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SKARLATOS & ZONAlUCH LLP
Bridget M. Whitley, Esq.
Skarlatos & Zonarich Building
17 South Second Street, ~ Floor
Harrisburg, Pennsylvania 17101
Telephone: (717) 233-1000
Facsimile: (717) 233-6740
Email: bmw@skarlatoszonarich.com
Attorney for Eleanor F. Herendeen.
Wife of James H Herendeen, deceased,
by and through her son and attorney-in-fact,
Donald Louser
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INRE:
TRUST UNDER WILL OF
JAMES H. HERENDEEN
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY, PENNSYLVANIA
ORPHANS' COURT DIVISION
NO. 1995-00777
NOTICE TO PLEAD
TO: MANUFACTURERS AND TRADERS TRUST COMPANY, c/o Jean D. Seibert,
Esquire, WION, ZULLI & SEIBERT, 109 Locust Street, Harrisburg, P A 17101
You are hereby notified to file a written response to the enclosed pleading within twenty
(20) days from service hereof or a judgment may be entered against you.
Dated: ~ /9, JOd?
SKARLATOS & ZONARICH LLP
By: Al~ >.t <ff-Utr
Bridget M. . tIey, Esq.
Attorney ID No. 33580
Skarlatos & Zonarich Building
1 7 South Second Street, 6th Floor
Harrisburg, Pennsylvania 17101
Telephone: (717) 233-1000
Facsimile: (717) 233-6740
Email: bmw@skarlatoszonarich.com
Attorney for Eleanor F Herendeen,
Wife of James H Herendeen, deceased,
by and through her son and attorney-in-fact,
Donald Louser
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SKARLATOS & ZONARlCH LLP
Bridget M. Whitley, Esq.
Skarlatos & Zonarich Building
17 South Second Street, fJh Floor
Harrisburg, Pennsylvania 17101
Telephone: (717) 233-1000
Facsimile: (717) 233-6740
Email: bmw@Skarlatoszonarich.com
Attorney for Eleanor F. Herendeen,
Wife of James H Herendeen, deceased,
by and through her son and attorney-in-fact,
Donald Louser
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IN THE COURT OF COMMON PLEAS Ul
CUMBERLAND COUNTY, PENNSYLVANIA
ORPHANS' COURT DIVISION
NO. 1995-00777
IN RE:
TRUST UNDER WILL OF
JAMES H. HERENDEEN
OBJECTIONS OF ELEANOR F. HERENDEEN
TO THE FIRST AND PARTIAL ACCOUNT OF THE
TRUST UNDER WILL OF JAMES H. HERENDEEN AND
ANSWER WITH NEW MATTER TO THE
PETITION FOR ADJUDICATION OF THE TRUSTEE,
MANUFACTURERS AND TRADERS TRUST COMPANY
AND NOW comes Eleanor F. Herendeen ("Objector"), through her son and attomey-in-
fact, Donald Louser, by their attorney-at-law, Bridget M. Whitley, Esquire, of Skarlatos &
Zonarich LLP, who files these Objections to the First and Partial Account of the Trust Under
Will of James H. Herendeen together with an Answer with New Matter to the Petition for
Adjudication of the Trustee, Manufacturers and Traders Trust Company, and in support thereof,
avers as follows:
1. On October 25, 2007, Trustee and Petitioner, Manufacturers and Traders Trust
Company ("Trustee"), filed a "First and Partial Account of Manufacturers and Traders Trust
Company, Successor to Dauphin Deposit Bank and Trust Company, Trustee" ("Accounting").
2. On October 25, 2007, Trustee and Petitioner filed a "Petition for
Adjudication/Statement of Proposed Distribution Pursuant to Pa. O.C. Rule 6.9" ("Petition")
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requesting that distribution be awarded and that the dispositive provision of the noncharitable
irrevocable trust established by the Last Will and Testament of James H. Herendeen be modified.
I. OBJECTION TO ACCOUNTING:
~STMENTPERFORMANCE
The Objector files the following objection to the Accounting:
3. The Trustee has failed to invest the trust fund in a manner that produces a
reasonable income for Objector.
4. The Trustee has utilized mutual funds with high expense ratios, thereby depriving
the Objector of additional income which could have been earned had the trust fund been invested
in comparable funds with lower expense ratios.
5. The Trustee has utilized mutual funds which have earned only one, two or three
stars from the Morningstar rating service, when comparable four and five star funds were
available.
WHEREFORE, the Objector requests that this Court appoint an auditor to take testimony
and make fmdings of fact regarding the investment performance of Trustee, and make a
recommendation to the Court of the amount of a surcharge that should be imposed upon the
Trustee, representing the amount of income that should have been earned over the period of time
covered by the accounting, less the amount that was actually earned, and to award the surcharge
sum to the Objector.
II. OBJECTION TO ACCOUNTING:
EXCESSIVE TRUSTEE FEES ALLOCATED TO INCOME
The Objector files the following additional objection to the Accounting:
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6. By letter dated November 17, 1995, Robert L. Keck, the then Assistant Vice
President and Trust Officer of Trustee, indicated that a portion of the trustee fee on principal, and
the trustee's 5% fee on income, would be paid from the income receipts of the trust.
7. Trustee has unfairly allocated too much of the trustee fee to income and has
charged more than a 5% fee on income.
WHEREFORE, the Objector requests that this Court appoint an auditor to take testimony
and make fmdings of fact regarding the amount of trustee fee that should have been charged and
allocated to income, adjust the accounting to reflect any reduction in the amount of the trustee
fee paid from income, and distribute the adjusted income in hand to Objector.
III. ANSWER TO PETITION
The Objector files the following answers to the numbered paragraphs in the Petition:
8. Paragraphs 1 through 9, inclusive, Paragraphs 11 through 12, inclusive, and
Paragraphs 14 through 19, inclusive, are all ADMITTED.
9. Paragraph 10 is DENIED. The averments of Paragraph 10 request the Court to
modify the dispositive provision of the noncharitable irrevocable trust established by the Last
Will and Testament of James H. Herendeen and in response thereto, Objector asserts the defense
of failure to state a claim upon which relief can be granted for the reasons more specifically set
forth in Objector's New Matter herein.
10. Paragraph 13 is DENIED. The averments of Paragraph 13 request the Court to
modify the dispositive provision of the noncharitable irrevocable trust established by the Last
Will and Testament of James H. Herendeen and in response thereto, Objector asserts the defense
of failure to state a claim upon which relief can be granted for the reasons more specifically set
forth in Objector's New Matter herein.
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WHEREFORE, Objector requests that:
(a) The Court determine the proper distribution of income and principal after
ruling upon the Objections raised; and,
(b) Trustee's request to modify the dispositive provision of the trust be
denied.
IV. NEWMATTER
In further answer to the Petition, the Objector files the following new matter:
11. Paragraphs 10 and 13 of the Petition request the Court to modify the dispositive
provision of the noncharitable irrevocable trust established by the Last Will and Testament of
James H. Herendeen and in response thereto, Objector asserts the defense of failure to state a
claim upon which relief can be granted.
12. The Last Will and Testament of James H. Herendeen provides for the following
disposition of the income and principal of the trust:
The Trustee shall hold, invest and reinvest the principal of this Trust and
shall collect and payout all of the net income therefrom in quarter-annual
installments, or oftener, in its sole and absolute discretion, to my wife,
ELEANOR F. HERENDEEN, during the term of her natural life. In
addition to the net income, the Trustee may, in its absolute and
uncontrolled discretion, pay to or apply for the benefit of my said wife so
much of the principal of this Trust as it shall deem needful or desirable,
from time to time, for her reasonable health, support and maintenance,
taking into consideration the standard of living to which she was
accustomed at the time of my death, and any income available to her for
such purposes from all sources known to the Trustee; provided, however,
that under no circumstances may my said wife compel or force my Trustee
to make paYment or application of the principal of this Trust.
13. Although the Petition's Paragraph 10 acknowledges that ". . . Eleanor F.
Herendeen, now age 99 . . . is extremely elderly and likely to incur additional living and medical
expenses. . ." (See Petition, ~10), Paragraphs 10 and 13 of the Petition request, in relevant part,
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that the distribution of the amount of Trust principal be modified such that the total annual
distribution of principal cannot exceed 4% of the total assets of the Trust. (See Petition, ~~1 0,
13.)
14. The Uniform Trust Code, which has been enacted into law in Pennsylvania, has a
specific statutory procedure governing modification of a noncharitable trust by a court:
"fi 7740.2. Modification or termination of noncharitable irrevocable trust by
court - UTC 412.
(a) UNANTICIPATED CIRCUMSTANCES.--The court may modify the
administrative or dispositive provisions of a noncharitable irrevocable trust, make
an allowance from the principal of the trust or terminate the trust if, because of
circumstances that apparently were not anticipated by the settlor, modification,
allowance or termination will further the purposes of the trust. To the extent
practicable, the modification or allowance shall approximate the settlor's probable
intention.
(b) INABILITY TO ADMINISTER EFFECTIVELY.--The court may
modify the administrative provisions of a noncharitable irrevocable trust if
adherence to the existing provisions would be impracticable or wasteful or impair
the trust's administration.
(c) DISTRIBUTION OF PROPERTY.--Upon termination of a trust under
this section, the trustee shall distribute the trust property in a manner consistent
with the purposes of the trust."
20 Pa.C.S. ~7740.2
15. Accordingly, by statute, in order to approve a modification of the dispositive
provisions of a trust, the Court must find that: there were circumstances that were not anticipated
by the settler; modification will further the purposes of the trust; and, that the modification
approximates the settlor's probable intention.
16. Trustee's Petition fails to state: the existence of circumstances that were not
anticipated by the settler; that modification will further the purposes of the trust; and that the
modification sought would approximate the settlor's probable intention; therefore, Trustee's
Petition fails to state a claim upon which relief can be granted.
WHEREFORE, Objector requests that:
(a) Trustee's request to modify the dispositive provision of the trust be
denied.
(b) The Court grant relief consistent with the Objections outlined above, the
Answer to this Petition, and the New Matter raised.
Respectfully submitted,
SKARLATOS & ZONARICH LLP
Dated: November ICJ ,2007
~. Yt1 J/ij;
Bridget%tley, Esq. .,
Attorney ID No. 33580
Skarlatos & Zonarich Building
1 7 South Second Street, 6th Floor
Harrisburg, Pennsylvania 17101
Telephone: (717) 233-1000
Facsimile: (717) 233-6740
Email: bmw@skarlatoszonarich.com
Attorney for Eleanor F. Herendeen,
Wife of James H. Herendeen, deceased,
by and through her son and attorney-in-fact,
Donald Louser
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VERIFICATION
I, Eleanor F. Herendeen, through my son and attorney-in-fact, Donald Louser, hereby
certify that the facts set forth in the following "OBJECTIONS OF ELEANOR F. HERENDEEN
TO THE FIRST AND PARTIAL ACCOUNT OF THE TRUST UNDER WILL OF JAMES H.
HERENDEEN AND ANSWER WITH NEW MA ITER TO THE PETITION FOR
ADJUDICATION OF THE TRUSTEE, MANUFACTURERS AND TRADERS TRUST
COMP ANY" ("Objections, Answer and New Matter") are based upon information which I have
furnished to counsel, as well as upon information which has been gathered by counsel and/or
others acting on my behalf in this matter. The language in the Objections, Answer and New
Matter is that of counsel and not my own. I have read the Objections, Answer and New Matter,
and to the extent it is based upon information which I have given to counsel, it is true and correct
to the best of my knowledge, information and belief. To the extent that the content of the
Objections, Answer and New Matter is that of counsel, I have relied upon counsel in making this
Verification. I hereby acknowledge that the facts set forth in the aforesaid Objections, Answer
and New Matter are made subject to the penalties of 18 Pa.C.S.A. ~904 relating to unsworn
falsification to authorities.
Dated: November a 2001
By:
n d ouser, son and attorney-in-fact for
Eleanor F. Herendeen, wife of James H.
Herendeen, deceased
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CERTIFICATE OF SERVICE
I, Bridget M. Whitley, hereby certify that I have this day served a copy of the foregoing
OBJECTION upon the person(s) indicated below by depositing a copy of the same in the United
States Mail, postage prepaid, at Harrisburg, Pennsylvania, and addressed as follows:
Jean D. Seibert, Esq.
Wion, Zulli & Seibert
109 Locust Street
Harrisburg, P A 17101
Ruth Ann McMillen
Manufacturers & Traders Trust Co.
213 Market Street
Harrisburg, PA 17101
Mt. Calvary Episcopal Church
125 North 25tli Street
Camp Hill, P A 17011
Nancy Herendeen
83 Citrus Park Lane
Boyton Beach, FL 33436
Chari H. Krenis
2310 Ashmead PI. N. W. Apt. 302
Washington, DC 20009-1432
Solange Reoch
2917 State Street
Dallas, TX 75204
Dated: November l!l., 2007
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