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HomeMy WebLinkAbout02-27-09 (3)J 15056051047 REV-1500 ~ ~~-05~ PA Department of Revenue County Code Year File Number Bureau oflndividual Taxes INHERITANCE TAX RETURN Po Box 2aosot 2 1 0 8 0 6 5 6 Harrsburg, PA 17128-0601 RESIDENT DECEDENT ENTER DECEDENT INFORMATION BELOW Social Security Number Date of Death Date of Birth 2 OI 9 1 6 3 1 3 0 0 5 3 1 2 0 0 8 0 9 1 8' 1 9' 2 6' Decedent's Last Name Suffix Decedent's First Name C O O K L 0 U I S E (If Applicable) Enter Surviving Spouse's Information Below Spouse's Last Name Suffix Spouse's Fret Name Spouse's Social Security Number FILL INAPPROPRIATE OVALS BELOW _ 1. Original Retum MI 'V! MI THIS RETURN MUST BE FILED IN DUPLICATE WITH THE REGISTER OF WILLS 2. Supplemental Retum 3. Remainder Retum (date of death prior to 12-132) 4. Limited Estate 4a. Future Interest Compromise (date of 5. Fed. Estate Tax Return Required death after 12-12-82) ~ 6. Decedent Died Testate ~ 7. Decedent Maintained a Living Trust ~L 8. Total No. of Safe Deposit Boxes (Attach Copy of Will) (Attach Copy of Trust) 9. Litigation Proceeds Receieed 10. Spousal Poverty Credit (date of death 11. Election to tax under Sec. 9113(A) between 12-31-91 and 1-1-95) (Attach Sch O) CORRESPONDENT- THIS SECTION MUSTBE COMPLETED.ALL CORRESPONDENCEANDCONFIDENTI __ __ AL TAXINFORMATION SHOULD BE DIRECTED TO: Name Daytime Telephone Number R U T'H A'N N M C M I L L E'N 7 1 7 2 5' S 2>1 0 9 Frm Name (It Applicable) ~._, M'& T B A N K nO ..~, ~~ r r.~ -t7 Fret line of address ', -- y~ ; C;J 2 1 3 M A R K' E T i S T R E E T ~ ~-t N ~ - ; - ; ...-a Second line of address ~'-' ~%C~ 'T_7 ' City or Post Office State ZIPCode _ .r{ .. - - ~ - - - N ' ...1 H A R R I S B U R G P,A 1 7 1 0 1 Correspondent's a-mail address: _._ _ _ ___ Under penalpes of perjury, I dedare that I have examined this return, induding accompanying schedules and statements, and to the best of my knowledge and belief, it is true, cotrect ~ complete. DedasEDOn of preparer other than the personal representative is based on all informamon of which preparer has any knowledge. SI UR OF P~RSON R IBLE OF~G RETURN. __ __ _ __ __ __ __ DATE....... _ __ r „` ~ C//~' gSST: VICE PRESIDENT ~j SS a ~ ~ _ do TRUST OFFIOfR _ _ - __ r ~ . _ll~ /~-, ___ 213 Market Street, Harrisburg, PA 17101 and Susan L. Cook __ __ SIGNATURE OF PREPARER OTHER THAN REPRESENTATIVE DATE ADDRESS 213 Market Street, Harrisburg, PA 17101 PLEASE USE ORIGINAL FORM ONLY Side 1 15056051047 15056051047 J 15056051047 REV-1500-EX Decedent's Social Security Number Decedent's Name: Louise V. Cook ' 2 0 9 1 6 3 1 3 0 RECAPITULATION 1. Real estate (Schedule A) ........................................... 1. 2. Stocks and Bonds (Schedule B) ••~~~~~~..• .......................... 2. 3. Closely Held Corporation, Partiiership or Sole-Proprietorship (Schedule C) , .. 3 4. Mortgages & Notes Receivable (Schedule D) • • • • ~ ~ ~ ~ ................... 4 5. Cash, Bank Deposits & Miscellaneous Personal Properly (Schedule E) ..... 5. 6. Jointly Owned Property (Schedule F) Separate Billing Requested ..... 6. 7. Inter-Uroos Transfers 8~ Miscellaneous Non-Probate Property (Schedule G) Separate Billing Requested ..... 7. 8. Total Gross Assets (total Lines 1-7) ~ ~ ~ ... • ........................... 8. 9. Funeral Expenses & Administrative Costs (Schedule H) • ~ ~ ~ ~ ~ • • ........... 9. 10. Debts of Decedent, Mortgage Liabilities, & Liens (Schedule I) .............. 10. 11. Total Deductions (total Lines 9 & 10) ~ ~ ~ ~ ~ ~ • ......................... 11. 12. Net Value of Estate (Line 8 minus Line 11) ............................ 12. 13. Charitable and Governmental BequestslSec 9113 Trusts for which an election to tax has not been made (Schedule J) • ~ ~ ~ ~ ~ • ............... 13. 14. Net Value Subject to Tax (Line 12 minus Line 13) ~ • • • • ................. 14. ............................................ TAX COMPUTATION -SEE INSTRUCTIONS FOR APPLICABLE RATES 15. Amount of ljne 14 taxable at the spousal tax rate, or transfers under Sec. 9116 (a)(1.2) X .0 0 0 0 15. 16. Amount of Line 14 taxable 5 1 4 8 5 9 3 7 i 16. at lineal rate X .0 45 17. Amount of Line 14 taxable 17 at sibling rate X .12 . 0 ^ 18. Amount of Line 14 taxable 0 0 18. at collateral rate X .15 19. Tax Due ........................................................ 19. 20. FILL IN THE OVAL IF YOU ARE REQUESTING AREFUND OF AN OVERPAYMENT Side 2 1 6 0 0 0 0 .0 0 1 7 9 0. 1 0 0 0 _ 0 0 5 8 5 0 4 4 2 5 4 4 1 0 7 3 7 1 6 9 4 5 2 5 6 4 7 7 6 . 1 3 3 3 8 4 8, 7 9 1 6 0 6 7. 9 7 4 9 9 1 6. 7 6 5 1 4 8 5 9. 3 7 .D o 5 1 4 8 5 9. 3 7 .0'0 2 3 1 6 8. 6 7 .0 0 .0 D 2 3 1 6' 8. 6 7 15056051047 15056051047 REV-1500-EX Page 3 Decedent's Complete Address: Fle Number ~~ na ncr;c DECEDENT'S NAME Louise V. Cook STREET ADDRESS 553 Brighton Place CITY Mechanicsburg STATE PA ZIP 17055 Tax Payments and Credits: 1. Tax Due (Page 2 Line 19) 2. Credits/Payments A. Spousal Poverty Credit B. Prior Payments C. Discount 19,000.00 1,000.00 (1) 23 ,168.67 3. I nteresVPenalty if applicable Total Credits (A + B + C) (2) 20 , 000 .00 D. I nterast . 00 E. Penalty .00 Total IrrteresUPenalty (D+ E) (3) . 00 4. If Line 2 is greater than Line 1 + Line 3, enter the difference. This is the OVERPAYMENT. FIII In oval on Page 2, Llne ZO to request a refund. (q) 5. If Line 1 + Line 3 is greater than Line 2, enter the difference. This is the TAX DUE. (5) 3 ,168.67 A. Enter the interest on the tax due. (SA) B. Enter the total of Line 5 + SA. This is the BALANCE DUE. (SB) 3 ,168.67 Make Check Payable to: REGISTER OF WILLS, AGENT PLEASE ANSWER THE FOLLOWING QUESTIONS BY PLACING AN "X" IN THE APPROPRIATE BLOCKS 1. Did decedent make a transfer and: Yes No a. retain the use or income of the property transferred : ............................................................................ ....... ~ ^ b. retain the right to designate who shall use the property transferred or its income : .................................. ....... ~ ^ c. retain a reversionary interest; or ......................................................................................................... ....... ~ ^ d. receive the promise for life of either payments, benefits or care? ......................................................... ....... ^ Z. If death occurred after December 12, 1982, did decedent transrer property within one year of death without receiving adequate consideration? ............................................................................................ ^ 0 3. Did decedent own an "intrust for' or payable upon death bank account or security at his or her death? ...... ....... X^ ^ 4. Did decedent own an Individual Retirement Account, annuity, or other non-probate property which contains a beneficiary designation? ....................................................................................................... ....... ~ ^ IF THE ANSWER TO ANY OF THE ABOVE QUESTIONS IS YES, YOU M UST COM PLETE SCHEDULE G AND FILE IT AS PART OF THE RETURN For dates of death on or after July 1, 1994 and before January 1, 1995, the lax rate imposed on the net value of transfers to or for the use of the surviving spouse is three (3) percent [72 P.S.§ 9116 (a) (1.1) (i)]. For dates of death on or alter January 1, 1995, the lax rate imposed on the net value of transfers to or for the use of the surviving spouse is zero (0) percent [72 P.S. ~ 9116 (a) (1.1) (ii}]. The slatuth does not exempt a transfer th a surviving spouse from lax, and the statuthry requirements for disclosure of assets and filing a tax return are still applicable even I e sT~i urvlving spouse is the only beneficiary. For Baths ofdeath on or after July 1, 2000: The tax rate imposed on the net value of transfers from a deceased. child twenty-one years of age or younger at death th or for the use of a natural parent, an adoptive parent, or a sthpparent of the child is zero (0) [72 P.S. ~ 9116(a)(1.2)]. The lax rate imposed on the net value of transfers b or thr the use of the decedents lineal beneficiaries is four and one-half (4.5) percent, except as noted in 72 P.S. § 9116(1.2) [72 P.S.$ 9116(a)(1)]. 00 The thx rate imposed on the net value of transfi;rs to or for the use of the decedents siblings is twelve (12 percent [72 P.S.§9116(a)(1.3)]. A sibling is defined under Section 9102, as an individual who has at leastone parent in common with the decedent, whether 6y blood or adoption. REV-1502 EX+ (1-97) COMMONWEALTH OF PENNSYLVANIA SCHEDULE A INHERITANCE TAX RETURN REAL ESTATE RESIDENT DECEDENT ESTATE OF FILE NUMBER Louise V. Cook 21-08-0656 All real property owned solely or as a tenant In common must be reported at fair market value. Fair market value is defined as the price at which property would be exchanged between a willing buyer and a willing seller, neither being compelled to buy or sell, both having reasonable knowledge of the relevant facts. Real property which Is Jointly-owned with right of survivorship must be disclosed on Schedule F. 0 PA1$021 NTF 33299 Copyright 2000 C3reatland/Nalco LP-Forms Software Only (If more space is needed, insert additional sheets of the same size) REV-1503 EX+ (1-97) COMMONWEALTH OF PENNSYLVANIA SCHEDULE B INHERITANCE TAX RETURN STOCKS & BONDS RESIDENT DECEDENT ESTATE OF FILE NUMBER Louise V. Cook 21-08-0656 All property Jointly-owned with right of survivorship must be disclosed on Schedule F. 0 PA15031 NTF 33300 Copyright 2000 Greatland/Nalco LP- Forms Software Only (If more space is needed, insert additional sheets of the same size) REV-1508 EX+ (1-97) SCHEDULE E COMMONWEALTH OF PENNSYLVANIA CASH, BANK DEPOSITS, $c MASC. INHERITANCE TAX RETURN PERSONAL PROPERTY RESIDENT DECEDENT ESTATE OF FILE NUMBER Louise V. Cook 21-OB-0656 Include proceeds of litigation a data prooeeds ware received by ina eatate. All prop. Jointly-owned with right of survivorship must be disclosed on Sch. F. ITEM VALUE AT NO. DESCRIPTION DATE OF DEATH 1. Household Effects - Sale Price 635.25 2. U.S. Treasury - 2008 Economic Stimulus Payment 300.00 3. Received from Randall C. Cook - Payment on Purchase of Automobile 500.00 4. State Farm Fire 6 Casualty Insurance - Refund on Policy #38-EN-4818-5 135.92 5. 6T Bank Checking Account #23918977 - Date of Death Balance 2,663.60 Interest accrued to 05/31/2008 ,02 6. Genworths - Date of Death Balance 1,610.00 7. 'scellaneous Credits - Date of Death Balance 5.65 TOTAL (Also enter on line 5, Recapitulation) ~i 5 , 850 .44 (If more space is needed, insert additional sheets of the same size) 0 PA15081 NTF 33305 Copyright 2000 Greatland/Nalco LP- Forms Software Only REV-1509 EX+ (1-97) SCHEDULE F COMMONWEALTH OF PENNSYLVANIA JOINTLY-OWNED PROPERTY INHERITANCE TAX RETURN RESIDENT DECEDENT ESTATE OF FILE NUMBER Louise V. Cook 21-08-0656 If an asset was made )olnt wlthln one year of the decedent's date of death, It must be reported on Schedule G. SURVIVING JOINT TENANT(S) NAME ADDRESS RELATIONSHIP TO DECEDENT A. Susan L. Cook 104 Crossover Lane Daughter ockville, NID 20652 B• Randall C. Cook C JOINTLY-OWNED PROPERTY: 42 Hamilton Avenue atrobe, PA 15650 Son ITEM NO. LETTER FOR JOINT TENANT DATE MADE JOINT DESCRIPTION OF PROPERTY Include name of financial institution and bank account number or similar identifying number. Attach deed for jointly-held real estate. DATE OF DEATH VALUE OF ASSET % OF DECD'S INTEREST DATE OF DEATH VALUE OF DECEDENT'S INTEREST 1. A. L. A 6 660 Geneva Drive Condominium 25,441.07 100.00 25,441.07 Unit, Tax Parcel #42-24-0792-041A-U66014 located in Upper Allen Twp., Cumberland County, PA, per Deed dated 8/28/98 and recorded in Record Book 164, page 545, et seq., of the records of Cumberland County, PA. The decedent and two of her children (Susan L. Cook and Randall C. Cook) were equal co-tenants; the decedent's interest passed to those two children by right o survivorship, as provided in the aforesaid Deed. See Continuation Sheet TOTAL (Also enter on line 6, Recapitulation) ~$ 25 , 441.07 (If more space is Headed, insert additional sheets of the same size) 0 PA1SO91 NTF 33308 Copyright 2000 Greatland/Nalco LP-Forma Software Only Schedule F (continuation) This real property was valued according to its Common Level Ratio (CLR) value, as follows: $62,560 (100% assessed value) X 1.22% CLR = $76,323.20 date of death value (of 100%) X .3333 decedent's percentage interest = $25,441.07 taxable value for Sch F. REV-1510 EX + (1-97) COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT SCHEDULE G INTER-VIVOS TRANSFERS & MISC. NON-PROBATE PROPERTY ESTATE OF FILE NUMBER Louise V. Cook 21-08-0656 This schedule must be completed and filed if the answer to any of questions 1 through 4 on the reverse side of the REV-1500 COVER SHEET is yes. ITEM NO. DESCRIPTION OF PROPERTY INCLUDE NAME OF THE TRANSFEREE, THEIR RELATIONSHIP TO DECD & DATE OF TRANSFER. ATTACH COPY OF THE DEED FOR REAL ESTATE. DATE OF DEATH VALUE OF ASSET % OF DECD'S INTEREST EXCLUSION (IF APPLICABLE) TAXABLE VALUE 1~ Money Market 27,502.41 100.00 .00 27,502.41 2. 6,600 Shs. Allied Irish Bks Plc 263,340.00 100.00 .00 263,340.00 Spons Adr - Date of Death Value 3. 1,561.931 Shs. Federated 8,262.61 100.00 .00 8,262.61 Strategic Value Fund - Date of Death Value 4. 1,302.627 Shs. MTB Equity Income 6,414.97 100.00 .00 8,414.97 Portfolio-Inst I Fund #43 - Date of Death Value 5. 1,126.972 Shs. MTB Equity 13,140.49 100.00 .00 13,140.49 Index-Inst I Fund #134 - Date of Death Value 6. 200.735 Shs. T. Rowe Price 4,911.99 100.00 .00 4,911.99 Dividend Growth Fd #56 - Date of Death Value 7. 237.079 Shs. Vanguard High Yield 4,525.84 100.00 .00 4,525.84 Index Fd - IV - Date of Death Value 8. 544.66 Shs. Vanguard Value Index 13,245.55 100.00 .00 13,245.55 Fund #6 - Date of Death Value 9. 749.499 Shs. MTB Intermediate 7,420.04 100.00 .00 7,420.04 Term Bond-Inst I Fund #220 - Date of Death Value .0. 2,231.409 Shs. MTB US Government 20,930.62 100.00 .00 20,930.62 Bond Inst I Fund #822 - Date of Death Value TOTAL (Also enter on line 7, Recapitulation) S 371, 694 .52 (If more space is needed, insert additional sheets of the same size) 0 PA15101 NTF 33307 Copyright 2000 Greatlan d/Nalco LP- Forms Software Only REV-1511 EX + (1-97) COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT SCHEDULE H FUNERAL EXPENSES & ADMINISTRATIVE COSTS ESTATE OF FILE NUMBER Louise V. Cook 21-08-0656 Debts of decedent must be reported on Schedule I. ITEM NO. DESCRIPTION AMOUNT A. FUNERAL EXPENSES: t~ eill Funeral Home Expense C. Cook. M.D. 2Reimbursement of after Funeral Meal Expense B. ADMINISTRATIVE COSTS: 1. Personal Representative's Commissions Name of Personal Representative(s) Manufacturers and Traders Trust Com~any )/EIN No. of Personal Representative(s) 16-0538020 Street Address 213 Market Street CityHarrisburg State PA Zip 17101 Year(s) Commission Paid: Robert R. Church, Esquire Keefer, Wood, Allen 6 Rahal LLP 2. Attorney Fees 3. Family Exemption: (If decedent's address is not the same as claimants, attach explanation) Claimant Street Address City State Zip Relationship of Claimant to Decedent 4. Probate Fees 5. Accountant's Fees 6. Tax Return Preparer's Fees 7. Schedule attached 1,165.45 373.16 8,115.11 18,000.00 .00 .00 .00 .00 6,195.07 TOTAL (Also enter on line 9, Recapitulation) ~; (If more space is needed, insert add'Rional sheets of the same size) 0 PA15111 NTF 33308 Copyright 2000 Greatland/Nalco LP- Forms Software Only 33,848.79 HB 7.- MISCELLANEOUS EXPENSES Estate of Louise V. Cook File Number 21-08-0656 Brighton Place 7. Monthly Association Dues 553 Brighton Place 120.00 B. Monthly Association Dues 553 Brighton Place 120.00 9. Monthly Association Dues 553 Brighton Place 120.00 10. Monthly Association Dues 553 Brighton Place 120.00 11. Monthly Association Dues 553 Brighton Place 120.00 600.00 Capital Area Carpet Cleaners 12. Carpet Cleaned 553 Brighton Place 183.33 Cumberland County Register of Wills 13. Four Short Certificates 16.00 Drew Painting 14. Painting 553 Brighton Place 1,425.00 Haar's Incorporated 15. Fee and Surcharge on Sale of Personal Property 232.34 John Wesley/SMM 16. Clean Out 6 Refuse Removal 553 Brighton Place 380.00 Marlin A. Yohn, Sr. Treasurer 17. 2008 County Real Estate Tax 553 Brighton Place 541.38 18. 2008 School Real Estate Tax 553 Brighton Place 1,616.47 19. Certification Fee for Township, County and School 10.00 2,167.85 Real Property Tax Receipts for 2007 Mark Heclanan Real Estate Appraisers 20. Appraisal Fee for 553 Brighton Place 350.00 PPL Electric Utilities 21. Utility Expense 553 Brighton Place 32.05 HB 7.- MISCELLANEOUS EXPENSES Estate of Louise V. Cook 22. Utility Expense 553 Brighton Place 23. Utility Expense 553 Brighton Place 24. Utility Expense 553 Brighton Place 25. Utility Expense 553 Brighton Place SES Insurance Brokerage Service Inc. 26. Liability Coverage 553 Brighton Place 27. Additional Liability Coverage 553 Brighton Place Upper Allen Township 28. Sewer Expense 553 Brighton Place 29. Sewer Expense 553 Brighton Place United Water Pennsylvania 30. Water Expense 553 Brighton Place 31. Water Expense 553 Brighton Place 32. Water Expense 553 Brighton Place 33. Water Expense 553 Brighton Place Wilson Carpet Service 34. New Carpet 553 Brighton Place HB- MISCELLANEOUS ADMINISTRATIVE COSTS TOTAL File Number 21-08-0656 34.70 26.66 49.12 207.60 29.00 32.00 61.00 112.00 112.00 224.00 22.73 37.02 3.42 8.78 71.95 276.00 6,195.07 Estate of Louise V. Cook Personal Representatives Name and Address of Personal Representatives Social Sec # Fed Tax ID # Year(s) Commissions Paid Amount Paid Manufacturers and Traders Trust Company 16-0538020 .00 213 Market Street Harrisburg, PA 17101 Susan L. Cook 198-44-8750 .00 6104 Crossover Lane Rockville, MD 20852 REV-1512 EX+ (1-97) SCHEDULE I COMMONWEALTH OF PENNSYLVANIA DEBTS OF DECEDENT, IN RESIDENT DECeDENTRN MORTGAGE LIABILITIES, & LIENS ESTATE OF FILE NUMBER Louise V. Cook 21-08-0656 Include unreimbursed medical expenses. ITEM NO. DESCRIPTION AMOUNT 1. Susan Christakos - Reimbursement of Expenses paid 6,784.75 f/b/o Louise V. Cook -Nursing Care, Ambulance and ving Company 2. Asbury Methodist Village - Nursing Home Expense 3,485.25 3. Bethany Assisted Living - Nursing Home Expense 2,170.52 4. Bethany Skilled Nursing - Nursing Home Expense 1,405.50 5. Asbury Physician Services LLC - Medical Expense 21.09 6. Continuing Care RX - Pharmaceuticals 116.47 7. Continuing Care RX - Pharmaceuticals 410.20 8. T Bank Checking Account #23918977 - Outstanding 1,210.55 Check #3409 $500.00, Check #3410 $120.00, PPL $38.33, PPL $22.39 and return of PA Annuity 5/30/08 9. Continuing Care RX - Pharmaceuticals 463.64 TOTAL (Also enter on line 10, Recapitulation) ~S 16 , 067.97 (If more space is needed, insert additional sheets of the same size) 0 PA15121 NTF 33309 Copyright 2000 Greatland/Nalco LP-Forms Software Only REV-1513 EX+(9-00) SCHEDULE J COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN BENEFICIARIES RESIDENT DECEDENT ESTATE OF Louise V. Cook FILE NUMBER 21-08-0656 RELATIONSHIP TO DECEDENT AMOUNT OR SHARE NUMBER NAME AND ADDRESS OF PERSON(S) RECEIVING PROPERTY Do Not Llst Trustee(s) OF ESTATE TAXABLE DISTRIBUTIONS [include outright spousal distributions, and transfers under Sec. 9116 (a) (1.2)] 1, Manufacturers and Traders Trust Company and Son Entire Residue Susan L. Cook, Co-Trustees under Agreement with Louise V. Cook dtd January 18, 1972 amended September 5, 1984, amended November 22, 1989, amended December 23, 1991 and amended and restated November 16, 2004 f/b/o Roderick W. Cook, III ENTER DOLLAR AMTS. FOR DISTRIBS. SHOWN ABOVE ON LINES 15 THR OUGH 18, AS APPROPRIATE, ON R EV-1500 COVER SHEET II NON-TAXABLE DISTRIBUTIONS: A. SPOUSAL DISTRIBUTIONS UNDER SEC. 9113 FOR WHICH AN ELECTION TO TAX IS NOT BEING MADE 1. B. CHARITABLE AND GOVERNMENTAL DISTRIBUTIONS 1. TOTAL OF PART II -- ENTER TOTAL NON-TAXABLE DISTRIBS. ON LINE 13 OF REV-1500 COVER SHEET S . 00 (If more space is Headed, insert additional sheets of the same size) 0 PA15131 NTF 33293 Copyright 2000 Greatland/Nalco LP-Forms Software Only LAST WILL AND TESTAMEIV T OF LOUISE Y: COOK Introductory Clause. I, Louise V. Cook, a resident of and domiciled in the County of Cumberland and Commonwealth of Pennsylvania, do hereby 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. I have three living children: Roderick W. Cook, III; Susan L. Cook; and Randall C. Cook. ARTICLE I ~ -; - _ - r Direction to Pa` Debts. I direct that all my legally enforceable debts, secured~~ unsecured, be paid as soon as practicable after my death. ;~~ ARTICLE II -'-' N: - `:_~ ,~ --~ _. Direction to Pav All Taxes from Residuary Estate. I direct that all. estate, irl~eritance,~~ succession, death or similar taxes (except generation-skipping transfer taxes) assessed with respect to my estate herein disposed of, or any part thereof, or on any bequest or devise contained in this my Last Will (which term wherever used herein shall include any Codicil hereto), or on any insurance upon my life or on any property held jointly by me with another or on any transfer made by me during my lifetime or on any other property or interests in property included in my estate for such tax purposes be paid out of my residuary estate and shall not be charged to or against any recipient, beneficiary, transferee or owner of any such property or interests in property included in m~ estate for such tax purposes. ARTICLE III General Bequest of Personal and Household Effects With a Precatory Memorandum. 1 give and bequeath all my personal and household effects of every kind including but not limited to furniture, appliances. furnishings, pictures, silverware, china, glass, books, jewelry, wearing apparel, boats, automobiles, and other vehicles, and all policies of fire, burglary, property damage, and other insurance on or in connection with the use of this property, to my children survi~ ing me in approximately equal shares; provided, however, the issue of a deceased child survi~~ ing me shall take per stirpes the share their parent would have taken had he or she sLrvived me. If my issue do not agree to the division of the property among themselves, my Personal Representative shall mai;e such division among them, the decision of my Personal Representative ', ,._ -~, , '~ ~~ _ , -fL_ ~~e•A- to be in all respects binding upon my issue. I request that my Personal Representative and my issue abide by any memorandum by me directing the disposition of this property or any part thereof. This request is precatory and not mandatory. If any beneficiary hereunder is a minor, my Personal Representative may distribute such minor's share to such minor or for such minor's use to any person with whom such minor is residing or who has the care or control of such minor without further responsibility and the receipt of the person to whom it is distributed shall be a complete discharge of my Personal Representative. ARTICLE N Pour-Over Gift to Trustee of Testator's Inter Vivos Tnist. I give, devise and bequeath all the rest, residue and remainder of my property of every kind and description (including lapsed legacies and devises), wherever situate and whether acquired before or after the execution of this Will, to M & T Investment Group as Trustee under that certain Trust Agreement between me as Settlor and M & T Investment Group as Trustee executed prior to the execution of this Will on January 18, 1972, as amended and restated on i/ ;~; ~%~%r , 2004. My Trustee shall add the property bequeathed and devised by this Article to the principal of the above Trust and shall hold, administer and distribute the property in accordance with the provisions of the Trust Agreement, including any amendments thereto made before my death. ARTICLE V Alternate Provision to Incorporate Trust by Reference if Pour-Over is Invalid. In the event for any reason the bequest and devise above is ineffective and invalid, then I hereby give, devise and bequeath the rest. residue and remainder of my property of every kind and description (including lapsed legacies and devises), wherever situate and whether acquired before or after the execution of this Will, to M ~ T Investment Group as Trustee to be held, administered and distributed in accordance with the provisions of that certain Trust Agreement between me as Settlor and M & T Investment Group as Trustee execut d prior to the execution of this Will on January 18, 1972, as amended and restated on /~' ~/ ~- ~~~ , 2004, which Trust Agreement as amended and restated is hereby incorporated by reference and made a part hereof the same as if the entire Trust Agreement were set forth herein. If for any reason M & T Investment Group is unable or unwilling to serve then I hereby nominate, constitute and appoint as successor or substitute Trustee a bank or trust company qualified to do business in the State of my domicile at the time of my death, which successor or substitute Trustee shall be designated in a written instrument filed with the court having jurisdiction over the probate of my estate and signed by or on behalf of my oldest living child or if he or she fails to act, by the court having jurisdiction over the probate of my estate. ~, -~- ARTICLE VI Naming the Personal Representative, Personal Representative Succession Personal Representative's Fees and Other Matters. The provisions for naming the Personal Representative, Personal Representative succession, Personal Representative's fees and other matters are set forth below: (1) Naming a Corporation and an Individual as Personal Representative. I hereby nominate, constitute and appoint as Personal Representatives of this my Last Will and Testament M & T Investment Group (the "Corporate Personal Representative") and Susan L. Cook (the "Individual Personal Representative"); and direct that they shall serve without bond. (2) Removal of Corporate Personal Representative. The Individual Persona] Representative shall have the power at any time to remove the Corporate Personal Representative and may, in her discretion, substitute another Corporate Personal Representative, provided that such substituted Corporate Personal Representative is a bank or trust company qualified to do business in the State of my domicile at the time of my death, or serve alone in this fiduciary capacity. This power of substitution shall not be exhausted by an exercise thereof. (3) Naming Corporate Successor or Substitute Personal Representative. Except as otherwise provided herein, if M & T Investment Group or any successor as herein defined should fail to qualify as Personal Representative hereunder, or for any reason should cease to act in such capacity, the successor or substitute corporate Personal Representative shall be some other bank or trust company qualified to do business in the State of my domicile at the time of my death, which successor or substitute shall be designated in a written instrument filed with the court having jurisdiction over the probate of my estate and signed by my Individual Personal Representative, or if she fails to act, by the court having jurisdiction over the probate of my estate. (4) Fee Schedule for Corporate Personal Representative. For its services as Personal Representative, the corporate Personal Representative shall receive an amount determined by its Standard Fee Schedule in effect and applicable at the time of the performance of such services. If no such schedule shall be in effect at that time, it shall be entitled to reasonable compensation for the services rendered. (5) Fee Schedule for Individual Personal Representative. For its services as Personal Representative, the individual Personal Representative shall receive reasonable compensation for the services rendered and reimbursement for reasonable expenses. (6) Change in Corporate Personal Representative -Method of Successor Selection. If ,; J - any Corporate Personal Representative hereunder is merged or combined into another corporation, then within six (6) months after such merger or combination, a successor or substitute Corporate Personal Representative (which shall be some other bank or trust company qualified to do business in the State of my domicile at the time of my death) may be named in a written instrument filed with the court having jurisdiction over my estate, signed by my Individual Personal Representative, or if she fails to act, by the court having jurisdiction over the probate of my estate. If no successor is named within the time specified, then the corporate successor resulting from the merger or combination shall succeed to the capacity of its predecessor without conveyance or transfer. ARTICLE VII Definition of Personal Representative. Whenever the word "Personal Representative" or any modifying or substituted pronoun therefor is used in this my Will, such words and respective pronouns shall include both the singular and the plural, the masculine, feminine and neuter gender thereof, and shall apply equally to the Personal Representative named herein and to any successor or substitute Personal Representative acting hereunder, and such successor or substitute Personal Representative shall possess all the rights, powers and duties, authority and responsibility conferred upon the Personal Representative originally named herein. ARTICLE VIII Powers for Personal Representative. I give to any Personal Representative named in this Will or any Codicil hereto or to any successor or substitute Personal Representative all of the powers enumerated in this Will and all of the powers applicable by law to fiduciaries in the Commonwealth of Pennsylvania and in particular through the Pennsylvania Probate, Estates and. Fiduciaries Code, as effective and as in effect on the date of my death, during the administration and until the completion of the distribution of my estate. I direct that all such powers shall be constnied in the broadest possible manner and shall be exercisable without court authorization. (1) Power to Acquire and Retain Assets. My Personal Representative is authorized and empowered to acquire and to retain, either permanently or for such period of time as my Personal Representative may determine, any assets, including the capital stock of an_y closely held corporation, whether such assets are or are not of the character approved or authorized by law for investment by fiduciaries and whether such assets do or do not represent an overconcentration in one investment. (2) Power to Disclaim Interests. My Personal Representative is authorized and empowered to disclaim any interest, in whole or in part, of which I, or my Personal Representative, may be the beneficiary, devisee, or legatee, by executing an appropriate -4- instrument (in accordance with section 2518 of the~Internal Revenue Code of 1986, as amended, or such similar section as may then be in effect). (3) Power to Sell Assets and Borrow Funds. My Personal Representative is authorized and empowered to sell at public or private sa]e, or exchange, and to encumber or lease, for any period of time, any real or personal property and to give options to buy or lease any such property. Additionally, my Personal Representative is authorized and empowered to compromise claims, to borrow from anyone (including a fiduciary hereunder) and to pledge property as security therefor, to make loans to and to buy property from anyone (including a fiduciary or beneficiary hereunder); provided that any such loans shall be adequately secured and at a fair interest rate. (4) Power to Allocate Receipts. My Personal Representative is authorized and empowered to allocate property, charges on property, receipts and income among and between principal or income, or partly to each, without regard to any law defining principal and income. ARTICLE IX Discretion Granted to Personal Representative in Reference to Tax Matters. My Personal Representative as the fiduciary of my estate shall have the discretion, but shall not be required when allocating receipts of my estate between income and principal, to make adjustments in the rights of any benef cianes, or among the principal and income accounts to compensate for the consequences of any tai decision or election, or of any investment or administrative decision, that my Personal Representative believes has had the effect, directly or indirectly, of preferring one beneficiary or group of beneficiaries over others; provided, however, my Personal Representative shall not exercise its discretion in a manner which would cause the loss or reduction of the marital deduction as may be herein provided. In determining the state or federal estate and income tax liabilities of my estate, my Personal Representative shall have discretion to select the valuation date and to determine whether any or all of the allowable administration expenses in my estate shall be used as state or federal estate tax deductions or as state or federal income tax deductions, If my estate plan includes a revocable trust agreement and it contains directio~ls to my Personal Representative, Idirect my Personal Representative to follow the directions in such trust agreement. ARTTC~T.F, X Simultaneous Death Provision Presuming Beneficiary Predeceases Testator. If any beneficiary and I should die under such circumstances as would make it doubtful whether the beneficiary or I died first, then it shall be conclusively presumed for the purposes of this Fill that the beneficiary predeceased me. _- ,;. -- -5- Testimonium Clause. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my seal this <'~ i<> day of ,~'~z~;~ :~~~~;~' , 2004. ~- - ~ ., i . ~ t ~ - Ci. ~ `~~~~ (SEAT,) Louise V. Cook Attestation Clause. The foregoing Will was this -~ ~ day of (V '' ~'~~..L. , 2004, signed, sealed, published and declared by the Testator as and for her Last Will and Testament in our presence, and we, at her request and in her presence, and in the presence of each other, have hereunto subscribed our names as witnesses on the above date. ~~ ~~ ~~ of ~~ 1 ~ ~, ~`~ 11 ~~~ ~ '~_> -~- PROOF OF WILL COMMONWEALTH OF PENNSYLVANIA COUNTY OF CUMBERLAND Self-Proving Affidavit i We, Louise V. ook, and ~~t-`--~ ~ ~1 ~~ , -~ ~~Q,~ ~ and ~ ~~LL~ U ~~-~, the Testator an t e witn sses, respectively, whose names are signed to the attached o foregoing instrument, being first duly sworn, do hereby declare to the undersigned authority that the Testator sib ed and executed the instrument as her Last Will and that she had signed willingly (or willingly directed another to sign for her), and that she executed it as her free and voluntary act for the purposes therein expressed, and that each of the witnesses, in the presence and hearing of the Testator, and in the presence of each other, signed the Will as witness and to the best of our knowledge the Testator was at that time eighteen years of age or older, of sound mind, and under no constraint or undue influence. :- ~ ~ ,,. Louise V. Cook ;~ .l , Witness ,,~ f ` l Witness ~ r Witness ~ ~' Subscribed, sworn to, and acia~owledged efore me by Louise V. Cook, t1~e Testator and sub gibed and vorn`to~before me by ~ ~-t Cam. ~-~--~ ~~--~"~- , ~~ ~- ~ ~( c,-,.~.-~-~ and ~~ c~.~~Y' w~ ~ L ~,-,,~a.~ witnesses, his (L.ef~--day of ~ ~~/~-,.L- c , ?004. ~~ ~ ,~~ ~`~, ~~.~~~_ (Seal) NOt PUbhcOMMO WEALTH OF PENNSYLVANIA NOTARIAL SEAL CYNTHIA J RULE, Notary Public Camp Hill Boro„ Cumberland County _ 7 _ r<A~ Commission Expires February 3, 2008 ~ ~ ~` - ° 11~U ~V~ - -. _ .~ r ~_~ - _~ ~ ?_r~~, ,~,~ _~U L 7 I~'_T1~,IISi' r'J,,. ~~ i ~I _ ~_ tiD in consi_c?cratioi, of _nutual - the covv:iarJts or_ the i~~arties ii.=reto, ~ t.iis lore==ment ~-s ei~terec into this /~'~ ~- . ;gay of Januar_,~. 1°7?, b.et;,~een LOIiIS~ ~,. SOn. of 51~ lienton ;:oad, Carne - ``/ ~.~ill , Ca~Tberl~ r ~.~-= county, -Penns alter ylvai~ia, ~lerein- calleu t_'le ~ettlor, an ; D?,J :~I;:; J'~P J~IT T_ J^T ~,-,-- LO ,. l~J!~ 213 -~J_;;et J tre~?t, r!arYlS~tyr'';,~ y. ~ auphin Count',', the 'I'- ~~ _ _ ~~n~'<'lv'inia, +-1er2inaiter called iust_<, as rolloFOS: O_i`'1Y The Settlo,- has transferred and delivered to the Trustee all the _~roperty descr ibe:i i,z tie attac' _ _~ed Scheau le ~, >ahich, to.~ ether '.vith all ot_ier pr , o_~erty ~lerea,°t2r t -ranslerred and del ivered to the "1'YUStCe ~~y Settlor iJr iJV any Otiler_ i~C. i-gOn, .Shall constitu~t2 t_TS Trust Estate . and mall ;:~' held aarninistered a.nra dish-i_,ute as provide~z in this i~~ree,,,ent. Ti~O: DISPpSI'iIV:c;_P~20VISIOP~S. 'The Trustee shall apaly and distri~~ute ti'ie net inco;,ne and trig principal of -tae Trust state as follows: (a) Thy Trustee s~lall pay the net incorie to the Settlor for life ~~u<=,rterl y, or, upon re~-iuest, nonthli~, and shall ;day SUC~h~~OYtlOr13 O to ~et~t10I" f priihcipal as Settlor 'Tav from tiT~e to ti~.ne request, or, in the event of Scttlo.r's disaaility; shall pay Lor Settlor the '1e;heEit of SuCi7 aiT10Ui1tS Of Gr1nCi;~a1 aS ma',~ he .rep,-iU1rC-'_u=0r :er I~rOi'~er and a:;ectuate au;~~ort, i.nclud_ t.~~ °:hedical costs. (`~) uti~oi~ Settler's <`tcath, the 'Trustee shall deliver the then existing. 7 ~~rinci,~al to Jaa~~hin iJe- - - posit Trust Ca~~Tpanv, 't'rustee unaer Trust Agreezaen t w ~% it"r. noaeric,c ;J, Coo):, Jr. , dat- ~, ~,u:,ust 2 , 1971, to ;,ti: ~ ~ `" be landlecl as provided ; n Trust i;. If_ that dire coon oannot L-or an~T reason s~ecome effective, the Trustee small day the net income to Sett10Y°S 1SSUL' 111 SUCi7 7~r0"~:OrtlOI1S a5 It naV d°~te1"Pi11nE'--, li7 .~U31teYl'/ installments, and in its a`JSOlute discretion, shall ;Jay to or for the btncfit of Settlor's issue, in such Jroportions as it lnay determine, such amounts of ~Jrincipal as may ;~e r_ec~uired for their a~e~uate ana pro~~er suP~JOrt, ino.ludinci ~n~dical care, anu .for their education, in- cluding higher education. In no event liter t1~an upo17 the death of t~Ie survivor o:E Settlor's issue, t"sze Trustee shall male c:istrinution to t17@ issue of Settlor's issue in such ;nro5ortioris as it ~lay ~:1~t~rnu.ne, Iri QefaUlt Oi t1 E' 1S5i1^c Oil SC-'ttiOr'S 15S:.ZC, t~12 TrUStee si7d11 11a!it_ dlStrliJUtlOi1 t0 Settlor' S tlelrS--3t~°1avJ, any share of t7e Trust .state tia:!7ici.~ rneco~les C~t1Str1'JLltdi7le t0 a minor si7a11 ae belt;- in trust ?~y ti7~~ 'i:custee during minority. TrI` 'rus-tee shall a~J~ly suc~l al:lounts of i17cone a.nd ~,-incinal as it, ii7 its sole discretion, ,zeelrs ,Jro~~~er for the. sup;~ort, education an i~d21L 3r0 O Si-1C17 il:llnOr, 3i1C'i S.iiUll aC CUrin.~late dl1_~ unO2DeI1 %'. e'7 i_)=.1 anCn 02 111COu"ie. :~uC1 .3Ili0UntS Iilay Jc? ;J~~11e,:A =„~,ytE~Ctl,~~ Or ;t1:3_~ _ie 1Jdl`~ t0 tTl!d __e~r SOI7 sr?1 ti7 6~~'10I:1 SuC1 'nlnOi r°S1Cie5 Or ~~rT 110 `13S tl.p Ca'"g a~v_' COntrOl Of SIIC!1 .',illi70r,. Gdltil0'1t ~tilE 111L^rv21'1L1011 O{' a CjLld.r:_113r7, T:aC-' Z'f'RS ~ 2 Shall IlOt .J e. OS~11~ ed LO SU(Jei~V1S2 Or 1nC~u1r2 lnt0 t11e appll- cation of such amounts ~y suctl Jerson, and the receipt of such ~Jersail shall be a co;.llnlete rvlcasa o::= the Trustee. Shou1_:l !~'~e ~ - S_1dtC O` Z :?ii10:C, 1Z t;lc' Sole O!JlnlOi] Q~ t:ie '1':Claa~te°, -JC DY .~~eC0:12 t00 3'<tall ~O ~.aL it COIL"i:1'7_11i1':i S_1C'.7 ~Ul1:i. lit ~rls'~, O.i' Si-.lOt_il'. it l~ti'ali~1;JL.r_`~1, J 1 oe Jr ~`co. i~~;r<:3.ctical fo .i~I_~ L 1~~:~ r~,Z;on, t,~ =rug`-'-E: 1=~ itti _~~ sole discretion, :nay pay such share, absolutely, to the parent or other person maintaining said minor or may deposit such share in the minor's name in a savings account in a bank or savings institution of its choosing, payable to the minor at rrajorit~~, FOUP,: DISABILITY PF-,OVISIQ1. If any beneficiary of the Trust Estate shall, in the sole opinion of the Trustee, be or become mentally o.r physically incar~a- citated by reason of illness, accident or_ othe.r~~ise, the Trustee riay apply either income or principal for the support and welfare of such beneficiary directly, or to the person ~>>ho has tine care anu control of suer beneficiary, ?~ithout the intervention o:E any guardian, and without any obligation to supervise application of said amounts in any way, I'IVE: PO>n7E;iZS OF THE T?USTLE. In addition to the powers conferred by case law, by statute and by the other provisions hereof, the Trustee, and its successors, shall have the fo11o~~Jing discretionary powers applicable to all real and personal property held by it, including property held for minors, all real and personal property being referred to in this Section as the Trust %state, which powers shall be effective without court order and shall exist until actual distribution: (a) To retain any property received by it, including its own stock; (b) To invest and reinvest all or any part of the Trust 'state in such stocks, bonds, securities and other property, real or personal, as it, in its sole discretion shall deem proper, including -3- .~ '`'.~' its conunon trust funds, without regard to statutes limitin property which a fiduciar g the y may purchase (c) To sell, transfer, exchange or otherwise dis any part of the Trust Estate pOSe of, , for cash or on terms, publicly or privately, or to lease even for a term exceeding five (5) years or the duration of this trust, without liabilit lessees Y on the purchasers or to see to the ap plication of the proceeds, and to give options for these purchases without the obligation to reuud1zte them in favor of a higher offer; (d) To execute and deliver an ments or y deeds, leases, assign_ other instruments as ma Y oe necessary to carry out the provisions of ti-nis trust; (e) To borrow money, includin itself g the right to borrow from and to mortgage or pledge as security; (f) 1'o assume continuance of t t.1e status of any bene- ficiary with re and g to death marriage, divorce, illness, incapacity and the like in the absence of information deemed liabilit reliable without y for disbursements made on such assumption; (g) To make any distriaution Hereunder either in k,' in money, or partiall ind or y in kind and partially in money, Distribution in kind shall be made at the market v clue of tiie pro ert- and the Trus p y distributed, tee may, in its absolute d' iscretion, cause tiie share distributed to an y distributes to be composed of property like to or different from that distributed to any other distributes; (n) To exercise any subscription right in connection with any securit held Y hereunder, to consent to or p reca articipate in any pitalization, reorganization, consolidation or merger of an Y -4- ~~ - e ~.r ', ~ ~...~~ _ ~,~ ~ xy ~`", corporation, company or association, the securities of which may i_~e held hereunder, to delegate authority with respect thereto, to deposit investments under agreements, to pay assessrients, and generally to exercise all rights of investors; ~l) To permit the proceeds of any insurance policy to remain ~,aith the issuin g insurance company for the bene*=it °f any income beneficiary under any optional riethod of settlement allowed by the issuing company; (j) To invest in endowment, insurance or annuit_y poli- cies on tiie lives of beneficiaries hereunder; alt) To do all other acts in its judgment necessary or desirable for the proper management, investment and :7istribution or the Trust Estate. SI : TA~,ES . All estate and inhorita,.ice taxes that become payable icy r`ason of the Settler's deati7 in respect to the property passim under this Agreement shall, to the extent nossii~le be pair by the Settler's estate and not froi~i the property i~assincr under this Agreement. To the el;tent that taxes, including interest and penalties, shall b e paia from the properly passing under this ~~ ~reement, no beneficiary shall be -required to refund an_y part tRereot-. SEV~I: PROTyCTIVE PP,OVISIOf~I, rte.--~_.~._~_.._ A11 income or_ princi pal held for the use and i~enefit of the beneficiaries of this trust shall not be in any sway or manner sub- ject to anticipation, assignment, pledge, sale or transfer, nor shall any such interest ~•~~rile in the possession of the Trustee, be liable for or subject to the debts, contracts, obligations, -5- ,.r._..,... I liabilities or torts of any benef• iciarY, or to attac,~ments tions or se questrations under execu- process of lain, EIGHT' RESIGt7ATI0IV ----- ---- _~._._ AidD Cps. n ----_~ i Et`vS,~l IpP~ OF TRU Tile Trustee STf:E may resi gn durino, the upon tiiirt lifetime of the Settlor Y (30) days' wr' itten notice trustee may be to the Settlor. ~ appointed b t successor Y the Settlor shall succeed and such success to all the duties °Y trustee cretionar and all th` powers Y powe including dis- rs, herein granted the to the Trustee, In the aRpointment of event of a successor over the T rust Estate trustee by a Court .•~ith jurisdiction such successor all the d trustee shall uties and all also succeed to the powers, including herein granted ~ discretionary to the Trustee, Rowers, Tile mercer or corporate trustee consolidation of shall not affect its any duties and The Trustee shall Rowers. receive fair and reasonable com hereunder, Rensat' ion iV'INE;; A135r;i1CE OF BOT~;D FOP, TRUSTEE, The Settlor's express intent is that the Trustee shall without bond of any sort serve in any jurisdiction, make expenditures for The Trustee may and distributions to persons under disability of anY sort w' ithout the intervention of a guardian. TEPd: =~%U~CATIODl ~~~~ During Settlor's lifetime, she rnay, by written instrument filed with the Trustee revoke this trust in whole or in part, upon the sums due the Trustee for Raying its services hereunder, or ntaY from Lime to time alter or divest the interest of or char of this trust w' ge the aeneficiaries ithout limitation in any respect modify this anci may other~,~ise trust, but no modification shall increase the duties of the Trustee without its consent, -Ei- Yt-i:;,> ~1~* ;~.'itl7out liaai?.it~,r roT toss, '1.17c Tru>ce~ sha11 iiav _~ tie „o~,~~ ~O i8il:i.. :1012e>> t0 ~~h° :~'_ttIC1"' S ~c ~3t~~ ; S~1t~i OY `:,"1 t~10L1 ~ S?CLl~ 1't y r anu. ~o ~a'v' c.,e e:.p~i~s~~s o~ ~,^_tLla~-',_ 1a,~L ill ~1~sa :~.,~c .,u:cial a.~l any ta;:es, Letieral, stag: or ot~l~r, ira~~osad or. ~ettlor's ~stiZte. LV k1T1 Ji,av '''~~''Oi', L_72 7(`L~IQt ~IdS ~7L'r BUritO Sit i1;:Y .7 d'.1C: d*.la :uP.di, di7C: L1G' TLUSt°2 17aS CaUSOA t.t1^Si: pY'~?SE'?-1 -`S ~LO iJC. E;:.GCUt°Ci !`Jv GL11V di]tll0"f_'172~ Of-F1Ct-'_r.S ~i1C]. 1tS CUr~,~01'dt~° 5~~d1 i0 >>O ~:.Cr<:.U1']t0 t~ afiixeu t:is ~ ~rt 1aI o~` JanuarLL~, IJ72. i+T l'i~ S 1' ~O`t7I S» V . COO:: UI~uP;:lIv il~POSIT 'T;U:51' 1.0:-5i~~lL~'1 f~./Y_/ ~~_ i.~' ~ ~ 'VV\ ~~. ll e ~~ ~ ~ ~. + ~ RpOBERT 'M. SPICER, 1R'. ,, _ e .,.~ _ i- S~, rw~ t`` ~`r.C.'..rr ~$$ISTAMT VICE PRE SIDEfVd BSi8KfA1R .SECRETAAIL ~7, w C02d0i•I',tT~: ~L'Pii OF ~'~tI;vSYLV:`1 dl 5S. COu;~;TY O> EAU: riI;:d Ln ti11S~ t'.^,° ~~%Y CiaV O Jal'1Udry~ 1~7v, .~trtOr2 %l E', t}7 ~~ underai3ned of iicer, ~crsonally a~L~eareciLOUIS~~ v. CO~O~:, icno:~rn t0 a~12 (Or Satls~FdOtO?'lly prOV@Tl} ~O J~ ~ule ~t~BTSOri W110S0 ndil':e is Su1~sCr1iJ2~~ -t0 "t;;e Wltiai'1 lIl5trIIT.l@Tlt~ aT1i~ dC:~T10GIle~~~eIX t17dt Sat e,.ecutd tree sarn2 for t_he ~~ur1~oses tlzereizi coiztaine?. It1 :7I TN ~5 6Vri~;I',Or, i ~i2r2unto set :.:iv `~iancl and orLicial seal. ~4't I ~. , t ,~ iQotarv 'u~lic Div Co;:;:nission ...>t~ires: It3C7,..~':' ;'',~_._.., My Commi~sior Expiras 3apier,•,p~r i4, 19; Narrisburg, Pa. ~aapfur Count ;:,~~~„ ~. CO_'~i10N~.~;~~LiI Jl P.:'dvSYLV~:=7I i1 COUNTY Oi ll~ U';a ~.`~~ . I i:V On t111s, X12 /9 ~. 9.r~ ~tiay of Januar~~ 1~~ ~ e rne, tics undersi:~ne 1 of ices, personally I ar.>peared 1 /~ who acknowledged himself to ~e ~"`Z~. /.~_-,~ c~.,*,iL,~ G DL'POSI'i' ~ ,- '~=,~~"~ ~-~~t C%~~~,.~~~ of D UPr.'I:~~ li~US'1' CJr~TP.a~_~QY a baillcinq corporation o;~eratin~:i under t'ie laws of tine - Commonwealth of Pe ntlsylvania , Z aald that he, such ~~-^~,u~<, ~~-~.~.` G'~~~~w rein J ~ auti~iorizeu so to , ~ cio, e-:ecuted the foregoing instra_,lent for the nJ ~- purpose t-lerein contained by sign, tY1 Hanle . of the cor;oration ~;, ~1i.,-~sel as ~j'-~ /~~.,~~',,1-..- Iiv TvIPVSS ~vrii;.c.J_-O r^ r ,O~ ~-. =~ ~C~-~,/~~• , hereunto set ~.nt, gland aizd officia-1 saal. ;dotarY PuU1ic ~-Y="==~ =iy Co~rr~iission :;axpires: nor;~,,~,, ~,,-_ic h'1y Comnti_asan e~pir~~s 2cpfes, zr:^, 1 S; < Harrisburg, fa. Ga ,- r~ CoLnly, _.. ~ r y', r ..~$ S C H E_ D U__ L_E ~~A~~ Cash $25,000.00 AMENDMENT TO TRUST AGP.EEMENT BETWEEN LOUISE V. CGOK, SETTLOR, AND DAUPHIN DEPOSIT BANK AND TRUST COMPANY, TRUSTEE, DATED JANUARY 18, 1972 KNOW ALL PERSONS BY THESE PRESENTS, that, in consideration of the mutual .covenants of the par/ties hereto, this Amendment is -, - ~ ~ entered into this ,~.,~ day of ,~~~ .~-a~~'~~~,~--' 19 8 4 , between LOUISE V. COOK, of 923 Country Club Road, Camp Hill, Cumberland County, Pennsylvania, hereinafter called the Settlor, and DAUPHIN DEPOSIT BANK AND TRUST COMPANY, 213 Market Street, Harrisburg, Dauphin County, Pennsylvania, hereinafter called the Trustee, in order to amend the Agreement between Settlor and Trustee dated January 18, 1972, pursuant to Settlor's reservation in Item TEN of a power to revoke, alter and modify Settlor's Trust, as follows: A. Item TWO, subparagraph (b), is hereby revoked in its entirety, and the following language is substituted: (b) Upon Settlor's death, the Trustee shall allocate the then existing assets of Settlor's Trust as follows: ;j (i) Twenty percent (200) to Settlor's son, Roderick W. Cook, III, or his issue. (ii) Twenty percent (200) to Settlor's son, Randall Charles Cook, or his issue. (iii) Twenty percent (200) to Settlor's daughter, Susan Louise Cook, or her issue. (iv) Forty percent (400) to Settlor's son, Roderick V1. Cook, III, IN TRUST NEVERTHELESS, to hold, administer and distribute for his benefit throughout his natural life. The Trustee shall pay all net income to him or on his behalf, and shall use such principal as the Trustee may deem appropriate for his proper and adequate support, including medical costs. At his death, distribu- tion shall be made to his issue, per stirpes, or if no such issue exist, to Settlor's issue, per stirpes. Should any subparagraph fail, the effective subparagraphs shall correspondingly increase. In the event of the failure of Settlor's issue, trust assets shall be distributed to the American Heart Association,. without restriction as to use. B. The Trust Agreement is amended to add the following paragraph: TWELVE: MINORITY PROVISION. Any share of the Trust Estate which becomes distributable to a minor shall be held in trust by the Trustee during minority, which Settlor defines as less than twenty-one (21) years of age. The Trustee shall apply such amounts of income and -2- principal as it, in its sole discretion, deems proper for the support, education and welfare of such minor, and shall accumulate any unexpended balance of income. Such amounts may be applied directly or may be paid to the person with whom such minor resides or who has the care and control of such minor, without the intervention of a guardian. The Trustee shall not be obliged to supervise or inquire into the application of such amounts by such person, and the receipt of such person shall be a complete release of the Trustee. Should the share of a minor, in the sole opinion of the Trustee, be or become too small to warrant continuing such fund in trust, or should its administration be ar become impractical for any other reason, the Trustee, in its sole discretion, may pay such share, absolutely, to the parent or other person maintaining said minor or may deposit such share in the minor's name in a savings account in a bank or savings institution of its choosing, payable to the minor at majority. C. In all other respects, the Trust Agreement is ratified and shall remain in effect in accordance with the terms of the Trust Agreement dated January 18, 1972. IN YdITNESS WHEREOF, the Settlor has hereunto set her hand and seal, and the Trustee has caused these presents to be executed -3- by duly authorized officers and its corporate seal to be hereunto affixed the day and year first above written. WITNESS: -, ° ~,~`~ ~-- r~ f _.. ~f )r 7_.. ~.~ ,~ ~'-- (SEAL) r r-L~Oi7ISE V. COOk, Settlor ATTEST: 2 .- / ..~ ,~„ ..~.. ......v... (Assistant) ,Secretary (Corporate Seal) DAUPHIN DEPOSIT BANK AND TRUST COMPANY :. ` ` ~ .. B ' / ~ ~ i i {Vice) President Trustee -4- COI~IGNWEALTH OF PENNSYLVANIA , SS. COUNTY OF DAUPHIN . f •=-v-- On this, the ~>~~'~' day of ~,,c.;~~'~~~t~,' 1984, before :~ me, the undersigned officer, personally appeared LOUISE V. COOK, known to me (or satisfactorily proven) to be the person whose name is subscribed to the within instrument, and acknowledged that she executed the same for the purposes therein contained. IN WITNESS WHEREOF, I hereunto set my hand and official seal. "~'/l~r . ~..r'~ No aY`y/Public ,~ My Commission Expires: ~. ,.,, ~ ; . es ; ie ni i. _4~0 1t4Y L'o,m~~,`ac,an Grp. ,~::,;isLu~g:, h -5- COMMONWEALTH OF PENNSYLVANIA SS. COUNTY OF DAUPHIN /,:: On this, the.~~~day ofs~C;-~?:~';~.ri:`~=~; 1984, before me, the undersigned officer, personally appeared ~,,,~~';~~:;,y.~,~:~~/~~ ~e,~=~-~ , who acknowledged himself to bed.r~'~~,1`1dr~-,~'~;~~'~/~,~.~.~~~~-~~~'~f ~;'L. DAUPHIN DEPOSIT BANK AND TRUST COMPANY, a banking corporation organized and existing under the laws of the Commonwealth of Pennsylvania, and that he as such~~L`C2;-:mow>~~~~~i~:C ~z_ f,'~r '-~~.~~,~~, J~N being authorized so to do, executed the foregoing instrument for the purposes therein contained by signing the name of the co~- ~r ~ __r.-m- j~ potation by himself as~~~~/„l'~-~~'~y~~~~~~~°°~-~;~ d:~~'~~ =~j pia IN WITNESS WHEREOF, I hereunto set my hand and official seal. f~ s , Notaz.~y Public ~' My Commission Expires: rn, ~~ ~^ -6- `L AMENDMENT TO TRUST AGREEMENT BETWEEN LOUISE V. COOKL SETTLOR, AND DAUPHIN DEPOSIT BANK AND TRUST COMPANY, TRUSTEE, DATED JANUARY 18, 1972 KNOW ALL PERSONS BY THESE PRESENTS, that, in consideration of the mutual covenants of the parties hereto, this Amendment is entered into this ~ i ~ day of ~-~F~:.rk:~~!~.~, 1989, to the Trust ~~~ Agreement by and between LOUISE V. COOK, of 923 County Club Road, Camp Hill, Cumberland County, Pennsylvania, hereinafter called Settlor, and DAUPHIN DEPOSIT BANK AND TRUST COMPANTY, 213 Market Street, Harrisburg, Dauphin County, Pennsylvania, hereinafter called Trustee, dated January 18, 1972, pursuant to Settlor's reservation in Item TEN of a power to revoke, alter and modify Settlor's Trust, as follows: A. Item TWO, subparagraph (b), as amended by Settlor on September 5, 1984, is hereby revoked in its entirety, and the following language is substituted: (b) Upon Settlor's death, the Trustee shall allocate the then existing assets of Settlor's Trust as follows: (i) Twenty percent (20%) to Settlor's son, Randall Charles Cook, or his issue. (ii) Twenty percent (200) to Settlor's daughter, Susan Louise Cook, or her issue. (iii) Sixty percent (600) to Settlor's son, Roderick W. Cook III, IN TRUST NEVERTHELESS, to hold, administer and distribute for his benefit throughout his natural life. The Trustee shall pay all net income to him or on his behalf, and may use principal sparingly as the Trustee may deem appropriate for his proper and adequate support, including medical costs. At his death, distribution shall be made to his issue, per stirpes, or if no such issue exist, to my issue, per stirpes. Should any subparagraph fail, the effective subparagraphs shall correspondingly increase. In the event of the failure of my issue, trust assets shall be distributed to the American Heart Association, without restriction as to use. B. In all other respects, the Trust Agreement is ratified and shall remain in effect in accordance with the terms of the Trust Agreement dated January 18, 1972, and the Amendment dated September 5, 1984. IN WITNESS WHEREOF, the Settlor has hereunto set her hand and seal, and the Trustee has caused these presents to be -2- executed by duly authorized officers and its corporate seal to be hereunto affixed the day and year first abover written. ATTEST: (Assistant) Secretary (Corporate Seal) ~- '-'~` f:-'--~-t,~ <'''~,r .~ L f°~z(- ~=---(SEAL ) LOUISE V. COOK, Settlor DAUPHIN DEPOSIT BANK AND TRUST COMPANY Y_ r..~. (Vice) President Trustee -3- COMMONWEALTH OF PENNSYLVANIA SS. COUNTY OF DAUPHIN On this, the~~~~ ~- day of ~~--~~~"''`~`c~ti--i 1989, before me, the undersigned officer, personally appeared LOUISE V. COOK, known to me (or satisfactorily proven) to be the person whose name is subscribed to the within instrument, and acknowledged that she executed the same for the purposes therein contained. IN WITNESS WHEREOF, I hereunder set my hand and official seal. Notary Pi~bl is NOTARIAL SEAL KATHRYN C. HOLLINGER, Na;ary_Public Harrisburg, Dauphin County My Commission Expires March i4, 1991 -4- COMMONWEALTH OF PENNSYLVANIA SS. COUNTY OF DAUPHIN i On this, the=`~~~~~=~ day of ~.~/~'~ ~~~~~r~~.~ 1989, before me, --~ ~; ~ ~~ the undersigned officer, personally appeared'..~f~=~',f.~`~_~ y-~'~' , .a who acknowledged (her himself to be C~%„~ ~1'~~ of DAUPHIN DEPOSIT BANK AND TRUST COMPANY, and that (s)he, as such officer being authorized so to do, executed the foregoing instrument for the purposes therein contained by signing the name of the organization by (her himself as such officer. IN WITNESS WHEREOF, I hereunto set my hand and official seal. ,- , ~ ~~ ~ ''~.i'~ ~~Z/~;'~'G%' Nbt~ry Public w idv yF ,~ SEAL _.. . MARY ANN ANDERSON. NOTARY PUBLIC ~ tiARRl59URG, DAUPHIN COUNTY MY COMIMi5510N EXPIRE5 OCT, 30,1890 Ma~nber, Peru~s~tvam~: ~:.e.~aton o'-~ataries -5- ~`~ AMENDMENT TO TRUST AGREEMENT BETWEEN LOUISE V. COOK SETTLOR AND DAUPHIN DEPOSIT BANK AND TRUST COMPANY, TRUSTEE, DATED JANUARY 18 1972 KNOW ALL PERSONS BY THESE PRESENTS, that, in consideration of the mutual covenants of the parties hereto, this Amendment is entered into this.'~~'- day of December, 1991, to the Trust Agreement by and between LOUISE V. COOK, of 923 County Club Road, Camp Hill, Cumberland County, Pennsylvania, hereinafter called Settlor, and DAUPHIN DEPOSIT BANK AND TRUST COMPANY, 213 Market Street, Harrisburg, Dauphin County, Pennsylvania, hereinafter called Trustee, dated January 18, 1972, pursuant to Settlor's reservation in Item TEN of a power to revoke, alter and modify Settlor's Trust, as follows: A. Item TWO, subparagraph (b), as amended by Settlor on November 22, 1989, is hereby revoked in its entirety, and the following language is substituted: (b} Upon Settlor's death, the Trustee shall distribute to Settlor's daughter, Susan L. Cook, or her issue, Fifty Thousand Dollars ($50,000), and shall allocate the remaining assets of Settlor's Trust as follows: (i) Twenty percent (20a) to Settlar's son, Randall Charles Cook, or his issue. (ii) Twenty percent (200) to Se ter, Susan Louise ttlor's daugh_ Cook, or her issue. (iii) Sixty percent o Roderick (60°) to Settlor's son, W• Cook III, IN TRUST NEVERTHELE administer and distribute for his SS, to hold, his natural benefit throughout life. The Trustee to him shall pay all net or on his behalf income and may use sparingly as the principal Trustee may deem appropriate fo proper and ade r his quate support including medical costs. At his death, distribution shall per stirpes be made to or if no such issue his issue, per stirpes, exist, to my issue, Should an Y subparagra h Para p fail, graphs shall the effective sub- correspondin event of glY increase. In the the failure of my issue, trust a distributed to sets shall be the American Heart Association restriction as to use. without B. In all other respects, the Trust and shall remain Agreement in effect is ratif1ed in accordance with the Trust Agreement dated January lg terms of the September 1972 and the 5. 1984. Amendment dated IN WITNESS WHEREOF, the Settlor and seal, and the Trustee has has hereunto set cause her hand d these presents to be -2- ~, -- executed by duly authorized officers hereunto affixed the da and its corporate seal to be y and year first above written. OUISE V. COOK (SEAL) Settlor ATTEST: .~ ~; .~~~ ( ssistant) Secretary (Corporate Seal) DAUPHIN DEPOSIT BANK AND TRUST COMPANY By ~~~~~. ., e, ~~,<-~-~ (Vice) President Trustee -3- COMMONWEALTH OF PENNSyLV~IA . COUNTY OF DAUPHIN SS. i On this, the ..x ~'L~~,_ day of December, 1991 before me, the undersigned officer, personally appeared LOUISE V. me (or satisfactoril COOK, known to Y proven) to be the subscribed to the within instrument, andperson whose name is acknowledged that she executed the same for the purposes therein contained. IN WITNESS WHEREOF, I hereunder set my hand and official seal. ~~~ y ~ F, Notary P~xblic `~ ~ ~ ~`~ U NGTAF~;AL SEAL KATIIRYN C. HOLLIf4GCR. tJO!ary ~'~,blic f-ianisburg. Da!ipliin County M Com~rii~;;ion Ex fires Febr __-- --- uar .13. 199 -4- COMMONWEALTH OF PENNSYLVANIA . COUNTY OF DAUPHIN SS. ..> On this, the~~~ ~~ ~ '~~ `"`~ day of before me, the undersigned officer, personally appeared ~~~~Ci~~~''2'.~ t~l~ ~ ~ who acknowledged (her)himself to be` ~~ , DAUPHIN DEPOSIT BANK AND TRUST COMPANY, and that (s)he, as such officer being authorized so to do, executed the foregoing instru- ment for the purposes therein contained by signing the name of the organization by (her himself as such officer. IN WITNESS WHEREOF, I hereunto set my hand and official seal. Nota Public No~ariai Seal _ M~Anderson, Notary~~ ~M Cgrtur~sebri EOct. 30.1994 -5- ~', FO UR TH AMENDMENT AND RESTATEMENT OF TR UST A GREEMENT DATED JANUARY 18, 19 72 ~/ Introductory Clause. This Fourth Amendment and Restatement of Trust Agreement made !~ c~/~.mh or' l~ , 2004, executed in duplicate between Louise V. Cook, hereinafter referred to as the Settlor and M & T Investment Group, hereinafter referred to as the Trustee. WHEREAS, the Settlor and the Trustee entered into a Trust Agreement dated January 18, 1972, hereinafter called the Trust Agreement, and WHEREAS, Article TEN of the Trust Agreement provided that the Settlor reserved the right to amend in any manner or revoke in whole or in part the Trust Agreement, and WHEREAS, the Trust Agreement was amended on September 5, 1984, November 22, 1989, and December 23, 1991, and WHEREAS, the Settlor is desirous of further modifying and amending the Trust Agreement and the Trustee is agreeable to the modifications and amendments contained herein, NOW, THEREFORE, IT IS AGREED that the entire Trust Agreement (except Schedules A, which is not modified hereby) as modified and amended will read as follows: ARTICLE I Description of Propert~Transferred. The Settlor, upon original execution of this Trust Agreement, paid over, assigned, granted, conveyed, transferred and delivered unto the Trustee certain property described on Schedule A to the original Trust Agreement (dated January 18, 1972), and such property, as invested and reinvested (hereinafter referred to as the "Trust Estate"), has been held, and shall continue to beheld, administered and distributed by the Trustee as hereinafter set forth. ARTICLE II Provisions for Settlor During Lifetime. The Trustee shall hold, manage, invest and reinvest the Trust Estate (if any requires such management and investment) and shall collect the income, if any, therefi-oin and shall dispose of the net income and principal as follows: (1) During the lifetime of the Settlor, the Trustee shall pay to or apply for the benefit of the Settlor all the net income from this Trust. (2) During the lifetime of the Settlor, the Trustee may pay to or apply for the benefit Page 1 _ ~`l~ of the Settlor such sums from the principal of this Trust as in its sole discretion shall be necessary or advisable from time to time for the medical care, education, support and maintenance in reasonable comfort of the Settlor, taking into consideration to the extent the Trustee deems advisable, any other income or resources of the Settlor known to the Trustee. ARTICLE III Settlor's Rights to Amend, Change or Revoke the Trust Agreement. The Settlor may, by signed instruments delivered to the Trustee during the Settlor's life: (1) withdraw property from this Trust in any amount and at any time upon giving reasonable notice in writing to the Trustee; (2) add other property to the Trust; (3) change the beneficiaries, their respective shares and the plan of distribution; (4) amend this Trust Agreement in any other respect; (5) revoke this Trust in its entirety or any provision therein; provided, however, the duties or responsibilities of the Trustee shall not be enlarged without the Trustee's consent nor without satisfactory adjustment of the Trustee's compensation. ARTICLE N Discretionary Provisions for Trustee to Deal with Settlor's Estate and Make Payment of Debts and Taxes. After the Settlor's death, the Trustee, if in its discretion it deems it advisable, may pay all or any part of the Settlor's funeral expenses, legally enforceable claims against the Settlor or the Settlor's estate, reasonable expenses of administration of the Settlor's estate, any allowances by court order to those dependent upon the Settlor, any estate, inheritance, succession, death or similar taxes payable by reason of the Settlor's death, together with any interest thereon or other additions thereto, without reimbursement from the Settlor's personal representatives, from any beneficiary of insurance upon the Settlor's life, or from any other person. All such payments, except of interest, shall be charged generally against the principal of the Trust Estate includable in the Settlor's estate for Federal estate tax purposes and any interest so paid shall be charged generally against the income thereof; provided, however, any such payments of estate, inheritance, succession, death or similar taxes (except generation-skipping transfer taxes) shall be charged against the principal constituting the Trust Estate and any interest so paid shall be charged against the income thereof. If such share or trust was created as a fraction, then such taxes thus paid shall reduce the numerator of that share or trust and the Trust Estate, thus likewise reducing the denominator of the fraction. The Trustee may make such payments directly or may pay over the amounts thereof to the personal representatives of the Settlor's estate. Written statements by the personal representatives of such sums due and payable by the estate shall be sufficient evidence of their amount and propriety for the protection of the Trustee and the Trustee shall be under no duty to see to the application of any such payments. If administrative expenses are deducted on the estate's income tax return but paid from principal, then they shall be charged against the Trust Estate. Page 2 ARTICLE V Trust Estate to Settlor's Issue. Upon the death of the Settlor, the Trust Estate (which shall include any property which maybe added from the Settlor's general estate) shall be paid over and distributed to the Settlor's then-surviving children, Roderick W. Cook, IlI, Susan L. Cook, and Randall C. Cook, in equal shares, provided, however, the then living issue of a deceased child of the Settlor shall take per stirpes the share their parent would have taken had he or she survived the Settlor, or in default of issue (i.e., if none of the Settlor's children or lineal descendants survive her) then to the American Heart Association, without restriction as to use; and further provided that the share passing to Roderick W. Cook, III shall immediately vest in him, but notwithstanding the provisions herein, the Trustee shall retain possession of this share in trust for Roderick W. Cook, III. The Trustee shall use so much of the net income and principal of this trust as the Trustee deems necessary to provide for his medical care, education, support and maintenance in reasonable comfort, taking into consideration to the extent the Trustee deems advisable any other income or resources of the beneficiary known to the Trustee. Any income not so paid or applied shall be accumulated and added to principal. Upon the death of Roderick W. Cook, III, the then-remaining principal and income of this trust shall be paid to the issue of Roderick W. Cook, III, per stitpes; and if he has no issue, then to the Settlor's issue, per stirpes. With respect to this trust, the Trustee shall have all of the powers and discretions it has with respect to the trusts created herein generally. ARTICLE VI Trustee Succession Trustee's Fees and Other Matters. The provisions for naming the Trustee, Trustee succession, Trustee's fees and other matters are set forth below: (1) Addition of Individual Trustee Following Settlor's Death. Upon the death of the Settlor, Susan L. Cook shall become an additional Trustee (the "Individual Trustee") by delivering to the Corporate Trustee her written acceptance of the office. (2) Naming Corporate Successor or Substitute Trustee. Except as otherwise provided herein, if M & T Investment Group (the "Corporate Trustee") or any successor Corporate Trustee as herein defined should fail to qualify as Trustee hereunder, or for any reason should cease to act in such capacity, the successor or substitute Corporate Trustee shall be some other bank or trust company qualified to do business in the State of the Settlor's domicile at the time of the Settlor's death, which successor or substitute shall be designated in a written instrument filed with the court having jurisdiction over this Trust and signed by the Individual Trustee, or if she fails to act, by the court having jurisdiction over this Trust. (3) Fee Schedule for Corporate Trustee. For its services as Trustee, the Corporate Trustee shall receive an amount determined by its Standard Fee Schedule in effect and applicable at the time of the performance of such services. If no such schedule shall be in effect at that time, Page 3 it shall be entitled to reasonable compensation for the services rendered. (4) Fee Schedule for Individual Trustee. For its services as Trustee, the individual Trustee shall receive reasonable compensation for the services rendered and reimbursement for reasonable expenses. (5) Delegation Among Trustees. When there is more than one individual or entity serving as co-Trustees, then any Trustee may delegate to any other Trustee,the power to exercise any or all of the powers granted to the Trustees in this Trust Agreement, including those powers, which are discretionary, to the extent allowed by law. Any delegating Trustee may revoke any such delegation with written notice to the other serving co-Trustees. The delegation of any such power, as well as the revocation of any such delegation, shall be evidenced by an instrument in writing signed by the delegating co-Trustee. As long as any such delegation is in effect, any of the delegated powers maybe exercised by the Trustee receiving such delegation with the same force and effect as if the delegating Trustee had personally joined in the exercise of such power. Provided, however, that if such Trustee, or co-Trustee, shall also be a current beneficiary and such delegation shall be deemed to create in that Trustee a right that shall be deemed to be a general power of appointment, then such individual Trustee shall not be vested with such right to delegate such power. (6) Removal and Replacement of Corporate Trustee. The Individual Trustee may, at any time and from time to time, remove the then-serving Corporate Trustee, provided that she designates, in a written instrument filed with court having jurisdiction over this Trust, a bank or trust company qualified to do business in the State of the Settlor's domicile at the time of the Settlor's death as successor Corporate Trustee. (7) Change in Corporate Fiduciary -Method of Successor Selection. If any corporate fiduciary hereunder is merged or combined into another corporation, then within six (6) months after such merger or combination a successor or substitute corporate fiduciary (which shall be some other bank or trust company qualified to do business in the State of the Settlor's domicile at the time of the Settlor's death) may be named in a written instrument filed with the court having jurisdiction over this Trust, signed by the Individual Trustee, or if she fails to act, by the court having jurisdiction over this Trust. If no successor is named within the time specified, then the corporate successor resulting from the merger or combination shall succeed to the capacity of its predecessor without conveyance or transfer. ARTICLE VII Definition of Trustee. Whenever the word "Trustee" or any modifying or substituted pronoun therefor is used in this Trust, such words and respective pronouns shall include both the singular and the plural, the masculine, feminine and neuter gender thereof, and shall apply equally to the Trustee named herein and to any successor or substitute Trustee acting hereunder, Page 4 and such successor or substitute Trustee shall have all the rights, powers and duties, authority and responsibility conferred upon the Trustee originally named herein. ARTICLE VIII Powers for Trustee. The Trustee is authorized in its fiduciary discretion (which shall be subject to the standard of reasonableness and good faith to all beneficiaries) with respect to any property, real or personal, at any time held under any provision of this Trust Agreement and without authorization by any court and in addition to any other rights, powers, authority and privileges granted by any other provision of this Trust Agreement or by statute or general rules of law: (1) To retain any investments at the discretion of the Trustee, including stock of any corporate fiduciary, or of a holding company controlling it; (2) To invest and reinvest in the Trustee's discretion as permitted by law, with the specific right to invest in stocks, bonds and real estate, including non-income producing residential real estate for the occupancy of any present income beneficiary or beneficiaries, and in such diversified, money market and mutual funds, including a corporate fiduciary's proprietary mutual funds, as the Trustee deems appropriate, including any such funds of any corporate fiduciary hereunder or any successor or affiliated corporation or a holding company controlling it; (3} To sell, to grant options for the sale of, or otherwise to convert any real or personal property or interest, at public or private gale, for such prices, at such time, in such manner and on such terms as Trustee may think proper, and to execute and deliver good and sufficient conveyances, assignments, and transfers without liability of any purchaser to see to the application of the purchase money; (4) To borrow money and to secure its repayment by mortgage of real or persona] property, pledge of investments, or otherwise, without liability on the part of the lenders to see to the application; (5) To compromise claims by or against any trust created under this agreement; (6) To allocate and distribute different kinds or disproportionate shares of property ar undivided interests in property among beneficiaries or trusts, in cash or in kind, or partly in each; (7} To register investments in the name of a nominee or to hold them unregistered in such form that they will pass by delivery; (8) To join in any recapitalization, merger, reorganization, or voting trust plan Page 5 r ~ ,~ ..~., ,1., - ~ _.~~ ~- ~' _ v °~~'"3 ~~ r ~' '; -.. „ ... ..,.. -. is ,f`: - ~:_ affecting investments; to deposit securities under agreement; to subscribe for stock and bond privileges; and generally to exercise all rights of security holders; (9) To manage, operate, repair, alter, or improve real estate or other property, and to lease real estate and other property on such terms and for such period as trustee deems advisable, even for more than .five years and beyond the duration of any trust; (10) To receive from the Settlor or from any other source any real or personal property as additions to this trust by deed, will, or in any other manner; (11) To combine, without prior court approval, any trust herein with any other trust with substantially similar provisions, although such other trust may have been created by separate instruments and by different persons, and, if necessary to protect different future interests, to value the assets at the time of such combination and to record the proportionate interest of each separate trust in the combined fund, provided, however, that no such combination shall be permitted if the effect of such combination would be (1) to violate the applicable rule against perpetuities; (2) to disqualify any interest in one or more of such trusts for a deduction for federal estate tax purposes which would otherwise be allowable; or (3} to cause the loss of the exempt status of one or more of such trusts from the imposition of the generation-skipping tax; { 12) In the sole discretion of the Trustee, to divide any trust created under this agreement, without court order, into one or more separate trusts for the benefit of one or more of the beneficiaries of the trust (to the exclusion of the other beneficiaries) so divided, as the Trustee determines, and to allocate to such divided trust some or all of the assets of the trust estate for any reason; (13) To permit any present beneficiary to occupy any real estate forming part of any trust without rent or on such other terms and conditions as the trustee shall determine; (14) To exercise any stock options that it may receive, including stock from any source as the trustee may deem necessary for the exercise of such options; and to pledge assets as trustee deems appropriate for this purpose; (15) To disclaim any interest in property received hereunder without Court approval; and (16) In general, to exercise all powers in the management of the Trust Estate which any individual could exercise in his or her own right, upon such terms and conditions as it may reasonably deem best, and to do all acts which it may deem reasonably necessary or proper to carry out the purposes of this Trust Agreement. Page 6 ARTICLE IX Provision for Trustee to Act as Trustee for Beneficiary Under Age Twenty-One. If any share hereunder becomes distributable to a beneficiary who has not attained the age of Twenty-one (21), such share shall immediately vest in the beneficiary, but notwithstanding the provisions herein, the Trustee shall retain possession of the share in trust for the beneficiary until the beneficiary attains the age of Twenty-one (21), using so much of the net income and principal of the share as the Trustee deems necessary to provide for the medical care, education, support and maintenance in reasonable comfort of the beneficiary, taking into consideration to the extent the Trustee deems advisable any other income or resources of the beneficiary or his or her parents known to the Trustee. Any income not so paid or applied shall be accumulated and added to principal. The beneficiary's share shall be paid over arid distributed to the beneficiary upon attaining age Twenty-one (21), or if he or she shall sooner die, to his or her personal representatives. The Trustee shall have with respect to each share so retained all the powers and discretions it had with respect to the trusts created herein generally. ARTICLE X Trustee's Discretion in Making Payments to a Person Under Abe Twenty-One Incompetent, or Incapacitated Person. In case the income or principal payment under any trust created hereunder or any share thereof shall become payable to a person under the age of Twenty-one (21), or to a person under legal disability, or to a person not adjudicated incompetent, but who, by reason of illness or mental or physical disability, is, in the opinion of the Trustee unable properly to administer such amounts, then such amounts shall be paid out by the Trustee in such of the following ways as the Trustee deems best: (1) directly to the beneficiary; (2) to the legally appointed guardian of the beneficiary; (3) to some relative or friend for the medical care, education, support and maintenance in reasonable comfort of the beneficiary; (4) by the Trustee using such amounts directly for the beneficiary's care, support and education; (5) to a custodian for the beneficiary under the Uniform Gifts or Transfers to Minors Act. ARTICLE XI Power of Trustee to Resign During Settlor's Lifetime. The Trustee may resign this trusteeship during the Settlor's lifetime by giving the Settlor Thirty (30) days notice in writing delivered to the Settlor in person or mailed to the Settlor's last known address, the resignation to become effective as hereinafter provided. Upon receipt of such notice, the Settlor shall appoint a successor Trustee which shall be a bank or trust company qualified to do business in the state of the Settlor's domicile. Upon the failure of the Settlor to appoint a successor Trustee who accepts the trust within Thirty (30) days from the time notice was delivered in person or mailed to the Settlor, the Trustee may resign to the court having jurisdiction over this trust, which court may, if it deems advisable, accept the resignation and appoint a successor Trustee which shall be a bank Page 7 ~?n•: m#~' 1 ~~ t .. - .,~ ~, or trust company qualified to do business in the state of the Settlor's domicile. Upon the appointment of and acceptance by the successor Trustee, the original Trustee shall pay over, deliver, assign, transfer or convey to such successor Trustee the Trust Estate and make a full and proper accounting to the Settlor, whereupon its resignation shall become effective. The substitute or successor Trustee upon acceptance of this trust and the Trust Estate shall succeed to and have all the rights, powers and duties, authority and responsibility conferred upon the Trustee originally named herein. ARTICLE XII Settlor During, Lifetime to Desi~,nate Substitute or Successor Trustee. The Settlor during the Settlor's lifetime may name a substitute or successor Trustee which shall be a bank or trust company qualified to do business in the Settlor's domicile by delivery to the Trustee herein a notice naming the successor or substitute Trustee and indicating an intent to replace the Trustee named herein. Upon receipt of such notice the Trustee named herein shall pay over, deliver, assign, transfer or convey to such substitute or successor Trustee (which accepts the appointment as trustee), the Trust Estate and make a full and proper accounting to the Settlor, whereupon the Trustee named herein shall be discharged and have no further responsibility under this Trust Agreement. Upon the failure of the Trustee to make such conveyance the Settlor may apply to the court having jurisdiction of this trust and such court may compel the conveyance by the Trustee. The substitute or successorTrustee upon acceptance of this trust and the Trust Estate shall succeed to and possess all the rights, powers and duties, authority and responsibility conferred upon the Trustee originally named herein. ARTICLE XIII Discretion in Tnlstee to Terminate Small Trust and Distribute to Income Beneficiary. If at any time any trust created hereunder has a fair market value as determined by the Trustee of Fifteen Thousand 015,000.00) Dollars or less, the Trustee, in its absolute discretion if it determines that it is uneconomical to continue such trust, may terminate such trust and distribute the trust property to the person or persons then entitled to receive or have the benefit of the income therefrom or the legal representative of such person. If there is more than one income beneficiary, the Trustee shall make such distribution to such income beneficiaries in the proportion in which they are beneficiaries or if no proportion is designated in equal shares to such beneficiaries. ARTICLE XN Simultaneous Death Provision Presuming Beneficiar~Predeceases Settlor. If any beneficiary and the Settlor should die under such circumstances as would make it doubtful whether the beneficiary or the Settlor died first, then it shall be conclusively presumed for the purposes of this Trust that the beneficiary predeceased the Settlor. Page 8 ARTICLE XV State Law to Govern. This Trust Agreement and the trusts created hereby shall be construed, regulated and governed by and in accordance with the laws of the Commonwealth of Pennsylvania. ARTICLE XVI Spendthrift Provision. Except as otherwise provided herein, all payments of principal and income payable, or to become payable, to the beneficiary of any trust created hereunder shall not be subject to anticipation, assignment, pledge, sale or transfer in any manner, nor shall any beneficiary have the power to anticipate or encumber such interest, nor shall such interest, while in the possession of the fiduciary hereunder, be liable for, or subject to, the debts, contracts, obligations, liabilities or torts of any beneficiary. ARTICLE XVII Perpetuities Savings Clause. Notwithstanding anything herein to the contrary, the trusts created hereunder shall terminate not later than Twenty-one (21) years after the death of the last survivor of the trust beneficiaries hereunder, their issue, and any person or persons or their issue used to define the trust beneficiaries under this trust, living on the date of the Settlor's death (or when this trust becomes irrevocable, if sooner), when the Trustee shall distribute each remaining trust hereunder to the beneficiary or beneficiaries of the current income thereof, and if there is more than one beneficiary, in the proportion in which they are beneficiaries or if no proportion is designated in equal shares to such beneficiaries. Testimonium Clause. IN WITNESS WHEREOF, the Settlor and the Trustee have executed this Fourth Amendment and Restatement of Trust Agreement. '~, ~~ ~~ ,~~ ;~. ~~-~ -~~ M & T INV TMENT GROUP LO ISE V. COOK SETTLOR By Witness: ,~ it ,~j~;~,~,~ ~.~J~ SST: VICE pP.ESIDEPlT ItS ~-~l!S'F--AfF~e~ TRUSTEE ~~ ~, b ~,~ < < < ~~r 5- -,a~j ~ ~7Z ~s r ~~~=r~Z'c Page 9 __ --,..~-- _ _ w. z r y; COMMONWEALTH OF PENNSYLVANIA COUNTY OF CUMBERLAND I, a Notary Public, within and for the Commonwealth and County aforesaid, do hereby certify that the foregoing Fourth Amendment and Restatement of Trust Agreement was this day produced to me in the above Commonwealth and County by Louise V. Cook, Settlor, party hereto and was executed and acknowledged by the Settlor to be the Settlor's free act and voluntary deed, WITNESS my signature this~(,_e~ day of J ~ 0-1~ , 2004. Nota Public COMMONWEALTH Of PENNSYLVANIA NOTARIAL SEAL CYNTHIA J. RULE, Notary Public Camp Hill Boro., Cumberland. County My Commission Expires February 3, 2008 Page 10 I, a Notary Public, within and for the Commonwealth and County aforesaid do hereby certify that the foregoing Fourth Amendment and Restatement of Trust Agreement was this day p uced to me in he ab ve Comoro wealth ap County and was executed and acknowledged of M & T Investment Group, to be the free and voluntary act and dee of the corporate Trustee. day of 1 )O C~ i u (~ P h 2004. FITNESS my signature this -~ `-~--r------' COMMONWEALTH OF PENNSYLVANIA Notarial Seal Y. Machete Smoot, Notary Public City Of Hamsburg, Dauphin County My Commission Expires June 29, 2008 Member, Pennsylvania Association Of Notaries .~' rte' ~'~ Pub c Page 11 REV-485 EX (05-04) SAFE DEPOSIT BOX {NVENTORY PA Department of Revenue 48500041046 Social Security or Death Certificate Number Date of Death _. , _ __.. 209-16-3130 j ~ 05!31!2008 Decedent's Last Name Suffix Cook I _ _ _ _._ _._- .._..__. ___ 1 -_ ADDRESS OF DECEDENT STREET- CITY: 553 Brighton Place O Mechanicsb CITY: ZIP CODE 17055 NAME AND ADDRESS OF PERSON REQUESTING THE OPENING OF THE SAFE DEPOSIT BOX NAME: Susan L Cook 8~ Manufacturers 8~ Traders Trust Co-- Co/Executors STREET ADDRESS: CITY: STATE: ZIP CODE. NAME, ADDRESS AND RELA710NSHlP (IF ANY) TO DECEDENT, OF PERSON(Sj PRESENT AT THE BOX OPENING a. NAME: RELATIONSHIP: Susan L Cook STREET ADDRESS: CITY: STATE: ZIP CODE 6104 Crossover Lane Rockville MD 20852__ b. NAME: RELATIONSHIP: Ruth Ann McMillen Asst Vice Pres (Manufacturers 8 Traders) STREETADDRES5: CITY: STATE. ZIP CODE: 213 Market Street Harrisburg PA 17101 __ c. NAME: RELATIONSHIP. STREET ADDRESS: CITY: STATE ZIP CODE. ~'~ NAME AND ADDRESS OF FINANCIAL INSTITUTION WHERE THE SAFE DEPOSIT BOX IS LOCATED NAME Manufacturers ~ Traders Trust Co STREET ADDRESS: 5219 Simpson Ferry Rd NAME OF PERSON MAKING LAST ENTRY Susan LCook - PlO/A DATE OF CONTRACT TO RENT BOX NUMBER OF BOX 07/02/2004 1031 NAME AND ADDRESS OF PERSON(Sj HAVING ACCESS TO 80X a. NAME Louise V Cook STREET ADDRESS: 553 Brighton Place CITY: STATE: ZIP CODE MechanicsburG PA 17055 NAME AND TITLE OF EMPLOYEE TAKING THE INVENTORY Ruth Ann McMillen Asst Vice Pres PLEASE USE ORIGINAL FORM ONLY CITY: STATE: ZIP CODE Mechanicsbur PA 17055 DATE AND TIME OF LA ST ENTRY 2/28(08 2:16 pm 1 TITLE UNDER WHICH BOX IS REQUESTED Louise V Cook b. NAME Susan L Cook STREET ADDRESS: 6104 Crossover Lane _ CITY. STATE: ZIP CODE Rockville MD 20852 WAS A WILL IN THE BOX7 ^ YES ~ NO It yes, a. Date of will: b. Name and address of personal representative, if named in the will NAME: STREET ADDRESS. i c. Name and address of attorney, if any j NAME: I _. I STREET ADDRESS: CITY: S TAT E 4850004],046 4850004J~046 STATE: PA STATE. ZIP CODE. 1 ZIP CODE. I ./ .cv-a8s Ex INSTRU SAF` DEPOSIT BOX INVE~'TORY Pa9e_2 °`- IONS (1) Cash: Report total only. (2) Stocks: List in detail every common or preferred certificate, warrant or otter rights found in box. Stocks are to be designated by name of company, certficate number, date of certificate, name in which stock is registered, and number of shares and class of stock (3) Obligations of U.S. Government: Number of items, date of issue, face value, names in which registered and type of ownership, i.e., jointly held, payabie on death, etc. (4) Bonds: Designate by name, amount, serial number, or other designation. (Bearer Bonds) (5) Bank and Savings and Loan Passbooks: State name of depositor, number of book, last date appearing in book, name of bank and branch, and balance. (6) Jewelry, Coins, Stamps, Manuscripts, etc: List and describe as fully as possible. (7) Deeds, Mortgages, Current Insurance Policies or other evidences of indebtedness: List and describe as fully as possible (8) All other contents. (9) Return completed form to: DEPARTMENT OF REVENUE INHERITANCE TAX DIVISION DEPT. 280601 HARRISBURG, PA 17128-0601 ITEM NO. ITEM DESCRIPTION 7 Certificate of Property fns (Condo) 7 Recorded Deed 8 Certificate of Title - 553 Brighton Place 8 Misc papers of no apparent value - - ----__ -------_ I CERTIFY UNDER PENALTY OF PERJURY THAT THE ABOVE RECORD IS CORRECT AND COMPLETE TO THE ST Y KNOWLEDGE AND BELIEF. PERSON RECEIVING COPY OF SAFE DEPOSIT BOX INVENTORY: SIG TURE ,x'C~.~ SIGNATURE "P T NAME Susan LCook-- Ruth Ann McMillen PRINT NAME AND CHECK APPROPRIATE BOX BELOW: PRINT TITLE Executors of the Est of Louise V Cook DATE ~7~~ ~~2008 GNECK APPROPRIATE 80X: Executor(trix) ~ Atlministrator(tnx) ~ Estate Representative ~ Joint owner of sate deposit box NOTE: Attach additional 8'l~" x 11" sheet(s) if necessary or use duplicates of this page of form. The Department is authorized by law, 42 U.S.C. §405 (c)(2)(C)(i), to require disclosure of Social Security numbers in connection with administering state tax laws, The Department uses the Social Security number to identity the decedent and personal representatives of the estate. The Commonwealth may also use the information in exchange of tax information agreements with Federal and local taxing authorities. The state law prohibiLS the Commonwealth's personnel from disclosing confden0al tax information except for otLcial purposes. © 1~1~ i.J~ 499 Mitchell Road, Millsboro, DE 19966 Mail Code DE-MB-12 1-888-502-4349 Memorandum To: Trust administrative Assistant, M&T Bank, Lindsay J Shields PAl-HM21, PO Box 2961, Harrisburg, PA 17105-2961 From: Nancy Clagett /Records Management l Date of Death Unit Date: July 2, 2008 Subject: Date of Death Values for the Estate of: Estate of: Louise V Cook Social Security Number: 209-16-3130 Date of Death: May 31, 2008 Per your inquiry dated June 26, 2008, please be advised that at the time of death, the above-named decedent had on deposit with this bank the following: 1. Type of Account Checking Account Account Number 23918977 Ownership (1'James of} Louise V Cook Dpening Date 12128/71 Balance on Date of Death $2, 663.60 Accrued Interest $ 0.02 Total $2, 663.62 Please be advised, there was no safe deposit box found for the above decedent. * If upon reviewing the information above, you believe there are additional accounts not referenced, please provide us with an account number and/or name of any possible joint account holder, you feel that any additional accounts should exist, please provide us with an account number andfor the name of any possible joint account holder. For any additional information on the above accounts, including ownership and any changes, closures and/or reimbursement of funds, etc., please contact our Mechanicsburg Branch at 5219 Simpson Ferry Road, Mechanicsburg, PA 17050, or # 717-255-2031. Sincerely, Nancy Cla~tt Records Management Estate Valuation Date of Death: 05/31/2008 Valuation Date: 05/31/2008 Processing Date: 06/13/2008 Shares Security or Par Description High/Ask LowlBid 1) 27502.41 Cash (CASH) MTB Money Market 2) 6600 ALLIED IRISH BKS PLC (01 9228402) SPON ADR ORD New York Stock Exchange 05%30!2008 06/02/2008 3) 1561.931 FEDERATED EQUITY FDS (3141 72560) STRT VAL USD I Mutual Fund (as quoted by NASDAQ) 05/30!2008 4) 1302.627 MTB GROUP FDS (553767601) EQTY INCM II Mutual Fund (as quoted by NASDAQ) 05/30/2008 5) 1126.972 MTB GROUP FDS i55376T88X EQ INDEX I I Mutual Fund (as quoted by NASDAQ) 05/30/2008 6) 200.735 ROWS T PRICE DIVID GROWTH FD (779546100) COM Mutual Fund (as quoted by NASDAQ) 05/30/2008 7) 237.079 VANGUARD WHITEHALL FDS INC (921946505) HIGH DIVD INVS Mutual Fund ias quoted by NASDAQ) 05/30/2008 8) 544.86 VANGUARD INDEX FDS (922908405) VALUE PTFL Mutual Fund (as quoted by NASDAQ) 05/30/2008 9) 749.499 MTB GROUP FDS (553767817) INTRM BD I I Mutual Fund (as quoted by NASDAQ) 05/30/2008 10) 2231.409 MTB GROUP FDS (55376V705) US GV BD I I Mutual Fund (as quoted by NASDAQ) 05130/2008 Total Value: Total Accrual: Total: $371,694.52 Estate of: Louise Cook Account: Louise Cook T,'A Report Type: Date of Death Number of Securities: 10 File ID: Cook, Louise Mean and/or Div and Int Security Adjustments Accruals Value 27,502.41 40.59000 39.97000 H/L 40.29000 38.75000 H/L 39.900000 263,340.00 5.29000 Mkt 5.290000 8,262.61 6.46000 Mkt 6.460000 8,414.97 11.66000 Mkt 11.660000 13,140.44 24.47000 Mkt 24.470000 4,911.99 19.09000 Mkt 19.090000 4,525.84 24.31000 Mkt 24.310000 13,245.55 9.90000 Mkt 9.900000 7,420.04 9.38000 Mkt 9.380000 X,930.62 $371,694.52 50.00 Page 1 This report was produced with EstateVal, a product of Estate Valuations & Pricing Systems, Znc. If you have questions, please contact EVP Systems at (818) 313-6300 or www.evpsys.com. (Revision 7.0.3) Date of Death: 05/31/2008 Valuation Date: OSi31/2008 Processing Date: 12(29!2008 Shares Security or Par Description 1) 30 METLIFE INC (591568108; MET) coM New York Stock Exchange 05/30/2008 06/0212008 Total Value: Total Accrual: Total: $1,790.10 __._ ,~~' Estate Valuation Estate of: Louise Cock - Metlife Account: Louise Cook T/a Report Type: Date of Death Number of Securities: 1 File ID: Cook, Louise - Metlife Mean and/or Div and Int Security HighlAsk Low/Bid Adjustments Accruals Value 60.69000 59.61000 H/L 59.87000 58.51000 H/L 59.670000 1,790.10 51,79C.10 $0.00 Page 1 This report was produced with EstateVal, a product of Estate Valuations & Pricing Systems, Inc. if you have questions, please contact EVP Systems at (818) 313-6300 or www.evpsys.com. (Revision 7.0.3) c~~~ ~ Mark Heckman Rea! 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[tint era.,. ~r;5 tn; c ,~ (~ t of _ 24 I( tt raual ~A8& Ld'taY EitE;+~ AS .,. ~ ~; rng _ f.'Srtar~lc ctq ~>.lce. ..., ![,r-,e ,~ r;;, Fre .. _. .' -c?TI'(~ 7Ya, >-., '.c3'A+5 ~,.XL ... ' ~~~ pr ~ t_ ,9t 7. t~a5 .~+. .3r1 <, ~r.:~lV 1 ..,~ (;..;5 SfJy.. u,.i x81 _. t :?r rE:?TF~..trCi.ci.~> D~ ti` ~ ~ ~ .?II ;~, z.: H~ :;Uvd, t' 1 rte. ~!?a?7~f; :31? ': ~11C1 ,45 i~ 3 ~v. x - east rr=pat vrrz=E sic, ,arsr_i r iY9~ie - h- ~ w, it+ ~ szgr=atc:re. ~, ~.r . i;xt: t t ~~ 1 c srcF.,e,SF r t~tiwr {sr: rtair.~~i r , .5 ,~ ,. d;,,,,1 ;cxrur't t~ra; e.sul? in ~~.~,I ,a t ~r:rniriGi i)E?" _:. .._1,C C", ~!7 Y C 1 71 St„ t'JiPI'7 ,,,, Y,_47 J ' !y . .~. h:.; ti~~ ,.r r, . , i t)(~C?'" ~} ., ,?r:.Yt•I: rJC.~ r. E'd~f} '35, l~i't 8C1 .~.d..:: ~ ;8, ,``.rCGtiUn BLiP~RV15t~RY APPRAISER'S CERTdF3G1k7)ONi 5uw* ~ r ~ ~i;~(, r rar r~z r'~9ss a~^d ar3rN+~=. ttr3l. 7. 1 . ,a ~isf €i r. ,c ,~~.c ser f ^r irr , a1al:r~f .I .s.- u!1rl,c ~-. 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'i~ ,- , f ~,,• ~ ,~,~ audin a i~ ,:,;r„ [ec<. =; r,~ ,-;r a '.3G~;i[?tile tree i=u: ~~ r t thi=, aNsrc,is<il r!'C>~+n ~ <~ ;~: n C.' rt .. 1„~, 'rp-~rwis~il ac. rr( s' . • 9ff~?t,ay r en' c ~ ~<~;iid ~s if ~: .~ap~f ,~ -n ,~ ~h~.; aH~.ra: ~a s ~ ~a~r;=rc. ri ~,:-. ~,_~ Cfn~3irriilCl ru vrin~-,rl nnn~ ivr~#lcri sit~rt~"urn APFRA35~R a ~'` ~..~ ~ __ _. _ .._.._ ~;;;r t~~r~ r 1~~ -- __ ~. _, _ . . U~^1a~ ... - .. _ : _.__.. . N ~w. _ _~ T~3c.(a~ ~ , ,,, . , . _ __.______ Gain Yf S'.~'i~r~ • ;.. ~ - ._ n. ~ i~1es~~t bc, _~_ 4 C~ St1PEE~VISQRY APPRA@SER {C1NLY !F RE4UERED) Syrt ,iL _. ... __ _._ Ivcr'ttr ~'rrnp~rY roan er C,c~m~a.,y fi~C;r~ss _ _._ _________~. _r _.. _ _ _ __ _ -_..._W___ Errra,3 A..,~roec Cis€ry cY S , a? =e - _~_.~____ ;~i 3',t i~~ r'. ~.~ ..,~....,_____,_.._. G? St L :r: # ~..~~ft: t~X~i('~ ,f ..: i$,4? ..4 ~ . ~~. _iC f Soh ;ni{~i ~ ~ ,~„ . ~Ea _ .; t;PF ~ v` 4:E= tsf- ~JI•JEt % f~Fr:FGi~ ~ Y ~ ~ , : ~ 1 ' , _ __ _ ~, : rr a~ _ ,••~ u .k I _'. ,' 1 _. ______. Na, _ ~ ~. „ :. .- '~t ~ ~~ ~ ' l~I~;,rtga~ !' ~ ,f cum; t=;at `.. : tr:r~ ,;r3er ..~. r. _-_~____._....__. ~iG, ~;E;~ ~. t ~~C;..t „ir~~~dfa _ LgSC:Pt ... n :.: ., . u, ,, - Date ` it 5; . ,- __ .., . i _~_ Nei~ihbarhoad t3oundaries i ~"~~ U.., ; {;" ~ ~ ~ is 1~5Ca'~-~ in i~,, . • `(~'r~ -...}t t~ r ,r~uL) i ~ #)ourxsFd ..y, _-.,it?~ ,.e3t= _..;~il :o Lhe '1.`R5T. f:r :;1e 1 :'` P. u~ : F f 3-y; ...ter}. ! Nefghbor~+ood ~5~rk¢t Conditions ;.9ar• ,^,rn~rti_t . r,'he a'~le _' ;~'~ ,3G ~y° n;>>~t~k~e,t,.,. , r ,;r.(. ., _,~;,, r._ 7r,<., d,iE..r, .:0>~~,3sie.^ti,r I=~~~.~ T mk~• ,,t ,. rats -~ ,, ~~rti- v< ~ iF~s Y-~a c et,t, t~.K d _..~ r.~~d~ ~at~ I h~ mart:~f nuv~ .~. ,~. ~ _, vw ~ ~^cf ~t tlr i '~u t c _ ,7t= si ICs r ~ sir? ~~ G, do a( ~+ r arke rr r ~ ~~ his ,t t r~ r c.,,-.F tia .~~~ r~ 'r ~ "rs ~-3 r a i _ }n is cfr e"~~ ~~,,ar'rFtc :~,~ { ~- ,IIti ~ j.~pr ., : i€e a~1 m :r~ c,:,n,..,n ., ..- , , .~ ;<C~,~,. (1 !,.r; ... .a ..~ ;,tap ~~ -, i:>.. w , r aiC: i,e:~i aa, .., Sty ~~aa5 the { sarn€~ !'~:i!(if'. i•" " t c (J '9 iTi3 r3 c9Lsfti!- Specific Zoning Ciass~ttaatian Zoning E3escription ,P,If~''.vs `r,r siri rile ar ~ : fa~ni{~ a".~ °~ ~~., ..e,~z~.t e~ prc';,=~tii(?5- kdditianal F¢atures~ r y --~ivf('-, f6., .. "? C''-`z?~tl~l--"itj. .a vid6t: ' _ .i4+.''._ ,. .. s ~ u3 :.-1~. Hi ,...( :3~:3rd -~C't' r ~ ' finis, .'. i ..., -:. `.c:vel a~ roast{- r.7r °°. >~: '. ., rtti. 'i ~ :e n •N,,..~.:,. ~ . s. F6?E'~ ti~zyligt'r { i.... ,;~ r;'IcrS~ t an " ~ P.~. Lsv~tYl - isedn,o^~i ~n=[tP= ~,~ csC - - F3na! ReconciEiat+on AF"{''f~~aISEFi N,, nor*,'t;t-¢vy I~IE~ °*if~T''.I{S F,i F:~h }?`}S E3t'"P-, •~F'V t-s` <E;C; 11~s r~~ ~}F::~IANi::I~'.^rl J -'}_;~. i _iNlf ~3Fit.T ,`aTr,~JA!r~.F?I)S C1F ='1=2i>E [~~it~trJF s ;_ F'??f i-'{;~'~ Tt iAT T Hr r >'r~f~kl~ ~ n "NSi1*t i F-?f-~ i=C~ F'skf:~ T~' G~T~C? Tj 1f.T ?e-iL lJ' t_. " ' -t} `;f! I !~~ I: l.~ ACt~!.it±,,:TE T+:'r THE :. 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I don't thi~~k we should let: this drag can forever. ~tA`1E. >;~ #~YAFJ LEPPt~ 7;'2~=~2t~0~3 4:b8 ~M > ~> lave ~`huck; I gave received confirn-~ation of the title change to M&T as trustee from C~onald Hussey, individual. I contacted Harriet yesterday and made arrangements to list the timeshare for sale. They said it should take 3 weeks before I receive the lisking for signature, etc. once received, I will forward a copy before signing for any carT~r~~ents. The net to us should be just t~ver ~12,QOQ if Harriet sells it. G~aue, f~o~r~ long do you want to wait on this? I was figuring on a max of 3-5 months. If it would nQt sefl, I recall Marriot will buy it outright. The net drops to like $3500 or sa if we do that. The maintenance fees will be due in February for 2009, it I recall. 2003 are already paid and we would not get anything back on them as I understand. I am~ pretty sure eve have a pretty popular week, so hopefully they will be able to sell it for us. Please prc~~ide any con~rr?ents, Thanks, Ryan M. l_epp4 [~1~T In~,restrs~ent group,, Trust meal estate 360? C3c~rry street, 2nd Floor tlarrisi3urg, PA 1.7111 Fill: 1717} 5652453 Fait (717 565-2440 Pv9ail bode PA.I Q524 M~°xT Eank - "llnderstancting V~lhat`s Important" /) ~~ CCfPY --IN-THE-NrATTER OF THE IN THE COURT OF COMMON PLEAS ESTATE AND TRUST OF CUMBERLAND COUNTY, PENNSYLVANIA LOUISE V. COOK, ORPHANS' COURT DIVISION DECEASED N0.2008-00656 INSTRUMENT OF DISCLAIMER THIS INSTRUMENT, made as of the 31S` day of October, 2008, by RANDALL C. COOK, LAURA L. COOK, MICHAEL R. COOK, STEPHEN N. CHRISTAKOS, and SUSAN L. COOK, all adult individuals, and by Susan L. Cook as parent and natural guardian for her minor children, ~.: - . C..% .__ n `' THOMAS N. CHRISTAKO5 and JENNIFER L. CHRISTAKOS (collectively, the ~~ ~'} ~': ~ ~m ~~~ ~~ "Discla.imants"), ~~.,~ - c~c~o .~ WITNESSETH: ,.,~-, CJ ~ _ ~ THE CIRCUMSTANCES leading up to the execution of this Instrument are as follows: ~- 1. Louise V. Cook (the "Decedent"), late of Upper Allen Township, Cumberland County, Pennsylvania, died testate on May 31, 2008. The Decedent was survived by her three children, Roderick W. Cook, III, Randall C. Cook, and Susan L. Cook (collectively, the "Children"), and by her five grandchildren: Laura L. Cook and Michael R. Cook, the children of Randall; and Stephen N. Christakos, Thomas N. Christakos, and Jennifer L. Christakos, the children of Susan. 2. Susan L. Cook and Manufacturers and Traders Trust Company (collectively, the "Executors") have received Letters Testamentary from the Register of Wills of Cumberland County, for the administration of the Decedent's probate estate (the "Estate") -1- l~ By the terms of the Decedent's Last WiII and Testament, dated November 16, 2004 (the "Will"), the Decedent gave the residue of the Estate to the trustee of the below-described Trust Agreement. 4. By that certain Trust Agreement, originally dated January 18, 1972, as most recently amended and restated in its entirety on November 16, 2004 (the "Trust Agreement"}, the Decedent, as settlor, established a revocable trust (the "Trust") with Manufacturers and Traders Trust Company, as trustee ("M&T") 5. Article VI (1) of the Trust Agreement provides that, upon the death of the settlor, Susan L. Cook is to be an additional trustee. On June 19, 2008, Susan L. Cook, as Co-Tr~tee, executed that certain Acceptance of Appointment as Co-Trustee, a copy of which is attached hereto as Exhibit "A", and incorporated herein by this reference. Therefore, M&T and Susan L. Cook are Co-Trustees of the Trust (collectively, the "Trustees"). 6. Article V of the Trust Agreement provides that, upon the death of the Decedent, the trust property, including all assets received from the Estate, is to be divided equally among the Children, as follows: Trust Estate to Settlor's Issue. Upon the death of the Settlor, the Trust Estate (which shall include any property which may be added from the Settlor's general estate) shall be paid over and distributed to the Settlor's then surviving children, Roderick W. Cook, III, Susan L. Cook, and Randall C. Cook, in equal shares, provided, however, the then living issue of a deceased child of the Settlor shall take per stirpes the share their parent would have taken had he or she survived the Settlor, or in default of issue (i.e., if none of the Settlor's children or lineal descendants survive her) then to the American Heart Association, without restriction as to use; and further provided that the share passing to Roderick W. Cook, III shall immediately vest in him, but notwithstanding the provisions herein, the Trustee shall retain possession of this share in trust for Roderick W. Cook, iII. The Trustee shall use so much of the net income and principal of this trust as the Trustee deems necessary to provide for his medical care, education, support and maintenance in reasonable comfort, taking into -2- '~_, consideration to the extent the Trustee deems advisable any other income or resources of the beneficiary known to the Trustee. Any income not so paid or applied shall be accumulated and added to principal. Upon the death of Roderick W. Cook, III, the then-remaining principal and income of this trust shall be paid to the issue of Roderick W. Cook, III, per stirpes; and if he has no issue, then to the Settlor's issue, per stirpes. With respect to this trust, the Trustee shall have all of the powers and discretions it has with respect to the trusts created herein generally. 7. Section 6201 of the Pennsylvania Probate, Estates, and Fiduciaries Code provides, in pertinent part: A person to whom an interest in property would have devolved by whatever means,; including a beneficiary under a will ... may disclaim it in whole or in part by a written disclaimer which shall: (1) describe the interest disclaimed; (2) declare the disclaimer and extent thereof; and (3) be signed by the disclaimant. 20 Pa.C.S. § 6201. 8. In order to increase the trust assets available for the lifetime financial security of Roderick W. Cook, III, the Disclaimants, collectively, desire to renounce and disclaim their respective interests in the below-described property during the lifetime of Roderick W. Cook, III, subject, nevertheless, to the prior approval by the Orphans' Court Division of the Court of Common Pleas of Cumberland County, Pennsylvania (the "Court") to empower Susan L. Cook, as parent and natural guardian of her minor children, Thomas N. Christakos and Jennifer L. Christakos, to execute this Instrument on their behalf, for the purposes set forth herein. 9. Subject to the approval of the Court as aforesaid, the Disclaimants, including Thomas N. Christakos and Jennifer L. Christakos, by Susan L. Cook at their authorized parent and natural guardian, desire to renounce and disclaim, absolutely and forever, any and all of their -3- ``~ respective right, title and interest in and to the residue of the Estate, together with their respective right, title and interest in the Trust until the death of Roderick W. Cook, III, upon the terms hereinafter set forth. 10. Except with respect to the income and principal of the Trust during the lifetime of Roderick W. Cook, III, nothing in this Instrument is intended to modify, diminish or affect the Disclaimants' respective and remaining rights in the Trust and under the Trust Agreement following the death of Roderick W. Cook, III, including the rights of the Disclaimants to receive their respective per stirpital shares otherwise provided in the Trust Agreement if Roderick W. Cook, III, should die without living issue. NOW THEREFORE, effective upon the approval of this Instrument by the Court and the entry of an Order to that effect, the Disclaimants, intending to be legally bound, do, for themselves, their heirs, personal representatives, successors and assigns, hereby exercise the rights granted to them in Chapter 62 of the Pennsylvania Probate, Estates and Fiduciaries Code, 20 Pa. C.S.A. §6201-6207, and hereby disclaim, release and renounce, absolutely and forever, any and all of their respective right, title and interest in and to the residue of the Estate and in and to the income and principal of the Trust during the lifetime of Roderick W. Cook, III. Provided, however, that nothing in this Instrument shall modify, diminish or affect the right, title and interest of the Disclaimants to receive those per stirpital shares they are otherwise entitled to receive under the Trust Agreement upon the death, without living issue, of the said Roderick W. Cook, III. The Disclaimants intend that this Instrument of Disclaimer shall constitute a "qualified disclaimer" by the Disclaimants under Section 2518 of the Internal Revenue Code of 1986, as amended. IN WITNESS WHEREOF, the Disclaimants, intending that this Instrument shall be delivered to the Trustees and to the Executors and thereafter filed of record in the Office of the Register of Wills of Cumberland County, Pennsylvania, have executed the attached Consents, with the same to be effective according to the terms set forth above. -4- \._ / i~ IN THE MATTER OF THE IN THE COURT OF COMMON PLEAS ESTATE AND TRUST OF CUMBERLAND COUNTY, PENNSYLVANIA LOUISE V. COOK, ORPHANS' COURT DNISION DECEASED N0.2008-00656 CONSENT TO INSTRUMENT OF DISCLAIMER THE UNDERSIGNED, RANDALL C. COOK, hereby consents to and joins in the Instrument of Disclaimer dated October 31, 2008, relating to the Estate and Trust of Louise V. Cook, for the purposes expressed therein, a copy of which, including Exhibit A thereto, has been provided to him. RANDALL C. COOK COMMONWEALTH OF PENNSYLVANIA p SS. COUNTY OF t~~Il~i'bGfZCL~:~/ On this, the ~G~_ day of ~ FCC Yyr 1302 , 2008, before me, the undersigned officer, personally appeared RANDALL C. COOK, known to me, (or satisfactorily proven) to be ~ } the person whose name is subscribed to the within instrument, and acknowledged that he executed the same as his voluntary act and deed for the purposes therein contained. IN WITNESS WHEREOF, I hereunder set my hand and official se„~1.. Notary Publ~ _.. , Atba~! A. Ch~~ri, ~~~erk~6 }t t~~EfSlic l.ah~be, Wos~nor~r~t~ ~~~a~ety MyCommtssto~~ ~~r~~s Atag. ?~, X030 -5- '~___ IN THE MATTER OF THE IN THE COURT OF COMMON PLEAS ESTATE AND TRUST OF CUMBERLAND COUNTY, PENNSYLVANIA LOUISE V: COOK, : ORPHANS' COURT DIVISION DECEASED N0.2008-00656 CONSENT TO INSTRUMENT OF DISCLAIMER THE UNDERSIGNED, LAURA L. COOK, hereby consents to and joins in the Instrument of Disclaimer dated October 31, 2008, relating to the Estate and Trust of Louise V. Cook, for the purposes expressed therein, a copy of which, including Exhibit A thereto, has been provided to her. l/L~ : ~ ~ OD`~~ LAURA L. ~ O COMMONWEALTH OF PENNSYLVANIA SS. COUNTY OF ~~IyIOJZ,E[-fl/~.1~ On this, the ~n dl day of ~~CEY~~Ej2- , 2008, before me, the undersigned officer, personally appeared LAURA L. COOK, known to me, (or satisfactorily proven) to be the person whose name is subscribed to the within instrument, and acknowledged that she executed the same as her voluntary act and deed for the purposes therein contained. IN WITNESS WHEREOF, I hereunder set my hand and c Notary APb~tt ~. Dnv~41~72f3~,'~.~d?t8:°y ~9,1~1~~ti La~.rob~, tt~~c~~s¢~as3~lart~ Geary 6~yCa+~ar.+~is~ta~ C;r~s~~~u~.2~ X0'@0 0 -6- 1, '~. / IN THE MATTER OF THE IN THE COURT OF COMMON PLEAS ESTATE AND TRUST OF CUMBERLAND COUNTY, PENNSYLVANIA LOUISE V. COOK, ORPHANS' COURT DIVISION DECEASED N0.2008-00656 CONSENT TO INSTRUMENT OF DISCLAIMER THE UNDERSIGNED, MICHAEL R. COOK, hereby consents to and joins in the Instrument of Disclaimer dated October 31, 2008, relating to the Estate and Trust of Louise V. Cook, for the purposes expressed therein, a copy of which, including Exhibit A thereto, has~been provided to him. C~ ,,~ CHAEL R. COOK COMMONWEALTH OF PENNSYLVANIA ~~ / SS. COUNTY OF l~Vt.57-i')7a/L =Lf1'N~ • On this, the~~ day of ~ ~CrYhE~c2 , 2008, before me, the undersigned officer, personally appeared MICHAEL R. COOK, known to me, (or satisfactorily proven) to be the person whose name is subscribed to the within instrument, and acknowledged that she executed the same as her voluntary act and deed for the purposes therein contained. IN WITNESS WHEREOF, I hereunder set my hand and o: Notary Pu ; -c ;;.;~::'~i ~:.::; _.. _ ._,_,~ ~J~ca>,,; :~;, ,.~da'~a3~, iut~t~~yl~tA~46C L~~txc€~:,',~esS~3;~rf~t~G ~~~9Rty ~!y Oc~r~rr~~;,;,,x;; ~;nra~f~s~u~. ~3.2~A'9~ -7- `\ J IN THE MATTER OF THE IN THE COT7RT.OF COMMON PLEAS ESTATE AND TRUST OF CUMBERLAND COUNTY, PENL~iSYLVAN7A LOUISE V. COOK, ~ ORPHANS' COURT DIVISION DECEASED N0.2008-00656 . CONSENT TO INSTRUMENT OF DISCLAIMER AND ACCEPTANCE.BY CO-TRUSTEE AN1y.C0-EXECUTORS THE UNDERSIGNED, SUSAN L. COOK, individually, as Co-Trustee, Co-Executor and as parent and natural guardian for liar minor children, Tliomas~N. Christakos and Jennifer L. Christakos, hereby consents to and joins in the Instrument of Disclaimer dated October 31, 2008, relating to the Estate and Trust of Louise V. Cook, fbr the purposes expressed therein, a copy of which, including Exhibit A thereto, has been provided, fo her. ~ c~~~ SUSAN L. COOK, individually, as Co-Trustee, Co- Executor and as parent and natural guardian for her minor children, Thomas N. Christakos and Jennifer • ~ L: Christakos STATE OF ~/~ ~ ~/~"/~ • • SS. COUNTY OF % cry . • On this, the ~~ day of/~~~~1 ~Sc~ ,2008, before me, the undersig~:ed officer, personally appeared SUSAN L. •COOK, known to me, (or satisfactorily proven) to be the person whose name is subscribed to the within instrument, and acknowledged that she executed the same, in the capacities indicated, as her voluntary act and deed for the purposes thexein contained. IN WTI'NESS WHEREOF, I hereunder set my hand and official seal. (I~ ~ ary Public -8- \__ \`, _J IN THE MATTER OF THE IN THE COURT OF COMMON PLEAS ESTATE AND TRUST OF : CUMBERLAND COUNTY, PENNSYLVANIA LOUISE V. COOK, ~ ORPHANS' COURT DIVISION DEC$ASED N0.2008-00656 CONSENT TO' INSTRUMENT OF DISCLAIMER THE UNI7ERSIaNED, STEPHEN N. CIiRISTAKOS, hereby consents to and j oins in the Instrument of Disclaimer dated October 3 X, 2008, •relating to the Estate and Trust of Louise V. Cook, for the purposes expressed therein, a. copy of which, including Exhibit A thereto, has been provided to him. . ~ STEPHEN N. CHRISTAKOS '~p~z ~'I. ~G~ STATE OF /Ul ~"/~' SS. ~ ~ . COUNTY OF 8i . On this, the 1 ~~day of,/~t~CCi~tit/~L~: , 2008, before me,•the undersigned officer, personally appeared STEPHEN N. CHRISTAKOS, known to me, (or satisfactorily proven) to be the person whose name is subscribed to the within instrument, and aclmowledged that he executed the same as his voluntary act and deed for the purposes therein contained. IN WITNESS WHEREOF, I hereunder set my hand and official seal. • otary Public -9- IN THE MATTER OF THE IN THE COURT OF COMMON PLEAS ESTATE AND TRUST OF CUMBERLAND COUNTY, PENNSYLVANIA. LOUISE V. COOK, ORPHANS' COURT DIVISION DECEASED N0.2008-00656 ACCEPTANCE BY CORPORATE CO-EXECUTORICO-TRUSTEE MANUFACTURERS AND TRADERS TRUST COMPANY, Co-Trustee of that certain Trust Agreement originally dated January 18, 197, with Louise V. Cook, as Settlor, as amended and restated in its entirety on November 16, 2004, and as Co-Executor of the Estate of Louise V. Cook, deceased, hereby accepts that certain Instrument of Disclaimer, dated October 31, 2008, relating to the Estate and Trust of Louise V. Cook, for the purposes expressed therein, a copy of which, including Exhibit A thereto, has been provided to its duly authorized officer or representative. MANUFACURERS AND TRADERS TRUST COMPANY, Co-Executox and Co-Trustee c ---1, osep . Macri, Vic resident COMMONWEALTH OF PENNSYLVANIA ss. COUNTY OF DAUPHIN On this, the ~ day of (X.~C~i~ , 2008, before me, the undersigned officer, personally appeared JOSEPH A. MAORI, who acknowledged himself to be a Vice President of Manufacturers and Traders Trust Company, and that he, as such officer being authorized so to do, executed the foregoing instrument for the purposes therein contained by signing the name of such trust company by himself as such officer. LN WITNESS WHEREOF, I hereunto set my hand and official seal. ~ ~, ~ ~~w Notary Public COMMONWEALTH OF PENNSYLVANIA Notarial Seal Dcnrta M. Longnaker, Notary PubNc City Of tia+risbutg, Dauphin Courriy - 1 - My Corrxnisston E~ires Oct 27, 201 t Member, Ponnsylvonla Assoclatlort of Notaries r, n ~o~ IN ~~ IN THE COURT OF COMMON PLEAS ESTATE AND TRUST OF CUMBERLAND COUNTY, PENNSYLVANIA LOUISE V. COOI~, ORPI-IANS' COURT DIVISION ,.., DECEASED N0.2008-00656r~_7-0 ~ .~.. ACCEPTANCE OF APPOINTMENT i "'~" ~ ~ ~" ':~ .~•_ U• ~; AS CO-TRUSTEE ~ =` ~= ~~ r~ c~~::' ='~ ., .Lt ~ ~- • _~ iV .. , _~ WHEREAS, Louise V. Cools died on May 31, 2008, ~ ° NOW THEREFORE, SUSAN L. COOK, as the designated individual Co-Trustee under that certain Trust Agreement of Louise V. Cools, originally dated January 18, 1972, as amended and restated in its entirety on November 16, 2004 (the "Restated Trust Agreement"), hereby accepts her appointment as such individual Co-Trustee, as provided u1 Article VI(1) of the Restated Trust Agreement. IN WITNESS WHEREOF, the undersigned has set hei• hand and seal hereto as of this 19t" day of June, 2008. SUSAN L. COOK, Co-Trustee STATE OF MARYLAND SS. COUNTY OF 6 >716 d~'°y . On this, the 2 ~ day of ~~ ~ ~ , 2008, before ine, the undersigned officer, personally appeared SUSAN L. COOK, ltnown to me, (or satisfactorily proven) to be the person whose name is subscribed to the within instrument, alid aclu~owledged that she executed the same as her free and voluntary act for the purposes set forth above. IN WITNESS WHEREOF, I hereunder set my hand and official seal. ~~ otary Public Scott S. Maclntyre Notary Public, Distr(ct of Columbia my Commissfon Expires 6.30-2009 EXHIBIT A ~_ DEC ~ ~, ~~ IN THE MATTER OF THE ESTATE AND TRUST OF LOUISE V. COOK, DECEASED IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA ORPHANS' COURT DIVISION N0.2008-00656 ORDER AND NOW, this ~ ~ day of , 200~~, upon consideration of the Petition for Approval of Disclaimers for Minor Beneficiaries, submitted by Susan L. Cools, Petitioner, and the attachments thereto, it is hereby ORDERED that the Petitioner, Susan L. Cools, as parent and natural guardian of her minor children, Thomas N. Christakos and Jennifer L. Christakos, is hereby authorized to execute, on behalf of said nunor children, that certain Instrument of Disclaimer dated October 31, 2008, concerning the Estate and Trust of the late Louise V. Cook, which Instrument of Disclaimer, together with this Order, shall be filed with the clerk in this matter. :. ~;„ ~~ ~ ~ ~ -,_ c _ _ . ~ Li_ ~ _, ___- ~n oc ~' c. i.; ~.~..7 ~ wZ a_i l 1. _~ "~ cT~ ~~ .~_ cM, U c-a J. -8- IN THE MATTER OF THE IN THE COURT OF COMMON PLEAS ESTATE AND TRUST OF CUMBERLAND COUNTY, PENNSYLVANIA LOUISE V. COOK, ORPHANS' COURT DIVISION DECEASED N0.2008-00656 PETITION FOR APPROVAL OF DISCLAIMERS FOR MINOR BENEFICIARIES r~ . ~, c-- . ; . , TO THE HONORABLE, JUDGES OF SAID COURT: ~~ a ~ ~"' ~ ~` ~~~ The Petition of Susan L. Cook respectfully states; ~:-`:' ~r r.~ ~~~'~ "::~ >~ ~~ ~; 1. Petitioner and her husband, Nicholas T. Christakos, are the parents, ~aia~ ~atur~l ~;; - ~-. ~~ w -. , guardians of two minor children, Thomas N. Christakos (age 16) and Jennifer L ~hristako~age `' ' 12). `T'heir third and eldest child, Stephen N. Christakos, is an adult. 2. Petitioner's mother, Louise V. Cook (the "Decedent"); late of Upper Allen Township, Cumberland County, Pennsylvania, died testate on May 31, 2008. The Decedent was survived by her three children: Roderick W. Cook, III ("Rick"), Randall C. Cools ("Randy"), and Susan L. Cook (Petitioner) (collectively, the "Children"). The Decedent was also survived by her five grandchildren. Laura L. Cook and Michael R. Cook, being the children of Randy; and the Petitioner's three children, Stephen N. Christalcos, Thomas N. Christalcos, and Jeiuzifer L. Christakos. 3. On June 17, 2008, the Register of Wills of Cumberland County, Pennsylvania granted Letters Testamentary to Susan L. Cook and Manufacturers and Traders Trust Company (collectively, the "Executors") for the administration of the Decedent's probate estate (the "Estate"). 4, By the terms of the Decedent's Last Will and Testament, dated November 16, 2004 (the "Will"), the Decedent gave the residue of her Estate to the trustee of the below- described Trust Agreement. A true and correct copy of the Will is attached hereto as Exhibit "A" ,and is incorporated herein by this reference. By that certain Trust Agreement, originally dated January 18, 1972, as most recently amended and restated in its entirety on November 16, 2004 (the "Trust Agreement"), the Decedent, as settlor, established a revocable trust (the "Trust".) with Manufacturers and Traders Trust Company, as trustee (the "Trustee"). A true and correct copy of the Trust Agreement is attached hereto as Exhibit "B" and is incorporated herein by this reference. Article V of the Trust Agreement provides that, upon the death of the Decedent, the trust property, including all assets received from the Estate, is to be divided equally among the Children, as follows: Trust Estate to Settlor's Issue. Upon the death of the Settlor, the Trust Estate (which shall include any property which maybe added from the Settlor's general estate) shall be paid over and distributed to the Settlor's then surviving children, Roderick W. Cook, III, Susan L. Cook, and Randall C. Cook,. in equal shares, provided, however, the then living issue of a deceased child of the Settlor shall take per stirpes the share their parent would have taken had he or she survived the Settlor, or in default of issue (i.e., if none of the Settlor's children or lineal descendants survive her) then to the American Heart Association, without restriction as to use; and fiu-ther provided that the share passing to Roderick W. Cools, III shall immediately vest in him, but notwithstanding the provisions herein, the Trustee shall retain possession of this share in trust for Roderick W. Cook, III. The Trustee shall use so much of the net income and principal of this trust as the Trustee deems necessary to provide for his medical care, education, support and maintenance in reasonable comfort, taking into consideration to the extent the Trustee deems advisable any other income or resources of the beneficiary known to the Trustee. Any income not so paid or applied shall be accumulated and added to principal. Upon the death of Roderick W. Cools, III, the then-remaining principal and income of this trust shall be paid to the issue of Roderick W. Cook, III, per stirpes; and if he has no issue, then to the Settlor's -2- issue, per stirpes. With respect to this trust, the Trustee shall have all of the powers and discretions it has with respect to the trusts created herein generally. 7. As stated in Article V of the Trust Agreement, the one-third share of Decedent's Estate and Trust for Riclc is to be held in lifetime trust for him. 8. The assets of the Decedent's Estate and Trust (combined) are estimated to be approximately Five Hundred Thousand Dollars ($500,000) (probably slightly less than that figure after payment of all inheritance taxes and.expenses.of administration, etc.). Therefore, Rick's estimated one-third share of the Estate/Trust is likely to be in the vicinity of One.Hundred Sixty Thousand Dollars ($160,000), or so, which figure is too small for efficient trust administration. To increase the trust assets for Rick's lifetime benefit, Petitioner and Randy wish to disclaim their respective one-third shares of the Estate and Trust. They each have sufficient personal assets and ai•e therefore willing for their brother Rick to receive the entire benefit of the Estate and Trust, for Rick's lifetime financial security and benefit. 10. Article V of the Trust Agreement provides that the shares of the Children pass, by default, to their respective living issue (if one of the Children should predecease or disclaim). Therefore, it is necessary for the children of Petitioner and of her brother Randy to disclaim their contingent rights, in order for assets of the Estate/Trust to pass to the Trust for Riclc's lifetime benefit. 11. Petitioner and Rick, and their adult children, have all executed a conditionally- effective Instrument of Disclaimer, dated October 31, 2008 (the "Disclaimer"), a true and correct copy of which is attached hereto as Exhibit "C". The Disclaimer is conditioned upon the Court -3- approving the Disclaimer with respect to the contingent interests of Petitioner's minor children, Thomas N. Christalcos and Jennifer L. Christalcos. 12. Section 6202 of the Pennsylvania Probate, Estates and Fiduciaries Code provides, in pertinent part, "[a] disclaimer on behalf of ... a minor ... may be made by ... the guardian of his estate ... if ... the court having jurisdiction of the estate authorizes the disclaimer after finding that it is advisable and will not materially prejudice ... the minor or lus creditors ...." 20 Pa.C.S. § 6202. 13. Nicholas T. Christakos, as the natural father of Petitioner's three children, has executed a Joinder and Consent, which is attached hereto as Exhibit "D" and is incorporated herein by this reference. 14. Petitioner and her husband have sufficient income and resources to care for their minor children and they intend to support their children and fulfill their parental obligations. 15. Petitioner asks this Court to approve the Disclaimer because it does not materially prejudice either the minors or their creditors. As the Disclaimer is contingent upon this Court's approval, if the Court does not approve the Disclaimer, Petitioner will receive outright her one- third share of the Estate and Trust. Petitioner's minor children are therefore not receiving any less as a result of the Disclaimer because they will not, in either situation, stand to receive anything from the Estate or the Trust. -4- WIIEREFORE, Petitioner respectfully requests this Honorable Court to grant the relief requested in this Petition and to enter the proposed Order attached Hereto, for the purposes set forth above. Dated; -s~C'c~,~~cr 2 3 , 2008 Respectfizlly Submitted, KEEFER WOOD ALLEN & RAHAL, LLP By ~~ ~. ~ 1•ti.,w'~L~ obert R. Church . Attorney I.D. # 40385 210 Walnut Street P.O. Box 11963 Harrisburg, PA 17108-1963 (717) 255-8059 -5-