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Home My WebLink About08-05-09r i IN RE: : IN THE COURT OF COMMON PLEAS :CUMBERLAND COUNTY, REVOCABLE TRUST UNDER :PENNSYLVANIA THAT CERTAIN REVOCABLE TRUST AGREEMENT . MARY E. ROSENBERG :ORPHANS' COURT DIVISION SIGNED AND DATED DECEMBER _, 1991, NO. 2105-1031 w~n, ~_ TRUST TERMINATION AGREEMENT ~~ ~ , ~, (= ;iy r- ~ THIS AGREEMENT made this y~ day of August, 2009 ~'; c„ - ;. _ ~, ;~, =~ , , - WITNESSETH: '~-a ::' c~ I. THE CIRCUMSTANCES leading up to the execution of this Agreement are as follows: 1. Mary E. Rosenberg ("Mrs. Rosenberg") created a trust for her lifetime benefit (the "Trust") by that ceratin Revocable Trust Agreement which she signed and dated December , 1999 (the "Trust Agreement"i. 2. Mrs. Rosenberg appointed Allfirst Bank (now Manufacturers And Traders Trust Company by merger) as Trustee of the Trust ("Trustee"). 3. Pursuant to Article IV of the Trust Agreement, Mrs. Rosenberg retained the right to do the following acts during her lifetime by delivering signed written instruments to the Trustee: (i) Withdraw property from the Trust in any amount and at any time upon giving reasonable notice in writing to the Trustee; (ii) Add other property to the Trust; (iii) Change the Dispositive Scheme of the Trust Agreement; (iv) Amend The Trust Agreement; and, (v) Revoke the Trust in its entirety or any provision therein. Page -1- vr~~ 4. Under Article II of the Trust Agreement, the Trustee is directed to do the following during Mrs. Rosenberg's lifetime: (i) Pay the net income of the Trust to or for the benefit of Mrs. Rosenberg, in, at least, quarterly installments; (ii) Pay or apply so much of the principal of the Trust as Mrs. Rosenberg may from time to time request in writing; and, (iii) If the Trustee believes Mrs. Rosenberg unable to act or to apply the payments for her own best interest and advantage, the Trustee may apply so much of the income and/or principal of the Trust as the Trustee deems appropriate from time to time for Mrs. Rosenberg's welfare, comfort, support, or emergency, and may add so much of the income as the Trustee deems advisable to principal. 5. Pursuant to Article III of the Trust Agreement, upon Mrs. Rosenberg's death, the Trustee is directed to pay the then remaining principal and income of the Trust to Mrs. Rosenberg's Executor for disposition as part of Mrs. Rosenberg's Estate. 6. The Trust was funded on December 31, 1999. 7. On December 28, 2001, upon the written direction of Mrs. Rosenberg, the Trustee distributed $75,000 of principal to Dennis Rosenberg and Sharon D. Schwartz, each. 8. Mrs. Rosenberg died testate on November 5, 2005, a domiciliary of Cumberland County, Pennsylvania. 9. Mrs. Rosenberg's Last Will and Testament, dated December 29, 2000 ("Mrs. Rosenberg's Will), was admitted to probate, and Dennis R. Rosenberg and Sharon D. Schwartz were duly appointed the personal representatives of Mrs. Rosenberg's Estate (collectively, "Mrs. Rosenberg's Executor"). 10. Under Article Six of Mrs. Rosenberg's Will, Mrs. Rosenberg devised and bequeathed her residuary estate to her son, Dennis R. Rosenberg, and her daughter, Sharon D. Schwartz (collectively, the "Beneficiaries"). 11. Between January 31, 2006 and February 2, 2006, the Trustee distributed all the then remaining principal and income of the Trust to Mrs. Rosenberg's Executor. Page -2- • 12. Contemporaneously with terminating various trusts over which Mrs. Rosenberg held a special testamentary power of appointment that she exercised by Article Five of Mrs. Rosenberg's Will, Mrs. Rosenberg's Executor and the Beneficiaries wish to settle and comprise any and all claims and rights which they may possess, now or hereafter, in the Trust, without the cost and delay of a court adjudication and confirmation of an accounting of the Trustee's administration of the Trust. 13. The Trustee is willing to so terminate the Trust via a nonjudicial settlement if Mrs. Rosenberg's Executor and the Beneficiaries provide the Trustee with satisfactory release, refunding and indemnification protections. II. RECEIPT, RELEASE, REFUNDING, AND INDEMNIFICATION AGREEMENT: NOW THEREFORE, in consideration of the foregoing, and intending to be legally bound, Mrs. Rosenberg's Executor and the Beneficiaries, for themselves, their heirs, personal representatives, successors, and assigns, hereby do as follows, to wit: A. Represent, warrant and agree that they: (i) Have read and understand this Agreement and confirm the facts set forth above are true, correct and complete to the best of their knowledge, information and belief, and hereby approve the same for all purposes and incorporate them herein by reference. (ii) Acknowledge that they have sought advice of an attorney, prior to executing this Agreement or have voluntarily chosen not to consult with an attorney; and, (iii) Have entered into this Agreement of their own free will and choice without any compulsion, duress or undue influence from anyone. B. Declare that they have previously received copies of the following above described documents, which are incorporated herein by reference: (i) The Trust Agreement; and, (ii) Mrs. Rosenberg's Will. C. Declare that they have had the opportunity to examine the Trustee's First and Final Account of its administration of the Trust (which is attached hereto as Exhibit "A," and incorporated herein by reference; the "Trustee's Page -3- Account"), and based upon such examination (or their decision not to make such an examination), they are satisfied they have sufficient information to make an informed waiver of their right to a formal court accounting and do hereby waive the filing and audit of the same and approve the Trustee's Account. D. Approve the Trustee's above described $75,000 principal distributions to Dennis R. Rosenberg and Sharon D. Schwartz, each. E. Agree to refund on demand, all or any part of the above described distributions, which the Trustee or any court of competent jurisdiction determines to have been improperly made. F. To the extent of the above described distributions, absolutely, unconditionally and irrevocably release, remises and forever discharge Manufacturers And Traders Trust Company, as Trustee, from any and all manner of actions, causes of action, suits, liens, accounts, reckonings, controversies, agreements, promises, claims, demands, losses and expenses whatsoever, in any way arising from or concerning such distributions. G. To the extent of the above described distributions, agree to indemnify and hold harmless Manufacturers And Traders Trust Company, as Trustee of the Trust, with respect to any and all matters or liabilities which they may be subjected by reason of joining in this Agreement, and in carrying out the provision hereof. H. Agree this Agreement is intended to compromise and settle disputed claims, including, without limitations, claims and defenses asserted in connection with the creation, administration and distribution of the Trust. Agree that this Agreement constitutes the entire understanding between the Trustee and the Beneficiaries (individually and collectively, the "Parties") concerning the subject matter hereof, and supersedes any and all prior written agreements and any and all prior or contemporaneous oral agreements or understandings relating to the subject matter hereof. J. Agree that this Agreement may not be amended, modified,. superseded, canceled, renewed or extended, nor may any term or condition hereof be waived, except by a written instrument or document signed by all the parties hereto or, in the case of a waiver, signed by the party sought to be charged therewith. No waiver by any party of the breach of any provision Page -4- ~ ~ hereof shall be deemed to constitute a waiver of any continuing or subsequent breach of such provision or any other provision hereof. Except as otherwise provided herein, the rights and remedies expressly granted hereunder shall be cumulative with respect to, and shall not be deemed to exclude, any other rights and remedies to which any party shall be entitled at law or in equity. K. Agree that this Agreement shall be binding upon and inure to the benefit of the Parties and their respective heirs, successors, assigns, personal representatives, and those who may hereafter claim through any of the Parties. Page -5- IN RE: REVOCABLE TRUST UNDER THAT CERTAIN REVOCABLE TRUST AGREEMENT MARY E. ROSENBERG SIGNED AND DATED DECEMBER _, 1991, • IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA ORPHANS' COURT DIVISION NO. 2105-1031 CONSENT TO TRUST TERMINATION AGREEMENT THE UNDERSIGNED, JOSEPH A. MACRI, VICE PRESIDENT AND TRUST OFFICER OF MANUFACTURERS AND TRADERS TRUST COMPANY, in its fiduciary capacity set forth in the Agreement, hereby consents to and joins in this Trust Termination Agreement (the "Agreement"), for the purposes expressed therein, and acknowledges receipt of a copy of the Agreement and all Exhibits thereto, has been provided to him. MANUFACTURERS AND TRADERS TRUST COMPANY By .. .._~ ~ ~ ~_r ~EPH A. MACRI, Vi~_RESIDENT AND TRUST OFFICER COMMONWEALTH OF PENNSYLVANIA ss: COUNTY OF On this ~ day of ~, 2009 before me, the undersigned officer, personally appeared JOSEPH A. M CRI, who acknowled a hi g mself to be the VICE PRESIDENT AND TRUST OFFICER 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 bank by himself as such officer. (N WITNESS WHEREOF, f hereunder set my hand and official seal. Notary Public COMMONWEALTH OF PENNSYLVANIA Notarial Seal Page -6- Donna M. wngnaker, NotaryPubwc ~~+ My Commt.~ebn Ermines OCt. 27, 2011 Mambar, t~nn~ylvarwa AriooUtbn of NM~~ IN RE: REVOCABLE TRUST UNDER THAT CERTAIN REVOCABLE TRUST AGREEMENT MARY E. ROSENBERG SIGNED AND DATED DECEMBER ^, 1991, IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA ORPHANS' COURT DIVISION NO. 2105-1031 CONSENT TO TRUST TERMINATION AGREEMENT SHARON CONNORS (FORMERLY, SHARON D. SCHWARTZ A/IUA SHARON R. SCHWARTZ), individually, and in the fiduciary capacity set forth in the Agreement hereby consents to the Termination Agreement (the "Agreement'), and acknowledges that a copy of the Agreement, including all Exhibits thereto, has been provided to her. T~ ~ ; rte- h,. %~_ ~' , ~'" t -G/ SHARON CONNORS '~ COMMONWEALTH OF PENNSYLVANIA ss: COUNTY OF ' f~~' ~' ~C~y'l On this, the ~ day of ~ , 2009, before me, the undersigned officer, personally appeared SHARON CON ORS (FORMERLY, SHARON D. SCHWARTZ A/IUA SHARON R. SCHWARTZ), 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 free and. voluntary act for the purposes expressed therein. IN WITNESS WHEREOF, I have set my hand and official seal. ., ~' !n-~i~~~' , NOtary PUbIICCObiMONWEALTHOFPENNSriVANIA NOTARIAL SEAL ANN FREHN, NOTARY PUBLIC CARLISLE BOROUGH, CUMBERLAND COUNTY MY COMMISSION EXPIRES APRIL 16, 2012 Page -7- ~ ~ IN RE: : IN THE COURT OF COMMON PLEAS :CUMBERLAND COUNTY, REVOCABLE TRUST UNDER :PENNSYLVANIA THAT CERTAIN REVOCABLE TRUST AGREEMENT . MARY E. ROSENBERG :ORPHANS' COURT DIVISION SIGNED AND DATED DECEMBER _, 1991, NO. 2105-1031 CONSENT TO TRUST TERMINATION AGREEMENT DENNIS R. ROSENBERG, individually, and in the fiduciary capacity set forth in the Agreement, hereby consents to the Termination Agreement (the "Agreement'), and acknowledges that a copy of the Agreement, including all Exhibits thereto, has been provided to him. ,^ ~ ,~ COMMONWEALTH OF PENNSYLVANIA COUNTY OF ~~..~.~.4-„~ ss: On this, the ~ day of !~ " , 2009 before me the u nders{gned officer, personally appeared DENNIS R. SENBERG, 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, in the capacities indicated, as his free and voluntary act for the purposes expressed therein. IN WITNESS WHEREOF, I have set my hand and official seal. r ~ ~~ Not Public ..,,a~.'~r,1(~N/b"Ers.LTFi i_'~ rF_r,~~~iSV'l.Vr\NIFl, Page -8- ~ NUTARIA,L SEAL. CYNTH{A J. RULE, Notary Public Lemoyne Boro., Cu^~berland County My Commission Expires February 3, 2012 E ~~-IIBIT A • • COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA ORPHANS' COURT DIVISION TRUST UNDER AGREEMENT WITH MARY E. ROSENBERG FIRST AND FINAL ACCOUNT OF Manufacturers and Traders Trust Company, Successor to Allfirst Trust Company of Pennsylvania, NA, Trustee Date of Death: November 5, 2005 Date of Trustee's first receipt of funds: December 31, 1999 Accounting for the Period: December 31, 1999 to February 2, 2006 Purpose of Account: Manufacturers and Traders Trust Company, Successor to Allfirst Trust Company of Pennsylvania, NA, Trustee, offers this account to acquaint interested parties with the transactions that have occurred during this administration. It is important that the account be carefully examined. Requests for additional information or questions or objections can be discussed with: Manufacturers and Traders Trust Company Attention: Joseph Macri 213 Market Street Harrisburg, PA 17101 (717) 255-2174 Or Keefer, Wood, Allen & Rahal, LLP 635 N. 12th Street, Suite 400 Lemoyne, PA 17043 (717) 901-7786 SUMMARY OF ACCOUNT Trust under Agreement with Mary E. Rosenberg For Period of 12/31/1999 through 02/02/2006 Page PRINCIPAL Receipts: This Account 3-5 Net Gain (or Loss) on .Sales 6-7 or Other Disposition Less Disbursements: General Disbursements 8-9 Balance before Distributions Distributions to Beneficiaries 10-11 Principal Balance on Hand For Information: Investments Made 12-13 Changes in Investment Holdings 14 INCOME Receipts: This Account 15-18 Net Gain (or Loss) on Sales or Other Disposition Less Disbursements 19-22 Balance Before Distribution Distributions to Beneficiaries 23-25 Income Balance on Hand For Information: Investments Made Changes in Investment Holdings COMBINED BALANCE ON HAND Fiduciary Current Acquisition Value Value 782,872.76 (10,888.52) --------------- 771,984.24 204,283.97 --------------- --------------- 567,700.27 567,700.27 --------------- 0.00 110,198.25 0.00 --------------- 110,198.25 8,942.27 --------------- 101,255.98 101,255.98 --------------- 0.00 0.00 --------------- --------------- 2 RECEIPTS OF PRINCIPAL CASH: 12/31/99 Received from Oliver Rosenberg 455,000.00 Marital Non-GST Exempt QTIP Trust - Addition to Account 12/31/99 Received from Oliver Rosenberg 65,000.00 Marital GST Exempt QTIP Trust - Addition to Account 01/03/00 Received from Oliver Rosenberg 17,437.60 Marital Non-GST Exempt QTIP Trust - Addition to Account 01/03/00 Received from Oliver Rosenberg 7,137.90 Marital GST Exempt QTIP Trust - Addition to Account 01/03/00 Received from Oliver Rosenberg 5,412.86 Marital Non-QTIP Trust - Addition to Account 10/12/00 Received from Oliver Rosenberg 35,000.00 Marital Non-GST Exempt QTIP Trust - Addition to Account 10/12/00 Received from Oliver Rosenberg 10,000.00 Marital GST Exempt QTIP Trust - Adciition to Account 10/12/00 Received from Oliver Rosenberg 5,000.00 Marital Non-QTIP Trust - Adciition to Account 02/16/01 Received from Oliver Rosenberg 73,000.00 Marital Non-GST Exempt QTIP Trust - Addition to Account 02/16/01 Received from Oliver Rosenberg 19,000.00 Marital GST Exempt QTIP Trust - Addition to Account 02/16/01 Received from Oliver Rosenberg 12,200.00 Marital Non-QTIP Trust - Addition to Account 01/02/02 Received from Oliver Rosenberg 40,000.00 Marital Non-GST Exempt QTIP Trust - Addition to Account Fiduciary Acquisition Value 3 01/02/02 Received from Oliver Rosenberg 7,000.00 Marital GST Exempt QTIP Trust - Acidition to Account 01/02/02 Received from Oliver Rosenberg 3,000.00 Marital Non-QTIP Trust - Addition to Account 04/04/02 Received from Allfirst Bank - 229.68 Escrow Refund 04/09/04 Received from Oliver Rosenberg 1,000.00 Marital Non-GST Exempt QTIP Trust - Addition to Account 04/09/04 Received from Oliver Rosenberg 1,000.00 Marital GST Exempt QTIP Trust - Addition to Account 07/02/04 Received from Oliver Rosenberg 3,000.00 Marital GST Exempt QTIP Trust - Addition to Account 11/08/04 M&'T Mortgage Corp - Refund of 842.38 Escrow Payments 11/09/04 Erie Insurance Group - Refund 53.00 01/04/05 US Treasury - Social Security 1,551.00 Benefits 02/04/05 US Treasury - Social Security 1,551.00 Benefits 03/03/05 US Treasury - Social Security 1,551.00 Benefits 03/10/05 Received from Oliver Rosenberg 800.00 Marital Non-GST Exempt QTIP Trust - Addition to Account 03/10/05 Transfer From Income 1,198.34 04/04/05 US Treasury - Social Security 1,551.00 Benefits 05/04/05 US Treasury - Social Security 1,551.00 Benefits 05/10/05 Received from Oliver Rosenberg 500.00 Marital Non-GST Exempt QTIP Trust - Addition to Account 05/10/05 Received from Oliver Rosenberg 1,500.00 Marital GST Exempt QTIP Trust - Addition to Account 4 05/10/05 Received from Oliver Rosenberg 1,500.00 Marital Non -QTIP Trust - Addition to Account 06/06/05 US Treasury - Social Security 1,551.00 Benefits 07/01/05 US Treasury - Social Security 1,551.00 Benefits 08/03/05 US Treasury - Social Security 1,551.00 Benefits 09/02/05 US Treasury - Social Security 1,551.00 Benefits 10/03/05 US Treasury - Social Security 1,551.00 Benefits 11/03/05 US Treasury - Social Security 1,551.00 Benefits --- ----------- 782,872.76 TOTAL RECEIPTS OF PRINCIPAL ...... -------------- ......... 782,872.76 -------------- -------------- 5 • GAINS AND LOSSES ON SALES OR OTHER DISPOSITIONS - PRINCIPAL Gain 10/13/00 3,888.099 shares ARK Funds Blue Chip Equity Portfolio Net Proceeds 82,000.00 Fid. Acq. Value 87,861.57 10/13/00 17,463.617 shares ARK Funds PA Tax Free Portfolio Net Proceeds 168,000.00 Fid. Acq. Value 164,139.53 10/13/00 2,702.703 shares ARK Funds Capital Growth Portfolio Net Proceeds 60,000.00 Fid. Acq. Value 68,698.87 12/08/00 Long Term Capital Gain Distribution on ARK Funds Blue Chip Equity Portfolio Net Proceeds 977.37 Fid. Acq. Value 12/08/00 Short Term Capital Gain Distribution on ARK Funds Blue Chip Equity Portfolio Net Proceeds 138.83 Fid. Acq. Value 12/08/00 Long Term Capital Gain D=istribution on ARK Funds Capital Growth Portfolio Net Proceeds 2,140.63 Fid. Acq. Value 0.00 12/08/00 Short Term Capital Gain Distribution on ARK Funds Capital Growth Portfolio Net Proceeds 555.40 Fid. Acq. Value 0.00 02/16/01 2,254.007 shares ARK Funds Blue Chip Equity Portfolio Net Proceeds 48,077.97 Fid. Acq. Value 50,638.43 3,860.47 977.37 138.83 2,140.63 555.40 Loss 5,861.57 8,698.87 2,560.46 6 02/16/01 9,135.121 shares ARK Funds PA Tax Free Eortfolio Net Proceeds 90,803.10 Fid. Acq. Value 85,860.47 4,942.63 02/16/01 1,476.513 shares ARK Funds Capital Growth Portfolio Net Proceeds 30,918.18 Fid. Acq. Value 37,301.13 6,382.95 TOTAL GAINS AND LOSSES/PRINCIPAL -- ........... -------------------------- 12,615.33 23,503.85 LESS LOSS .................. ........... 23,503.85 NET GAIN OR LOSS ................ -- ........... -- -- ------------ (10,888.52) ------------ ------------ 7 ~ ~ DISBURSEMENTS OF PRINCIPAL GENERAL DISBURSEMENTS 10/13/00 --------------------- Internal Revenue Service - 186,825.00 2000 Personal Income Tax - Balance :Due 10/13/00 Internal Revenue Service - 122,648.00 1999 Personal Income Tax - Balance :Due 10/13/00 Pennsyly+~nia Dept of Revenue - 21,148.00 1999 Personal Income Tax - Balance ]Due 10/13/00 Pennsylv<~nia Dept of Revenue - 27,300.00 2000 Personal Income Tax - Balance Due 11/21/01 Internal Revenue Service - (166,887.00) 2000 Personal Income Tax Refund 07/24/02 Transfer to Income 690.54 09/08/03 Transfer to Income 19.00 10/06/03 Transfer to Income 84.05 11/06/03 Transfer to Income 83.82 12/09/03 Transfer to Income 98.32 01/06/04 Transfer to Income 83.67 02/09/04 Transfer to Income 83.83 03/08/04 Transfer to Income 83.89 04/09/04 Transfer to Income 1,200.00 05/18/04 Transfer to Income 84.18 07/06/04 Transfer to Income 86.23 07/20/04 Transfer to Income 175.25 08/06/04 Transfer to Income 83.44 09/07/04 Transfer to Income 83.53 10/07/04 Transfer to Income 83.31 11/08/04 Transfer to Income 83.20 12/08/04 Transfer to Income 84.21 8 12/14/04 Transfer to Income 2,753.70 01/13/05 Transfer to Income 584.22 01/18/05 Transfer to Income 62.96 03/11/05 Transfer to Income 52.50 05/10/05 Transfer to Income 85 89 06/13/05 Transfer to Income 81.47 06/17/05 Transfer to Income 1,100.00 07/14/05 Transfer to Income 2,171.63 08/11/05 Transfer to Income 1,550.00 09/08/05 Transfer to Income 3.21 09/13/05 Transfer to Income 1,548.79 10/11/05 Transfer to Income 65.13 TOTAL GENERAL DISBURSEMENTS ..... -------------- .................... 204,283.97 TOTAL DISBURSEMENTS OF PRINCIPAL -------------- .................... 204,283.97 -------------- -------------- 9 DISTRIBUTIONS OF PRINCIPAL TO BENEFICIARIES Mary Rosenberg Estate --------------------- 01/31/06 Distribution - Date of Death Balance 3,036.87 Mary E. Rosenberg ----------------- 03/10/00 Distribution 25,000.00 06/19/00 Distribution 30,000.00 03/02/01 I>istribution 250,000.00 11/27/01 Distribution 10,000.00 01/02/02 Listribution 40,000.00 03/25/02 Listribution 15,000.00 02/19/04 MS Hershey Medical Center - (14.55) F,efund of Overpayment 06/29/04 [nTest Shore EMS - Medical Expense 89.81 07/08/04 Country Meadows Associates - 3,331.95 nlursing Home Expense 07/28/04 Hampden Township Ambulance - 44.52 Medical Expense 08/24/04 F[ampden Township Ambulance - 44.52 N[edical Expense 09/14/04 Quantum Imaging & Therapeutic - 23.21 Medical Expense 10/25/04 Associated Cardiologists - 1.74 Medical Expense 11/30/04 Country Meadows Associates - (1,074.47) Refund of Nursing Home Expense 03/10/05 Cumberland Crossing Nursing 5,982.90 Home - Nursing Home Expense 05/09/05 Continuing Care RX - 65.02 Prescription Expense 05/10/05 Cumberland Crossing Nursing 6 168 75 Home - Nursing Home Expense -------------- 384,663.40 10 • • Dennis Rosenberg ---------------- 12/28/01 Distribution - Pursuant to Written Request Sharon Schwartz 12/28/01 Distribution - Pursuant to Written Request Oliver Rosenberg Marital GST Exempt QTIP Trust ------------------------ 03/15/01 Distribution - To Correct Transfer made in Error 10/12/00 Oliver Rosenberg Marital Non-GST Exempt QTIP Trust ------------------------- 03/15/01 :Distribution - To Correct 'Pransfer made in Error 10/12/00 'DOTAL DISTRIBUTIONS TO BENEFICIARIES. 75,000.00 75,000.00 10,000.00 20,000.00 -------------- 567,700.27 -------------- -------------- 11 ~ ~ INVESTMENTS MADE - PRINCIPAL # Units Cost 01/05/00 932.836 shares ARK Funds Blue Chip 20,000.00 Equity Portfolio 01/12/00 902.12 shares ARK Funds Blue Chip 20,000.00 Equity Portfolio 01/12/00 435.92 shares ARK Funds Capital 10,000.00 Growth Portfolio 01/18/00 627.878 shares ARK Funds Capital 15,000.00 Growth Portfolio 01/18/00 442.087 shares ARK Funds Blue Chip 10,000.00 Equity Portfolio 02/02/00 422.654 shares ARK Funds Capital 10,000.00 Growth Portfolio 02/02/00 5,399.568 shares ARK Funds PA Tax Free 50,000.00 Portfolio 02/02/00 677.81:3 shares ARK Funds Blue Chip 15,000.00 Equity Portfolio 02/25/00 5,370.569 shares ARK Funds PA Tax Free 50,000.00 Portfolio 02/25/00 785.238 shares ARK Funds Capital 20 000.00 Growth Portfolio 02/25/00 454.959 shares ARK Funds Blue Chip 10,000.00 Equity Portfolio 03/03/00 943.39Ei shares ARK Funds Capital 25,000.00 Growth Portfolio 03/03/00 1,105.70~i shares ARK Funds Blue Chip 25,000.00 Equity Portfolio 03/23/00 10,582.011 shares ARK Funds PA Tax Free 100,000.00 Portfol io 04/10/00 1,032.205 shares ARK Funds Blue Chip 25,000.00 Equity Portfolio 04/10/00 915.751. shares ARK Funds Capital 25,000.00 Growth Portfolio 04/10/00 5,246.59 shares ARK Funds PA Tax Free 50,000.00 Portfol io 12 ~ ~ 06/30/00 214.408 shares ARK Funds Blue Chip 5,000.00 Equity Portfolio 08/06/00 123.457 shares ARK Funds Blue Chip 3,000.00 Equity Portfolio 12/19/00 48.379 shares ARK Funds Capital 1 000.00 Growth Portfolio 12/19/00 95.374 shares ARK Funds Blue Chip 2,000.00 Equity Portfolio 01/26/01 161.142 shares ARK Funds Blue Chip 3,500.00 Equity Portfolio 13 • CHANGES IN INVESTMENT HOLDINGS - PRINCIPAL Cost ARK Funds Blue Chip Equity Portfolio 01/05/00 932.836 shares purchased 01/12/00 902.12 shares purchased 01/18/00 44:2.087 shares purchased 02/02/00 67'7.813 shares purchased 02/25/00 454.959 shares purchased 03/03/00 1,105.705 shares purchased 04/10/00 1,032.205 shares purchased 06/30/00 214.408 shares purchased 08/06/00 123.457 shares purchased 10/13/00 (3,888.099) shares sold 12/08/00 short term capital gain distribution 12/08/00 long term capital gain distribution 12/19/00 95.374 shares purchased 01/26/01 161.142 shares purchased 02/16/01 (2,254.007) shares sold 0 ARK Funds PA Tax Free Portfolio 02/02/00 5,399.568 shares purchased 02/25/00 5,370.569 shares purchased 03/23/00 10,582.011 shares purchased 04/10/00 5,246.59 shares purchased 10/13/00 (17,46?'~.617)shares sold 02/16/01 (9,135.121)shares sold 0 ARK Funds Capital Growth Portfolio 01/12/00 435.92 shares purchased 01/18/00 627.878 shares purchased 02/02/00 422.654 shares purchased 02/25/00 785.238 shares purchased 03/03/00 943.396 shares purchased 04/10/00 915.751 shares purchased 10/13/00 (2,702.703)shares sold 12/08/00 long term capital gain distribution 12/08/00 short term capital gain distribution 12/19/00 48.379 shares purchased 02/16/01 (1,476.513) -------------- shares sold 0 -------------- -------------- 20,000.00 20,000.00 10,000.00 15,000.00 10,000.00 25,000.00 25,000.00 5,000.00 3,000.00 (87,861.57) 0.00 0.00 2,000.00 3,500.00 (50,638.43) 0.00 50,000.00 50,000.00 100,000.00 50,000.00 (164,139.53) (85,860.47) -------------- 0.00 10,000.00 15,000.00 10,000.00 20,000.00 25,000.00 25,000.00 (68,698.87) 0.00 0.00 1,000.00 (37,301.13) 0.00 14 RECEIPTS OF INCOME DIVIDENDS ARK Funds Blue Chip Equity Portfolio 04/03/00 07/03/00 10/02/00 01/02/01 54.64 121.00 101.82 32.23 -------------- 309.69 ARK Funds Capital Growth Portfolio ---------------------------------- 01/02/01 TOTAL DIVIDEND INCOME ..................... INTEREST ARK Tax Exempt Money Market Fund 01/03/00 02/01/00 03/01/00 04/03/00 05/01/00 06/01/00 07/03/00 08/01/00 09/01/00 10/02/00 11/01/00 12/01/00 01/02/01 02/01/01 03/01/01 04/02/01 05/01/01 06/01/01 07/02/01 08/01/01 09/04/01 10/01/01 11/01/01 12/03/01 01/02/02 02/01/02 03/01/02 04/01/02 05/01/02 06/03/02 60.16 1,309.91 973.85 641.85 224.69 178.90 123.36 52.62 52.32 51.65 62.41 61.68 66.55 47.19 362.42 73.17 17.44 15.40 12.49 11.50 10.29 4.24 4.00 52.32 140.72 18.71 15.01 13.83 3.70 3.74 23.92 -------------- 333.61 -------------- -------------- IS s 07/01/02 2 gg 08/01/02 2 80 09/03/02 2 79 -------------- 4,674.69 ARK Funds PA Tax Free ]?ortfolio 03/01/00 205.87 04/03/00 494.96 05/01/00 874.39 06/01/00 963.88 07/03/00 927.85 08/01/00 957.02 09/01/00 957.25 10/02/00 923.30 11/01/00 570.75 12/01/00 319.68 01/02/01 329.26 02/01/01 332.29 03/01/01 162.44 -------------- 8,018.94 ARK Tax Free Money Mar}~;et Fund 10/01/02 2 91 11/01/02 3.43 12/02/02 2 78 01/02/03 2 24 02/03/03 1.76 03/03/03 1.67 04/01/03 3.00 05/01/03 1.92 06/02/03 1.34 07/01/03 1.08 08/01/03 0.67 09/02/03 0.28 -------------- 23.08 MTB Tax Free Money Mark:et- Inst I-Fund #817 -------------------------- 09/02/03 0.34 10/01/03 0 77 11/03/03 0.93 12/01/03 0.90 01/02/04 0.93 02/02/04 0.70 03/01/04 0.58 04/01/04 0.62 05/03/04 0 89 06/01/04 1.24 07/01/04 1.20 08/02/04 0.95 09/01/04 0.76 16 • • 10/01/04 0.89 11/01/04 0.93 12/01/04 1.49 01/03/05 1.25 02/01/05 1.34 03/01/05 3.33 04/01/05 1.84 05/02/05 2.23 06/01/05 2 07 07/01/05 2 79 08/01/05 2.35 09/01/05 0 78 10/03/05 0.97 11/01/05 2.54 12/01/05 5.65 01/03/06 6.67 02/01/06 6.43 -------------- TOTAL INTEREST INCOME ..................... OTHER INCOME Received from Oliver Rosenberg Marital Non-GST Exempt QTIP Trust 08/28/01 .?addition to Account 03/06/03 .?addition to Account 06/07/04 Addition to Account 12/10/04 Addition to Account 01/03/05 Addition to Account 01/11/05 Addition to Account 02/10/05 Addition to Account 04/11/05 Addition to Account 05/05/05 Addition to Account 06/17/05 Addition to Account 07/14/05 Addition to Account 08/11/05 Addition to Account 09/13/05 Addition to Account 4,500.00 5,000.00 3,410.40 2,865.65 10,000.00 2,590.00 7,000.00 6,000.00 111.05 3,000.00 1,000.00 4,590.00 4,500.00 -------------- 54.36 -------------- 12,771.07 -------------- -------------- 54,567.10 Received from Oliver Rosenberg Marital GST Exempt QTIF~ Trust 08/28/01 Addition to Account 11/29/04 Addition to Account 01/03/05 Addition to Account 01/11/05 Addition to Account 06/17/05 Addition to Account 07/14/05 Addition to Account 4,500.00 207.33 6,000.00 1,000.00 3,000.00 630.00 -------------- 15,337.33 17 • • Received from Oliver Rosenberg Marital Non-QTIP Trust 08/28/01 Addition to Account 3,000.00 06/04/03 Addition to Account 3,000.00 04/22/04 .Addition to Account 1,816.24 01/03/05 .Addition to Account 3,000.00 01/11/05 .Addition to Account 1,000.00 06/17/05 .Addition to Account 1,000.00 07/14/05 .Addition to Account 930.00 -------------- 13,746.24 Received from Mary E. Rosenberg Estate -------------------------------------- 01/31/06 To Cover Fees for November and December Transfer From Principal 07/24/02 690.54 09/08/03 19.00 10/06/03 84.05 11/06/03 83.82 12/09/03 98.32 01/06/04 83.67 02/09/04 83.83 03/08/04 83.89 04/09/04 1,200.00 05/18/04 84.18 07/06/04 86.23 07/20/04 175.25 08/06/04 83.44 09/07/04 83.53 10/07/04 83.31 11/08/04 83.20 12/08/04 84.21 12/14/04 2,753.70 01/13/05 584.22 01/18/05 62.96 03/11/05 52.50 05/10/05 85.89 06/13/05 81.47 06/17/05 1,100.00 07/14/05 2,171.63 08/11/05 1,550.00 09/08/05 3.21 09/13/05 1,548.79 10/11/05 65.13 -------------- TOTAL OTHER INCOME ........................ TOTAL RECEIPTS OF INCOME .................. 192.93 13,249.97 -------------- 97,093.57 110,198.25 Ig • • DISBURSEMENTS OF INCOME 11/06/00 Allfirst Trust Company of PA, 1,439.54 NA - Trustee Fee 12/05/00 Allfirst Trust Company of PA, 139.82 NA - Trustee Fee 01/05/01 Allfirst Trust Company of PA, 141.60 NA - Trustee Fee 02/05/01 Allfirst Trust Company of PA, 140.09 NA - Trustee Fee 03/05/01 Allfirst Trust Company of PA, 117.62 NA - Trustee Fee 04/05/01 Allfirst Trust Company of PA, 88.41 NA - Trustee Fee 05/07/01 Allfirst Trust Company of PA, 88.35 NA - Trustee Fee 06/05/01 Allfirst Trust Company of PA, 88,29 NA - Trustee Fee 07/05/01 Allfirst Trust Company of PA, gg,23 NA - Trustee Fee 08/06/01 Allfirst Trust Company of PA, 88.17 NA - Trustee Fee 09/05/01 Allfirst Trust Company of PA, 85.60 NA - Trustee Fee 10/05/01 Allfirst Trust Company of PA, 85.53 NA - Trustee Fee 11/05/01 Allfirst Trust Company of PA, 85.47 NA - Trustee Fee 12/05/01 Allfirst Trust Company of PA, 216.18 NA - Trustee Fee 01/07/02 Allfirst Trust Company of PA, 99.45 NA - Trustee Fee 02/04/02 Goldbert, Katzman & Shi pma n, PC - 682.50 Attorney Fee 02/05/02 Allfirst: Trust Company of PA, 98,81 NA - Trustee Fee 03/05/02 Allfirst; Trust Company of PA, 98.74 NA - Trustee Fee 19 • 04/05/02 Allfirst. Trust Company of PA, NA - Trustee Fee 05/06/02 Allfirst Trust Company of PA, NA - Trustee Fee 06/05/02 Allfirst Trust Company of PA, NA - Trustee Fee 07/05/02 Allfirst Trust Company of PA, NA - Trustee Fee 08/05/02 Allfirst= Trust Company of PA, NA - Trustee Fee 09/05/02 Allfirst: Trust Company of PA, NA - Trustee Fee 10/07/02 Allfirst Trust Company of PA, NA - Trustee Fee 11/05/02 Allfirst Trust Company of PA, NA - Trustee Fee 12/05/02 Allfirst Trust Company of PA, NA - Trustee Fee 01/06/03 Allfirsl: Trust Company of PA, NA - Trustee Fee 02/05/03 Allfirst= Trust Company of PA, NA - Trustee Fee 03/05/03 Allfirst Trust Company of PA, NA - Trustee Fee 04/07/03 Allfirst Trust Company of PA, NA - Trustee Fee 05/05/03 Allfirst= Trust Company of PA, NA - Trustee Fee 06/05/03 Allfirst: Trust Company of PA, NA - Trustee Fee 07/07/03 Allfirst= Trust Company of PA, NA - Trustee Fee 08/06/03 Manufact=urers and Trade rs Trust Company - Trustee Fee 09/08/03 Manufacturers and Trade rs Trust Company - Trustee Fee 10/06/03 Manufact=urers and Trade rs Trust Company - Trustee Fee 86.36 86.29 86.22 86.16 86.09 86.02 85.95 85.88 85.81 85.74 85.67 85.60 85.12 85.05 85.10 85.03 84.96 84.89 84.82 20 • 11/06/03 Manufacturers and Traders 84.75 Trust Company - Trustee Fee 12/08/03 Manufacturers and Traders 84.67 Trust Company - Trustee Fee 01/06/04 Manufacturers and Traders 84.60 Trust Company - Trustee Fee 02/06/04 Manufacturers and Traders 84.53 Trust Company - Trustee Fee 03/08/04 Manufacturers and Traders 84.47 Trust Company - Trustee Fee 04/06/04 Manufacturers and Traders 84.40 Trust Company - Trustee Fee 05/06/04 Manufacturers and Traders 85.07 Trust Company - Trustee Fee 06/07/04 Manufacturers and Traders 83.33 Trust Company - Trustee Fee 07/06/04 Manufacturers and Traders 87.43 Trust Company - Trustee Fee 08/06/04 Manufacturers and Traders 84.39 Trust Company - Trustee Fee 09/07/04 Manufacturers and Traders 84.29 Trust Company - Trustee Fee 10/06/04 Manufacturers and Traders 84.20 Trust Company - Trustee Fee 11/08/04 Manufact:urers and Traders 84.13 Trust Company - Trustee Fee 12/06/04 Manufact:urers and Traders 85.70 Trust Company - Trustee Fee 01/06/05 Manufact:urers and Traders 85.46 Trust Company - Trustee Fee 02/07/05 Manufacturers and Traders 85.38 Trust Company - Trustee Fee 03/07/05 Manufacturers and Traders 87.74 Trust Company - Trustee Fee 03/10/05 Transfer To Principal 1 198.34 04/06/05 Manufacturers and Traders 84.60 Trust Company - Trustee Fee 21 05/06/05 Manufacturers and Traders g5.g9 Trust Company - Trustee Fee 06/06/05 Manufacturers and Traders 83.54 Trust Company - Trustee Fee 07/06/05 Manufacturers and Traders 86,82 Trust Company - Trustee Fee 08/08/05 Manufacturers and Traders 84.80 Trust Company - Trustee Fee 09/06/05 Manufacturers and Traders 84.69 Trust Company - Trustee Fee 10/06/05 Manufaci=urers and Traders 84.64 Trust Company - Trustee Fee 11/07/05 Manufacturers and Traders g5,g7 Trust Company - Trustee Fee 12/06/05 Manufact=urers and Traders 119.38 Trust Company - Trustee Fee TOTAL DISBURSEMENTS OF INCOME -------------- .................. 8,942.27 -------------- -------------- 22 DISTRIBUTIONS OF INCOME TO BENEFICIARIES Mary Rosenberg Estate 01/31/06 Distribution - Date of Death 2.54 Balance 02/02/06 Distribution - Date of Death 6.43 Balance -------------- 8.97 Oliver Rosenberg ----------------- Marital Non-QTIP Trust 03/15/01 ---------------------- :Distribution - To Correct 'T'ransfer made in Error 10/12/00 Mary E. Rosenberg --------------- -- 08/29/01 Distribution 15,000.00 03/05/03 Country Meadows Associates - 2,708.39 Nursing Home Expense 04/04/03 Country Meadows Associates - 2,786.12 Nursing Home Expense 06/02/03 MSHMC Physicians Group - 28,76 Medical Expense 06/04/03 Country Meadows Associates - 2,822.59 Nursing Home Expense 12/04/03 MS Hershey Medical Center - 14.55 Medical Expense 04/06/04 Country Meadows Associates - 2,842.55 Nursing Home Expense 04/06/04 Cumberland Family Practice - 78.97 Medical Expense 04/06/04 Quantum Imaging & Therapeutic - 10.94 Medical Expense 06/04/04 Country Meadows Associates - 3,328.31 Afursing Home Expense 07/14/04 H:ealthSouth Rehab of 96.54 Mechanicsburg - Medical Expense 07/14/04 West Shore EMS - Medical Expense 78.71 11/22/04 Holy Spirit Hospital - Medical 207.33 Expense 23 5,000.00 12/13/04 01/03/05 01/11/05 01/13/05 02/10/05 02/10/05 02/16/05 03/10/05 04/11/05 04/11/05 06/10/05 06/13/05 07/13/05 07/13/05 08/10/05 Cumberland Crossing Nursing 5,619.35 Home - Nursing Home Expense Distribution 18,000.00 Cumberland Crossing Nursing 6,090.01 Home - Nursing Home Expense Continuing Care RX - 62.96 Prescription Expense Continuing Care RX - 50.46 Prescription Expense Cumberland Crossing Nursing 5,592.75 Eiome - Nursing Home Expense Cumberland Family Practice - (10.00) Refund of Medical Expense Continuing Care RX - 52.50 :Prescription Expense Continuing Care RX - 52.87 Prescription Expense Cumberland Crossing Nursing 5,977.65 Home - Nursing Home Expense Continuing Care RX - 80.46 ]?rescription Expense Cumberland Crossing Nursing 6,013.38 Home - Nursing Home Expense Continuing Care RX - 106.85 Irescription Expense Cumberland Crossing Nursing 6,336.62 Home - Nursing Home Expense <:umberland Crossing Nursing 6,136.68 Fiome - Nursing Home Expense 24 • 08/12/05 Continuing Care RX - Prescription Expense 09/14/05 Continuing Care RX - Prescription Expense 09/14/05 Cumberland Crossing Nursing Home - Nursing Home Expense • 50.46 70.00 5,960.25 -------------- TOTAL DISTRIBUTIONS TO BENEFICIARIES...... 96,247.01 -------------- 101,255.98 -------------- -------------- Manufacturers and Traders Trust Company By r r tee under Agre ent with ry E. Rosenberg Deceased 25 • • AFFIDAVIT Manufacturers and Traders Trust Company, Successor to Allfirst Trust Company of Pennsylvania, NA, Trustee under Agreement with MARY E. ROSENBERG, deceased, hereby declares under oath that it has fully and faithfully discharged the duties of its office; that the foregoing Account is true and correct and fully discloses all significant transactions occurring during the accounting period; that all known claims against the Trust have been paid in full; that, to its knowledge, there are no claims now outstanding against the Trust; that all taxes presently due from the Trust have been paid. Manu cturer and Traders Trust Comp C Dated: 26