with the Adjudication filed, that due notice of the filing thereof was given as required by Ru].e 72 of the Court and that I or my agent have examined the last recorded deed or the record thereof and that to the best of my knowledge, the description of the property in the Schedule of Distribution is correct. This Schedule of Distribution is executed in counterparts, each of which shall be considered an original. Mary Jane ,S'tq~ier, ro-Trus 3.5/MISC/Shupe.Dst 8 EXIBIT F IN THE MATTER OF THE COURT OF COMMON PLEAS TRUST OF SARAH G. SHUPE, ORPHANS' COURT DIVISION DECEASED MAY 1, 1987 CUMBERLAND COUNTY, PENNSYLVANIA RECEIPT, RELEASE AND REFUNDING BOND WHEREAS, Sarah G. Shupe, the Decedent, died on May 1, 1987 and her Last Will and Testament, dated September 4, 1984 was duly probated with the Register of Wills of Cumberland County, Pennsylvania, and WHEREAS, said paragraph Fifth of the Last Will and Testament established a Trust in relevant p<~rt as follows: "All the rest, residue, and remainder of my estate (hereinafter called the 'residue'), I give, devise and bequeath unto my Trustees hereinafter named and their successors, IN TRUST, NEVERTHELESS, to divide the same into two shares and to dispose of the net income and principal of each share as follows: (a) With respect to one of such shares: (i) The net income shall be paid to my daughter, MARY JANE STONER, during her lifetime, in convenient periodic installments. (ii) My Trustees (other than any Trustee who may be a beneficiary hereunder) may, in their absolute discretion, distribute to or for the benefit of my said daughter such portion or portions of the principal from time to time, as they may consider advisable for her maintenance, support, welfare, and comfort. (iii) Upon the death of my daughter, or on my death if she fails to survive me, the undistributed balance of principal and income, including income accrued but not yet collected, shall be distributed to her issue, per stir_oes . (b) With respect to other such share: (i) The net income shall be paid to my son, LEWIS B. SHUPE, during his lifetime, in convenient periodic installments. (ii) My Trustees (other than any Trustee who may be a beneficiary hereunder) may, in their absolute discretion, distribute to or for the benefit of my said son such portion or portions of the principal from time to time, as they may consider advisable for his maintenance, support, welfare, and comfort. (iii) Upon the death of my son, or on my death if he fails to survive me, the undistributed balance of principal and income, including income accrued but not yet collected, shall be distributed to his issue, per stirpes.", and WHEREAS, Lewis B. Shupe, Mary Jane Stoner and Kiefer N.' Gerstley were nominated and appointed Trustees of the Last Will and Testament, under Item ELEVENTH, and WHEREAS, Kiefer N. Gerstley died Oc;tober 30, 1991 and ~~ surviving Co-Trustees nominated Bernice J. Koplin and Ronald '~ Levine as successor Co-Trustees, which became effective June j 1992 by Court adjudication, and the J. 1, WHEREAS, Lewis B. Shupe died October 18, 1993, and an account for this period of the trust estate's administration has been filed and confirmed by the Court August 23, 1994, the estate of Lewis B. Shupe is discharged from the duties of Trustee, and WHEREAS, the said surviving Co-Trustees now wish to make final distribution of that portion of the Trust terminating due to the death of Lewis B. Shupe, as outlined in the attached Schedule of Distribution, to the undersigned remainder-person upon receipt of a proper release and indemnification from such remainderperson, which it is the purpose of this agreement to provide: NOW, THEREFORE, KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby acknowledges receipt of the principal sum of $29,616.06 (Twenty Nine Thousand Six Hundred Sixteen Dollars and Six Cents) , and the income sum of $989.55 (Ni.ne Hundred Eighty Nine Dollars and Fifty Five Cents), and That the undersigned, for and in consideration of the delivery of the above, does hereby agree to indemnify and hold harmless Mary Jane Stoner, Ronald J. Levine, and Bernice J. Koplin, their said heirs and assigns, from and against any and all claims losses or liability for the payment of any taxes whatsoever, whether Federal, State or otherwise, administration expenses or other claims attributable to the Trust U/W of Sarah G. Shupe, Deceased to which it may be subjected, by reason of the distribution of the above amount to the undersigned, and subject to the final approval of the Court of Common Pleas of Cumberland County, Pennsylvania, Orphans' Court Division, or any other competent Court for any reason. IN WITNESS WHEREOF, the undersigned has executed this Receipt, Release and Refunding Bond the day of 1994. BY : v George Sworn to and subscribed before me on the I ~r^ day of ~v~~~gc~ 1994 Notary Pub is "~ odes Shupe, ~. ~ ~ /i ~ nderperso ~( Cdr ~~ ~Me~ Levon rk S c.:z , r!cat~; Pu Si~~ ~ ;;, ~ Y bir_• i.e~~1-t t ;;ry. MyLorrr ~i~, ,a, _, ~,;na7~ __ ~'9i Sii __ IN THE MATTER OF THE TRUST OF SARAH G. SHUPE, DECEASED MAY 1, 1987 COURT OF COMMON PLEAS ORPHANS' COURT DIVISION CUMBERLAND COUNTY, PENNSYLVANIA RECEIPT, RELEASE AND REFUNDING BOND T~?HEREAS, Sarah G. Shupe, the Decedent, died on May 1, 1987 and her Last Will and Testament, dated September 4, 1984 was duly probated with the Register of Wills of Cumberland County, Pennsylvania, and WHEREAS, said paragraph Fifth of the Last Will and Testament established a Trust in relevant part as follows: "All the rest, residue, and remainder of my estate (hereinafter called the 'residue'), I give, devise and bequeath unto my Trustees hereinafter named and their successors, IN TRUST, NEVERTHELESS, to divide the same into two shares and to dispose of the net income and principal of each share as follows: (a) With respect to one of such shares: (i) The net income shall be paid to my daughter, MARY JANE STONER, during her lifetime, in convenient periodic installments. (ii) My Trustees (other than any Trustee who may be a beneficiary hereunder) may, in their absolute discretion, distribute to or for the benefit of my said daughter such portion or portions of the principal from time to time, as they may consider advisable for her maintenance, support, welfare, and comfort. (iii) Upon the death of my daughter, or on my death if she fails to survive me, the undistributed balance of principal and income, including income accrued but not yet collected, shall be distributed to her issue, per stirpes. (b) With respect to other such share: (i) The net income shall be paid to my son, LEWIS B. SHUPE, during his lifetime, ir.~ convenient periodic installments. (ii} My Trustees (other than any Trustee who may be a beneficiary hereunder) may, in their absolute discretion, distribute to or for the benefit: of my said son such portion or portions of the principal from time to time, as they may consider advisable for his maintenance, support, welfare, and comfort. (iii) Upon the death of my son, or on my death if he fails to survive me, the undistributed balance of principal and income, including income accrued but not yet collected, shall be distributed to his issue, per stirpes.", and WHEREAS, Lewis B. Shupe, Mary Jane Stoner and Kiefer N. Gerstley were nominated and appointed Trustees of the Last Will and Testament, under Item ELEVENTH, and WHEREAS, Kiefer N. Gerstley died October 30, 1991 and the surviving Co-Trustees nominated Bernice J. Koplin and Ronald J. Levine as successor Co-Trustees, which became effective June 1, 1992 by Court adjudication, and WHEREAS, Lewis B. Shupe died October 18, 1993, and an account for this period of the trust estate's administration has been f i led and coif ir:^,ec: :may the Court P.ugust 2 3 , 1994 , tY:e estate of Lewis B. Shupe is discharged from the duties of Trustee, and WHEREAS, the said surviving Co-Trustees now wish to make final distribution of that portion of the Trust terminating due to the death of Lewis B. Shupe, as outlined in the attached Schedule of Distribution, to the undersigned remainder.person upon receipt of a proper release and indemnification from such remainderperson, which it is the purpose of this agreement to provide: NOW, THEREFORE, KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby acknowledges receipt of the principal sum of $29,616.07 (Twenty Nine Thousand Six Hundred Sixteen Dollars and Seven Cents), and the income sum of $989.54 (Nine Hundred Eighty Nine Dollars and Fifty Four Cents), and That the undersigned, for and in consideration of the delivery of the above, does hereby agree to indemnify and hold harmless Mary Jane Stoner, Ronald J. Levine, and Bernice J. Koplin, their said heirs and assigns, from and against any and all claims losses or liability for the payment of <~ny taxes whatsoever, whether Federal, State or otherwise, administration expenses or other claims attributable to the Trust U/W of Sarah G. Shupe, Deceased to which it may be subjected, by reason of the distribution of the above amount to the undersigned, and subject to the final approval of the Court of Common Pleas of Cumberland County, Pennsylvania, Orphans' Court Division, or any other competent Court for any reason. IN WITNESS WHEREOF, the undersigned has ,~ggxecuted this Receipt, Release and Refunding Bond the ~L~ritday of ~6~/~j~~~~ 1994. BY Sworn to and su before me on the ~5~'~ day of ~lcdEmBE2 , 1994 p -v{~TAR.K.L_.~d._ f_._....._...~.~ Notary Public ~ ~ ~;~~ ,, ,r ~~ , P,~'~ ~~ ~_ !~~ ~ x!~'' i .~~.' .._ IN THE MATTER OF THE COURT OF COMMON PLEAS TRUST OF SARAH G. SHUPE, ORPHANS' COURT DIVISION DECEASED MAY 1, 1987 CUMBERLAND COUNTY, PENNSYLVANIA RECEIPT, RELEASE AND REFUNDING BOND WHEREAS, Sarah G. Shupe, the Decedent, died on May 1, 1987 and her Last Will and Testament, dated September 4, 1984 was duly probated with the Register of Wills of Cumberland County, Pennsylvania, and WHEREAS, said paragraph Fifth of the Last Will and Testament established a Trust in relevant part as follows: "All the rest, residue, and remainder of my estate (hereinafter called the 'residue'), I give, devise and bequeath unto my Trustees hereinafter named and their successors, IN TRUST, NEVERTHELESS, to divide the same into two shares and to dispose of the net income and principal of each share <~s follows: (a) With respect to one of such shares: (i) The net income shall be paid to my daughter, MARY JANE STONER, during her lifetime, in convenient periodic installments. (i i ) My Trustees ( other than any Trustee who may be a beneficiary hereunder) may, in their absolute discretion, distribute to or for the benefit of my said daughter such portion or portions of the principal from time to time, as they may consider advisable for her maintenance, support, welfare, and comfort. (iii) Upon the death of my daughter, or on my death if she fails to survive me, the undistributed balance of principal and income, including income accrued but not yet collected, shall be distributed to her issue, per stirpes. (b) With respect to other such share: (i) The net income shall be paid to my son, LEWIS B. SHUPE, during his lifetime, in. convenient periodic installments. (ii) My Trustees (other than any Trustee who may be a beneficiary hereunder) may, in their absolute discretion, distribute to or for the benefit: of my said son such portion or portions of the principal from time to time, as they may consider advisable for his maintenance, support, welfare, and comfort. (iii) Upon the death of my son, or on my death if he fails to survive me, the undistributed balance of principal and income, including income accrued but not yet collected, shall be distributed to his issue, per stirpes.", and WHEREAS, Lewis B. Shupe, Mary Jane Stoner and Kiefer N.' Gerstley were nominated and appointed Trustees of the Last Will and ', Testament, under Item ELEVENTH, and WHEREAS, Kiefer N. Gerstley died Oc:tober 30, 1991 and the surviving Co-Trustees nominated Bernice J. Koplin and Ronald J. Levine as successor Co-Trustees, which became effective June 1, 1992 by Court adjudication, and WHEREAS, Lewis B. Shupe died October 18, 1993, and an account for this period of the trust estate's administration has been filed and confirmed by the Court August 23, 1994, the estate j of Lewis B. Shupe is discharged from the duties of Trustee, and WHEREAS, the said surviving Co-Trustees now wish to make final distribution of that portion of the Trust terminating due to the death of Lewis B. Shupe, as outlined in the attached Schedule of Distribution, to the undersigned remainderperson upon receipt of a proper release and indemnification from such remainderperson, which it is the purpose of this agreement to provide: NOW, THEREFORE, KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby acknowledges receipt of the principal sum of $29,616.05 (Twenty Nine Thousand Six Hundred Sixteen Dollars and Five Cents), and the income sum of $989.55 (Nine Hundred Eighty Nine Dollars and Fifty Five Cents), and That the undersigned, for and in consideration of the delivery of the above, does hereby agree 'to indemnify and hold harmless Mary Jane Stoner, Ronald J. Levine, and Bernice J. Koplin, their said heirs and assigns, from and against any and all claims losses or liability for the payment of any taxes whatsoever, whether Federal, State or otherwise, administration expenses or other claims attributable to the Trust U/W of Sarah G. Shupe, Deceased to which it may be subjected, by reason of the distribution of the above amount to the undersigned, and subject to the final approval of the Court of Common Pleas of Cumberland County, Pennsylvania, Orphans' Court Division, or any other competent Court for any reason. IN this Receipt, WITNESS Release 1994. BY Sworn to and subscribed before me on the h~ day of r1o~.tem~~~ , 1994 -' No ary Public P~Y•PUq'~ :ear'' <<,t "i„ ~ ~'~ ~i KATHY R~Stv10tJC)O Nctary Public ~~ State oP Texas + +tih,~+,a.~ h My Comm. Exp. Aup. 13. 1997 ;: ~~ WHEREOF, the undersigned has executed and Refunding Bond the ,, day of . _ _ i ~I !' IN THE MATTER OF THE COURT OF COMMON PLEAS ii, . '~I TRUST OF SARAH G. SHUPE, ORPHANS' COURT DIVISION ~~ DECEASED MAY 1, 1987 CUMBERLAND COUNTY, PENNSYLVANIA RECEIPT, RELEASE AND REFUNDING BOND WHEREAS, Sarah G. Shupe, the Decedent, died on May 1, 1987 and her Last Will and Testament, dated September 4, 1984 was duly probated with the Register of Wills of Cumberland County, Pennsylvania, and WHEREAS, said paragraph Fifth of the Last Will and Testament established a Trust in relevant part as follows: "All the rest, residue, and remainder of my estate (hereinafter called the 'residue'), I give, devise and bequeath unto my Trustees hereinafter named and their successors, IN TRUST, NEVERTHELESS, to divide the same into two shares and to dispose of the net income and principal of each share as follows: (a) With respect to one of such shares: (i) The net income shall be paid to my daughter, MARY JANE STONER, during her lifetime, in convenient periodic installments. (i i ) My Trustees ( other than any Trustee who may be a beneficiary hereunder) may, in their absolute discretion, distribute to or for the benefit of_ my said daughter such portion or portions of the principal from time to time, as they may consider advisable for her maintenance, support, welfare, and comfort. (iii) Upon the death of my daughter, or on my death if she fails to survive me, the undistributed balance of principal and income, including income accrued but not yet collected, shall be distributed to her issue, per stirpes. (b) With respect to other such share: (i) The net income shall be paid to my son, LEWIS B. SHUPE, during his lifetime, ins convenient periodic installments. (i i ) My Trustees ( other than any Trustee who may be a beneficiary hereunder) may, in their absolute discretion, distribute to or for the benefit; of my said son such portion or portions of the principal from time to time, as they may consider advisable for his maintenance, support, welfare, and comfort. (iii) Upon the death of my son, or on my death if he fails to survive me, the undistributed balance of principal and income, including 'income accrued but not yet collected, shall be distributed to his issue, per stirpes.", and r WHEREAS, Lewis B. Shupe, Mary Jane Stoner and Kiefer N.I Gerstley were nominated and appointed Trustees of the Last Will and j Testament, under Item ELEVENTH, and WHEREAS, Kiefer N. Gerstley died October 30, 1991 and the surviving Co-Trustees nominated Bernice J. Koplin and Ronald J. Levine as successor Co-Trustees, which became effective June 1, 1992 by Court adjudication, and WHEREAS, Lewis B. Shupe died October 18, 1993, and an~' account for this period of the trust estate's administration has been filed and confirmed by the Court August 23, 1994, the estate of Lewis B. Shupe is discharged from the duties of Trustee, and WHEREAS, the said surviving Co-Trustees now wish to make final dis*ribution cf that porticr. of tre Trust terminating due to the death of Lewis B. Shupe, as outlined in the attached Schedule of Distribution, to the undersigned remainder.person upon receipt of a proper release and indemnification from such remainderperson, which it is the purpose of this agreement to provide: NOW, THEREFORE, KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby acknowledges receipt of the principal sum of $29,616.06 (Twenty Nine Thousand Six HundrEad Sixteen Dollars and Six Cents), and the income sum of $989.54 (Ni.ne Hundred Eighty Nine Dollars and Fifty Four Cents), and That the undersigned, for and in consideration of the delivery of the above, does hereby agree to indemnify and hold harmless Mary Jane Stoner, Ronald J. Levine, and Bernice J. Koplin, their said heirs and assigns, from and against any and all claims losses or liability for the payment of ,any taxes whatsoever, whether Federal, State or otherwise, administration expenses or other claims attributable to the Trust U/'W of Sarah G. Shupe, Deceased to which it may be subjected, by reason of the distribution of the above amount to the undersigned, and subject to the final approval of the Court of Common Pleas of Cumberland County, Pennsylvania, Orphans' Court Division, or any other competent Court for any reason. IN WITNESS WHEREOF, the undersigned has executed th~}'~s Receipt, Release and Refunding Bond the //b~, day of 7 (~ J.¢w~r1,~~., , 19 9 4 BY: Lewis Shin, Rem~[inderperson Sworn to and subscribed before me on the ~ day ;.••~..°;~N`'~~;•••..,, a of ~01/,RA~~.t~ 1994, ~~~„Y"~f~~,d ''r,.,~~;Uc„~exas ,'~. sy"'°~ '. i. ~u~i ~ L~:;!res 07/I3i~7 A Notary Public EXHIBIT G COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENN:iYLVANIA ORPHANS' COURT DIVISION NO. TRUST UWO SARAH G. SHUPE ------------------------ ------------------------ INTERIM ACCOUNT OF Bernice J. Koplin and Ronald J Levine Mary Jane Stoner, Co-Trustees Date of Death: May 1, 1987 Date of Trustee's first receipt of funds: October 18, 1993 Accounting for the Period: October 18, 1993 to ~S]~~I"'/e~ December 31, 2003 Purpose of Account: Bernice J. Koplin and Ronald J Levine Mary Jane Stoner, Co- offer this account to acquaint interested parties with the transactions that have occurred during this administration. It is important that the account be carefully examined. Requests for additional information or questions or objections can be discussed with: Bernice J. Koplin Attorney Identification No. 34500 Schachtel, Gerstley, Levine & Koplin, P.C. 123 S. Broad St. - Suite 2170 Philadelphia, PA 19109-1029 215/772-1700 GROSS ESTATE 100,792.13 (Principal Receipts + Income Receipts) __________ SUMMARY OF ACCOUNT Trust uwo Sarah G. Shupe For Period of 10/18/1993 through 12/31/2003 PRINCIPAL Page Receipts: Per Account Filed 1-3 Subseq Prn Receipts Net Gain (or Loss) on Sales 4-6 or Other Disposition Less Disbursements: General Disbursements Fees and Commissions Balance before Distributions Distributions to Beneficiaries Principal Balance on Hand For Information: Investments Made Changes in Investment Holdings INCOME Receipts: Per Account Filed This Account Net Gain (or Loss) on Sales or Other Disposition Less Disbursements Balance Before Distribution Distributions to Beneficiaries Income Balance on Hand For Information: Investments Made Changes in Investment Holdings COMBINED BALANCE ON HAND 90,874.73 9,917.40 17,190.40 --------------- 117,982.53 7-12 5,115.15 0.00 5,115.15 --------------- --------------- 112,867.38 0.00 12 112,867.38 13-15 16-18 0.00 0.00 0.00 --------------- 0.00 0.00 --------------- 0.00 0.00 --------------- 0.00 112,867.38 --------------- --------------- SCHEDULE A RECEIPTS OF PRINCIPAL CASH: principal cash - balance on (4,32'7.12) 10/18/1993 remaining within half of trust Fiduciary Acquisition Value (4,327.12) STOCKS/LISTED: 941.00 shares AIM High Yield Fund - 9,278.39 balance as of Accounting filed through 10/18/93. 690.00 shares ALLTEL Corp. - balance 5,675.00 as of Accounting filed through 10/18/93. 1,568.00 shares American Capital Gov't 16,727.48 Securities Fund, Class A - acquired: 4/28/89 300.00 shares AT&T Corp - balance as 7,237.50 of Accounting filed through 10/18/93. 500.00 shares General Public 9,566.75 Utilities - balance as of Accounting filed through 10/18/93. 500.00 shares Meridian Bancorp., Inc. 10,052.88 - balance as of Accounting filed through 10/18/93. 200.00 shares The Equity Income Fund, 7,125.00 First Exchange Series AT&T shares - balance as of Accounting filed through 10/18/93. -1- 278.50 shares USAA Tax Exempt 3,581.82 Long-Term Fund - balance as of Accounting filed through 10/18/93. 69,244.82 PARTNERSHIP INTEREST: -------------------- 1.00 Consolidated Natural Gas 25,95'7.03 Company, lease - Gas Leases No. DV7546, DV7537 and DV029654 on oil and gas rights on land in Fayete County, PA. Land is not owned. 25,957.03 SUBSEQUENT PRINCIPAL RECEIPTS: ----------------------------- Investment Company of America 51.80 Class B shares - long term capital gain distribution Investment Company of America 166.97 Class B shares - long term capital gain distribution Investment Company of America 103.04 Class B shares - long term capital gain distribution Janney Montgomery Scott Inc - 669.27 capital gain distributions Merrill, Lynch, Pierce, Fenner 267.69 & Smith, Inc. - long term capital gain distributions Merrill Lynch, Pierce, Fenner 26.13 & Smith, Inc. - long term capital gain distributions -2- Merrill Lynch, Pierce, Fenner 0.54 & Smith, Inc. - long term capital gain distributions Putnam Fund for Growth & 2,29'7.36 Income Class B - capital gain distributions Putnam Fund for Growth & 1,969.64 Income Class B - long term capital gain distribution Putnam for Growth and Income 2,09:3.76 CL B - capital gain distributions Putnam for Growth and Income 1,723.77 CL B - capital gain distribution Putnam for Growth and Income 547.43 CL B - capital gain distributions 9,917.40 TOTAL RECEIPTS OF PRINCIPAL ............... 100,792.13 -------------- -------------- -3- GAINS AND SCHEDULE B LOSSES ON SALES OR OTHER DISPOSITIONS - PRINCIPAL Gain Loss 10/04/94 0.50 shares USAA Tax Exempt Long-Term Fund - Sale of fractional share to even shares held by remaining trust. Net Proceeds 6.31 Fid. Acq. Value 6.43 0.12 04/11/96 0.50 shares CoreStates Financial Corp. - sale Net Proceeds 19.50 Fid. Acq. Value 16.41 3.09 10/01/96 0.23 shares Lucent Technologies, Inc. - sale Net Proceeds 9.59 Fid. Acq. Value 4.69 4.90 01/07/97 0.75 shares NCR Corp. - sale Net Proceeds 24.87 Fid. Acq. Value 9.94 14.93 02/19/97 941.00 shares AIM High Yield Fund - sale Net Proceeds 9,419.41 Fid. Acq. Value 9,278.39 141.02 02/19/97 1,568.00 shares American Capital Gov't Securities Fund, Class A - sale Net Proceeds 15,774.08 Fid. Acq. Value 16,727.48 953.40 -4- 07/30/97 18.00 shares NCR Corp. - sale, 506.25 less $20 tender fee Net Proceeds 486.25 Fid. Acq. Value 238.66 247.59 09/09/97 25,000.00 Federal Home Loan Mortage Corp 6.93 due 09/05/00 - Sale Net Proceeds 25,000.00 Fid. Acq. Value 25,125.00 09/24/97 500.00 shares GPU Inc. - Sale Net Proceeds 17,564.29 Fid. Acq. Value 9,566.75 7,997.54 10/02/97 278.00 shares USAA Tax Exempt Long-Term Fund - sale Net Proceeds 3,819.72 Fid. Acq. Value 3,575.39 244.33 10/13/00 Lucent Technologies, Inc. - cash in lieu Net Proceeds 5.19 Fid. Acq. Value 5.19 12/27/00 Putnam Fund for Growth & Income Class B - sale Net Proceeds 405.44 Fid. Acq. Value 405.44 05/15/01 450.00 shares AT&T Corp - sale Net Proceeds 9,425.63 Fid. Acq. Value 4,963.12 4,462.51 05/15/01 32.00 shares Avaya Inc. - sale Net Proceeds 420.64 Fid. Acq. Value 166.69 253.95 125.00 -5- 06/15/01 20,000.00 CITICORP MTN SUB NOTE B/E, 6.600, DUE 12/15/05, DATED 12/07/95 - redemption Net Proceeds 20,000.00 Fid. Acq. Value 20,000.00 0.00 06/20/01 191.00 shares First Union Corp - sale Net Proceeds 6,296.25 Fid. Acq. Value 1,934.38 4,361.87 06/20/01 388.00 shares Lucent Technologies, Inc. - sale Net Proceeds 2,031.14 Fid. Acq. Value 1,854.40 176.74 06/28/02 10,000.00 Federal National Mortgage Assoc Note 6.25 due 05/20/11 - redemption Net Proceeds 10,000.00 Fid. Acq. Value 10,043.40 43.40 07/25/02 10,000.00 Federal Home Loan Mortgage Corp 6.1~ due 12/21/09 - redemption Net Proceeds 10,000.00 Fid. Acq. Value 10,006.78 6.78 TOTAL GAINS -- AND LOSSES/PRINCIPAL........... -------------------------- 18,319.10 1,128.70 LESS LO SS ............................. 1,128.70 NET GAIN OR -- LOSS ........................... -- -- ------------ 17,190.40 ------------ ------------ -6- SCHEDULE C DISBURSEMENTS OF PRINCIPAL SCHEDULE C-1 GENERAL DISBURSEMENTS 11/02/93 --------------------- Merrill Lynch, Pierce, Fenner 125.00 & Smith, Inc. - annual fee 03/11/94 Real Estate taxes - Lower 1.18 Turkeyfoot County Township - 1994 - Betty J. Diagreitto 09/30/94 Real Estate taxes - Lower 3.83 Turkeyfoot County Township - 1994 - school 11/02/94 Merrill Lynch, Pierce, Fenner 125.00 & Smith, Inc. - annual fee 11/28/94 Miscellaneous expenses - 44.00 reimburse law firm costs of filing copies with Register of Wills 11/28/94 Register of Wills - fee for 2.50 certified copy of termination order 03/29/95 Real Estate taxes - Lower 1.31 Turkeyfoot County Township - 1995 09/01/95 Real Estate taxes - Lower 3.83 Turkeyfoot County Township - 1995 10/23/95 City of Philadelphia personal 158.55 property tax - 1995 11/02/95 Merrill Lynch, Pierce, Fenner 125.00 & Smith, Inc. - annual fee 12/31/95 The Equity Income Fund, First (6.27) Exchange Series AT&T shares - investment expenses for 1995 -7- 03/28/96 Real Estate taxes - Lower 1.31 Turkeyfoot County Township - 1996 05/01/96 PA Department of Revenue - 73.33 1st grtr est 09/16/96 Real Estate taxes - Lower 3.83 Turkeyfoot County Township - 1996 11/06/96 Merrill Lynch, Pierce, Fenner 125.00 & Smith, Inc. - annual fee 12/31/96 Merrill Lynch, Pierce, Fenner 6.64 & Smith, Inc. - acct. #88845621, investment expenses 03/03/97 Real Estate taxes - Lower 1.48 Turkeyfoot County Township - 1997 09/04/97 Real Estate taxes - Lower 3.83 Turkeyfoot County Township - 1997 12/31/97 Merrill Lynch, Pierce, Fenner 0.49 & Smith, Inc. - A/C 88845621, investment expense 12/31/97 PA Department of Revenue - 224.38 1997 4th grtr est 04/15/98 Real Estate taxes - Lower 1.35 Turkeyfoot County Township - 1998 04/20/98 PA Department of Revenue - 293.32 1997 04/21/98 Internal Revenue Service - 1,888.91 1997 05/06/98 Internal Revenue Service - 473.00 1st quarter est 06/23/98 Internal Revenue Service - 473.00 2nd grtr est -8- 06/25/98 09/15/98 09/15/98 11/06/98 12/07/98 12/31/98 03/12/99 04/26/99 06/04/99 06/28/99 09/15/99 03/14/00 03/24/00 03/24/00 07/12/00 PA Department of Revenue - 73.33 2nd grtr est Internal Revenue Service - 473.00 3rd grtr est PA Department of Revenue - 73.33 3rd quarter estimated Real Estate taxes - Lower 3.29 Turkeyfoot County Township - 1998 PA Department of Revenue - (236.01) refund PA Department of Revenue - 73.33 estimated payment Real Estate taxes - Lower 1.35 Turkeyfoot County Township - 1999 Internal Revenue Service - 189.00 1st grtr est Internal Revenue Service - (1,230.24) refund PA Department of Revenue - (235.00) refund Real Estate taxes - Lower 3.29 Turkeyfoot County Township - 1999 Real Estate taxes - Lower 1.51 Turkeyfoot County Township - 2000 Internal Revenue Service - 143.00 1st grtr est PA Department of Revenue - 49.00 2000 1st grtr est Real Estate taxes - Lower 3.29 Turkeyfoot County Township - 2000 -9- 10/24/00 Internal Revenue Service - (:L96.88) refund 03/07/01 Real Estate taxes - Lower 2.82 Turkeyfoot County Township - 2001 04/04/01 PA Department of Revenue - 1.47 tax due 04/04/01 PA Department of Revenue - 51.00 2001 1st grtr est 05/23/01 Internal Revenue Service - (117.74) income tax refund 07/06/01 Real Estate taxes - Lower 6.12 Turkeyfoot County Township - 2001 02/19/02 Real Estate taxes - Lower 2.82 Turkeyfoot County Township - 2002 03/26/02 Internal Revenue Service - 1,576.09 2001 03/26/02 PA Department of Revenue - 283.82 2001 tax 04/01/02 Internal Revenue Service - 395.00 2002 est tax 04/01/02 PA Department of Revenue - 284.00 2002 est 06/20/02 Internal Revenue Service - 395.00 2002 est 06/28/02 Real Estate taxes - Lower 6.50 Turkeyfoot County Township - 2002 09/25/02 Internal Revenue Service - 395.00 2002 est 12/31/02 Internal Revenue Service - 395.00 2002 est -10- 02/04/03 PA Department of Revenue - (54.14) 2001 refund 05/27/03 Internal Revenue Service - (1,580.00) refund 06/12/03 PA Department of Revenue - (:270.00) 2002 refund -------------- TOTAL GENERAL DISBURSEMENTS ......................... 5,115.15 -------------- TOTAL DISBURSEMENTS OF PRINCIPAL .................... 5,115.15 -------------- -------------- -11- PRINCIPAL BALANCE ON HAND # Units Description *Cash 690.00 ALLTEL Corp. 15,000.00 CD Flagstar Bank FSB 4.25 due 8/7/07 1.00 Consolidated Natural Gas Company, lease 10,000.00 IBM Corp Note 5.4~ due 10/01/08 495.76 Investment Company of America Class B shares 1,307.87 Putnam Fund for Growth & Income Class B 200.00 The Equity Income Fund, First Exchange Series AT&T shares 800.00 Wachovia Corp New Current Va:1ue Fiduciary Acquisition or as Noted Value (1,834.74) (1,834.74) 5,675.00 15,000.00 25,957.03 10,000.00 14,892.70 27,950.30 7,125.00 8,102.09 --------------- --------------- (1,834.74) 112,867.38 --------------- --------------- --------------- --------------- -12- SCHEDULE E INVESTMENTS MADE - PRINCIPAL # Units Cost 02/21/97 25,000.00 Federal Home Loan Mortage 25,125.00 Corp 6.93 due 09/05/00 - purchased - purchased 09/24/97 20,000.00 CITICORP MTN SUB NOTE B/E, 20,000.00 6.600, DUE 12/15/05, DATED 12/07/95 - purchased - Purchase 09/24/97 1,157.94 shares Putnam Fund for Growth 25,000.00 & Income Class B - shares purchased - Purchase 12/30/97 144.90 shares Putnam Fund for Growth 2,847.38 & Income Class B - shares purchased - purchase 03/16/98 5.02 Putnam Fund for Growth & 102.92 Income Class B - purchased - dividend reinvested 05/15/01 328.95 shares Investment Co America 10,000.00 Class B shares - shares purchased - purchase 06/05/01 0.74 shares Investment Co America 22.93 Class B shares - shares purchased - purchase 06/20/01 132.85 shares Investment Co America 4,000.00 Class B shares - shares purchased - purchase 06/20/01 10,000.00 Federal Home Loan Mtg Cor 10,006.78 6.1~, due 12/21/09 - purchased - purchase 06/20/01 10,000.00 Federal National Mortgage 10,043.40 Assoc Note 6.25 due 05/20/11 - purchased - purchase -13- 09/11/01 1.29 shares Investment Co America 35.62 Class B shares - shares purchased - purchased 12/19/01 5.76 shares Investment Co America 162.34 Class B shares - shares purchased - purchase 12/19/01 1.30 shares Investment Co America 36.55 Class B shares - shares purchased - purchase 03/05/02 1.84 shares Investment Company of 51.80 America Class B shares - shares purchased - purchase 03/05/02 1.31 shares Investment Company of 36.92 America Class B shares - shares purchased - purchase 03/06/02 10,000.00 IBM Corp Note 5.4~ due 10,000.00 10/01/08 - purchased - purchased 06/11/02 1.38 shares Investment Company of 37.40 America Class B shares - shares purchased - purchase 08/07/02 15,000.00 CD Flagstar Bank FSB 4.25% 15,000.00 due 8/7/07 - purchased - purchased 09/10/02 1.65 shares Investment Company of 39.65 America Class B shares - shares purchased - purchase 12/19/02 7.00 shares Investment Company of 166.97 America Class B shares - shares purchased - purchase 12/19/02 1.69 shares Investment Company of 40.26 America Class B shares - shares purchased - purchase 03/05/03 1.87 shares Investment Company of 41.53 America Class B shares - shares purchased - purchased -14- 06/10/03 1.58 shares Investment Company of America Class B shares - shares purchased - purchased 09/09/03 1.48 shares Investment Company of America Class B shares - shares purchased - purchased 12/18/03 3.71 shares Investment Company of America Class B shares - shares purchased - purchased 12/18/03 1.39 shares Investment Company of America Class B shares - shares purchased - purchased 40.28 38.89 103.04 38.52 -15- SCHEDULE F CHANGES IN INVESTMENT HOLDINGS - PRINCIPAL Cost AT&T Corp 10/18/93 300.00 shares received 7,237.50 10/01/96 - reduction of basis due to (2,025.78) spinoff of Lucent Technologies 01/07/97 - reduction of basis due to (248.60) spinoff of NCR 04/16/99 150.00 shares - stock dividend 05/15/01 (450.00)shares sold (4,963.12) 0.00 0.00 Avaya Inc. 10/02/00 32.00 shares - spin off from Lucent 166.69 Tech 05/15/01 (32.00)shares sold (166.69) -------------- -------------- 0.00 0.00 CoreStates Financial Corp. 04/11/96 (0.50)shares sold (16.41) 04/11/96 612.50 shares - received for 500 10,052.88 shares of Meridian due to merger 04/29/98 (612.00)shares -------------- - merger (10,036.47) -------------- 0.00 -------------- -------------- 0.00 -------------- -------------- First Union Corp 04/29/98 991.00 shares - received due to 10,036.47 merger with CoreStates Financial Corp 06/20/01 (191.00)shares sold (1,934.38) -16- 09/05/01 (800.00)shares - name change to (8,102.09) Wachovia Corp -------------- -------------- 0.00 0.00 -------------- -------------- -------------- -------------- GPU Inc. 08/08/96 500.00 shares - received in exchange 9,566.75 for General Public Utilities Corp on 8/8/96 09/24/97 (500.00)shares sold (9,566.75) -------------- -------------- 0.00 0.00 -------------- -------------- -------------- -------------- Lucent Technologies, Inc. 10/01/96 97.23 shares - received in spinoff 2,025.78 from AT & T 10/01/96 (0.23)shares sold (4.69) 04/02/99 97.00 shares - stock dividend 04/05/99 194.00 shares - stock dividend 10/02/00 - reduce basis due to spinoff (166.69) of Avaya 10/13/00 sold 0.00 06/20/01 (388.00)shares sold ------ (1,854.40) -------------- -------- 0.00 -------------- -------------- 0.00 -------------- -------------- Meridian Bancorp., Inc. 10/18/93 500.00 shares received 10,052.88 04/11/96 (500.00)shares - exchanged for 612.5 (10,052.88) shares of Corestates Financial Corp. due to merger -------------- -------------- 0.00 0.00 NCR Corp. 01/07/97 18.75 shares - received in AT&T 248.60 spinoff -17- 01/07/97 (0.75)shares sold 07/30/97 (18.00)shares sold -------------- 0.00 -------------- -------------- Wachovia Corp New ----------------- 09/05/01 800.00 shares - received in name change from First Union Corp. -------------- 800.00 -------------- -------------- (9.94) (238.66) -------------- 0.00 -------------- -------------- 8,102.09 -------------- 8,102.09 -------------- -------------- -18- In the Court of Common Pleas of Cumberland County, Pennsylvania Orphans' Court Division File No. Trust u/w/o Sarah G. Shupe Final Principal Accounting Bernice J. Koplin, Mary Jane Stoner and Ronald J. Levine, Co-Trustees Date of Death: 05/01/1987 Date of Incapacity, if any: None Date of Co-Trustees' First Receipt of Funds: 05/01/1987 o2n~Q~~; d~ Accounting for the period: 01/01/2004 to 12/31 /2007 Purpose of Account: Bernice J. Koplin, Mary Jane Stoner and Ronald J. Levine, Co-Trustees, offer this Account to acquaint interested parties with the transactions that have occurred during the Administration. It is important that the Account be carefully examined. Requests for additional information or questions or objections can be discussed with: Bernice J. Koplin Schachtel, Gerstley, Levine & Koplin, P.C. 123 S Broad St -Ste 2170 Philadelphia, PA 19109-1029 215-772-1700 Supreme Court I.D. No. 34500 SUMMARY OF ACCOUNT Trust u/w/o Sarah G. Shupe For the period of January 1, 2004 through December 31, 2007 PAGES PRINCIPAL Receipts: This Account 3 - 4 Net Gain (or Loss) on Sales 3 - 4 or Other Dispositions Less Disbursements: General Disbursements 5 1,780.11 Fees 6 7,615.00 7 9,395.11 Balance Before Distributions Transfer to (from) Principal Distributions to Beneficiaries Principal Balance on Hand For Information: Investments Made Changes in Holdings INCOME Receipts This Account Net Gain (or Loss) on Sales or Other Dispositions Less Disbursements Balance Before Distributions Transfer to (from) Income Distributions to Beneficiaries Income Balance on Hand For Information: Investments Made Changes in Holdings COMBINED BALANCE ON HAND Signature Verification 8 9-11 114,972.66 91,641.84 206,614.50 197,219.39 0.00 197,219.39 0.00 0.00 o.oo 0.00 0.00 0.00 0.00 0.00 0.00 0.00 12 13 -2- SCHEDULE A RECEIPTS OF PRINCIPAL Fiduciary Acquisition Value Cash 01/01/2004 Cash -principal - as per Accounting through -1,834.74 12/31/2003 01/01/2004 Flagstar Bank CD 4.25% due 08/07/2007 -held as 15,000.00 of Account ending 12/31/2003 Total Cash 13,165.26 Stocks !Listed 01/01/2004 690.0000 shares Alltel Corp -shares held as of Account 5,675.00 ending 12/31/2003 -acquisition date 1 011 811 9 9 3 01/01/2004 200.0000 shares Equity Income Fund 1st Exch SerAT8~T - 7,125.00 shares held as of Account ending 1213112003 - acquisition date 10/18/1993 01/01/2004 1,307.8650 shares Putnam Fund for Growth and Income, 27,950.30 Class B -shares held as of Account ending 12/31/2003 01/01/2004 800.0000 shares Wachovia Corp New -shares held as of 8,102.09 Account ending 12/31/2003 -acquisition date 04/29/1998 Total Stocks /Listed 48,852.39 Bonds 01/01/2004 10,000.0000 IBM Corp Med Term Note 5.4% due 10/01/08 - 10,000.00 held as of Account ending 1213112003 - acquisition date 03/06/2002 01/01/2004 495.7550 shares Investment Co of America Class B - 14,892.70 shares held as of Account ending 12/31/2003 - acquisition date 05/15/2001 Total Bonds 24,892.70 All Other Property 01/01/2004 Dominion Exploration ~ Production Inc. Gas 25,957.03 leases DV7546, DV7537, DV029654 for oil and gas rights on land located in Fayette County PA (do not own land) -rights held as of Account ending 1213112003 -acquisition date 1 011 3/1 9 9 3 Total All Other Property 25,957.03 -3- SCHEDULE A RECEIPTS OF PRINCIPAL Continued Fiduciary Acquisition Value Subsequent Principal Receipts 1 212 212 0 0 6 Capital World Growth 8~ Income Fund Inc CIA - 419.14 long term capital gain distribution 12/15/2004 Investment Co of America Class B -long term 177.34 capital gain distribution 12/27/2005 Investment Co of America Class B -long term 413.78 capital gain distribution 12/22/2006 Investment Co of America Class B -long term 1,095.02 capital gain distribution Total Subsequent Principal Receipts 2,105.28 Total Receipts of Principal 114,972.66 -4- SCHEDULE B GAINS AND LOSSES ON SALES OR OTHER DISPOSITIONS -PRINCIPAL Gain Loss 03/30/2004 23,000.0000 Horican Wi CD 3.2% due 03/26/09 -redemption Net Proceeds 22,344.26 Fiduciary Acquisition Value -23,014.12 -669.86 03/3012004 1,307.8650 shares Putnam Fund for Growth and Income, Class B -sale Net Proceeds 23,319.23 Fiduciary Acquisition Value -27,950.30 -4,631.07 07/18/2006 Windstream Corp -cash in lieu of fraction Net Proceeds 4.53 Fiduciary Acquisition Value 0.00 4.53 08/22/2006 713.0000 Windstream Corp -sale Net Proceeds 8,898.07 Fiduciary Acquisition Value -1,029.44 7,868.63 08/07/2007 Flagstar Bank CD 4.25% due 08/07/2007 - redemption Net Proceeds 15,000.00 Fiduciary Acquisition Value -15,000.00 0.00 11/16/2007 690.0000 shares Alltel Corp -sale Net Proceeds 49,335.00 Fiduciary Acquisition Value -4,645.56 44,689.44 11/29/2007 17.0800 Capital World Growth 8~ Income Fund Inc CIA - sale Net Proceeds 825.01 Fiduciary Acquisition Value -732.84 92.17 -3- SCHEDULE B GAINS AND LOSSES ON SALES OR OTHER DISPOSITIONS -PRINCIPAL Continued Gain 11/29/2007 232.0000 Capital World Growth 8~ Income Fund Inc CIA - sale Net Proceeds 11,205.60 Fiduciary Acquisition Value -9,500.00 1,705.60 11/29/2007 200.0000 shares Equity Income Fund 1st Exch SerAT8~T - sale Net Proceeds 22,878.01 Fiduciary Acquisition Value -6,936.20 15,941.81 11/29/2007 10,000.0000 IBM Corp Med Term Note 5.4% due 10/01/08 -sale Net Proceeds 10,000.00 Fiduciary Acquisition Value -10,000.00 0.00 11/29/2007 41.1600 Investment Co of America Class B -sale Net Proceeds 1,432.78 Fiduciary Acquisition Value -1,249.26 183.52 11/29/2007 531.0520 shares Investment Co of America Class B -sale Net Proceeds 18,485.92 Fiduciary Acquisition Value -16,118.06 2,367.86 11/29/2007 800.0000 shares Wachovia Corp New -sale Net Proceeds 32,191.30 Fiduciary Acquisition Value -8,102.09 24,089.21 TOTAL GAINS AND LOSSESJPRINCIPAL LESS LOSS NET GAIN OR LOSS Loss 96,942.77 -5,300.93 91,641.84 -4- SCHEDULE C DISBURSEMENTS OF PRINCIPAL General Disbursements PA Deaartment of Revenue 04/28/2005 estimated 2005 income tax 5.00 04/26/2007 estimated 2007 income tax 335.00 0412612007 balance of 2006 income tax 335.00 675.00 U.S. Treasury 04/26/2007 federal income tax balance for 2006 552.11 04/26/2007 federal income tax estimated for 2007 553.00 1,105.11 Total General Disbursements 1,780.11 Fees Schachtel Gerstlev Levine 8~ Koplin, P.C. one-half share of principal commission - 2.5% of 2,220.00 averaged market value from 1994 through 2007 - UNPAID preparation of Family Settlement Agreement and 5,395.00 final trust termination -UNPAID Total Fees TOTAL DISBURSEMENTS OF PRINCIPAL 7,615.00 7,615.00 9,395.11 -3- SCHEDULE D DISTRIBUTIONS OF PRINCIPAL Marv Jane Stoner 12/31/2007 Dominion Exploration 8~ Production Inc. Gas leases DV7546, DV7537, DV029654 for oil and gas rights on land located in Fayette County PA (do not own land) -distribution in kind to Mary Jane Stoner 12/31/2007 Mary Jane Stoner -principal distribution - UNPAID 12/31!2007 Mary Jane Stoner -principal distribution - UNPAID 25,957.03 165,000.00 6,262.36 197,219.39 TOTAL DISTRIBUTIONS TO BENEFICIARIES 197,219.39 -7- SCHEDULE E PRINCIPAL INVESTMENTS MADE # Units 03/09/2004 1.2260 Investment Co of America Class B 03/3012004 23,000.0000 Horican Wi CD 3.2% due 03126109 06108/2004 1.3130 Investment Co of America Class B 09/08/2004 1.2640 Investment Co of America Class B 12/15/2004 1.1750 Investment Co of America Class B 12/15/2004 5.8490 Investment Co of America Class B 03/08/2005 1.1420 Investment Co of America Class B 06/07/2005 1.1980 Investment Co of America Class B 09/07/2005 1.2840 Investment Co of America Class B 12/27/2005 13.1360 Investment Co of America Class B 12/27/2005 3.5360 Investment Co of America Class B 03/07/2006 1.4320 Investment Co of America Class B 06/06/2006 1.3920 Investment Co of America Class B 08/22/2006 231.8200 Capital World Growth 8. In come Fund Inc CI A 09/06/2006 1.3470 Investment Co of America Class B 09/21/2006 1.1660 Capital World Growth 8 In come Fund Inc CI A 12/22/2006 10.0710 Capital World Growth 8~ In come Fund Inc CI A 12/22/2006 1.4000 Capital World Growth 8~ In come Fund Inc CI A 1212612006 32.8740 Investment Co of America Class B 12/26/2006 3.5280 Investment Co of America Class B 03/06/2007 1.6690 Investment Co of America Class B 03/20/2007 1.1890 Capital World Growth Bz In come Fund Inc CI A 06/05/2007 1.4370 Investment Co of America Class B 06/19/2007 2.1260 Capital World Growth 8~ In come Fund Inc CI A 09/11/2007 1.6550 Investment Co of America Class B 09/25/2007 1.3080 Capital World Growth 8 In come Fund Inc CI A Total Cost 36.39 23,014.12 37.52 36.33 35.62 177.34 35.56 36.30 40.31 413.78 111.38 46.15 45.70 9,500.00 45.24 46.36 419.14 58.25 1,095.02 117.52 54.76 48.89 51.73 98.26 57.97 61.94 35,721.58 -8- SCHEDULE F CHANGES IN PRINCIPAL HOLDINGS # units cost Alltel Cora 01/01/2004 690.0000 inventoried 5,675.00 07/18/2006 reduction in basis due to spinoff of Windstream -1,029.44 11/16/2007 -690.0000 sold -4,645.56 0.0000 Ending balance as of 12/31/2007 0.00 Caaital World Growth $ Income Fund Inc CI A 08/22/2006 231.8200 purchased 09/21/2006 1.1660 purchased 12/22/2006 10.0710 purchased 12/22/2006 1.4000 purchased 03/20/2007 1.1890 purchased 06/1912007 2.1260 purchased 09/25/2007 1.3080 purchased 11/29/2007 -17.0800 sold 11/29/2007 -232.0000 sold 0.0000 9,500.00 46.36 419.14 58.25 48.89 98.26 61.94 -732.84 -9,500.00 Ending balance as of 1213112007 Dominion Exaloration 8~ Production Inc. Gas leases DV7546. DV7537. DV029654 for oil and gas rights on land located in Fayette County PA (do not own land) 0110112004 inventoried 12/31/2007 distributed Eauity Income Fund 1st Exch SerATBT 01/01/2004 200.0000 inventoried 1 010 212 0 0 6 return of principal 11/29/2007 -200.0000 sold 0.0000 Flaastar Bank CD 4.25% due 08/07/2007 01101/2004 inventoried 08/07/2007 sold 0.00 25,957.03 -25,957.03 Ending balance as of 12/31/2007 0.00 7,125.00 -188.80 -6,936.20 Ending balance as of 12/31/2007 0.00 -9- 15,000.00 -15,000.00 SCHEDULEF CHANGES IN PRINCIPAL HOLDINGS Continued # Units Horican Wi CD 3.2% due 03/26/09 03/30/2004 23,000.0000 purchased 03/30/2004 -23,000.0000 sold 0.0000 IBM Cora Med Term Note 5.4% due 10/01/08 01/01/2004 10,000.0000 inventoried 11/29/2007 -10,000.0000 sold 0.0000 Investment Co of America Class B 01/01/2004 495.7550 inventoried 03/09/2004 1.2260 purchased 06/08/2004 1.3130 purchased 09/08/2004 1.2640 purchased 12/15/2004 1.1750 purchased 12/15/2004 5.8490 purchased 03/08/2005 1.1420 purchased 06/0712005 1.1980 purchased 09!0712005 1.2840 purchased 12/27/2005 13.1360 purchased 12!27/2005 3.5360 purchased 03/07/2006 1.4320 purchased 06/06/2006 1.3920 purchased 09/06/2006 1.3470 purchased 12/26/2006 32.8740 purchased 12/2612006 3.5280 purchased 03/0612007 1.6690 purchased 0610512007 1.4370 purchased 09/11/2007 1.6550 purchased 11/29/2007 -41.1600 sold 11/29/2007 -531.0520 sold Cost Ending balance as of 12/31/2007 0.00 23,014.12 -23,014.12 Ending balance as of 12/31/2007 0.00 10,000.00 -10,000.00 Ending balance as of 12/3112007 0.00 14,892.70 36.39 37.52 36.33 35.62 177.34 35.56 36.30 40.31 413.78 111.38 46.15 45.70 45.24 1,095.02 117.52 54.76 -10- 51.73 57.97 -1,249.26 -16,118.06 SCHEDULE F CHANGES IN PRINCIPAL HOLDINGS Continued # Units Cost 0.0000 Ending balance as of 12/3112007 0.00 Putnam Fund for Growth and Income, Class B 01/01/2004 1,307.8650 inventoried 27,950.30 03/3012004 -1,307.8650 sold -27,950.30 0.0000 Ending balance as of 1213112007 0.00 Wachovia Corp New 01/01/2004 800.0000 inventoried 8,102.09 11/29/2007 -800.0000 sold -8,102.09 0.0000 Ending balance as of 12131/2007 0.00 Windstream Cora 0711812006 713.0000 spinoff from Alltel Corp -acquisition date 10/13/1993 1,029.44 0 711 812 0 0 6 sold 0.00 08/22/2006 -713.0000 sold -1,029.44 0.0000 Ending balance as of 12/31/2007 0.00 Total -o.oo -11- In the Court of Common Pleas of Cumberland County, Pennsylvania Orphans' Court Division File No. Trust u/w/o Sarah G. Signatures Bernice J. Koplin, Co-Trustee AND Mary Jane Stoner, Co-Trustee AND ~~ r G't~° (G % 2 ~fi~ Ro ald J. Levi -Truste -12- In the Court of Common Pleas of Cumberland County, Pennsylvania Orphans' Court Division File No. Trust u/w/o Sarah G. Shupe Signatures Bernice J. Kopli o- r e AND Mary Jane St er o-Trustee AND Ronald J. Levine, Co-Trustee -12- In the Court of Common Pleas of Cumberland County, Pennsylvania Orphans' Court Division File No. Trust u/w/o Sarah G. Shupe Verification Bernice J. Koplin, Mary Jane Stoner and Ronald J. Levine, Co Trustees of the Trust ulwlo Sarah G. Shupe, hereby declare under oath that they have fully and faithfully discharged the duties of their office; that the foregoing Account is true and correct and fully discloses all significant transactions occurring during the accounting period; that all known claims against the Trust have been paid in full; that, to his/her knowledge, there are no claims now outstanding against the Trust; and that all taxes presently due from the Trust have been paid. This statement is-made subject to penalties of 18 Pa. C.SA. Section 4904 relating to unsworn falsification to authorities. Bernice J. Koplin - M Ja a Stoner - ~~ ald J. in Dated: ~~~~ p~ -13- In the Court of Common Pleas of Cumberland County, Pennsylvania Orphans' Court Division File No. Trust u/w/o Sarah G. Shupe Verification Bernice J. Koplin, Mary Jane Stoner and Ronald J. Levine, Co-Trustees of the Trust ulw/o Sarah G. Shupe, hereby declare under oath that they have fully and faithfully discharged the duties of their office; that the foregoing Account is true and correct and fully discloses all significant transactions occurring during the accounting period; that all known claims against the Trust have been paid in full; that, to his/her knowledge, there are no claims now outstanding against the Trust; and that all taxes presently due from the Trust have been paid. This statement is made subject to penalties of 18 Pa. C.S.A. Section 4904 relating to unsworn falsification to authorities. Dated: ~~p/y Ronald J. Levine -13-