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HomeMy WebLinkAbout05-04-09 (2)J 15056041192 REV-1500 Ex (06-OS) OFFICIAL USE ONLY PA Department of Revenue County Code Year FileNumber Bureau of Individual Taxes INHERITANCE TAX RETURN Po Box zeosot Harrisburg, PA 17128-0801 RESIDENT DECEDENT ~ 21 08 0818 ENTER DECEDENT INFORMATION BELOW Social Security Number Date of Death Date of Birth 07 29 2008 06 24 1927 Decedent's Last Name Suffix Decedent's Frst Name MI Allen Heath L (If Applicable) Enter Surviving Spouse's Informatlon Below Spouse's Last Name Suffix Spouse's Frst Name MI Allen Eleanor M Spouse's Social Security Number THIS RETURN MUST BE FILED IN DUPLICATE WITH THE 194 74 1087 REGISTER OF WILLS FILL IN APPROPRIATE OVALS BELOW O 1. Original Return O 2. Supplemental Return O 3. Remainder Return (date of death prior to 12-13-82) [~ 4. Limited Estate O 4a. Future Interest Compromise (date of ~ 5. Federal Estate Tax Return Required death after 12-12-82) ~ 6. Decedent Died Testate O 7. Decedent Maintained a Living Trust 8. Total Number of Safe Deposit Boxes (Attach Copy of Will) (Attach Copy of Trust) O 9. Litigation Proceeds Received O 10. Spousal Poverty Credit (date of death O 11. Election to tax under Sec. 9113(A) between 12-31-91 and 1-1-95) (Attach Sch. O) CORRESPONDENT -This section must be completed. All Correspondence and Confldenflal Tax Informatlon Should be Directed to: Name Daytime Telephone Number Elyse E- Rogers, Esquire 717 612 5801 Frm Name (If Applicable) Keefer Wood Allen 8 Rahal, LLP Frst line of address 635 North 12th Street, Suite 400 Second line of address City or Post Office State ZIP Code Lemoyne PA 17043 Correspondent's a-mail address: erogers@keeferwood.com rv C7 °o C ~ .n ~3~n -< ..,~I i 1 I__ ~11Cs~~ ~' 4.J (-~ T --R~]~f,ED V ~;. ~~'i f;:7 ~~~~ ~~ .~ ~.~ ~ ~ ~ i ~~ ^, y ca -_ cwt Under penalties of perjury, declarethatlhaveexaminedthisreturn,includingaccompanyingschedulesandstatements,andtothebestofmyknowledgeandbelief, it is true, correct and com~ete. Declamation of the preparer other than personal representative is based on all information of which preoarer has anv knowledge. DATE See sc hed 635 N. 12th Sheet, Suite e, PA 17043 PLEASE USE ORIGINAL FORM ONLY Side 1 15056041192 15056041192 ~ ~~~ ~~ Estate of: Heath L. Allen Executor Martin R. Allen Elyse E. Rogers 1 Tracey Drive 635 North 12th Street, Suite 400 Milltown, NJ 08850 Lemoyne, PA 17043 202-20-1355 Rev-1500 EX Decedent's Name: Heath L. Allen Decedent's Social Security Number RECAPITULATION 1. Real estate (Schedule A) ......................................... 1, 2. Stocks and Bonds (Schedule B) .................................... 2. 3. Closely Held Corporation, Partnership or Sole-Proprietorship (Schedule C) ...... 3. 4. Mortgages & Notes Receivable (Schedule D) . • ......................... 4. 5. Cash, Bank Deposits & Miscellaneous Personal Property (Schedule E) ......... 5. 6. Jointly Owned Property (Schedule F) O Separate Billing Requested ...... 6. 7. Inter-Vivos Transfers & Miscellaneous Non-Probate Property (Schedule G) f~ Separate Billing Requested ...... 7. 8. Total Gross Assets (total Lines 1-7) ................................ g, 0.00 1,226, 569.89 0.00 0.00 288,026.36 0.OD 1,338,339.59 2,852,935.84 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 Bequests/Sec 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. 138,018.95 6,118.00 144,136.95 2,708,798.89 151,957.33 2,556,841.56 TAX COMPUTATION -SEE INSTRUCTIONS FOR APPLICABLE RATES 15. Amount of Line 14 taxable at the spousal tax rate, or transfers under Sec. 9116 (a)(1.2)x.oo 1,731,627.56 1s. 16. Amount of Line 14 taxable at lineal rate x .045 8 2 5, 214 • 0 0 1 s. 17. Amount of Line 14 taxable at sibling rate X .12 D • D D 17. 18. Amount of Line 14 taxable at collateral rate X .15 D • D D 18 19. TAX DUE .................................................... 19. 20. FILL IN THE OVAL IF YOU ARE REQUESTING A REFUND OF AN OVERPAYMENT Side 2 15056042193 1505604219 93 0.00 37,134.63 o•oo 0.00 37,134.63 O Rev-1500 EX Page 3 Decedent's Complete Address: Fle Number 21 08 0818 DECEDENTS NAME Heath L. Allen DECEDENTS SOCIAL SECURITY NUMBER 202-20-1355 STREET ADDRESS 321 N. 28th Street CIT+! Camp Hill STATE PA ZI P 17011 Tax Payments and Credits: 1. Tax Due (Page 2 Line 19) 2. Credits/Payments A. Spousal Poverty Credit 0.00 B. Prior Paymerns 33,000.00 C. Discourn 1,736.85 Total Credits (A + B + C) 3. irnerest/Penalty if applicable D. Irnerest 0.00 E. Penalty 0.00 Total Irnerest/Penalty (D + E) 4. If Llne 2 is greater than Line 1 + Line 3, erner the difference. This is the OVERPAYMENT. FIII In oval on Pape 2, Une 20 to request a refund. 5. If Une 1 + Line 3 is greater than Line 2, enter the difference. This is the TAX DUE. A. Enter the irnerest on the tax due. (1) 37,134.63 (2) 34,736.85 (3) 0.00 (4) (5) 2,397.78 (sA) 0.00 B. Erner the total of Line 5 + 5A. This is the BALANCE DUE. (5B) 2,397.78 Make Check Payable to: REGISTER OF WILLS, AGENT PLEASE ANSWER THE FOLLOWING QUESTIONS BY PLACING AN "X" IN THE APPROPRIATE BLOCKS 1. Did decedern make a transfer and: Yes No a. retain the use or income of the property transfem:d;,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, ,,,, ^ b. retain the right to designate who shall use the property transfem:d or its income : ......... .... ^ c. retain a reversionary irneresr or ............................................ .... ^ d. receive the promise for life of either paymerns, benefits or care? ........... . 2. If death occurred after December 12, 1982, did decedern transfer property within one year of death without receiving adequate consideration? ................................ .... ® ^ 3. Did decedern own an in trust for" or payable upon death bank accourn or security at his or her death? ^ 4. Did decedern 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 MUST COMPLETE 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 tax rate imposed on the net value of transfers to or for the use of the surviving spouse is three (3) peroern [72 P.S. Sect. 9118(a)(1.1)(i)]. For dates of death on or after January 1, 1995, the tax rate imposed on the net value of transfers to or for the use of the surviving spouse is zero (O) peroern [72 P.S. Sect. 9118(a)(1.1)(ii)]. The statue does not exemot a transfer to a surviving spouse from tax, and the statutory requirements for disclosure of assts and filing a tax return are still applicable even if the surviving spouse is the only beneficiary. For dates of death on or after July 1, 2000: The tax rate imposed on the net value of transfers from a deceased child twerny-one years of age or younger at death to or for the use of a natural parern, an adoptive parern, or a stepparern of the child is zero (0) peroern [72 P.S. Sect. 9118(a)(1.2)]. The tax rate imposed on the net value of transfers to or for the use of the decedent's lineal beneficiaries is four and one-half (4.5) peroern, except as noted in 72 P.S. Sect. 9118(1.2) [72 P.S. Sect. 9118(a)(1)]. The tax rate imposed on the net value of transfers to or for the use of the decedern's siblings is twelve (12) percent [72 P.S. Sect. 9116(a)(1.3)]. A sibling is defined, under Section 9102, as an individual who has at least one parern in common with the decedern, whether by blood or adoption. REV -1503 EX+ (8-98) SCHEDULE B COMMONWEALTH OF PENNSYLVANIA STOCKS & BONDS INHERITANCETAX RETURN RESIDENT DECEDENT ESTATE OF FILE NUMBER Heath L. Allen 21 08 0818 All property jointly-owned with right of survlvorhslp must be disclosed on Schedule F. ITEM VALUE AT DATE NUMBER DESCRIPTION OF DEATH 1 BP PLC 41,557.67 2 Greif Inc 11,792.00 3 Harsco Corp 434,665.86 Dividend on above stock declared prior to decedent's death 1,737.06 4 Honeywelllntllnc 418,795.20 5 McDonalds Corp 118,913.76 6 Medco Health Solutions Inc 34,974.96 7 Merck & Co Inc 97,325.60 8 National Penn Bancshares Inc 66,807.78 TOTAL (Also enter on line 2, Recapitulation) I 1,226,569.89 (If more space is needed, insen additional sheets of the same size) REV-1508 EX+(8-98) SCHEDULE E COMMONWEALTH OF PENNSYLVANIA CASH, BANK DEPOSITS, & MISC. INHERITANCETAXRETURN PERSONAL PROPERTY RESIDENTDECEDENT ESTATE OF FILE NUMBER Heath L. Allen 21 08 0818 Include the proceeds of litigation and the date the proceeds were received by the estate. All property jointly-owned with right of survivorship must be disclosed on Scheduel F. ITEM VALUE AT DATE NUMBER DESCRIPTION OF DEATH 1 Wachovia Bank Account 101060082805 12,289.45 Per 09/05/08 letter Interest on above item accrued as of decedent's death 0.22 2 Highmark Premium Refund 10.76 3 Highmark Prescription Drug Plan Refund 62.93 4 Nantucket Golf Membership 264,000.00 $260,000 membership resignation plus refund of $4,000 for pro-rated 2008 annual dues Per 09/10/08 letter 5 2003 Ford Taurus 6,160.00 6 Pro-rated Trustee fee for Gerald Englehart Trust 1,650.00 7 Pro-rated Trustee fee for Swab Trust C 1,160.00 8 Plaza 21 Realty Associates 2,693.00 See attachment TOTAL (Also enter on line 5, Recapitulation) I 288,026.36 (If more space is needed, insert additional sheets of the same size) l REV-7570 EX+18-88) COMMONWEALTH OF PENNSYLVANIA INH ERITANCE TAX RETURN RESIDENTDECEDENT SCHEDULE G INTER-VIVOS TRANSFERS & MISC. NON-PROBATE PROPERTY ESTATE OF FILE NUMBER Heath L. Allen 21 08 0818 This schedule must be completed and filed if the answerto any of questions 1 through 4 an the reverse side of the REV-1500 COVER SH EETis yes. ITEM NUM DESCRIPTION OF PROPERTY INCLUDE NAME OFTRANSFEREE,RELATIONSHIPTODECEDENT& DATEOFTRANSFER. ATTACH COPYOFDEED FOR REAL ESTATE DATE OF DEATH VALUE OF ASSET %OFDEC'S INTEREST EXCLUSION (IFAPPLICABLE) TAXABLE VALUE 1 Deferred Compensation Plan 151,957.33 100 151,957.33 Beneficiary: Wilson College Per 12/12/08 a-mail 2 Keefer Wood Allen & Rahal, LLP, 401 kPlan - 1,168.38 100 1,168,382.26 The Standard Retirement Services, Inc. Beneficiary: Decedent's surviving spouse, Eleanor Allen 3 $5,000 cash 1/10/08 and $2,500 cash 5/9/08 to 7,500.00 100 3,000.00 4,500.00 Decedent's son, Martin R. Allen 4 $5,000 cash 1/10/08 and $2,500 cash 5/9/08 to 7,500.00 100 3,000.00 4,500.00 Decedent's daughter, Barbara J. Allen 5 $5,000 cash 1/10/08 and $2,500 cash 5/9/08 to 7,500.00 100 3,000.00 4,500.00 Decedent's daughter, Melissa A. Smith 6 $5,000 cash 1/20/08 and $2,500 cash 5/9/08 to 7,500.00 100 3,000.00 4,500.00 Decedent's son, Heath L. Allen, II TOTAL (Also enter on line 7, Recapitulation) I 1,338,339.59 (If more space is needed, insert additional sheets of the same size) REV-1511 EX+(10-08) SCHEDULE H COMMONWEALTH OF PENNSYLVANIA FUNERAL EXPENSES & INHERITANCE TAX RETURN ADMINISTRATIVE COSTS RESIDENTDECEDENT ESTATE OF FILE NUMBER Heath L. Allen 21 08 0818 Debts of decedent must be reported on Schedule I. ITEM NUMBER DESCRIPTION AMC)l1NT A. 1 2 3 4 B. ~. FUNERAL EXPENSES: Holmes-O.K. Lettershop, Inc, funeral memorial cards and thank you cards Eleanor M. Allen -reimbursement for funeral expenses Musselman Funeral Home -funeral expense Eleanor M. Allen, reimbursement for payment to Terri Maclay for funeral flowers ADMINISTRATIVE COSTS: Personal Representative's Commissions Name of Personal Representative(s) Martin R. Allen Street Address 1 Tracey Drive 594.96 9,546.27 1,765.00 699.60 100,000.00 city Milltown State NJ zip 08850 Year(s) Commission Paid: 2009 2. Attorney Fees 20,000.00 3. Family Exemption: (If decedent's address is not the same as claimant's, attach explanation) 3,500.00 aaimant Eleanor M. Allen street Address 321 N. 28th Street city Camp Hill State PA zip 17011 Relationship of Claimant to Decedent SUrVIVlrtq SpOUSe a. ~ Probate Fees ~ 907.00 5. I Accountant's Fees 6. Tax Return Preparer's Fees 7 Penn Dot 22.50 8 Keefer Wood Allen & Rahal, LLP -out of pocket expenses 400.00 9 Mark E. Hilbert & Assoc 350.00 10 Cumberland Law Journal, legal advertising 75.00 11 The Sentinel, legal advertising 158.62 TOTAL (Also enter on line 9, Recapitulation) 138,018.95 (If more space is needed, insert additional sheets of the same size) REV-1512 EX+(12-03) COMMONWEALTH OF PENNSYLVANIA INH ERITANCE TAX RETURN RESIDENTDECEDENT SCHEDULE I DEBTS OF DECEDENT, MORTGAGE LIABILITIES, & LIENS ESTATE OF FILE NUMBER Heath L. Allen 21 08 0818 Report debts Incurred by decedent prior to death which remained unpaid as of date of death, including unrelmbursed medical expenses. ITEM VALUE AT DATE NUMBER DESCRIPTION OF DEATH 1 Walborn Naugle Shambach Associates, preparation of 2007 Federal, PA, 3,730.00 local individual income tax returns and preparation of 2008 federal, PA, and local declarations of estimated tax 2 Keefer Wood Allen & Rahal, LLP -out of pocket expenses incurred prior to 170.00 death 3 Eleanor M. Allen, reimbursement for payments to Terri Maclay ($699.60) 2,218.00 Dorothy Pascale ($400), Sue Keenee ($258), Sue Keenee ($150), Dorothy Pascale ($294), and Griswold Care ($1116) for home medical care TOTAL (Also enter on line 10, Recapitulation) ( 6,1 18.00 (If more space is needed, insert additional sheets of the same size) REV-1513 EX+(8-00) SCHEDULE J COM NH ERTANCETAXRETURNANIA BENEFICIARIES RESIDENTDECEDENT ESTATE OF FILE NUMBER Heath L. Allen 21 08 0818 NUMBE NAME AND ADDRESS OF PERSONS RECEIVING PROPERTY RELATIONSHIP TO DECEDENT DO Not Ust Tru s AMOUNT OR SHARE OF ESTATE i TAXABLE DISTRIBUTIONS [include outright spousal distributions, and transfers under Sec. 9116(a)(1.2)J Eleanor M. Allen Surviving spouse 1,731,627.56 321 N. 28th Street Camp Hill, PA 17011 Martin R. Allen Son 206,303.50 1 Tracey Drive Milltown, NJ 08850 Heath L. Allen, II Son 206,303.50 623 South 48th Street Philadelphia, PA 19143 Melissa A. Smith Daughter 206,303.50 123 West Barre Street, Apt 305 Baltimore, MD 21201 Barbara J. Allen Daughter 206,303.50 77 Arcadia Cove Road Belgrade, ME 04917 ENTE R DOLLAR AMOUNTS FOR D ISTRIBUTIONS SHOWN ABOVE ON LINES 15 TH ROUG H 18, AS APPROPRIATE, ON REV-1500 COVE R SH EET rr NON-TAXABLE DISTRIBUTIONS: A SPOUSAL DISTRIBUTIONS UNDER SEC. 9113 FOR WHICH AN ELECTION TO TAX IS NOT BEING MADE B. CHARITABLE AND GOVERNMENTAL DISTRIBUTIONS 1 Wilson College 151,957.33 1015 Philadelphia Avenue Chambersburg, PA 17201-1285 TOTAL OF PART II -ENTER TOTAL NON-TAXABLE DISTRIBUTIONS ON LINE 13 OF REV-1500 COVER SHEET 151,957.33 (If more space is needed, insert additional sheets of the same size) d M M M M .C .C I ~ ~ ~ t t a ~ a~ o~ vs o~ C L ~ ~ ~ ~ O V r r r r Z E!? 69 EA bq O = O O O O O O O ~ ~ L _ ' p O O O N N O O ~ ~ ~ Ef? EA !A 69 !/t N N O N M ~ ~ N + ,+ ~ K t~ O t G _ .L CO ~ ti ti ~ ~ M ~ r r lL) I` r r T r ~' 0 M am 0 0 N ~ O ! 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C V W a V c O s U ~_ L O O N O a~ m O L N __ ~ y_ c -~ .O °~ o N O U ~ m D O f~ N ... rL,,, > O N ~ - c~ o v o ~ 3 .cn O O '~ U O cfl ~O ~ cv coo L .N .~ o ~ ~ ~ ~ E E ~ O O N a~~ a~ ~ J U N ~ ~ r O ~ O ~ a Z O ' COOO~ O 0000 O N O ~ N O O ~ C G 0O O ~ O ~ C O 00 E N Q Ef3Et?bRd9d9EA c 7 .v O ~ ~ p EN ~p~Q QU x v :~ ~ F- ~ X p N ,'"~ ~ ~ ~ W a> u, U t.r ~ >,d .r v~_:_ ~~~,~~~ U~QJLLZ m Z Q (/~ J J J H C O _U O U a~ cv Q. N O N ~ ~ N N ~ ~ M M r r d'> d4 :r ... O W ~ ~ c ~ o m ~ O~ L O ev c .c m O H N "-' X ~ O f6 O ~ .~ ~ ~ ~ ~ O N ~ ~ N ~_ 3 ~ y U `~ 3 0 c „_ O U O j -0 N O `O ~ Q O ~ t ~ •, 3 N .O ~ ~ U ~ y_ 3 ~ C O ~ O ~ (~ ~ ~ ~ o ~ ~ C ~ X f6 o ~ E O X t i O N ~ ~ ~ N ~ E-v ~~ 'R _O O - N ~ N U -~~ ~ a a m ~ N ~ N O O O N Z ~ D O 1La~~~ V'V' Illlll ~7CIl~JL ~~~~]L'Il'~~7Cll~ OF HEATH L. ALLEN I, HEATH L. ALLEN, of the Borough of Camp Hill, Cumberland County, Pennsylvania, do make, publish and declare this to be my Last Will and Testament, hereby revoking all Wills and Codicils by me heretofore made. ITEM I: Family Information. I am married to ELEANOR M. ALLEN, and all references to my wife in this Will are to her. I have four children: BARBARA J. ALLEN, HEATH L. ALLEN II, MELISSA A. SMITH and MARTIN R. ALLEN. These are described in this Will as "rny children," or as "a child of mine." Any person born to or adopted by issue of mine is to be included as issue of mine. Provided, however, no adopted person shall benefit under this Will unless the order or decree of adoption is entered before the adopted person attains the age of twenty-one (21) years. ITEM II: Death Taxes. I direct that all inheritance and estate taxes becoming due by reason of my death, whether payable by my estate or by any recipient of any property, shall be paid by the Executor out of the residue of my estate, as an expense and cost of administration of my estate, except that no taxes shall be charged against any gift qualifying for the marital or charitable deduction in my estate. The Executor shall have no duty or obligation to obtain reimbursement for any such tax so paid, even though on proceeds of insurance or other property not passing under this Will. ITEM III: Debts and Final Expenses. I direct the Executor to pay the expenses of my last illness, my legally enforceable debts, and my funeral expenses from the residue of my estate as an expense and cost of administration of my estate. Pagel (CL~ ITEM IV: Tangible Personal Property. (a) If Wife Survives. If I die before my wife, ELEANOR M. ALLEN, I give to her all my tangible personal property, including but not limited to, all of my household furniture and furnishings, books, pictures, jewelry, silverware, automobiles, wearing apparel and all other articles of household or personal use or adornment and all policies of insurance thereon. (b) If Wife Predeceases. If I survive my wife, I may leave a written list in my safe deposit box or elsewhere disposing of certain items of my tangible personal property. The Executor shall dispose of items of my personal property as specified in the written list. If no written list is found in my safe deposit box or elsewhere and properly identified by the Executor within thirty (30) days after the probate of my Will, it shall be presumed that there is no other statement or list. Any subsequently discovered list shall be ignored. I give any property of the type described in paragraph (a) and not set forth in a written list to my children, to be divided among them as they shall agree. Should there be no agreement, this property shall be divided among my children by the Executor in as nearly equal portions as is deemed practical in the discretion of the Executor, having due regard to their personal preferences. ITEM V: Residue. I give the residue of my estate, not disposed of in the preceding portions of this Will, as follows: (a) At~nlicable Credit Amount To Issue. To be divided into as many equal parts as there are then living children of mine and then deceased children of mine represented by then living issue, a fraction of the residue. The numerator of the fraction shall be a sum equal to the largest amount that can pass free of Federal estate tax under my Will by reason of the applicable credit amount and the state death tax credit (provided that the use of this credit does not require an increase in state death taxes) allowable to my estate but no other credit and after taking account of dispositions under other items of this Will and Page 2 ~~_ property passing outside of this Will which do not qualify for the marital or charitable deduction and after taking account of charges to principal that are not allowed as deductions in computing my Federal estate tax. The denominator of the fraction shall be the value of my residuary estate. For purposes of establishing this fraction, the values finally fixed in the Federal estate tax proceeding relating to my estate shall be used. I recognize that the numerator of such fraction may be zero (0), in which case no property shall pass pursuant to this provision. Notwithstanding the foregoing, not more than fifty (50%) percent of the residue shall pass pursuant to this paragraph (a), unless it passes to them because my wife has predeceased me, or as a result of the qualified disclaimer of part of the marital gift set forth in paragraph (b) of this ITEM. The Executor shall distribute one (1) share to each living child and one (1) share to the then living issue of each deceased child, per stirpes. (b) Marital Gift. The balance of my residuary estate shall be paid to my wife, ELEANOR M. ALLEN, if she survives me. If she does not survive me, this share shall be divided into as many equal parts as there are then living children of mine and then deceased children of mine represented by then living issue. The Executor shall distribute one (1) share to each living child and one (1) share to the then living issue of each deceased child, per stirpes. (c) Protective Provisions for Young Beneficiaries. If any issue of a deceased child has not attained the age of thirty (30) years at the time of distribution, then notwithstanding the foregoing, the share of the beneficiary who has not attained that age shall be held by HERSHEY TRUST COMPANY, as Trustee, IN TRUST, for his or her benefit, to be administered and distributed as provided in ITEM VI. Page 3 ~ L ~ ITEM VI: Trust for Youna Beneficiaries. In each Trust established for a beneficiary under the age of thirty (30) years (each the "Beneficiary" of the Trust for his or her benefit): (a) Net Income. The Trustee shall pay to the Beneficiary in convenient, at least annual, installments so much of the net income as the Trustee, in the discretion of the Trustee, considers necessary for the proper support, maintenance, health care and education, including college or other post-secondary education, of the Beneficiary. Income not distributed shall be accumulated and added to principal. (b) Principal. The Trustee shall also pay to or for the benefit of the Beneficiary so much of the principal as the Trustee, in the discretion of the Trustee, considers necessary for the proper support, maintenance, health care and education, including college or other post-secondary education, of the Beneficiary. (c) Termination of Trust. Upon the attainment of the age of twenty-five (25) years by the Beneficiary, the Trustee shall pay to the Beneficiary one-half of the principal of his or her Trust. Upon the attainment of the age of thirty (30) years by the Beneficiary, the Trust shall terminate and the Trustee shall pay to the Beneficiary the remaining assets of the Trust. (d) Death before Termination. Should the Beneficiary die before final distribution of the assets of his or her Trust, the Trust shall terminate and the Trustee shall pay the assets of the Trust to the then living issue of the Beneficiary, per stirpes. However, if any issue has not attained the age of twenty-five (25) years at the time of distribution, the Trustee shall continue to hold the share for that issue as Custodian under the Pennsylvania Uniform Transfers to Minors Act for the benefit of that issue. (e) Trust Without Beneficiaries. If before final distribution of the assets of any Trust established for my issue, there is no living beneficiary of that Trust, it shall terminate. The assets of the Trust Page 4 ~ I, A,- shall be paid to the then living issue, on a per stirpital basis, of the nearest deceased ancestor (with issue living at the time of distribution) of the Beneficiary who is me or my issue. However, if there is then in existence any trust created under this Will for the benefit of that issue, the share which would have been distributed to that issue shall be added to the principal of his or her trust, to be administered and distributed as provided in this Will. (fj Failure of Issue. In the event I am not survived by my wife or any issue, or if there are no issue of mine surviving upon the termination of any trust, the residue (or principal) shall be divided in two (2) equal parts. One part shall be paid to those persons who would then be entitled to my estate under the intestate laws of Pennsylvania then in effect as if I had died at that time intestate. One part shall be paid to those persons who would then be entitled to my wife's estate under the intestate laws of Pennsylvania then in effect as if my wife had died at that time intestate owning that part of my estate. ITEM VII: Spendthrift Clause. No part of the income or principal of any Trust created by this Will shall be subject to attachment, levy or seizure by any creditor, spouse, assignee or trustee or receiver in bankruptcy of any beneficiary prior to his or her actual receipt of income or principal distributed. The Trustee shall pay the net income and the principal to the beneficiaries specified by me, as their interests may appear, without regard to any attempted anticipation, pledging or assignment, and without regard to any claim or attempted levy, attachment, seizure or other process against the beneficiary. ITEM VIII: Administrative Powers. In addition to the powers granted at law, the Executor and the Trustee shall each possess the following powers, each of which shall be construed broadly and may be exercised without court approval, but in a fiduciary capacity only: (a) Retain Investments. To retain any investments I have at my death, including specifically those consisting of stock of any bank even if I have named that bank as the Executor or Trustee. Page 5 1-~ L ~j_. (b) Var~Investments. To vary investments, to make loans, and to invest in bonds, stocks, notes, real estate mortgages or other securities or in other property, real or personal, without being restricted to so-called "legal investments", and without being limited by any statute or rule of law regarding investments by fiduciaries. (c) Division of Assets. In order to divide the principal of a Trust or for any other purpose, including final distributions, the Executor and Trustee are authorized to divide and distribute personal property and real property, partly or wholly in kind, and to allocate specific assets among beneficiaries and Trusts so long as the total market value of each share is not affected by the division, distribution or allocation in kind. The Executor and Trustee are each authorized to make, join in and consummate partitions of lands, voluntarily or involuntarily, including giving of mutual deeds, or other obligations, with as wide powers as an individual owner in fee simple. (d) Sell Assets. To sell either at public or private sale real and personal property severally or in conjunction with other persons, and to consummate sale(s) by deed(s) or other instrument(s) to the purchaser(s), conveying a fee simple title. No purchaser shall be obligated to see to the application of the purchase money or to make inquiry into the validity of any sale(s). The Executor and Trustee are authorized to execute, acknowledge and deliver deeds, assignments, options or other writings as necessary or convenient to any of the power conferred upon the Executor and Trustee. (e) Encumber Real Estate. To mortgage real estate, and to make leases of real estate. (~ Borrow Money. To borrow money from any person, including the Executor or Trustee, to pay indebtedness of mine or of my estate, expenses of administration or inheritance, legacy, estate and other taxes, and to assign and pledge assets of my estate or any Trust established by this Vt~ill. Page 6 1~ L l~ (g) Pav Costs. To pay all costs, taxes, expenses and charges in connection with the administration of my estate or any Trust established under this Will. (h) Distributions without Court Order. To make distributions of income and of principal to the proper beneficiaries, during the administration of my estate, with or without court order, in such manner and in such amounts as the Executor deems prudent and appropriate. (i) Vote Stock. To vote shares of stock which form a part of my estate or any Trust established under this Will, and to exercise all the powers incident to the ownership of stock. (j) Reorganize. To unite with other owners of property similar to property in my estate to carry out plans for the reorganization of any company whose securities form a part of my estate. (k) Disclaim. To disclaim any interest in property which would devolve to me or my estate by whatever means, including but .not limited to the following means: as beneficiary under a will, as an appointee under the exercise of a power of appointment, as a person entitled to take by intestacy, as a donee of an inter vivos transfer, and as a donee under athird-party beneficiary contract. (1) Tax Returns. To prepare, execute and file tax returns of any type required by applicable law, including but not limited to filing a joint tax return with my surviving spouse, and to snake all tax elections authorized by law. (m) Employ Advisors. To employ custodians of property, investment or business advisors, accountants and attorneys as the Executor or Trustee deems appropriate, and to compensate these persons from assets of my estate or trust, without affecting the compensation to which the Executor and Trustee are entitled. Page 7 1 ~ L A (n) Divide Trusts. To divide any Trust created in this Will into two or more separate Trusts so that inclusion ratio for purposes of the generation-skipping transfer tax shall be either zero or one, in order that an election under Section 2652(a)(3) of the Internal Revenue Code may be made with respect to one of the separate Trusts, or for any other reason. (o) Allocate Expenses. To allocate administrative expenses to income or to principal, as the Executor or Trustee deems appropriate. However, no allocation to income shall be made if the effect of the allocation is to cause a reduction in the amount of any estate tax marital deduction or estate tax charitable deduction. (p) Adiust Basis. To make any adjustment to basis authorized by law, including, but not limited to increasing the basis of any property included in my estate, whether or not passing under this Will, by allocating any amount by which the bases of assets may be increased. The Executor shall be under no duty and shall not be required to allocate basis increase exclusively, primarily, or at all to assets which pass as part of my probate estate as opposed to other property for which a basis adjustment is allowable. The Executor shall allocate basis increase equitably among those beneficiaries receiving property as a result of my death, but shall not be liable to any person, nor subject to removal or surcharge, for any reasonable allocation of basis increase. (q) Compromise Claims. To compromise claims. (r) Terminate Trust. To terminate any trust, if in the opinion of the Trustee, the expense of administration of the trust is not justified. Upon termination, the Trustee shall distribute the trust property to the person(s) then entitled to receive or have the benefit of the income therefrom. If there is more than one current income beneficiary, the Trustee shall distribute trust assets to the income beneficiaries in the proportion in which they receive income, or if no proportion is designated, in equal shares to the income beneficiaries. Page 8 ~"'~ L This power may only be exercised by a Trustee who is an independent Trustee, and this power shall be ineffective to the extent that the effect of the power is to vest in any Trustee or beneficiary a general power of appointment. (s) Other Acts. To do all other acts in his or her judgment necessary or desirable for the proper and advantageous management, investment and distribution of the estate and Trusts established under this Will. ITEM IX: Accounting. The Trustee, on an annual basis, shall provide each income beneficiary who has attained the age of eighteen (18) years, and the Guardian of the person of any income beneficiary who has not attained the age of eighteen (18) years, statements showing transactions of each Trust established for the benefit of that beneficiary. The beneficiary, or the Guardian of the person of such beneficiary, may waive this right to receive an annual accounting. The Trustee may, at any time, settle any account, or questions concerning the administration of any Trust established under this Will, by agreement with the then qualified beneficiaries (as that term is defined in the Pennsylvania Uniform Trust Act) of the Trust, if legally competent, or if not legally competent, with the Guardian of the person of the beneficiary, the legally competent spouse of the beneficiary, or the oldest legally competent relative of the beneficiary who would take a portion of the estate of the beneficiary were the beneficiary to die at that time intestate under the laws of the Commonwealth of Pennsylvania. Any settlement made in accordance with this Item shall bind all persons who have an interest in the Trust, and shall constitute a release and discharge of the Trustee with respect to transactions specified in the settlement. ITEM X: Distributions to or for Beneficiaries. The Trustee is authorized to distribute principal and/or income in any one or more of the following ways if the Trustee, in the discretion of the Trustee, considers the beneficiary unable to apply distributions to the beneficiary's own best interests, or if the beneficiary is under a legal disability: (a) To Beneficiary. Directly to the beneficiary; Page 9 f-~f ~. ~ (b) To Guardian or Conservator. To the legal guardian or conservator of such beneficiary; (c) To Custodian. To the Trustee, or to another person selected by the Trustee, as custodian under the Pennsylvania Uniform Transfers to Minors Act as to a beneficiary under the age of twenty- five (25) years; (d) To a Relative. To a relative of the beneficiary, to be expended by that relative for the benefit of the beneficiary; or (e) Direct Expenditure. By directly applying distributions for the benefit of the beneficiary. ITEM XI: Merger of Trusts. Should my wife, ELEANOR M. ALLEN, by Will or Agreement of Trust, establish Trusts similar to the Trusts I have established for the benefit of my issue, the Trustee of each Trust created in this Will shall have the right to merge it with the similar Trust created by my wife for the same beneficiaries. If merged, the Trustee shall operate the merged Trusts as a single Trust. ITEM XII: Survival. Any person who has died within thirty (30) days of my death, or under such circumstances that the order of our deaths cannot be established by proof, shall be deemed to have predeceased me. Any person (other than myself) who has died at the same time as any beneficiary under this Will, or in a common disaster with that beneficiary, or under such circumstances that the order of deaths cannot be established by proof, shall be deemed to have predeceased that beneficiary. ITEM XIII: Trust Situs. The initial situs of each Trust created under this Will shall be the county where I am domiciled at the time of my death. The Trustee may determine, from time to tune, to change the situs of any Trust established under this Will. However, no change in situs shall be effective until written notice is provided to the living beneficiaries of the Trust. Page 10 r--{ 1, I~ ITEM XIV: Executors and Trustees. I make the following provisions with respect to Executors and Trustees: (a) Initial Executor. I appoint my wife, ELEANOR M. ALLEN, to be the Executrix, herein referred to as the "Executor." (b) Successor Executors. In the event that my wife is unable or refuses to serve as Executor, I appoint my son, MARTIN R. ALLEN, and my attorney, ELYSE E. ROGERS, to serve as Co-Executors, herein collectively referred to as the "Executor." If my son, MARTIN R. ALLEN, is unable or unwilling to serve as Co-Executor, I appoint my daughter, MELISSA A. SMITH, to serve as Co-Executor. If she is unable or unwilling to serve as Co-Executor, I appoint my son, HEATH L. ALLEN II, to serve as Co-Executor. If he is unable or unwilling to serve as Co-Executor, I appoint my daughter, BARBARA J. ALLEN, to serve as Co-Executor. I name my children in inverse order of age. (c) Trustee. I appoint HERSHEY TRUST COMPANY to serve as Trustee of any Trust established for the benefit of issue of a deceased child. (d) Power to Remove Trustee. My youngest living child shall have the power to remove HERSHEY TRUST COMPANY as Trustee of any trust created under this Will, provided he or she first names another institutional Trustee which accepts the appointment. (e) Method of Appointment and Removal. Each appointment or removal of a Trustee shall be in writing and shall be filed with the court in the jurisdiction which is the situs of the Trust. The written instrument shall be signed by the person having the power to make the appointment or removal. (f) Temporary Trustee. Each Trustee shall have the power to designate a temporary Trustee by an instrument in writing delivered to such temporary Trustee. The temporary Trustee shall serve as such only during the legal incapacity of the appointing Page 11 ~l L. ~1 Trustee, or, during such period of time as the appointing Trustee in writing designates, and upon the expiration of that time, or at such time as the legal incapacity of the appointing Trustee ceases, the appointing Trustee shall once again become the Trustee. (g) Acceptance of Office. A Trustee shall be deemed to have accepted the office of Trustee as to Trust property only to the extent it accepts that property by written instrument delivered to the Executor. Should a Trustee refuse to accept property, the Executor shall have the power to select another person to serve as Trustee, or to divide any Trust created by this Will so as to permit one person (or persons) to serve as Trustee with respect to some Trust property and another person (or persons) to serve as Trustee with respect to other Trust property. (h) Resignation. Any Trustee may resign upon ninety (90) days written notice to the then income beneficiary and each adult sui juris remainder beneficiary of the Trust; provided, however, that the resignation shall not become effective until and unless at least one person is then serving as Trustee of the affected Trust. (i) Delegation. Any Trustee may delegate investment and related management functions to another Trustee, provided the other Trustee accepts the delegation in writing. To the extent accepted, the delegating Trustee shall be relieved of responsibility for the investment decisions of the Trustee to whom investment and related management functions were delegated. (j) Responsibility. No Trustee shall be responsible for the acts or omissions of any other Trustee. (k) Duty to Investigate. In the absence of actual knowledge of a breach of trust, or information concerning a possible breach of trust that would cause a reasonable person to inquire, a successor Trustee is under no duty to examine the accounts and records of any predecessor Trustee, or to inquire into the acts or omissions of such Page 12 )~ predecessor, is not liable for any failure to seek redress for any act or omission of such predecessor, shall have responsibility only for property which is actually delivered to the Trustee by such predecessor and shall have all of the powers conferred upon a Trustee hereunder. . (1) Compensation. The Executor and Trustee shall have the right to receive reasonable compensation for services rendered and reimbursement for reasonable expenses. (m) Security. The Executor and Trustee are specifically relieved from the duty of filing bond or entering security. IN WITNESS WHEREOF, I have set my hand and seal to this, my Last Will and Testament, consisting of this and the preceding twelve (12) pages, at the end of each page of which I have also set my initials for greater security and better identification this z 3 r1, day of ~ ~ , 200 . 1 ~.~-~ C.. (SEAL) HEATH L. ALLEN We, the undersigned, hereby certify that the foregoing Will was signed, sealed, published and declared by the above-named Testator as and for his Last Will and Testament, in the presence of us, who, at his request and in his presence and in the presence of each other, have hereunto set our hands and seals the day and year first above written, and we certify that at the tune of the execution thereof, the Testator was of sound and disposing mind and memory. (SEAL) Residing at ~~~ //7.1~' ~~ ~ ~.~6~ ~ to ` (~-• (SEAL) Residing at ~ ~ ~ ass ACKNOWLEDGMENT COMMONWEALTH OF PENNSYLVANIA ) n ~ ) SS: COUNTY OF X•~-- ) I, HEATH L. ALLEN, Testator, whose name is signed to the attached or foregoing instrument, having been duly qualified according to law, do hereby acknowledge that I signed and executed the instrument as my Last Will and Testament; that I signed it willingly; and that I signed it as my free and voluntary act for the purposes therein expressed. ~l~t.. L_ , ~,..` (SEAL) HEATH L. ALLEN Sworn to and subscribed before me this ,~~rct day of ~'~ 2aD$• Notary Pu lic My Commission Expires: (SEAL) COMMONWEALTH OF PENNSYLVANIA NOTARIAL SEAL CYNTHIA J. RULE, Notary Public Lemoyne Boro., Cumberland County Commission E fires February 3, 2012 *y~ AFFIDAVIT COMMONWEALTH OF PENNSYLVANIA ) SS: COUNTY OF ~~s' ) We, and l~/~~1i :~ ~. Gt/i~~/7 , the Witnesses whose nam are signed to the attached or foregoing instrument, being duly qualified according to law, do depose and say that we were present and saw Testator, HEATH L. ALLEN, sign and execute the instrument as his Last Will and Testament; that Testator signed willingly and that he executed said Will as his free and voluntary act for the purposes therein expressed; that each of us in the hearing and sight of the Testator signed the Will as Witnesses; and that to the best of our knowledge the Testator was at that time eighteen (18) or more years of age, of sound mind and under no constraint or undue influence. fitness Witness Sworn to and subscribed before me thisc~rd day of ~~ 20 ~ ~' Notary Public My Commission Expires: (SEAL) COMMONWEALTH OF PENNBYLYANIA NOTARIAL SEAL CYNTHIA J. RULE, Notary PubNc Lemoyne Boro., Cumberland County M Commission Expires Fet>ru 3, 2t?t2 R~ f: . E '~ ~'1 ll .J IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA ORPHANS' COURT DIVISION m ~. IN RE: g __ ~' ESTATE OF HEATH L. ALLEN, NO. 2008-00 ~ o ~' `~{=~ DECEASED ~ ~: ~7 C I ~~ E^,^n _ ..... ~ r-- ,~-~-~ DISCLAIMER ~~ N ~-- .~ -_ The undersigned, ELEANOR M. ALLEN (the "Disclaimant"), being the wife of HEATH L. ALLEN, intending to be legally bound, makes the following disclaimer: Disclaimant hereby disclaims all right, title and interest she may have to receive that portion of the residue of the Estate of Heath L. Allen (who died on July 29, 2008) which would pass pursuant to the provisions of Item V (b) of the Last Will and Testament dated May 23, 2008, because of the application of the limitation in Item V (a) that not more than fifty (50%) percent of the residue shall pass to the then living issue of Heath L. Allen. This Disclaimer shall be construed so as to omit the second paragraph thereof which provides "not withstanding the foregoing, not more than fifty (50%) percent of the residue shall pass pursuant to this paragraph (a)...." It is Disclaimant's intention that the maximum amount that can be sheltered from Federal Estate Tax by reason of the applicable credit amount allowable to the Estate of Heath L. Allen will pass pursuant to the provisions of Item V (a) to the beneficiaries identified in Item V (a} of the Last Will and Testament of Heath L. Allen. Disclaimant does reserve the right to the balance of the marital gift set forth in Item V (b) of the Will. This Disclaimer is irrevocable and unqualified. IN WITNESS WHEREOF, the undersigned has set her hand and seal this ~ day of ~vve~ ~ ~,. , 2008. ~ ~ ~. ~,~~ ~~ Witness ~. ELEANOR M. ALLEN COMMONWEALTH OF PENNSYLVANIA SS COUNTY OF ~ On this, the day of ~~.~-~~--~ , 2008, before me, a Notary Public, the undersigned officer, personally appeared ELEANOR M. ALLEN, known to me (or satisfactorily proven) to be the person whose name is subscribed to the within instrument, and acknowledged that she executed same for the purposes therein contained. IN WITNESS WHEREOF, I hereunto set my hand and notarial seal. Nota Public My Commission Expires: (SEAL) COMMONWEALTH OF PENNSYLVANIA NOTARIAL SEAL CYNTHIA J. RULE, Notary Public Lemoyne Boro., Cumberland Coun My Commission Expires Februa 3, 212 COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF REVENUE BUREAU OF INDIVIDUAL TAXES DEPT. 280601 HARRISBURG, PA 1 7128-0601 RECEIVED FROM: PENNSYLVANIA INHERITANCE AND ESTATE TAX OFFICIAL RECEIPT REV-1162 EX111-96) NO. CD 010443 ROGERS ELYSE EVELYN ESQUIRE KEEPER WOOD ALLEN & RAHAL 635 N 12TH STREET STE 400 LEMOYNE, PA 17043 fold ESTATE INFORMATION: SsN: 202-20-1355 FILE NUMBER: 2108-0818 DECEDENT NAME: ALLEN HEATH L DATE OF PAYMENT: 10/23/2008 POSTMARK DATE: 10/22/2008 COUNTY: CUMBERLAND DATE OF DEATH: 07/29/2008 REMARKS: OCT 2 4 2008 ACN ASSESSMENT AMOUNT CONTROL NUMBER 101 ~ $ 33, 000.00 TOTAL AMOUNT PAID: 533,000.00 CHECK#1006 INITIALS: CJ SEAL RECEIVED BY: GLENDA EARNER STRASBAUGH REGISTER OF WILLS TAXPAYER Janney Montgomery Scott Date of Death: 07/29/2008 Estate of: Estate of Heath Allen Valuation Date: 07/29/2008 Account: 92268 Processing Date: 09/09/2008 Report Type: Date of Death Number of Securities: B File ID: Allen, Heath Estate Janney Montgomery Scott Shares Security Mean and/or Div and Int Security or Par Description High/Ask Low/Bid Adjustments Accruals Value 1) 682 BP PLC (055622104) SPONSORED ADR New York Stock Exchange 07/29/2008 61.89000 59.98000 H/L 60.935000 41,557.67 2) 200 GREIF INC (397624107) CL A New York Stock Exchange 07/29/2008 59.99000 57.93000 H/L 58.960000 11,792.00 3) 8908 HARSCO CORP (415864107) COM New York Stock Exchange 07/29/2008 51.54000 46.05000 H/L 48.795000 434,665.86 Div: 0.195 Ex: 07/11/2008 Rec: 07/15/2008 Pay: 08/15/2008 1,737.06 4) 8244 HONEYWELL INTL INC (438516106) COM New York Stock Exchange 07/29/2008 51.54000 50.06000 H/L 50.800000 418,795.20 5) 2016 MCDONALDS CORP (580135101) COM New York Stock Exchange 07/29/2008 60.00000 57.97000 H/L 58.985000 118,913.76 6) 732 MEDCO HEALTH SOLUTIONS INC (584050102) COM New York Stock Exchange 07/29/2008 48.20000 47.36000 H/L 47.780000 34,974.96 7) 3040 MERCK & CO INC (589331107) COM New York Stock Exchange 07/29/2006 32.47000 31.56000 H/L 32.015000 97,325.60 8) 5044 NATIONAL PENN BANCSHARES INC (637138108) COM The NASDAQ Stock Market LLC 07/29/2008 13.62000 12.87000 H/L 13.245000 66,807.78 Total Value: $1,224,832.83 Total Accrual: $1,737.06 Total: $1 ,226,569.89 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 7.1.0) Fax Transmittal ""8~ Wacha•ia Bulk N.A. Balance Confitutation Services P O Box 40028 Roauoke, VA 24022-7313 September 5, 2009 KEEPER WOOD ALLEY & RAHAL LLP ATTN: CAY LE D SWINDLER 635 NORTH 12TH STREET SLtITE 400 LEMOYNE, PA 17043 Refe~eaice ID: 25650 L0 SITRJF,CT: Verification / ('cmfirmation of Account and Ralancc Information pmvidcd for: Customer: IICATII L ALLCN (SSN# XXX-XX-1355) Date of Dcsth: JWg 29, 2008 Demsit AccourR Information Account Account llatc of llrnth Avcra¢c lh~ Maturtty lntcocst Accrncd Y'1'll llatc Type Pinmlx.r Rxlance Ralance3 Opercd i)afe Rate Tntuast iaferostPaiA (:losai CHECI{INa XRX}CXX)CXX2805 512,289.45 6/L7i2008 .OS S0.22 S0.45 8/15/2008 LEC3ALTIfLE: HEATH L?.LLEN CIASINCt BALANCE: $12289.96 9/5/2008 3:20:39 PM PAGE 1/002 Fax Server ~~IGHMN2K. Date: 08/12/2008 This Month Gross payment amount 10.76 Net payment amount 10.76 0223561 * TEN. ~1ND 7 6/ 1 Q 0 DOLLARS PAY THE ESTATE OF HEATH L<ALLET TO THE oROER of 3 21 N 2 8TH STREET: -CAMP'HILL PA 17011 IGHMN2K. Date: 08/19/2008 This Month Gross payment amount 62.93 Net payment amount 62.93 0224290 YL~SCL:1~7L.L:CJI1 LJL_Ut~ .t',:1:d1 Premium Refund_ * S I~£'I'~';-TWO AND SF ,. ~3./ 1~3 Q" PAV THE ESTATE OF HEATH ~" TO THE 32T N 28TH ST oROER"oF CAMP HILL PA 17011 ,,.n>>~ ~on~~^ .~nsrn~r 1 Cf'1~^ (' 7f~C1.C7CA]u. September 10, 2008 Ms. Elyse E. Rogers Estate of Heath L. Allen Keefer Wood Alien & Rahal 635 North 12th Street, Suite 400 Lemoyne, PA 17043 Dear Ms. Rogers, Pursuant to the Bylaws of the Club, resigning members are entitled to receive upon resignation of their membership an amount equal to 80% of the amount by which the membership contribution paid by the person who succeeds them as a member of the Club exceeds $75,000. The amount of the current membership contribution for new members is $400,000, resulting in a payment of $260,000 plus a refund of $4,000 for prorated 2008 annual dues. Sincerely, THE BOARD OF DIRECTORS Kelley Blue Book -Private Party Pricing Report -Ford, Taurus -Official Kelley Blue Bo... Page 1 of 3 Trade-In Value _._... Private f+arty value $LUE $OOK~ PRIMATE PARTY MALUE <VJNRT!S ,MIST Suggested Retail Value , ~ Estimated Payments Photo Gallery COnditiOn <wNa,s nn,~ Value ! ~"~g'~-~-~~~~ Compare Vehicles Nrw! Blue Book Review '., Excellent $7,330 " " ', Get aPre-Owned Loan from Consumer Ratings ', ` '""" """ Good $6,815 ! 6.09% APR Find Your Next Car '... „lcal~ $6x160 Your Credit Score for Free SpeGflCatI0O5 i More Photos '. Get a Free Insurance Quote >~ Shopping Tools f J~ . 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Or Search by Category Or Change ZIP Code httn://www.kbb.com/KBB/UsedCars/Pricin~Renort.asnx?YearTd=2~~3~4r.Mileavt:=41 ~M,~ >zi~~i~n~>z Nome New Cars Used Cars Research 8 Explore News & Reviews Ready to Buy Loans $~ Insurance Classifieds KBB® Green Used Car Values I Classifieds i Certified Pre-Owned I Compare Vehicles I Perfect Car Finder I Most Researchetl Vehicles 1 CARFAX Vehicle History Welcome Back I My KBB Recently Viewed You Might Also Like Free Dealer Price Quote ~ M&T Investment Group 213 Market Street, Harrisburg, PA 17101-2127 717 255 2059 August 27, 2008 Estate of Heath Allen C/o Elyse Rodger Co-Executor PO Box 11963 Harrisburg, PA 17108-1963 Re: Gerald F. Englehart T/W Dear Ms. Rodgers: Enclosed please find a Trust Funds Check in the amount of $1,650.00, representing the final Co-Trustee's commission, per lettered dated August 21, 2008 from Robert Church. Please feel free to contact me, if you have any questions. S' erely, andra L Lazor Trust Administrative Assistant Enclosure Cc: Robert Church SWAB TRUST C. ~,a~ /'/ G~i ~ 303 ELYSE E. ROGERS .TTEE H EATH L ALLEN TTEE a-siata 15 N. 12TH ST. STE 400 t50 J~AOYNE, PA 17043-1225 1 DATE ~ L~' D~ DER OFE ~ec.~~/T 1 //'~ ~ 1 ETC. ~ ~ I ~ ~p O a~~71 },~, ~~,~C. Qom. ~~~~i~c~~~c~- ~~s e (~-artes Schwab PNC BANI(, N.A. Philadelphia, PA D3 L0OD053 . 703710755 Lu' 2 303 Estate of Heath L. Allen Date of Death: July 29, 2008 SSN: 202-20-1355 Attachment to Schedule E Decedent was a 13.75% partner in a partnership known as Plaza 21 Realty Associates. This partnership sold all of its assets in June 2006. However, the partnership was not dissolved at the time of Decedent's death as it is engaged in litigation. The estimated fair market value of this asset is $2,693, the closing capital account balance as of December 31, 2008. Plaza 21 Realty Associates 1719 NORTH SECOND ST HARRISBURG, PA 17102 Estate of Health L Allen c/o Elyse E Rodgers 635 N 12th Street Lemoyne, PA 17043 I...lII~~~III~~~~1~~1~~11~~1~1~1 Walborn Naugle Shambach Associates 1714 N. 2nd Street Harrisburg, PA 17102 717-236-7912 February 16, 2009 CONFIDENTIAL Estate of Health L Allen c/o Elyse E Rodgers 635 N 12th Street Lemoyne, PA 17043 Dear Partner: We have prepared the enclosed copy of your Schedule K-1 for Plaza 21 Realty Associates partnership. It contains your share of the partnership's items of income/loss, deductions, and credits, and other information for the partnership's tax year ended December 31, 2008. These items are to be reported on your federal income tax return; therefore, this schedule should be retained with your tax records and documentation. Also enclosed is state K-1 information, if applicable. This information should also be retained with your tax records and documentation. If you have any questions, or if we can be of assistance in any way, please call. Sincerely, Walborn Naugle Shambach Associates PLA21 02/16/2009 2:44 PM Partner# 12 ^ Final K-1 ^ Amended K-1 >:: . Schedule K-1 2 0 ~ ~ '><~~€~l~~i~^j~s~;~r~>i .~. (Form 1065) ;><:::::;:::;:~:;;::.;::::>~>>L'~dtt(~~1'1~C3':~i Department of the Treasury For calendar year 2008, or tax 1 Ordinary business income (loss) Internal Revenue Service year beginning ending 2 Net rental real estate income (loss) Partner's Share of income, Deductions, * -1 550 Credits, etc. - See back of form and separate instructions. 3 Other net rental income (loss) 15 I Crediis 651108 OMB No. 1545-0099 16 I Foreign transactions :<:~71~:t'~'~::>~<~z~~~:ilt~l`lt~tD]1r~i~.0[i~-<t~f~~E~3~t1gG~~f • ~::z::::::;>.;?:;;>;:::;s:.;;;:; g 4 Guaranteed payments A Partnership's employer identification number 2 3- 2 4 518 9 8 5 Interest income B Partnership's name, address, cHy, state, and ZIP code 13 Plaza 21 Realty Associates 6a Ordinary dividends 1714 NORTH SECOND ST HARRISBURG PA 17102 sb Qualified dividends 7 Royalties C IRS Center where partnership filed return O den UT 8 Net short-term capital gain (loss) D ^ Check if this is a publicly traded partnership (PTP) ga Net long-term capital gain (loss) 17 Allernalive minimum tax (AMT) items ::~:::~:~~Eii::::::::<::le#~r:~va~:>:.• .>gut::tie:::P~rEr~er :::::::::::::::::<::::>::;:::::>~:::«:::<:> E Partner's identifying number 26-6500850 9b Collectibles (2B%) gain (loss) F Partner's name, address, city, state, and ZIP code 9c Unrecaptured section 1250 gain Estate of Health L Allen c/o Elyse E Rodgers 10 Net section 1231 gain (loss) 18 Tax-exempt income and nondeduc8ble expenses 635 N 12th Street 11 Other income (loss) Lemo ne PA 17043 C ^ ® Limited partner or other LL General partner or LLC G member-manager member ® ^ Foreign partner Domestic partner H 19 Distributions I Wh t t tit i ? Estate f thi 12 Section 179 deduction a ype o en s y s partner r' J P ti s) rt h f fit d it l i t l a ne ruc on : s s are o pro , oss, an cap (see ns a di E 13 Other deductions Beginning Profit 5 8 2 310 0 °~ n ng 7 5 0 0 0 ~~° 13 20 other information . ° Loss 5.823100 ~~° . 13.75000 % it l 5 823100 C 75000 % 13 A 13 . a . a % K Partner's share of liabilities at year end: Nonrecourse $ ............................ Dualified nonrecourse financing $ 14 Seli-employment earnings (loss) ............. Recourse $ L Partner's capital account analysis: *See attached statement for additional information. Beginning capital account $ .................. Capital contributed during the year $ 4 , 330 Current year increase (decrease) $ -1 , 6 3 7 Withdrawals 8 distributions $ ( ) ................ Ending capital account $ 2 , 6 9 3 Tax basis ^ GAAP ^ Section 704(b) book Other (explain) 8 ' c ~ m ~ o u_ For Paperwork Reduction Act Notice, see Instructions for Form 1065. DAA Schedule K-1 (Form 1085) 2008 Schedul{: K-1 (Form 1065) 2008 - Page 2 This list identifies the codes used on Schedule K-1 for all partners and provides summarized reporting information for partners who file Form 1040. For detailed reporting and filing information, see the separate Partner's Instructions for Schedule K-1 and the instructions for your income tax return. Code Report on 1. Ordinary business income (loss). Determine whether the income (loss) is J Work opportunity credit Form 5884, line 3 passive or nonpassive and enter on your return as follows. K Disabled access credit See the Partner's Instructions Report on L Empowerment zone and renewal Passive loss See the Partner's Instructions community employment credit Form 8844, line 3 Passive income Schedule E, line 28, column (g) M Credit for increasing research Nonpassive loss Schedule E, line 28, column (h) activities See the Partner's Instructions Nonpassive income Schedule E, line 28, column (j) N Credit for employer social security and Medicare taxes Form 8846, line 5 2. Net rental real estate income (loss) See the Partner's Instructions O Backup wfthholding Form 1040, line 62 3. Other net rental income (loss) P Other credits See the Partner's Instructions Net income Schedule E, line 28, column (g) 16. Foreign transactions Net loss See the Partner's Instructions A Name of country or U.S. 4. Guaranteed payments Schedule E, line 28, column Q) possession 5. Interest income Form 1040, line 8a B Gross income from all sources Form 1116, Part I 6a. Ordinary dividends Form 1040, line 9a C Gross income sourced at partner 6b. Qualified dividends Form 1040, line 9b level 7. Royalties Schedule E, line 4 Foreign gross income sourced at partnership level 8. Net short-term capital gain (loss) Schedule D, line 5, column (f) D Passive category 9a. Net long-term capital gain (loss) Schedule D, line 12, column (f) E General category Form 1116, Part I 9b. Collectibles (28%) gain (loss) 28% Rate Gain Worksheet, line 4 F Other (Schedule D instructions) Deductions allocated and apportioned at partner level 9c. Unrecaptured section 1250 gain See the Partner's Instructions G Interest expense Form 1116, Part I 10. Net section 1231 gain (loss) See the Partner's InsVuctions H Other Form 1116, Part 1 11. Other Income (loss) Deductions allocated and apportioned at partnership level Code to foreign source income A Other portfolio income (loss) See the Partners Instructions 1 Passive category B Involuntary conversions See the Partner's InsVuclions J General category Form 1116, Part I C Sec. 1256 contracts 8 straddles Form 6781, line 1 K Other D Mining exploration costs recapture See Pub. 535 Other information E Cancellation of debt Form 1040, line 21 or Form 982 L Total foreign taxes paid Form 1116, Part II F Other income (loss) See the Partners Instructions M Total foreign taxes accrued Form 1116, Part 11 12. Section 179 deduction See the Partners Instructions N Reduction in taxes available for credit Form 1116, line 12 13. Other deductions O Foreign trading gross receipts Form 8873 A Cash contributions (50%) P Extraterritorial income exclusion Form 8873 B Cash contributions (30%) ~ Other foreign transactions See the Partners Instructions C Noncash conVdbutions (50%) See the Partners 17. Alternative minimum tax (AMT) items D Noncash contributions (30%) Instructions A Post-1986 depreciation adjustment E Capital gain property to a 50% organization (311%) B Adjusted gain or loss See the Partners F Capital gain property (20%) C Depletion (other than oil ~ gas) Instructions and D Oil, gas, 8 geothermal-gross income tions for G Contributions (100%) E OII, gas, & geothermal~leductions Form 6251 H Investment interest expense Form 4952, line 1 F Other AMT Items I Deductions-royalty income Schedule E, line 18 18. Tax-exempt income and nondeductible expenses J Section 59(ex2) expenditures See the Partners Instructions K Deductions-portfolio (2~° floor) Schedule A, line 23 A Tax-exempt interest income Form 1040, line 8b ' L Deductions-portfolio (other) Schedule A, line 28 B Other tax-exempt income s Instructions See the PaMer M Amounts paid for medical insurance Schedule A, line 1 or Form 1040, C Nondeductible expenses See the Partners Instructions 19. Distributions line 29 A Cash and marketable securities N Educational assistance benefits See the Partner's Instructions B Other property See the Partner's Instructions O De ndent care benefits pe Form 2441, line 14 C DisVibution subject to section 737 P Preproductive period expenses See the Partners Instructions Q Commercial revitalization deduction 20. Other information A Investment income Form 4952, line 4a from rental real estate activities See Form 8582 instructions ' B Investment expenses Form 4952, line 5 R Pensions and IRAs s Instructions See the Partner C Fuel tax credit information Form 4136 S Reforestation expense deduction See the Partners Instructions T Domestic production activities D qualified rehabilitation expenditures (other than rental real estate) See the Partner's Instructions information U Qual'rfied production activities income See Form 8903 instructions Form 8903, line 7 E Basis of energy property See the Partners Instructions V Employer's Form W-2 wages Form 8903, line 15 ' F Recapture of low-income housing credit (section 42(jx5)) Form 8611, line 8 W Other deductions s Instructions See the Partner low-income housing G p 14. Self-employment earnings (loss) cedil (othe~ Form 8611, line 8 Note. Ii you have a section 179 deduction or any partner-level deductions, see H Recapture of investment credit See Form 4255 the Partners instructions before completing Schedule SE. i Recapture of other credits See the Partners Instructions A Nel earnings (loss) from J Look-back interest-completed self-employment Schedule SE, Section A or B long-term contracts See Form 8697 B Gross farming or fishing income See the Partners Instructions K Look-back interest-income forecast method See Form 8866 C Gross non-farm income 15. Credits See the Partners Instructions L Dispositions of property with A Low-income housing credit section 179 deductions (section 42(j)(5)) from pre-2008 M Recapture of section 179 deduction buildings See the Partners Instructions N Interest expense for corporate B Low-income housing credit (other) partners from pre-2008 buildings See the Partner's Instructions O Section 453(1x3) information C Low-income housing credit (section P Section 453A(c) information See the Partner's 42Qx5)) from post-2007 buildings Form 8586, line 11 Q Section 1260(b) information R interest allocable to production Instructions D Low-income housing credit (other) expenditures from post-2007 buildings Form 8586, line 11 S CCF nonqualified withdrawals E Oudified rehabililalion ex enditures P T Depletion information-oil and gas ~ (rental real estate) See the Partner's Instructions U Amortization of reforestation costs F Other rental real estate credits V Unrelated business taxable income G Other rental credks W Precontrlbution gain (loss) H Undistributed capital gains credit Form 1040, line 68; check box a X Other information I Alcohol and cellulosic biofuel fuels credit Form 6478, line 9 DAA PLA21 02!16/2009 2:44 PM ~~ Partner# 12 r se Workshe ~~ Anal sis of Partners K-1, Current Year Increase (Dec ea ) ~~:>~'>?~'~<`<>`~~;> Y r~ Schedule K-~ ~>~>~~J!~s'%"~?#'' and endin For calendar ear 2008, or tax ear be innin Partnership Name Employer Identification Number Plaza 21 Realt Associates 23-2451898 Partner's Name Taxpayer Identification Number Estate of Health Z Allen 26-6500860 Items Included in Current Year Increase (Decrease): Schedule M-2 Subtractions: Items Included in Current Year Inc (Dec): Net Income Per Books -1650 Total per Schedule K-1, Current Year Increase {Decrease) -1650 Page 1 of 1 J 0807212527 PA Schedule RK-1 (09-08) 2008 Resident Schedule of PA S Shareholder/Partner/Beneficiary Pass Through Income, Loss, and Credits Final N 2665008.60 ESTATE 0~ HEALTH L ALLEN C/ 0 E L Y S E E R O D G E R S (individual=1, PA S Corp=2, All Other Corp=3, Owners 4 EstatelTrust=4, Partnership=5, LLC=6, Exempt Org.=7) 635 N 12TH STREET 5tockOwnership% ODDDO Amended N L E M O Y N E P A 17 0 4 3 Beneficiarys year end Distribution % O O D D D Partner's % of: PLAZA 21 REALTY ASSOCIATES Profit sharing OD582 HARRISBURG PA 17102 232451898 Loss sharing D0582 Capital Fiscal Year N P (EstatelTrust=E, Partnership=P, PA S Corp =S, LLC=L) Ownership 0 0 5 8 2 Y General Partner or LLC Member-Manager N Limited Partner or Other LLC Member 1 PA Taxable Business Income (Loss) from Operations _ 2 Interest Income ~ 3 Dividend Income a 4 Net Gain (Loss) from the Sale, Exchange, or Disposition of Property 5 Net Income (Loss) from Rents, Royalties, Patents, and Copyrights 6 Income of/from Estates or Trusts 7 Gambling and Lottery Winnings (Loss) 8 Out of State Credits for Resident Partner or Shareholder. Submit statement a 9 Total Other Credits. Submit statement. >_ 10 Distributions of Cash, Marketable Securities, and Property -not including guaranteed payments m 11 Guaranteed Payments for Capital or Other Services a 12 All Other Guaranteed Payments for Services Rendered ~ 13 Guaranteed Payments to the Retired Partner ~ 1 A Distributions from PA AAA Liquidating N a 15 Distributions of Cash, Marketable Securities, and Property > 16 Nontaxable income or nondeductible expenses required io calculate owner's basis (submit a supplemenial statement). Note: Lines 17 through 20 are for information purposes only. 17 Owner's Share of IRC Section 179 allowed according to PA rules 'C A 18 Owner's Share of Straight-Line Depreciation a 19 Partner's Share of Nonrecourse liabilities at year-end 20 Partner's Share of Recourse Liabilities at year-end NOTE: Amounts from this schedule must be reported on the appropriate PA Tax Return. 0807212527 1 0 2 13 3 0 4 D 5 -1650 6 0 7 D 8 0 9 D 10 D 11 0 12 D 13 0 14 0 ], 5 D 16 0 17 0 18 D 19 0 20 0 D807212527 J Page 1 of 1 Elyse E. Rogers From: Elyse E. Rogers Sent: Friday, December 12, 2008 9:31 AM To: 'Jeff Zufelt' Subject: RE: Heath Allen Jeff' - Thanks, you may have sent it out, I just. don't seem to have it. Elyse Elyse E. Rogers Keefer wood Allen & Rahal, LLP 635 North 12th Street Lemoyne, PA 17043 717-612-5801 direct 71.7-612-5805 fax This message is intended only for the use of the person to whom it is addressed. It may contain privileged. and confidential material. If you are not the intended recipient, please know that the distx•ibution or use of this communication is strictly prohibited. If you have received this in error, please notify me immediately by reply or by telephone, and delete this message and all of its attachments immediately. Thank you. From: Jeff Zufelt [mailto:jzufelt@wilson.edu] Sent: Friday, December 12, 2008 9:25 AM To: Elyse E. Rogers Subject: RE: Heath Allen Elyse - I am startled that you may not have received written confirmation of this, as our procedure is to send confirmation with 24 hours of receipt. However, here are the facts - on October 8th of this year we booked $151,957.33 from the deferred compensation into our accounts at Wilson. There actually was a delay here, as the company initially sent us an incorrect amount, and we returned to them $6,000. Please accept my apologies that you had to seek this information, and I hope it did not create too much of an inconvenience for you. I will have written confirmation sent to you by regular mail today. Thank you again for your role in making this gift happen. If there is anything else I can do for you, don't hesitate to ask. I wish you the best of the season. Jeff 12/12/2008 Tne~Standard® Positively differerrt. August 29, 2008 PERSONAL AND CONFIDENTIAL Ms. Elyse E. Rogers, Esquire Keefer Wood Allen & Rahal, LLP 635 North 12th Street, Suite 400 Lemoyne, PA 17043 RE: Keefer Wood Allen & Rahal, LLP 401(k) Plan Dear Ms. Rogers: This letter is being sent in response to your request dated August 26, 2008 regarding the account of Heath L. Allen in the above referenced retirement plan. Please be advised that the balance of Mr. Allen's account as of the date of his death, July 29, 2008, was $1,168,382.26. The beneficiary named for this account is Eleanor Allen, wife of Mr. Allen. She is named as 100% beneficiary of the account. In the event of Mrs. Allen's death before the account has been liquidated, Mr. Allen has named Barbara Allen, Heath Allen II, Martin Allen, and Melissa Smith as contingent beneficiaries in equal shares. Please feel free to call if you have any questions or need additional information. Sincerely, ~~~~ ene Bevan, A, QKA R tirement Plan Consultant 4550 Lena Drive, Suite 101 Mechanicsburg PA 17055 te1717.591.8900 800.692.6282 fax 717.591.4093 Standard Retirement Services, InC.-NSU0Ytl12ry p1512fIGOtp Pln2fKA21 GfUUp. MK