Loading...
HomeMy WebLinkAbout10-16-09 (3)151]56041158 REV-1500 EX{og-0~) ~,~,~E,~Y PA DspYrtrlanl d RYVerxle County Code Year FNe Ntlrrttler surYau oI Individual taxes 21 n 7 ~ 17 5 Po sox ztioeol INHEWTANCE tAX RETURN HYMaburg, PA ti128-08111 R~~H~ ~ ,(`~~N'~' ENTER DECEDENT MIFORMATION BELOW St3dal Security Number Date of Death Date of 131rtlt 143-26-5657 11o8~nn7 n4n31'~35 Decedent's !-ast Name SEHUNERT, SR• sufNx becedenrs Ftrst Name CHARLES (If Applicably) EtttNir 8ul'vivlny 8poultw'a Infwmiltbn BNow Spouse's last Name Suffix Spouse's Fkst Name SCHUBERT MARY Spouse's Soclal ANY Number tHl$ RETURN MUST BE FILED iN DUPLICATE WITH THE REr;~stea o~ vH~~Ls MI F Ml E FILL IN APPROPRWTE BOXE$ BELOW 0 1. Original Return ^ 2. Supplemental Realm ^ 3. Remainder RWur,`- (data d death prior to 12-13-02 l ~ 1 4. Limited Estate ^X aa. Future Interest Camprornhre (dale d 0 6. Federal Estate tart Rehm Requked ® 8. Decedent Died TestaMa ^X 1. death after 12-12-82) Decedent Maintained a Living trust _ 8. total Number d ~efe beposit Hon-s (Attach Copy of WNI) {Attach Capy d Trust) ^ g. Litigation Protx•ede ReceNed ^ 10. Spouse) Poverty Creryt (Cdabs d death ~ 11. Electkxt to tax under Sec. 9113{A) betMreen 12-31-91 arxij-1-95) (Attach Sch. O) CORRESPONDENT • THIS ttECiIDIN NIUBT 6E COMPLtc7E0. ALL f%tRRESPONDENCtc AND CONFM7SNTIAL TAX INFt7kYAT10N tlE blftft:'t't-D TO: Name baydme Telephone Number DAVID M - WATTS, JR • , ESd • 717-237-54,4 Firm Name {If Applk~ble) MCNEES WALLACE >Ti NURICK LLC First Nne d address Inn PINE STREET second line d address PO BOX 1166 cny or Post olnoe HARRIS6uRG State ZIP Cade ~_ w ::z~ T~tl7FVY1 WS j _.,.i ~ -; _ r; , - 1_ l _ ~ r-' _ ,1 Cri ~~ ~ J4 ~~ r^ ~ _ ~~ ,., _ _'' ~ W rt - .: ~ c.a DAT! r~ ''~ FAA 171013-116b Corresponaenrs a-mail address: D W A T T S aMWN • C O M Under penYNles of , I declae that I have axamktad this return, Mt:kltlklQ aa:ompYrtykrg ecltedltlM and statenterrts, and to the best my kr-owlWps Yeti beNaf, K b ire; sen d co kiFe. Det:~laraypn of preparsr othYr than the pYreorlal rapreasrNative k3 bYSSd on YII information of whk;h ptepersr haN amf r knowkttps. , . ~ 1~-J • . v . Side i -_b ~., ,~~, ~~ =t t_:7 ~.., f •r, 1505b041158 8M18473.000 1505604118 15056042159 REV-1500 EX Decedent's Social Security Number 143-26-5'657 Decedent'sNameSCHUBERT, SR. CHARLES F RECAPITULATION 1. Real estate (Schedule A) 1. 0 • 0 0 2. Stocks and Bonds (Schedule B) . 2. 1216.0 D 3. Closely Held Corporation, Partnership or Sole-Proprietorship (Schedule C) • 3. 0 • 0 0 4. Mortgages & Notes Receivable (Schedule D). 4. 0 • 0 0 5. Cash, Bank Deposits & Miscellaneous Personal Property (Schedule E) . 5. 89542.48 6. Jointly Owned Property (Schedule F) ~ Separate Billing Requested 6. 0 • 0 0 7. Inter-Vivos Transfers & Miscellaneous Non-Probate Properly (Schedule G) ~ Separate Billing Requested 7. 1233825.24 8. Total Grass Assets (total Lines 1-7). 8. 13 2 4 5 8 3. 7 2 9. Funeral Expenses & Administrative Costs (Schedule H) . 9. 3 9 9 6 0.4 8 10. Debts of Decedent, Mortgage Liabilities, & Liens (Schedule I). 10. 6 7 6.8 6 11. Total Deductions (total Lines 9 & 10) . 11. 4 0 6 3 7.3 4 12. Net Value of Estate (Line 8 minus Line 11) 12. 12 8 3 9 4 6 • 3 8 13. Charitable and Governmental Bequests/Sec 9113 Trusts for which an election to tax has not been made (Schedule J) . 13. 0 • 0 0 14. Net Value Subject to Tax (Line 12 minus Line 13) 14. 12 8 3 9 4 6.3 8 TAX COMPUTATION -SEE INSTRUCTIONS FOR APPLICABLE RATES - ' -' 15. Amount of Line 14 taxable at the spousal tax rate, or transfers un er Sec. 9116 (ax1.2)x.o 1005818.64 15• 0.00 16. Amount of Line 14 taxable at lineal rate x .ot15 2 7 812 7 • ? 4 16• 12 515.7 5 17. Amount of Line 14 taxable at sibling rate X .12 0. 0 0 17• 0. 0 0 18. Amount of Line 14 taxable at collateral rate X .15 0. 0 0 18• 0. 0 0 19. TAX DUE 1 s. 12 515.7 5 20. FILL IN THE BOX IF YOU ARE REQUESTING A REFUND OF AN OVERPAYMENT Side 2 15056042159 sMasaez.oao 15056D42'159 REV-1500 EX Page 3 Decedent's Complete Address: Fib Number 1175 DECEDEM'S NAME H R• HA F STREET ADDRESS CITY CAMP H STATE ZIP Tax Payments and Credits: 1. Tax Due (Page 2 Line 19) 2. Credits/Payments A. Spousal Poverty Credit 0 • 0 0 B. Prior Payments 315 0 0 • 0 0 C. Discount 6 2 5.7 9 3. Interest/Penalty if applicable D. Interest 0 • 0 0 E. Penalty D • D D (1) 12515.75 Total Credits (A + B + C) (2) 3 212 5 • ? 9 TotallnteresVPenaRy(D + E) (3) D • D D 4. If Line 2 is greater than Line 1 + Line 3, enter the difference. This is the OVERPAYMENT. Fill in box on Page 2, Line 20 to request a refund. (4) 19610 • D 4 5. If Line 1 + Line 3 is greater than Line 2, enter the difference. This is the TAx DUE. (5) 0 • D D A. Enter the interest on the tax due. (5A) 0 • 00 B. Enter the total of Line 5 + SA This is the BALANCE DUE. (5B) D • D D• Make Check Payable to: REC~STER OF WILLS, AGENT PLEASE ANSWER THE FOLLOWING QUES110NS BY PLACING AN "X" IN THE APPROPRIATE (BLOCKS 1. Did decedent make a transfer and: Yes No a. retain the use or income of the property transferred; O ^ b. retain the right to designate who shall use the property transferred or its income; c. retain a reversionary interest; or . ^ X X d. receive the promise for life of either payments, benefits or care? ^ X 2. If death occurred after December 12, 1982, did decedent transfer property within one year of death ith t i i d i i ^ ^ w ou rece v ng a equate cons derat on? . 3. Did decedent own an "in trust for" or payable upon death bank account or security at his or her death? . ^ ^ 4. Did decedent own an Individual Retirement Account, annuity, or other non-probate property which contains a beneficiary designation? ^ X ^ IF THE ANSWER TO ANY OF THE ABOVE QUESTIONS IS YES, YOU MUST COMPLETE SCHEDULE G AND FILE IT AIS 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) percent [72 P.S. §9116 (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 survivi~hg spouse is zero (0) percent [72 P.S. §9116 (a) (1.1) (ii)]. The statute does not exempt a transfer to a surviving spouse from tax, and the statutory requirement for disclosure of assets 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 twenty-one years of age or younger at death to or for use of a natural parent, an adoptive parent, or a stepparent of the child is zero (0) percent [72 P.S. §9116(x)(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) percent, except as noted in 72 P.S.§9116(1.2) [72 P.S.§9116(x)(1)1. The tax rate imposed on the net value of transfers to or for the use of the decedent's siblings is twelve (12) percent [72 P.S. ~9118(a)(1.3)]. A siding is defined, under Section 9102, as an individual who has at least one parent in common with the decedent, whether by blood or adoption. 6M467t 1.000 REV-1503 EX + (s-98) SCHEDULE B COMMONWEALTH OF PENNSYLVANIA STOCKS ~ BONDS INHERITANCE TAX RETURN RESIDENT DECEDENT 'ATE OF FILE NUMBER Charles F Schubert Sr. 21 07 1175 All property jointly-owned with right of survivorship must be disclosed on Schedule F. 3wasss ~.ooo (If more space is needed, insert additional sheets of the same size) REV-1506 EX+ (6-98) SCHEDULE E COMdONWEALTH OF PENNSYLVANIA CASH, BANK DEPOSITS, 8c MISC. INHERITANCE TAX RETURN RESIDENT DECEDENT PERSONAL PROPERLY ESTATE OF FILE NUMBER Charles F Schubert Sr. 21 07 1175 Include the proceeds of litigation and the date the proceeds were received by the estate. All property jointly-owned with the right of survivorship must Ne disclosed on Schedule F. REM VALUE AT DATE NUMBER DESCRIPTION OF DEATH 1 1953 Ford Convertible; Value estimated by Exectuor 30,000.00 2 2006 Mercedes Benz Sedan; Valued at mean of retail and trade-in value in NADA Used Car Guide for November 2007 51,587.50 3 PA Department of Revenue - 2007 Tax Refund 150.00 4 Rothman Schubert Reed Partners - Final distribution due decedent for his 1/3 interest in the partnership; The partnership filed its final partnership return in 2008. 7,804.98 Payment distributed directly to decedent's spouse TOTAL (Also enter on line 5 Recapitulation) $ I 69 , 542.48 3W46AD 1.000 (If more space is needed, insert additional sheets of the same size) REV-1510 EX+ (6.98) COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT SCHEDULE G INTER-VIVOS TRANSFERS 8~ MISC. NON-PROBATE PROPERTY ESTATE OF FILE NUMBER Charles F Schubert Sr. 21 07 1175 This schedule must be completed and filed if the answer to any of questions 1 through 4 on the reverse side of the REV-1500 COVER SHEET is yes. ITEM NUMBE DESCRIPTION OF PROPERTY INCUl7ETFENOMEOFhfTRfJSFEREE,TFEIRREU710N3HPTODECEDFNTMD Tf DAIEOF RiAFSFE(i.ATTApiACOW OF TFE DEED FOR REAL ESTATE. DATE OF DEATH VALUE OF ASSET %OFDECD'S INTEREST EXCLUSION IF APPLICABLE TAXABLE VALUE ~• Integrity Bank No. 0206002514; See bank letter attached 25,656.48 100.0000 3,000.00 22,656.48 Asset being reported as that it was made joint with spouse within 1 year of the date of death Interest accrued to 11/8/2007 739.31 100.0000 739.31 THE FOLLOWING ASSETS WERE HELD IN THE DECEDENT'S REVOCABLE TRUST CREATED BY AGREEMENT DATED NOVEMBER 18, 2005; SEE COPY ATTACHED OF TRUST AGREEMENT Total from continuation ached lea 1,210,429.45 TOTAL (Also enter on line 7, Recapitulation) ~ $ 825.24 (If more space is needed, insert add'Rional sheets of the same size) 3W46AF 7.000 Estate of: Charles F Schubert, Sr. Schedule G (Page 2) Item No. Description 2 10,000 Shares Wolfeboro Clocktower LLC The trust purchased the membership shares for $100,000 on 10/4/07. The membership shares have not been registered under the Securities Act of 1933, as amended and the membership shares cannot be resold unless the same are registered under the Act and any applicable state securities or blue sky laws, or unless an exemption from registration therunder is available. The LLC is the holding company for a start up bank. The bank needed to raise $15,000,000 in order to develop sufficient reserves and to construct its building. The bank has been unable to raise the necessary funds, and it does not appear the bank will be opening. It is not certain that there will be any refund relating to the members' start up shares. Due to these factors, we are valuing the shares at 20~ of the initial purchase price. See attached Admission Agreement and 2007 Schedule K-1 received by the trust. 3 Cash on Hand THE FOLLOWING ASSETS WERE HELD IN A VANGUARD TRUST ACCOUNT; SEE ATTACHED VALUATION INFORMATION: DOD Value of Asset 'k Interest Exclusion 20,000.00 100.0000 500.00 100.0000 143-26-5657 Taxable Value o.oa 20,000.00 0.00 500.00 4 Vanguard PA Tax-Exempt Money Market 27,220.00 100.0000 0.00 27,220.00 Interest accrued to 11/8/2007 20.33 100.0000 20.33 Total (Carry forward to main schedule) 47,740.33 j Estate of: Charles F Schubert, Sr. Schedule G (Page 3) Item DOD Value No. Description of Asset ~ Interest Exclusion 5 Vanguard Tax-Exempt Money Market 416.00 100.0000 Interest accrued to 11/8/2007 0.31 100.0000 6 21,500 Shares Vanguard High-Yield Corp Fund Adm 129,000.00 100.0000 Dividend accrued on 11/8/2007 210.79 100.0000 7 4,330 Shares Vanguard Inflation-Protect Sec Adm 104,959.20 100.0000 8 18 Shares Vanguard Inter-Term Bond Index Inv 187.20 100.0000 Dividend accrued on 11/8/2007 0.20 100.0000 9 1,490 Shares Vanguard Short-Term Invest-Gr Adm 15,883.40 100.0000 Dividend accrued on 11/8/2007 17.53 100.0000 10 1,260 Shares Vanguard Large-Cap Index Fund Inv. 33,705.00 100.0000 11 2,240 Shares Vanguard Mid-Cap Index Fund Inv. 47,420.80 100.0000 12 655 Shares Vanguard Small-Cap Growth Index 13,466.80 100.0000 13 800 Shares Vanguard Small-Cap Value Index 13,032.00 100.0000 14 1,550 Shares Vanguard Total Int'1 Stock Index 32,689.50 100.0000 THE FOLLOWING ASSETS WERE HELD IN DECEDENT'S VANGUARD IRA ACCOUNT; SEE ATTACHED VALUATION INFORMATION; BENEFICIARY WAS DECEDENT'S SPOUSE: 15 Vanguard Prime Money Market Account 8,668.91 100.0000 16 25 Shares Brinks Co. 1,538.88 100.0000 17 2,878 Shares Chittenden 100,816.34 100.0000 Total (Carry forward to main schedule) 0.00 0.00 o.oq 0.001 O.Oq O.Oq 0.00 0.00 O.Oq O.OQ 143-26-5657 Taxable Value 416.00 0.31 129,000.00 210.79 104,959.20 187.20 0.20 15,883.40 17.53 33,705.00 47,420.80 13,466.80 13,032.00 32,689.50 0.00 8,668.91 0.00 1,538.88 0.00 100,816.34 502,012.86 Estate of: Charles F Schubert, Sr. Schedule G (Page 4) Item DOD Value No. Description of Asset ~ Interest Exclusion 18 175 Shares Greenbrier Cos Inc. 19 60 Shares WM. Wrigley Co. 20 2,286.408 Shares Income Fund of America Class B THE FOLLOWING ASSETS WERE HELD IN DECEDENT'S VANGUARD SEP IRA ACCOUNT; SEE ATTACHED VALUATION; BENEFICIARY WAS DECEDENT'S SPOUSE: 21 Vanguard Prime Money Market Account 22 60 Shares Bunge Ltd. 23 200 Shares Anadarko Pete Corp. 24 90 Shares BP PLC 25 290 Shares Baxter International Inc. 26 110 Shares Brinks Co. 27 143 Shares Cadbury Schweppes PLC 28 60 Shares Caterpillar Inc. Dividend accrued on 11/8/2007 29 220 Shares Citigroup Inc. 30 175 Shares Consol Energy Inc. 31 215 Shares Costco Wholesale Corp. Total (Carry forward to main schedule) 143-26-5657 Taxable Value 4,154.50 100.0000 0.00'. 4,154.50 3,672.60 100.0000 0.00 3,672.60 47,145.73 100.0000 0.00 47,145.73 51,925.39 100.0000 0.00' 51,925.39 6,491.40 100.0000 0.00' 6,491.40 11,901.00 100.0000 0.00 11,901.00 6,963.30 100.0000 0.00' 6,963.30 ~, 16,885.25 100.0000 0.00' 16,885.25 6,771.05 100.0000 0.00' 6,771.05 7,177.17 100.0000 0.00 7,177.17 4,369.50 100.0000 0.00 4,369.50 21.60 100.0000 21.60 7,155.50 100.0000 0.00 7,155.50 9,874.38 100.0000 0.00 9,874.38 14,289.98 100.0000 0.00' 14,289.98 198,798.35 Estate of: Charles F Schubert, Sr. Schedule G (Page 5) Item DOD Value No. Description of Asset ~ Interest Exclusion 32 50 Shares Cummins Inc. 33 40 Shares Deere & Co. 34 51 Shares Embarq Corp. 35 250 Shares General Electric Co. 36 225 Shares Genuine Parts Co. 37 90 Shares Granite Construction Inc. 38 400 Shares Harsco Corp. Dividend accrued on 11/8/2007 39 1,200 Shares International Coal Group 40 110 Shares Johnson ~ Johnson 41 90 Shares Merck & Co. 42 1,008 Shares PPL Corporation 43 240 Shares Pennsylvania Commerce Bancorp. 44 239 Shares Procter & Gamble Co. Dividend accrued on 11/8/2007 45 50 Shares Schlumberger Limited 46 90 Shares Sodexo ADS 143-26=5657 Taxable Value 6,242.75 100.0000 0.00 6,242.75 6,250.60 100.0000 0.00 6,250.60 2,631.35 100.0000 0.00 2,631.35 9,602.50 100.0000 O.Oq 9,602.50 10,949.63 100.0000 0.00 10,949.63 3,515.85 100.0000 0.00 3,515.85 23,352.00 100.0000 O.Oq 23,352.00 71.00 100.0000 71.00 6,024.00 100.0000 0.04 6,024.00 7,086.20 100.0000 0.00 7,086.20 4,914.45 100.0000 0.00 4,914.45 50,657.04 100.0000 0.00 50,657.04 7,261.20 100.0000 O.Om 7,261.20 16,744.34 100.0000 0.00 16,744.34 83.65 100.0000 83.65 4,767.75 100.0000 0.00 4,767.75 6,183.00 100.0000 0.00 6,183.00 Total (Carry forward to main schedule) 166,337.31 Estate of: Charles F Schubert, Sr. Schedule G (Page 6) Item DOD Value tJo. Description of Asset $ Interest Exclusion 47 100 Shares Suez ADS 6,463.00 100.0000 48 300 Shares Tata Mtrs Ltd 5,278.50 100.0000 49 68 Shares Toyota Motor Corp. 7,480.68 100.0000 50 112 Shares United Technologies 8,352.96 100.0000 51 100 Shares Valero Energy Corp. 6,987.50 100.0000 52 261 Shares Waste Management Inc. 9,030.60 100.0000 53 1,273.772 Shares American Funds Capital World Growth and Income Class B 61,854.37 100.0000 54 1,760.251 Shares Franklin Balance Sheet Investment p, 115,384.45 100.0000 55 561.207 Shares American Funds New Perspective Class B 20,708.54 100.0000 THE FOLLOWING GIFTS WERE MADE WITHIN ONE YEAR OF DEATH: 56 Cash Gift - Patti Underwood (Daughter) for $12,000 on December 20, 2006 12,000.00 100.0000 57 Cash Gift - Brian Underwood (son-in-law) of $12,000 on December 20, 2006 12,000.00 100.0000 58 Cash Gift - Chuck Schubert, Jr. (son) of $12,000 on December 20, 2006 12,000.00 100.0000 0.00'' 0.00' O.Od 0.00 0.00 0.00 143-26-5657 Taxable Value 6,463.00 5,278.50 7,480.68 8,352.96 6,987.50 9,030.60 0.00 61,854.37 O.OQ 115,384.45 0.00 3,000.00 3,000.00 3,000.00 20,708.54 9,000.00 9,000.00 9,000.00 Total (Carry forward to main schedule) 268,540.60 Estate of: Charles F Schubert, Sr. 143-26-5657 Schedule G (Page 7) Item DOD Value Taxable No. Description of Asset ~ Interest Exclusion Value 59 Cash Gift - Camille Schubert (daughter-in-law) of $12,000 on December 20, 2006 12,000.00 100.0000 3,000.04 9,000.00 60 Cash Gift - Jackie Schubert (daughter-in-law) of $12,000 on December 20, 2006 12,000.00 100.0000 3,000.04 9,000.00 61 Cash Gift - Dan Schubert (son) of $12,000 on December 20, 2006 12,000.00 100.0000 3,000.00 9,000.00 Total (Carry forward to main schedule) 27,000.00 REV-1511 EX+(10-06) COM~AONWEALTH C+F PENNSYLVANIA INHERRANCE TAX RETURN RESIDENT DECEDENT SCHEDULE H FUNERAL EXPENSES & ADMINISTRATIVE COSTS ESTATE OF FILE NUMBER ~Y}~rles F Schubert` 3r 21 07 1175 Debts of dacodent must be roported on Schedule I. ITEM NUMBER DESCRIP110N AMOUNT A. FUNERAi. EXPENSES: ~, John Ulinger - Honorium 100.00 Total from continuation schedules . B. 1 ADMNISTRATIVE COSTS: Personal Representative's Commissions Name d Personal Representative(s) Street Address City Year(s) Commission Paid: State Zip _ 7,957.51 2. Attorney Fees McNees Wallace & Nurick LLC (Estimated) 30,000.00 3. Family Exemption: (lf decedent's address is not the same as clelmant's, attach explanation) Claimant Street Address City State Zip _ Relationship of Claimant to Decedent 4. Probate Fees 265.00 5. Accountant's Fees g. Tax Retum Preparer's Foes 7. 1 Cumberland County Register of Wills Filing fee re PA Inheritance Tax Return and Inventory 30.00 .~; Total from continuation schedules 1,607.97 TOTAL (Also enter on line 9, Recapitulation) S 39 960.48 m~sAC 1.000 (If more space is needed, irnert additional sheets d the same sae) Estate of: Charles F Schubert, Sr. 143-26-5657 Schedule H Part 1 (Page 2) Item No. Description Amount 2 Camp Hill United Methodist Church Columbarium 1,000.00 3 Parthemore Funeral Home 4,731.87 4 Cockley's Tavern - Funeral Reception 2,225.64 Total (Carry forward to main schedule) 7,957.51 Estate of: Charles F Schubert, Sr. 143-26-5657 Schedule H Part 7 (Page 2) 2 Central Penn Business Journal Legal Advertising 115.00 3 Cumberland Law Journal Legal Advertising 75.00 4 Bigelow and Ashton Consultation re Wolfesboro holding 1,015.81 5 McNees Wallace & Nurick LLC - Costs Advanced for Duplicating $88.20 Postage 63.46 Toll Calls .50 152.16 6 McNees Wallace & Nurick LLC - Reserve for closing costs re duplicating, postage, etc. 250.00 Total (Carry forward to main schedule) 1,607.97 REV-1512 EX + (12-03) COMMONWEALTH O'F PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT ESTATE OF SCHEDULEI DEBTS OF DECEDENT, MORTGAGE LIABILITIES, & LIENS FILE NUMBER Charles F Schubert, Sr 21 07 1175 Report debts incurred by the decedent prior to death which remained unpaid as of the date of death, including unreimbureed medical expenses. swatinn z.oo~ in more space is neeaea, insert aaa~tional sheets oT the same size) REV-1513 EX+ (9-00) COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT SCHEDULE J BENEFICIARIES ca~r~i c yr FILE NUMBER Charles F Schubert. Sr- ~~ n~~~~c RELATIONSHIP TO DECEDENT v , ~ AMOUNT OR SHARE NUMBER NAME AND ADDRESS OF PERSON(S) RECEIVING PROPERTY Do Not List Trustee(s) OF ESTATE I TAXABLE DISTRIBUTIONS [include outright spousal distributions, and transfers under Sec. 9116 (a) (1.2)] 1 Charles F. Schubert, Jr. and Camille Schubert 46 Hillside Drive Gilford, NH 03249 Cash Gifts ($9,000 each) Son & Daughter-i 18,000.00 2 Daniel L. Schubert and Jackie Schubert 146 Easterly Drive Mechanicsburg, PA 17050 Cash Gifts ($9,000 each) Son 6 Daughter-i 18,000.00 ENTER DOLLAR AMOUNTS FOR DISTRIBUTIONS SHOWN ABOVE ON LINES 15 T HROUGH 18, AS APPROPRIATE, O N REV-1500 COVER SHEET II NON-TAXABLE DISTRIBUTIONS: A. SPOUSAL DISTRIBUTIONS UNDER SECTION 9113 FOR WHICH AN ELECTION TO TAX IS NOT BEING MADE B. CHARITABLE AND GOVERNMENTAL DISTRIBUTIONS TOTAL OF PART II -ENTER TOTAL NON-TAXABLE DISTRIBUTIONS ON LINE 13 OF REV-1500 COVER SHEET L$ 0.00 awasa 1.000 (If more space is needed, insert additional sheets of the same s¢e) Estate of: Charles F Schubert, Sr. Schedule J Part 1 (Page 2) 143-26-5657 Item No. Description Relation Amount 3 Patricia S. Underwood and Brian Underwood 108 Whitten Neck Road Wolfeboro, NH 03894-4937 Cash Gifts ($9,000 each) Daughter & Son-i 18,000.00 4 Mary E. Schubert 841 Hillside Drive Camp Hill, PA 17011 Vehicles - $81,587.50 Partnership Distribution - $7,804.98 IRA's - $717,700.39 Life Estate (in Credit Shelter Trust) - $175,329.98 Account made Joint within 1 year - $23,395.79 Surviving Spouse 1,005,818.64 5 Charles Schubert Unified Credit Trust Mary E. Schubert & Charles F. Schubert, Jr. 46 Hillside Drive Gilford, NH 03249 Remainder Interest = $224,127.74 Credit Shelter T 224,127.74 _ r, _ _ _ REV-1514 EX+ (t2-03) COMMONWEALTH OF PENNSYLVANIA INHERrrANCE TAX RETURN ESTATE OF FILE NUMBER Charles F Schubert, Sr. ___ 21 07 1175 This schedule is to be used for all single life, joint or successive life estate and term certain ca~ulations. For dates pf death prior to 5-1-89, actuarial factors for single life calculations can be obtained from the Department of Revenue, Specialty Tax Unit. Actuarial factors can be found in IRS Publication 1457, Actuarial Values, Alpha Volume for dates of death from 5-1-89 to 430-99, and in Aleph Volume for dates of death from 5-1-99 and thereafter. Indicate the type of instrument which created the future interest below and attach a co~v to the tax return. ^ Will U Intervivos Deed of Trust ^ Other NAME(S) OF LIFE TENANT(S) DATE OF BIRTH NEAREST AGE AT TERM YEARS DATE OF DEATH LIFE ESfiA EIS PAYABLE Mary E. Schubert 09/06/1935 72 X Life or 'Term of Years Life or 'Term of Years Life or ~ Term of Years Life or ~ Term of Years Life or ~ Term of Years 1. Value of fund from which life estate is payable , , , , , , , , , , $ 399, 457.72 2. Actuarial factor per ap ro riate table .. ... .. .................. ... _ 0.43892 Interest table rate- ^ 3 1/2% ^ 6% ^ 10% 0 Variable Rate 5.20000% 3. Value of life estate (Line 1 multiplied by Line 2) $ 175, 329.98 NAME(S) OF LIFE ANNUITANT(S) DATE OF BIRTH NEAREST AGE AT DATE OF DEATH TE'R OF YEARS ANNWIT'~ IS PAYABLE Life or ~ Term of Years Life or Term of Years Life or Term of Years n Life or _ Term of Years 1. 2. Value of fund from which annuity is payable , , , , , , , , , , , „ $ Check appropriate block below and enter corresponding (number) , „ Frequency of payout -^ Weekly (52) Bi-weekly (26 Monthly (12) ^ Quarterly (4) ^Serni-annually (2) ^ Annually (1) Other ( ) 0 _ Amount of payout per period ,,,,,,,,,,,,,,$ Aggregate annual payment, Line 2 multiplied by Line 3 , , , , , , „ 3. 4. 5. Annuity Factor (see instructions) Interest table rate-^ 3 1/2% ^ 6% ^ 10% ^ Variable Rate 0.00000% Adjustment Factor (see instructions) .. , Value of annuity - If using 3 1 /2%, 6%, 10%, or if variable rate and period payout is at end of period, calculation is: Line 4 x Line 5 x Line 6 ............... . If using variable rate and period payout is at beginning of period, calculation is: 6. 7. 0.00 0.000 0.00 0.00 0.00000 0.00000 ,, $ 0.00 (Line 4 x Line 5 x Line 6) + Line 3 , $ 0.00 NOTE: The values of the funds which create the above future interests must be reported as part of the estate assets on Schedules A through G of this tax return. The resulting life or annuity interest(s) should be reported at the appropriate tax rate on Lines 1'3 and 15 through 18. (If more space is needed, insert additional sheets of the same size) SCHEDULE K LIFE ESTATE, ANNUITY 8~ TERM CERTAIN 3W46AJ 3.000 REV-1647 EX+ (gOp) COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT ESTATE OF SCHEDULE M FUTURE INTEREST COMPROMISE Check Box 4a on Rev-1500 Cover Sheet FILE NUMBER Charles F Schubert Sr. 21 07 1175 This schedule is appropriate only for estates of decedents dying after December 12, 1982. This schedule is to be used for all future interests where the rate of tax which will be applicable when the future interest vests in possession and enjoyment cannot be established with certainty. Indicate below the type of instrument which created the future interest and attach a copy to the tax return. ^ WIII ^ Trust ^ Other I. I Beneficiaries NAME OF BENEFICIARY RELATIONSHIP DATE OF BIRTH AGE TO NEAREST BIRTHDAY 1.Schubert, Ma E Survivin Souse 9/6/1935 72 2. 3. 4. 5. II. For decendents dying on or after July 1, 1994, if a surviving spouse exercised or intends to exercise a right of wfthdrawal within 9 months of the decedent's death, check the appropriate block and attach a copy of the document in which the surviving spouse exercises such withdrawal right. Unlimited ri ht of withdrawal Limited ri ht of withdrawal III. Explanation of Compromise Offer: SEE ATTACHED OFFER IV. Summary of Compromise Offer: 1. Amount of Future Interest , , , , , , , , , , , , , , , , , , , , , , _ , , .... , .. $ 224 ,127.74 2. Value of Line 1 exempt from tax as amount passing to charities, etc. (also include as part of total sha~vn on Line 13 of Cover Sheet) , $ 0.00 3. Value of Line 1 assing t~o s use at a ropriate tax rate Ch k O ~ ~ ne ec 6%, L__I3%, D%,$ 0.00 (also include as part of total shown on Line 15 of Cover Sheet) 4. Value of Line 1 taxable at lineal rate Check one ^ 6% ~ 4.5% , .. _ ... $ 224,127.74 (also include as part of total shown on Line 16 of Cover Sheet) 5. Value of Line 1 taxable at sibling rate (12%) (also include as part of total shown on Line 17 of Cover Sheet) , $ 0.00 6. Value of Line 1 taxable at collateral rate (15%) (also include as part of total shown on Line 18 of Cover Sheet) . $ 0.00 7. Total value of Future Interest (sum of Lines 2 thru 6 must equal Line 1) $ 224 ,127.74 (If more space is needed, insert additional sheets of the same size) 3W46AN 1.000 CHARLES F. SCHUBERT, SR. ESTATE ATTACHMENT TO SCHEDULE M -FUTURE INTEREST COMPROMISE FILE NO. 21-07-1175 Will and Trust Provisions: Per Article VI of the Will of Charles F. Schubert, Sr., the estate residue passes to the Trustees under the decedent's Revocable Trust Agreement dated Novern~ber 18, 2005. Per Article Three of the Charles F. Schubert Revocable Trust Agreement, the estate/trust residue is distributable to the following trusts: Marital Trust Based on the calculation set forth in Article Three (§3.1.1), no marital trust will be funded Family Trust Per Article Three (§3.1.2) of the Trust Agreement, the funds due the Trust are to beheld in a Unified Credit Trust. The residue available for funding the Credit Shelter Trust (prior to payment of inheritance tax) is $399,457.72. See attached calculation. The terms of the Credit Shelter Trust are (please refer to Article Five of the Trust Agreement): Income and Principal Distributions During Spouse's lifetime: (1) Income. The Trustees shall pay the net income at least quarterly to the decedent's spouse, Mary E. Schubert. (2) Principal. The Trustees may make discretionary principal distributions to Mrs. Schubert. for her health, maintenance and support, but only after their determination that she does not have other assets and/or sources to satisfy. Distribution Upon Spouse's death: At the death of Mrs. Schubert, the Credit Shelter 'Trust is distributable to the Decedent's then living issue, per stirpes. Family Background: Mary Schubert, the decedent's spouse, was 72 at the time of the Decedent's death (currently 74). The decedent has three children, Charles F. Schubert, Jr., Daniel Schubert, and Patricia Underwood. -1- Proaosed Future Interest Comaromise: Under the terms of the Credit Shelter Trust, Mrs. Schubert is entitled to 100% of the life estate calculated as follows: $399,457.72 X .43892 (life factor) _ $175,329.98 As that Mrs. Schubert is financially stable, we believe it is unlikely that she will need to invade the principal of the Credit Shelter Trust for her support or health. Accordingly, our compromise is that the remainder of $224,127.74 ($399,457.721ess $175,329.98) should be allocated to the decedent's issue and be taxed at a 4.5% tax rate. -2- REV-1649 EX+ (696) COIuNAONNIEALTH OF PENNSYLVANIA INI~ERfiANCE TAX RETURN RESIDENTDECEOErrr ESTATE OF SCHEDULE O ELECTION UNDER SEC. 9113(A) SPOUSAL DISTRIBUTIONS FILE NUMBER Charles F Schubert, Sr. 21 07 1175 Do not complete this schedule unless the estate is making the election to tax assets under Section 9113(A) of the Inheritance 8 Estate Tax Act. If the election applies to more than one trust or similar arrangement, a separate form must be filed far each trust. This election applies to the Unified Credit Trust (marital, residual, A, B, By-pass, Unified Credit, etc.) If a trust or similar arcangement meets the requirements of Section 9113(A), and: a. The trust or similar arcangement is listed in Schedule O, and b. The value of the trust or similar arrangement is entered in vvr,de or in part as an asset on Schedule O, then the transferors personal representative may specifically identify the trust (all or a fractional portion or percentage) to be included in the election to have such trust or sim- ilar property treated as a taxable transfer in this estate. If less than the entire value of the trust or similar property is included as a taxable transfer' on Schedule O, the personal representative shall be considered to have made the election only as to a fraction of the trust or similar arrangement. The numerator of this fraction is equal to the amount of the trust or similar arcangement included as a taxable asset on Schedule O. The denominator is equal to the total value of the trust or similar arrangement. PART A: Enter the description and value of all interests, both taxable and non-taxable, regardless of location, which pass to the decedents surviving spouse under a Section 9113(A) trust or similar arrangement. Description VALUE Charles Schubert Unified Credit Trust; See attached calculation 399,457.72 Part A Total $ 399 457.72 PART B: Enter the descri tion and value of all interests included in Part A for which the Section 911 3 A election to t x is bein made. Description Value Charles Schubert Unified Credit Trust; See attached calculation 399,457.72 Part B Total $ 399 457.72 (If more space is needed, insert additional sheets of the same size ) swarsei ~.uuu RESIDUE CALCULATION Stocks and Bonds 1,216.00 PA Tax Refund 150.00 Total Estate Assets Passing to Residue 1,366.00 PLUS: Revocable Trust Assets 438,729.06 Total Assets passing to Residue (for funding of Unified Credit Trust) 440,095.06 LESS: Expenses Funeral/Administration Expenses 39,960.48 Debts 676.86 Residue available for funding Trust 399,457.72 Life Estate (.43892) 175,329.98 Remainder 224,127.74 ASSETS PASSING OUTSIDE RESIDUE TO SPOUSE Vehicles (pass to spouse per Will) 81,587.50 RSR Distribution -Paid directly to spouse 7,804.98 Integrity Bank Account -joint account with spouse (reported on return as that account made joint within 1 year of death) 22,656.48 IRA's -payable to spouse 717,700.39 Total Assets to Spouse 829,749.35 OTHER TAXABLE DISTRIBUTIONS Gifts made with 1 year of death -all to lineal descendents 54,000.00 ESTATE OF CHARLES F. SCHUBERT. SR. DEPT. OF REVENUE NO. 21-07-1175 COPY OF LETTERS TESTAMENTARY ISSUED AND DECEDENT'S WILL DATED NOVEMBER 18, 2005 REGISTER OF WILLS CUMBERLAND COUNTY PENNSYLVANIA CERTIFICATE OF GRANT OF LETTERS No . 2007- 01 1 75 P.A No . 21- 07- 1175 Estate Of: CHARLES F SCHUBERT (First, Middle, Lastl a/k/a : CHARLES F SCHUBERT SR Late Of: WORMLEYSBURG BOROUGH CUMBERLAND COUNTY Deceased Social Securi ty No : 143-26-5657 WHEREAS, on the 31st day of December 2007 an instrument dated November 18th 2005 was admitted to probate as the last will of CHARLES F SCHUBERT (First, Middle, Lastl a/k/a CHARLES F SCHUBERT SR late of WORMLEYSBURG BOROUGH, CUMBERLAND County, who died on the 8th day of November 2007 and, WHEREAS, a true copy of the will as probated is annexed hereto. THEREFORE, I, GLENDA EARNER STRASBAUGH Register of Wills in and for CUMBERLAND County, in the Commonwealth of Pennsylvania; hereby certify that I have this day granted Letters TESTAMENTARY to: CHARLES F SCHUBERT JR who has duly qualified as EXECUTOR(R/X) and has agreed to administer the estate according to Iaw, all of which fully appears of record in my office at CUMBERLAND COUNTY COURT HOUSE, CARLISLE, PENNSYL VANIA. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed the seal of my office on the 31st day of December 2007. **NOTE** ALL NAMES ABOVE APPEAR (FIRST, MIDDLE, LAST) l _.' LAST WILL AND TESTAMENT ^, OF ~~ ~~= CHARLES F. SCHUBERT ~~~ `~ ~ ,-', -;~, - -? ~--~ - I, CHARLES F. SCHUBERT, of Cumberland County, Pennsylvania, mi~k~izk~s WWII, ,.-; .. hereby revoking all my former Wills and Codicils. ~ ; W .- ~ ,~-- , , ARTICLE ONE TANGIBLE PERSONAL PROPERTY § 1.1 I bequeath all my tangible personal property, including by way of illustration but not by way of limitation, my household furniture and furnishings, paintings, books, automobiles, jewelry and personal effects, exclusive of any such property used in a trade or business, in accordance with the terms of a signed and dated memorandum I may prepare. If' no such memorandum is located or received by my executor within sixty (60) days of being appointed as such, My Executor shall be held harmless for distributing such property as hereaftler provided. Any property not disposed of by such memorandum or ail of such property if no such memorandum is so located or received, shall, be distributed to my wife, Mary E. Schubert, if she survives me. If she does not survive me, such assets shall be distributed to my children living at my death to be divided among them in as Hearty equal shares as they agree. in the event of irreconcilable disagreement among my children, they shall take alternate turns selecting individual items with my oldest child making the first selection. Any items not so selected shall be sold and the proceeds shall pass as a part of my residuary estate. § 1.2 To the extent practicable in the Executor's sole discretion, I bequeath any policies of insurance on such property to the beneficiary entitled to such property. § 1.3 I direct that the expenses of storing, packing, shipping, insuring and delivering any such property to the beneficiary entitled thereto shall be paid by the Executor as an administrative expense of my estate. ARTICLE TWO RESIDUE § 2.1 I devise and bequeath all the residue of my estate to the then sbrving trustee of "The Charles F. Schubert Revocable Trust" created under Agreement dated as of even date herewith, by myself, as Settior, and myself, as Trustee, as the same may have been or may be further amended or restated prior to my death ("My Revocable Trust"), to be di$tributed in accordance with the terms of said trust agreement, or if said trust agreement is not in effect at the time of my death, in accordance with the terms specified therein on the dat® of this Will or of its last publication by Codicil or otherwise. ARTICLE THREE APPOINTMENT OF FIDUCIARIES § 3.1 I appoint my wife, Mary E. Schubert, as Executor of this Will. If she is unable or unwilling to act or continue to act, for any reason whatsoever, I appoint Charles F. Schubert, Jr., as successor Executor. If Charles F. Schubert, Jr., is unable or unwilling to act ~s Executor, then Daniel L. Schubert shall act as Executor. If Daniel L. Schubert is unable or~unwiiling to act as Executor, then Patricia S. Underwood shall act as Executor. All references hQrein to the "Executor" shall mean my originally appointed Executor or the successor Executor, as the case may be. § 3.2 I appoint the then serving trustee of My Revocable Trust as Guardian of the estates of any minor beneficiaries under this Will, including the proceeds of any life insurance on my life payable to such minors and any other property, rights or claims with respect to which -2- l ~ I am entitled to appoint a guardian and have not otherwise specifically done so. The Guardian shall have full authority to use such assets, both principal and income, in any manner the Guardian shall deem advisable for the best interests of the minor, including college and graduate education, and professional, vocational or technical training, without seicuring a court order. ARTICLE FOUR POWERS OF FIDUCIARIES § 4.1 No fiduciary under this Will shall be required to give bond or other security for the faithful performance of the fiduciary's duties. § 4.2 Any such fiduciary shall have the following powers, in addition to those given by law: § 4.2.1 To invest in, accept and retain any real or personal propeerty. including stock of a corporate fiduciary or its holding company, without restriction to legal investments; § 4.2.2 To sell, exchange, partition or lease for any period of time any real or personal property and to give options therefor for cash or credit, with or without security; § 4.2.3 To borrow money from any person including any fiduciary acting hereunder, and to mortgage or pledge any real or personal property; § 4.2.4 To hold shares of stock or other securities in nominee registration form, including that of a clearing corporation or depository, or in book entry form or unregistered or in such other form as will pass by delivery; § 4.2.5 To engage in litigation and compromise, arbitrate or abamdon claims; § 4.2.6 To determine the apportionment of receipts and expenses, including extraordinary cash dividends, stock dividends, capital-gain dividends of regulated investment companies and proceeds and expenses of the sale of unproductive real estate, between income and principal, such apportionment to be made so ~s to balance fairly the interests of any income beneficiary and the remaindermen; § 4.2.7 To join with my wife or her personal representative in the filing of a joint income tax return for any period for which such areturn-may be permitted, without requiring her or her estate to indemnify my estate against liability for the tax attributable to her income, and to consent, for federal gift tax purposes, to having gifts made by my wife during my lifetime treated as having been made half by me; -3- ~~ § 4.2.8 To make distributions in cash, or in kind at current values, or partly in each, allocating specific assets to particular distributees on a non-pro rata basis, and for such purposes to make reasonable determinations of current values; § 4.2.9 To make elections, decisions, concessions and settlements in connection with all income, estate, inheritance, gift or other tax returns arld the payment of such taxes, without obligation to adjust the distributive share of income! or principal of any person affected thereby; § 4.2.10 To allocate, in the Executor's sole and absolute discre#ion, any portion of my exemption under Section 2631(a) of the Internal Revenue erode, to any property as to which I am the trensferor, including any property transfer-ed by me during my lifetime as to which I did not make an allocation prior to my death; andl § 4.2.11 To disclaim any interest I may have in any estate if the!. Executor deems such disclaimer to be in the best interests of my estate and the beineficiaries thereof. ARTICLE FIVE PROVISION FOR TAXES § 5.1 All estate taxes, inheritance taxes, transfer taxes and other taxes bf a similar nature payable by reason of my death to any government or subdivision thereof upon or with respect to any property subject to any such tax, and any penalties thereon, shall ~e paid by the Executor out of the principal of that portion of my estate disposed of by Article TvVro of this Will and allocated among beneficiaries in accordance with the provisions of My Revocable Trust. All interest with respect to any such taxes shall be paid by the Executor out of the indome or principal or partly out of the income and partly out of the principal of such portion bf my estate, in the absolute discretion of the Executor. My Executor shall not make apportionr;nent among or seek reimbursement from the beneficiaries, recipients or owners of such property' for any such taxes, penalties or irterest, except as provided in My Revocable Trust. Notwithstanding any provision of this Article to the contrary, the Executor shall not pay any such taxes, penalties or interest attributable to any property included in my estate solely because of a power of -4 ~~ appointment thereover which I possess but have not exercised or any qualified terminable interest property. ARTICLE SIX PROVISION FOR DEBTS AND EXPENSES § 6.1 I direct that any of my legally enforceable debts, any expenses of my last illness, funeral and burial, and any of the administrative expenses of my estate, shall be paid from the principal of that portion of my estate disposed of by Article Two of this Will. ARTICLE SEVEN BUSINESS INTERESTS § 7.1 In the event any business interest should be an asset of my estate,, whether the same involves a proprietary interest, a partnership interest or stock in a closely hid corporation, whether wholly owned, controlled by me or owned in substantial part'., by me, I authorize the Executor, subject to the terms of any agreement I may have made tior the sale of my interests, to continue said business until such time as the Executor shall deem it advisable to sell, to liquidate or to distribute the same in kind. With respect to any sale or exchange of the stock of any such business interest and in the absence of any such agreement entered into by me prior to my death, I direct the Executor to consider and to determine the apprdpriateness of a sale or redemption of such stock in accordance with Section 303 of the Intemal'Revenue Code to the business entity and a possible deferral of federal estate tax payments under Section 6166 of the Internal Revenue Code. It is my desire that to the extent possible any business interest which I may own at the time of my death be continued or disposed of only in an orderly manner so as to maximize the proceeds.of any disposition. If an election under the foregoing provisions will effect such desire, the Executor is encouraged to pursue such election if the Executor deems such election also to be in the best interests of my estate and the -5- ~. beneficiaries thereof. The Executor shall have alt rights and powers in connection with such business as I had when living, including specifically the power at any time and frgm time to time to operate or to join in the operation of the same as a going concern, to form or tb reform a general or limited partnership, to incorporate or to reincorporate and to liquidate br to sell the same or any part thereof as the Executor deems it advisable for the best interests of my estate and of the beneficiaries thereof without the necessity of any order of court and without any liability for loss resulting from the operation of said business except when such lass is the result of gross negligence or fraud on the part of the Executor. ARTICLE EIGHT MISCELLANEOUS PROVISIONS § 8.1 As used in this Will, the term "Internal Revenue Code° shall mean the internal Revenue Code of 1986, as amended from time to time, or the corresponding pro~rision of subsequent law. § 8.2 If my wife and I die under such circumstances that it is impossible to determine which of us survived, it shall be conclusively presumed and this Will shall be construed as if my wife had survived me. If any person other than my wife and I die under such circumstances that it is impossible to determine which of us survived, it shall be conclusively presumed and this Will shall be construed as if such person-had predeceased me. § 8.3 A corporate fiduciary shall be entitled to receive compensation for its services hereunder in accordance with its schedule in effect when the services are performed, but not in excess of such compensation as would be approved by a court of competent jurisdiction. An individual fiduciary shall be entitled to receive reasonable compensation for such fiiduciary's services hereunder. -6- ~~ § 8.4 Whenever a fiduciary is directed to distribute property to or for the benefit of any beneficiary who is under (a) twenty-one (21) years of age, or (b) a legal disability or otherwise suffers from an illness or mental or physical disability that would make distribution directly to such beneficiary inappropriate (as determined in such fiduciary's sole discretion exerased in good faith), the fiduciary may distribute such property to the person who has custody of such beneficiary, may apply such property for the benefit of such beneficiary, may distribute such property to a custodian for such beneficiary, whether then serving or selected and appointed by . the fiduciary (including the fiduciary), under any applicable Uniform Transfers to Minors Act or Uniform Gifts to Minors Act, may distribute such property to the guardian of such beneficiary's estate, may distribute such property directly to such beneficiary's estate, or may distribute such property directly to such beneficiary (except if any of the conditions hereinbefore described in (b) apply), without liability on the part of the fiduciary to see to the application of such property. This provision shall not in any way operate to suspend such beneficiary's absoluto ownership of such property or to prevent the absolute vesting thereof in such beneficiary. ~y ~ IN WITNESS WHEREOF, I have hereunto set my hand and seal this ~ a day of _ ~~ , 2005. (SEAL) CHARLES F. S E T -7- ~~~~ ~ ~~ Signed, sealed, published and declared by the above named CHARLES F. SCHUBERT, as and for his last WIII, in the presence of us and each of us, who, at his request and in his presence and in the presence of each other, have hereunto subscribed our names as witnesses thereto the day and year last ove written. c residing at Ca- ~~ ~ ~~ ~,~" `' `-'~ •~ ~ -~~ residing at -8- ~~ COMMONWEALTH OF PENNSYLVANIA COUNTY OF .~At~~H ~N ~- ss. We, CHARLES F. SCHUBERT, the testator, and ~AO ~ ~ (~ . (~t}-Tg ~~_ and ~_~ _. ~R~sr~u~ ,the witnesses, whose names are signed to the attached or foregoing instrument, being first duly swom, do hereby declare to the undersigned authority that the testator signed and executed the instrument as his last Will; thalt the testator signed willingly and executed it as his free and voluntary act for the purposes therein expressed; that each subscribing witness in the hearing and sight of the testator Signed the Will as a witness and that to the best of his or her knowledge the testator was at that time 18 years of age or older, of sound mind and under no constraint or undue influence. WITNESS: TATOR: JV~~~ C ARLES F. S BERT WITNESS: Subscribed, swom to and acknowledged before me by CHARLES F. SCHWBERT, the testator, and subscribed and swom to before me by and d I.AN ~~A T ~R ~ s'ri c-N ,witnesses, this I +'~- day of _ 2005. ' ._..~.~ Nown~t sFu CMOL A KOPPENHMIER ~Y COY Of FNRRI~tIRCs, OiM~111N COUPIrY ~- con~aaon ass, rr+« ~a, zoos Notary Pubic -9- (SEAL) ESTATE OF CHARLES F. SCHUBERT. SR. DEPT. OF REVENUE NO. 21-07-1175 COPY OF REVOCABLE TRUST AGREEMENT DATED NOVEMBER 18, 2005 +~ REVOCABLE TRUST AGREEMENT THE CHARLES F. SCHUBERT REVOCABLE TRUST '~( Q THIS AGREEMENT is made and entered into this C.~ day of 2005, by and between CHARLES F. SCHUBERT, of Cumberland County, Pennsylvania, as Settlor (the "Settlor"), and the said CHARLES F. SCHUBERT, as Trustee (the "Trustee") WITNESSETH: WHEREAS, the Settlor may be desirous in the future of placing the active management and control of certain property in the hands of the Trustee. NOW, THEREFORE, for and in consideration of their mutual coveniants and promises, the Settlor and Trustee agree as follows: ARTICLE ONE TRUST ASSETS §1.1 The Settlor, or any other party or person, may from time to time malke policies of insurance on the Settlor's life, individual retirement account benefits, and/or qualified or non- qualified retirement plan benefits payable to the Trustee, or may transfer assets to the Trustee, subject to the terms of this Agreeme[at, by inter vivos grant or by Will. The trust assets shall include the proceeds of all insurance policies payable to the Trustee and all such ether benefits or added assets (collectively the "Trust Assets"), which shall be held, administered, distributed and governed by the Trustee, IN TRUST NEVERTHELESS, in accordance with the provisions of this instrument and any amendments hereto. ARTICLE TWO DURING THE SETTLOR'S LIFETIME §2.1 During the Settlors lifetime, the Trustee shall have, hold, manage, invest and reinvest-the Trust Assets, collect the income, and §2.1.1 The Trustee shall pay or apply the entire net income as~the Settlor may from time to time direct in writing. The Trustee shall also pay to the Settlor such sums from or portions of the principal of the trust as the Settlor may from dime to time request in writing delivered to the Trustee during the Settlor's lifetime. §2.1.2 The Trustee shall pay and use such portion or all of the'income and principal of the Trust Assets as the Trustee, in the Trustee's sole discretio~h, shall deem necessary from time to time to provide for the proper maintenance, support, medical, hospital, nursing or nursing home care of the Settlor and of the Settlor's wife, Mary E. Schubert (the "Settlor's Wife"). ARTICLE THREE UPON THE SETTLOR'S DEATH §3.1 Upon the death of the Settlor, the Trustee shall. divide and distribute the balance of the Trust Assets as follows: §3.1.1 If the Settlor's Wife survives the Settlor, the Trustee shall retain in trust an amount equal to the value of the balance of the Trust Assets (determined on the basis of the values finally determined for federal estate tax purposes), reduced by an amount, if any, needed to increase the Settlor's taxable estate so that the federal estate tax as finally determined, will equal the Settlor's unified credit and the statd death tax credit (to the extent that the use of said credit does not result in an increase in the state death taxes otherwise payable) available against such tax, assuming that an election were made to qualify all qualified terminable interest property, other than the trust provided for under Article Five of this Agreement, for the federal estate tax marital deduction whether or not such election is actually made. This trust may bb composed of cash, or partly of cash and partly of property in kind, shall be funded only with property which qualifies for the federal estate tax marital deduction in the Settlor's estate, valued at the date of distribution, and which, to the extent other property is available, shall not include property for which a foreign death tax credit is available. The Executor of the Settlor's estate shall have the right to elect on the federal estate tax return ',prepared on behalf of the Settlor's estate to have a portion or all of the property distributed pursuant to this §3.1.1 treated as qualified terminable .interest property in order to qualify such portion or all of the property for the marital deduction for federal estate tax purposes, which election shall be binding and conclusive upon the Trustee. If the Settlor's Executor elects to have a portion or all of such assets so qualify, .such elected assets may, at the discretion of the Trustee and so long as the election to qualify such assets for the federal estate tax marital deduction is not jeopardized, be held and administered -2- by the Trustee as a separate trust estate with the balance, if any, of the assets which are governed by this §3.1.1 also held and administered as a separate trust estate or may be held and maintained by the Trustee with the non-elected assets a~ one trust estate. In either case, any such trust or trusts shall be held, administered land disposed of in accordance with the provisions of Article Four hereof (the "Marital Tnast"). §3.1.2 The Trustee shall retain in trust such of the Trust Assets as shall not have been retained pursuant to the preceding §3.1.1, to be held, administened and disposed of in accordance with the provisions of Article Five hereof (the "Unified Credit Trust"). ARTICLE FOUR MARITAL TRUST §4.1 The Trustee shall have, hold, manage, invest and reinvest the assets of the Marital Trust, collect the income and §4.1.1 The Trustee shall distribute the net income in quarter..-annual installments, or more frequently if the Trustee deems it advisable, to or for the benefit of the Settlor's Wife. §4.1.2 The Trustee may also distribute to or for the benefit of the Settlor's Wife so much of the principal of the trust property as the Trustee, in the Tmastee's discretion, shall from time to time deem necessary or proper for the health, maintenance and support of the Settlors Wife, taking into account other available funds, including her individual assets. §4.1.3 The Trustee shalt pay to the Settlors Wife such sums from or portions of the principal of the trust as the Settlor's Wife may from time to time request in writing delivered to the Trustee. §4.1.4 Upon the death of the Settlor's Wife, the Trustee shall pay any accrued or undistributed net income to the personal representative of the $ettlor's Wife. In addition, the Trustee shall also pay to the Settlor's Wife's personal r~prbsentative or directly to the taxing authority, such amount, if any, from the principal of this trust property, as her personal representative certifies as being the additional amount of estate taxes, inheritance taxes, transfer taxes and other taxes of a similar nature, and all interest and penalties with respect to any such taxes, attributable to the inclusion of the value of this trust in the Settlor's Wife's estate for such tax purposes. The'Trustee shall thereafter distribute the balance of the trust property to the Settlor's then living issue, per stirpes, with any share allocable to a beneficiary then under the age of forty (40) years being held in continued trust for the benefit of such beneficiary in accordance with the provisions of Article Six hereof (the "Issue's Trust"). -3- ARTICLE FIVE UNIFIED CREDIT TRUST §5.1 The Trustee shall have, hold, manage, invest and reinvest the assets of the Unified Credit Trust, collect the income and §5.1.1 During the life of the Settlor's Wffe, if she shall survive him, the Trustee shall distribute the net income in quarter-annual installments, or rrnore frequently if the Trustee deems it advisable, to or for the benefit of the Settlor's Wife. §5.1.2 The Trustee may also distribute to or for the benefit of tie Settlor's Wife so much of the principal of the trust property as the Trustee, in the Tf•ustee's discretion, shall from time to time deem necessary or proper for the health, maintenance and support of the Settlors Wife, taking into account other available funds, including her individual assets; provided, however, that no such distribution shall be matte until all assets held in trust under Article Four of this Trust are first expended or e~chausted. §5.1.3 Upon the death of the survivor of the Settlor and the Settlor's Wife, the Trustee shall distribute the balance of the trust property to the Settlor'~ then living issue, per stirpes, with any share allocable to a beneficiary then under the age of forty (40) years being held in continued trust for the benefit of such beneficiary in accordance with the provisions of Article Six hereof (the "Issue's Trust"). ARTICLE SIX ISSUE'S TRUST §6.1 The Trustee shall have, hold, manage, invest and reinvest the assets of the Issue's Trust, collect the income and §6.1.1 While the beneficiary of the Issue's Trust (the "Benefiiciary") is under twenty-one (21) years of age, the Trustee shall apply to or for the benefit of the Beneficiary so much of the net income and, if the net income is insufticienik, so much of the principal of the Issue's Trust as the Trustee shall from time to time deem necessary or proper for the Beneficiary's health, maintenance, support and complete education, including preparatory, college and graduate education, and professional, vocational or technical training, taking into account other available fund, including the Beneficiary's assets. The Trustee shall annually accumulate any net income not so distributed and add the same to the principal of the trust property. §6.1.2 After the Beneficiary attains twenty-one (21) years of age, the Trustee shall distribute to or for the benefit of the Beneficiary the net income of the Issue's Trust in quarter-annual installments, or more frequently if the Trustee deems it advisable, and so much of the principal as the Trustee shall from time to time deem necessary or proper for the Beneficiary's health, maintenance, support and complete education, including college'and graduate education, and professional, vocational or technical -4- 7 training, and to assist the Beneficiary with reasonable wedding expenses, in the purchase of a principal residence or in the establishment of a profession qr business considered a good risk by the Trustee, taking into account other available~funds, including the Beneficiary's assets. §6.1.3 At any time after the Beneficiary attains thirty (30) years of age, the Beneficiary may withdraw such sums as do not exceed one-third (1/3) of the market value of the principal of the Issue's Trust as constituted on the Beneficiary's thirtieth (30th) birthday, or on the later establishment of the Issue's Trust. §6.1.4 At any time after the Beneficiary attains thirty-five (35) years of age, the Beneficiary may withdraw such sums as do not exceed one-half (1/2) of the market value of the principal of the Issue's Trust as constituted on the Beneficiary's thirty-fifth (35th) birthday, or on the later establishment of the Issue's Trust. §6.1.5 At any time after the Beneficiary attains forty (40) years of age, the Beneficiary may withdraw any or all of the principal of the Issue's Trust. §6.1.6 If the Beneficiary dies before complete termination ot+thie Issue's Trust, the Trustee shall distribute the property then held in trust as follows: §6.1.6.1 If the Issue's trust is a Non-GST Exempt Trust a~ defined in §8.2.15 herein, the Trustee shall distribute the property then held irh such trust to such person or persons in such proportions and, under such terms, trusts and conditions as the Beneficiary shall appoint by specific reference to this general power of appointment in the Beneficiary's last Will. Any assets not so appointed shall be distributed to the Beneficiary's issue then living, per stirpes, or if none, to the issue then living of the parent of the Beneficiary who was a descendant of the Settlor, per stirpes, or if none, to the Settlors issue then living, per stirpes; provided, however, that if any such issue entitled to a distribution shall not then have attained the age of forty (40) years, each such issue's share Shall be retained by the Trustee and held, administered and disposed of in accordance with this Article. §6.1.6.2 If the Issue's trust is a GST Exempt Trust as defilned in §8.2.15 herein, the Trustee shall distribute the property then held iry such trust to such of the Settlor's issue other than the Beneficiary in such amounts and upon such trusts, terms and conditions as the Beneficiary by his or her last Will may appoint by specific reference to this special power of appointment. 'Before exercising such special power of appointment, the Settlor requests that the Beneficiary seek counsel regarding the generation-skipping transfer tax effects of such exercise. Any property not so appointed shall be distributed to the Beneficiary's then living issue, per stirpes, or if none, to the issue then living of the parent of the Beneficiary who was a descendant of the Settlor, per stirpes, or if none, to the Settlor's then living issue, per stirpes; provided, however, that if any such issue entitled to a distribution shall not then have attained the age of forty (40) years, each such issue's share shall be retained by the Trustee and -5- T _ ~~ held, administered and disposed of in accordance with the provisions of this Article Six. ARTICLE SEVEN APPOINTMENT OF FIDUCIARIES §7.1 Upon the death, .resignation or incapacity of the Settlor to act as Trustee hereunder as certified in writing by the Settlors then personal attending physician, the Settlor appoints the Settlor's Wife, Mary E. Schubert, and the Settlor's son, Charles F. Shubert, Jr., as successor Trustees. If Charles F. Schubert, Jr., shall fail or cease to act for any reason, Daniel L. Schubert, is appointed as successor Trustee in his place. If Daniel L. Sichubert shall fail or cease to act for any reason, Patricia S. Underwood is appointed as successor Trustee in the place of Daniel L. Schubert. If Mary E. Schubert shall fail or cease to act for any reason, then no successor Trustee shall be appointed in her place §7.2 The Co-Trustees shall act jointly. All references herein to the "Trustee" shall mean the originally appointed Trustee, the successor Trustee or the Co-Trustees, as the case may be. ARTICLE EIGHT POWERS OF FIDUCIARIES §8.1 No fiduciary under this Agreement shall be required to give bond or other security for the faithful performance of the fiduciary's duties. §8.2 Any such fiduciary shall have the following powers, in addition to those given by law: §8.2.1 To invest in, accept and retain any real or personal property, including stock of a corporate fiduciary or its holding company, without restriction to legal investments; provided, however, if any property that forms a part of the principal of the trust(s) established by Article Four of this Agreement is unproductive, the Settlors Wife may at any time and from time to time by a written notice require the Trustee of said trust(s) holding such unproductive property either to make any or all of such property -6- productive or to convert such property within a reasonable time after the Trustee receives such notice; §8.2.2 To sell, exchange, partition or lease for any period of timme any real or personal property and to give options therefor for cash or credit, with or without security; §8.2.3 To borrow money from any person including any fiduciary acting hereunder, and to mortgage or pledge any real or personal property; §8.2.4 To hold shares of stock or other securities in nominee registration form, including that of a clearing corporation or depository, or in book entry form or unregistered or in such other form as will pass by delivery; §8.2.5 To make distributions in cash, or in kind at current values, or partly in each, allocating specific assets to particular distributees on a non-pro rata basis, and for such purposes to make reasonable determinations of current values; §8.2.6 To terminate, following the death of the Settlor's Wife arty trust created herein, the principal of which is or becomes too small in the Trustee's discretion to make the establishment or continuance of the trust advisable, and to mike immediate distribution of the then remaining trust property to the beneficiary then entitled to the income of the trust property or, if there is more than one beneficiary, to the beneficiaries then entitled to the income of the trust property, in proportion to their respective interests therein or, if such interests are not defined, in equal shares to such beneficiaries. The receipts and releases of the distributees will terminate absolutely the right of all persons who might otherwise have a future interest in the trust, whether vested or contingent, without notice to them and without the necessity of filing an account in any court; §8.2.7 If the Settlor's Executor does not make an election pursuant to Internal Revenue Code Section 2056(b)(7)(B)(v) with respect to all of the assets held in trust under Article Four hereof, the trust estate thereunder may be divided into. separate trusts pursuant to the terms of the election and such division shall be based upon the fair market value of the assets comprising the trust at the time of the division; §8.2.8 To allocate between the trusts established by Articles Four and Five of this Agreement any property that is not includible in the Settlor's estate for administration purposes, but which is paid directly to the Trustee and is nqt otherwise designated for a specific trust, in such shares as the Trustee deems appropriate; provided, however, any portion of such property that does not form a part Hof the Settlor's gross estate for federal estate tax purposes shall be allocated to the trust established by Article Five of this Agreement and shall not be used for the payment of death taxes, debts or administration expenses; §8.2.9 To execute-any agreement relating to the disposition or redemption of any business interest that may be a part of the trust estate, whether the same involves a proprietary interest, a partnership interest or stock in a closely held corporation; -7- §8.2.10 To operate or arrange for the operation of any business interest held hereunder, and to join or become a party to, or to oppose, any reorganization, readjustment, foreclosure, merger, voting trust, dissolution, consolidation or exchange relating to any such business interest; §8.2.11 To engage in litigation and compromise, arbitrate or abandon claims; §8.2.12 To determine the apportionment of receipts and expenses, including extraordinary cash dividends, stock dividends, capital-gain dividends of rggulated investment companies and proceeds and expenses of the sale of unproductive real estate, between income and principal, such apportionment to be made sd as to balance fairly the interests of any income beneficiary and the remaindermen; §8.2.13 To make elections, decisions, concessions and settlements in connection with all income, estate, inheritance, gift or other tax returns ar~d the payment of such taxes, without obligation to adjust the distributive share of income or principal of any person thereby affected; §8.2.14 To merge, after the death of the Settlor, any trust created hereunder with any other trust or trusts created by the Settlor or the Settlor's Wife, unnder will or deed, if the terms of any such trust are then substantially similar and are held for the primary benefit of the same persons, and if such merger shall not cause any adverse estate, income or generation skipping transfer tax consequences; and §8.2.15 The Settlor's Executor is authorized to allocate any of the Settlor's exemption from federal generation skipping transfer tax under §2631 of the Code (the "Settlor's GST Exemption") to any property as to which the Settlor is the deemed transferor under §2652(a) of the Code, regardless of whether ar not the property with respect to which an election or allocation is made is part of the Settlor's ptobate estate. Similarly, the Settlor's Wife's Executor may allocate a portion or all of the Settlor's Wife's Exemption (the "Settlor's Wife's GST Exemption") from generation skippi~hg transfer tax to property held. hereunder of which the Settlor's Wife is deemed transf~erbr. Any such election or allocation shall be binding upon the Trustee and any beneficiary of any trust created hereunder. The Trustee is directed to divide any trust created hereunder into two or more separate trusts if necessary to segregate the portion or porticbns of the trust or trusts created hereunder over which the Settlor's GST Exemption or the Settlor's Wife's GST Exemption has been allocated (the "GST Exempt Trusts") from the portion or portions of the trust or trusts created hereunder over which neither the'Settlor's GST Exemption nor the Settlors Wife's GST Exemption has been allocated (the "Non-GST Exempt Trusts"); provided, however, that such separated trusts shall be held, administered and disposed of in accordance with the terms hereunder as identical trusts in all other respects, except as provided in §6.1.6 hereof. -8- ARTICLE NINE BUSINESS INTERESTS §9.1 In the event any business interest should be a Trust Asset, whether the same involves a proprietary interest, a partnership interest or stock in a closely-held corporation, either wholly owned, controlled by the Trustee or owned in substantial part by the Trustee, the Trustee is authorized, subject to the terms of any agreement which the Settlor or the Trustee may have made for the sale of such interest, to continue said business until such time as the Trustee shall deem it advisable to sell, liquidate or distribute the same in kind. With respect to any sale or exchange of the stock of any such business interest and in the absence of any such agreement entered into by the Settlor or the Trustee, the Trustee is directed to consider and determine the appropriateness of a sale or redemption of such stock in accordance with Section 303 of the Intemal Revenue Code to the business entity and a possible deferral of federal estate tax payments under Section 6166 of the Intemal Revenue Code. It is the Settlor's desire that, to the extent possible, any such business interest be continued or disposed of only in an orderly manner so as to maximize the proceeds of any disposition. If an election under the foregoing provisions will effect such desire, the Trustee is encouraged to pursue such election if it deems such election also to be in the best interests of the trust(s) created hereunder and the beneficiaries thereof. The Trustee shall have all rights and poNvers in connection with such business as an owner thereof, including specifically the power at any time and from time to time to operate or to join in the operation of the same as a going concern, to form or to reform a general or limited partnership, to incorporate or to reincorporate and to liquidate or to sell the same or any part thereof as the Trustee deems advisable for the best interests of the trust(s) created hereunder and the beneficiaries thereof without the necessity of any order of court and without any liability for loss resulting from the operation of said business, except when such loss is the result of gross negligence or fraud on the part of the Trustee. -9- ARTICLE TEN DUTIES AND RIGHTS WITH RESPECT TO POLICIES §10.1 The Settlor and the Trustee shall have the following duties. and rights with respect to all insurance policies payable to-the Trustee (the "Policies"): §10.1.1 The Trustee shall not be obligated to pay any premiums or assessments on any of the Policies and shall be under no obligation with ~espect.to the Policies, except for safekeeping during the Settlors I'~fetime and to the extent othervvise expressly agreed to herein. §10.1.2 With respect to any of the Policies, the Settlor reserves'to himself, during his ownership of said Policies and during his I'rfetime, all rights, payments, dividends, surrender values and benefits of any kind which may accrue ort account of any of the Policies, and the right at any time to assign, pledge or use said' Policies, or any of them, or to change the beneficiary thereof to borrow money thereo~h, or for any purpose, without the consent, approval or joinder of the Trustee or any beneficiary hereunder. It is the intent of the Settlor, with regard to said Policies, that (his instrument shall be operative only with respect to the proceeds of such of the Policies as may be due and payable to the Trustee at the time of the death of the Settlor or thereafter, after deduction of all charges against the Policies by reason of advances, loans, premiums, or otherwise; and the receipt of the Trustee for such proceeds shall release the insurance companies from liability on the Policies.. §10.1.3 The Settlor agrees and directs that, upon his death, the proceeds of all Policies which are then subject to the terms of this instnament shall be paid in accordance with the directions then set forth in said Policies or the beneficiary designations then attached thereto. If the proceeds of said Policies are payable to the Trustee, the Trustee may institute any proceeding at law or in equity in order to enforce the payment thereof, and may do and perform any and all other acts and things which may be necessary, for the purpose of collecting any sums which may be Blue and payable under the terms of said Policies; it being distinctly understood, however, that the Trustee shall not, except at its option, enter into or maintain any litigation to.enforce the payment of said Policies until it shall have been guaranteed indemnificaticpn by one or more of the beneficiaries of this instrument to its satisfaction against all e~cpenses and liabilities to which it may, in its judgment, be subjected by any such action,. The Trustee is authorized to compromise and adjust claims arising out of the Policies, or any of them, upon such terms and conditions as it may deem just, and the decision of the Trustee shall be binding and conclusive upon all parties interested therein. ARTICLE ELEVEN PROVISION FOR TAXES, DEBTS AND EXPENSES §11.1 The Trustee may pay any of the Settlor's legally enforceable debts, any expenses of his last illness, funeral, burial and administrative expenses of his estate and estate -10- taxes, inheritance taxes, transfer taxes and other taxes of a similar nature payable by reason of the Settlor's death to any government or subdivision thereof upon or with respect to any property subject to any such tax, and any penalties thereon, or any portion thereof, in the Trustee's sole discretion, without reimbursement, out of the principal of that portion of Trust Assets disposed of by of Article Five hereof. ARTICLE TWELVE REVOCABILITY §12.1 The Settlor may, by instrument in writing delivered to the Trustee, modify, alter or revoke this instrument in whole or in part; provided, however, that the duties, powers, compensation and liability of the Trustee shall not be changed without the written consent of the Trustee. ARTICLE THIRTEEN MISCELLANEOUS PROVISIONS §13.1 As used in this Agreement, the term "Intemal Revenue Code" shall mean the Intemal Revenue Code of 1986, as amended from time to time, or the corresponding provision of subsequent law. §13.2 If the Settlor's Wife and the Settlor die under such circumstances that it is impossible to determine which survived, it shall be conclusively presumed and this Agreement shall be construed as if the Settlor's Wife had survived the Settlor. §13.3 Whenever a discretionary distribution of net income or principal is permitted pursuant to any trust created hereunder, if such distribution may be made in whole or in part to a person who is then a Trustee of such trust, such person may not participate .in any way in the decision whether to make such distribution. No Trustee who is under a legal obligation to support a beneficiary of a trust created hereunder shall participate in the exercise of any -11- discretion granted to the Trustee of that trust to distribute net income or principal in discharge of that legal obligation. Furthermore, no Trustee shall enter into any reciprocal arrangement with any other trustee for the purpose of indirectly exercising a power prohibited hereunder. §13.4 Whenever the Trustee is directed to distribute property to or for the benefit of any beneficiary who is under (a) twenty-five (25) years of age, or (b) a legal disability or otherwise suffers from an illness or mental or physical disability that would make distribution directly to such beneficiary inappropriate (as determined in the Trustee"s sole discretion exercised in good faith), the Trustee may distribute such property to the person who has custody of such beneficiary, may apply such property for the benefit of such beneficiary, may distribute such property to a custodian for such beneficiary, whether then serving or selected and appointed by the Trustee (including the Trustee), under any applicable Unifonm Transfers to Minors Act or Uniform Gifts to Minors Act, may distribute such property directlytto such beneficiary's estate, or may distribute such property directly to such beneficiary (except if any of the conditions hereinbefore described in (b) apply), without liability on the part of the Trustee to see to the application of such property. This provision shall not in any way operate to suspend such beneficiary's absolute ownership of such property or to prevent the absolute vesting thereof in such beneficiary. §13.5 Except as otherwise may be provided in this Agreement, during the continuance of any of the trusts created hereunder and thereafter until the property is distributed to and received by any beneficiary hereunder, the principal sums thus held in trust for any beneficiary, respectively, and the income thereof shall not be subject to or liable for any contracts, debts, engagements, liabilities or torts of such beneficiary now or hereafter made, contracted, incurred or committed, but shall be absolutely free from the same, and such beneficiary shall have no -12- power to sell, assign or encumber all or any part of the. principal sums or such beneficiary's interest therein, respectively, or the income thereof, or to anticipate the income. §13.6 A corporate fiduciary shall be entitled to receive compensation for its services hereunder in accordance with its schedule in effect when the services are perfom~ed, but not in excess of such compensation as would be approved by a court of competent jurisdiction. An individual fiduciary shall be entitled to receive reasonable compensation for such fiduciary's services hereunder. §13.7 Notwithstanding any other provision of this Agreement, upon the e~cpiration of twenty-one (21) years after the death of the last survivor of the Settlor's Wife and issue living at the Settlor's death, the trusts created hereunder shall forthwith terminate and the krust property shall be distributed to the beneficiary then entitled to the income of the trust property or, if there is more than 'one beneficiary, to the beneficiaries then entitled to the income of the trust property in proportion to their respective interests therein or, if such interests are rnot defined, in equal shares to such beneficiaries. §13.8 This instrument and any trust created hereunder shall be governed by the laws of Pennsylvania and shall have it situs in Cumberland County, Pennsylvania. -13- IN WITNESS WHEREOF, the Settlor and the Trustee have hereunto affixed their hands and seals and/or caused this instrument to be duly executed on the date and year first written above. WITNESS: ~~W~., ~ ~~ SETTLOR: (SEAL) CHARLES F CHUBERT TRUSTEE: SEAL) CHARLES F. ERT -14- COMMONWEALTH OF PENNSYLVANIA SS: COUNTY OF ~n/~U PN r ~ On this, the ~ day of Na ~ Em 8 £~ , 2005, before me, a notary public, the undersigned officer, personally appeared CHARLES F. SCHUBERT, known to me (or satisfactorily proven) to be the person whose name is subscribed to bhe within instrument, and acknowledged that he executed the same for the purposes therein contained. IN WITNESS WHEREOF, I hereunto set my hand and official seal'. ~._~.-~~--C_ o ry Publi'c (SEAL) Nov~RUU seAl CAROL A KOPPENHAVER Nolory PubNc CRY OF FWtRIStURS', QAilPFIN COUNIY My ConMnkWon ExpN~ Mor 18, 2006 -15- ~~ THE CHARLES F. SCHUBERT REVOCABLE TRUST SCHEDULE A WITNESS: SETTLOR: (SEAL) CHARLES F. SCHUBERT TRUSTEE: (SEAL) CHARLES F. SCHUBERT ESTATE OF CHARLES F. SCHUBERT. SR. DEPT. OF REVENUE NO. 21-07-1175 OFFICIAL RECEIPT - 3 MONTH TAX PAYMENT COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF REVENUE BUREAU OF INDIVIDUAL TAXES DEPT. 280601 HARRISBURG, PA 1 7 1 28-060 1 RECEIVED FROM: PENNSYLVANIA INHERITANCE AND ESTATE TAX OFFICIAL RECEIPT REV-1162 EX~11-96) NO. CD 009267 WATTS JR DAVID M MCNEES WALLACE & NURICK LLC 100 PINE ST BOX 1166 HARRISBURG, PA 1 71 08-1 1 66 fold ESTATE INFORMATION: SSN: X43-2s-5s57 FILE NUMBER: 2107-1 175 DECEDENT NAME: SCHUBERT CHARLES F DATE OF PAYMENT: 02/07/2008 POSTMARK DATE: 02/04/2008 couNTY: CUMBERLAND DATE OF DEATH: 1 1 /08/2007 REMARKS: MARY E SCHUBERT CHECK# 6302 SEAL ACN ASSESSMENT AMOUNT CONTROL NUMBER 101 ~ $31,500.00. TOTAL AMOUNT PAID: INITIALS: DM $ 31, 500.00 RECEIVED BY: GLENDA EARNER STRASBAUGH REGISTER OF WILLS TAXPAYER r ESTATE OF CHARLES F. SCHUBERT. SR. DEPT. OF REVENUE NO. 21-07-1175 DEPARTMENT OF REVENUE EXTENSION APPROVALS COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF REVENUE BUREAU OF INDIVIDUAL TAXES PO Box 280601 HARRISBURG, PA 17128-0601 Telephone March 12, 2009 McNees Wallace & Nurick, LLC 100 Pine Street Harrisburg, PA 17108-1166 Dear Attorney Watts: 717 783-6893 Fax 71'7 772-0412 Re: Estate of Charles F Schubert, Sr. File Number 2107-1175 This is in response to your letter of February 6, 2009 concerning the inheritance tax return due in the above referenced estate. Since it is apparent that you will be unable to file a tax return in the near fulture, the estate record will be placed in an informal hold status for an additional period of six (6) months so that the department will initiate no enforcement activity. At the end of that period we would ask that you contact us to provide an updated status for our file. The return may be filed at any time during the informal hold period. Kindly note that this action will avoid the imposition of a penalty for failure to make a timely return. However, it does not prevent interest from accruing on any tax remaining unpaid after the delinquent date. Thank you for your cooperation, and, if I may be of any further assistance,', please feel free to contact my office. Laurel Fulmer Supervir;or Inheritance 'Tax Divisimn Ifulmer@state. pa. us COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF REVENUE BUREAU OF INDIVIDUAL TAXES PO Box 280601 HARRISBURG, PA 17128-0601 August 19, 2008 McNees Wallace & Nurick LLC PO Box 1166 100 Pine Street Harrisburg, PA 17108-1166 Re: Estate of CHARLES F. SCHUBERT, SR. File Number 2107-11'75 Dear Sir or Madam: This is in response to your request for an extension of time to file the Inheritance Tax Return for the above estate. In accordance with Section 2136 (d) of the Inheritance and Estate Tax Act of 1995, the time for filing the return is extended for an additional period of six months. This extension will avoid the imposition of a penalty for failure to make a timely return. However, it does not prevemt interest from accruing on any tax remaining unpaid after the delinquent date. The return must be filed with the Register of Wills on or before 02/08/09. Because Section 2136 (d) of the 1995 Act allows for only one extra period of six (6) months, no additional extension(s) will be granted that would exceed the maximum time permitted. Telephone (717) 787-3930 FAX (717) 772-0412 Claudia Maffei, Supervisor Document Processing Unit Inheritance Tax Division ESTATE OF CHARLES F. SCHUBERT. SR. DEPT. OF REVENUE NO. 21-07-1175 WOLFEBORO CLOCKTOWER LLC INFORMATION ADMISSION AGREEMENT TO LLC AGREEMENT OF WOLFEBORO CLOCKTOWER LLC This ADMISSION AGREEMENT TO THE LLC AGREEMEN"t OF WOLFEBORO CLOCKTOWER LLC is made as of this ~_ day of Sst~-t~ , 2007 by and among the undersigned potential investor ("Investor") and Wolfeboro Clocktower LLC (the " om an "). WHEREAS, Investor desires to become a member ofthe-Company; and WHEREAS, in connection with becoming a member of the Company, Investor desires to become a parry to the LLC Agreement of Wolfeboro Clocktower LLC dated as of August 29, 2007 (the "LLC Agreement"); and WHEREAS, the Company and Brian C. Underwood, as a Manager of the Company (the "Manager") desire to accept Investor as a party to the LLC Agreement; and WHEREAS, the Manager desires to indicate his consent to the admission of Investor as a Member of the Company in accordance with the LLC Agreement. NOW, THEREFORE, in consideration of the above premises and for othergood and valuable consideration, the receipt and sufficiency of which aze hereby achnowled~ed, the parties hereby agree as follows. 1.. Investor agrees to become a parry to and bound by all of the provisions of the LLC Agreement. 2. The Company and the Manager accept and admit Investor as a party to the LLC Agreement. 3. The Manager consents to the admission of Investor as a Member of the Company. Dated as of Z~J , 2007 INVES ~R~ 4 . By: ~ Name: Charles F. Sc rt, Sr. Revocable Trust WOLFEBORO CLOCKTOWER LLC Brian C. Underwood, Manager WOLFEBORO CLOCKTOWER LLC (a New Hampshire limited liability company;) SUBSCRIPTION AGREEMENT Deaz Investor: This Subscription Agreement is made by and between Wolfeboro Clocktower LLC, a New Hampshire limited liability company, (the "Coin an ') and the undersigned prospective purchaser (the "Investor's in connection with the Company's offer (the "Offer"}, pursuant to the Private Placement Memorandum accompanying this Subscription Agreement (the " PAM"), to sell Company memberships shares {each, a "Membership Share" and collectively the "Membership Shares"), with such rights, powers and preferences as more particularly described in the Limited Liability Company Agreement of the Company dated as of August 29, 2007 (the "LLC A Bement," which includes all exhibits and supplements thereto and any amendments thereof) included with the PPM. Capitalized terms used herein and not otherwise defined will have the meanings ascribed to such terms in the PPM. In consideration of the Company's agreement to sell one or more Memberslip Shazes to the undersigned Investor and to cause such interests to be issued to the Investor upon the terms and conditions set forth in this Agreement and the LLC Agreement, the Investor hereby agrees and represents as follows: A. SUBSCRIPTION 1. Subject to the term of this Subscription Agreement, the Investor hereby irrevocably subscribes for and agrees to purchase the number of Membership ShazeS indicated on the signature page hereto at a purchase price of Ten Dollars ($10.00) per Membership Shaze (the "Subscription"}. Simultaneously with the delivery of the signature page to this Subscription Agreement, the Investor shall deliver to the Company: (1) payment in the amount set forth on the signature page below (the "Payment") in the form of cash, check or money order payable to "Wolfeboro Clocktower LLC" in an amount equal to the number of Membership Shares subscribed for multiplied by $10, (2) the completed and executed Investar Questionnaire, attached hereto as Attachment A and (3) an executed Admission Agreement to the LLC Agreement accompanying the PPM. 2. The Investor understands that the Company is offering up to Two Hundred Thousand (200,000) Membership Shazes. The expiration date of this Offering is October 15, 2007 (the "Expiration Date"), which may be extended by the Company, in its discretion. All sales must be completed not later than the Expiration Date, as may be extended. 3. The Investor hereby (a) acknowledges receipt of a copy of the LLC Agreement, (b) specifically accepts and adopts each and every term of the Membership Shares, and (c) agrees to be bound thereupon by the (x) execution and delivery by the Investor to the Company of the combined signature page to this Subscription Agreement, (y) execution by the Investor of the Admission Agreement signature page, and (z) acceptance by the Company of the Investor's Subscription Agreement. B. REPRESENTATIONS AND WARRANTIES The Investor hereby represents and warrants to, and covenants with, the Company, as follows: 1. The Investor has been advised and understands that the Membership;Shazes have not been registered under the Securities Act of 1933, as amended, (the "Act") or any state securities or blue sky laws, and that the Membership Shares cannot be resold unless the same are registered under the Act and any applicable state securities or blue sky laws, or unless an exemption from registration thereunder is available. The Investor is acquiring the Membership Shares to be purchased for its own account for investment, and not with a view to, dr for resale in connection with, the distribution thereof. The Investor has no present intention of distributing or reselling any portion thereof or any securities into which such portions are exercisable or convertible, as the case may be. 2. The Investor has been famished with, and has cazefully read, the PPM, the LLC Agreement, this Subscription Agreement and any documents that have been made mailable to the Investor upon request (to the extent the Investor deemed necessary or appropriate). The Investor is familiaz with the proposed business and operations of the Company and ~znderstands and has evaluated the merits and risks of a purchase of Membership Shazes. In evaluating the suitability of an investment in the Membership Shazes, the Investor has not been, furtt~ished with nor relied upon any representations or other information (whether oral or written) from the Company, other than as set forth in this Agreement and the PPM. The Investor has ~azefully considered and has, to the extent the Investor believes such discussion necessary, discussed with the Investor's professional legal, tax, accounting and financial advisors the suitability of an investment in the Membership Shares and has determined that the Membership Shazes being subscribed for by the Investor are a suitable investment for the Investor. 3. The Company has made available to the Investor all documents and information that the Investor has requested relating to an investment in the Membership Shares. 4. The Investor recognizes that the Company has only recently been formed, that it has no financial or operating history and that an investment in the Company involveis substantial risk. The Investor has read and understands all of the risk factors related to the purchase of the Membership Shares, including those set forth in PPM, which risk factors constitute an integral part of the Offer. 5. This Subscription Agreement has been duly authorized, executed and delivered by the Investor and is a valid and binding obligation of the Investor, enforceable against the Investor in accordance with its terms. Subscription Agreement 2 6. All of the representations and warranties of the Investor contained in this Subscription Agreement and all information furnished by the Investor to the Company pursuant to this Subscription Agreement are true, accurate, complete and correct in all respects and if there should be any material change in such representations, warranties and information prior to the Investor's subscription being accepted, the Investor will immediately furnish such revised or corrected information to the Company. 7. The representations, warranties and covenants herein contained aze made and given by the Investor to induce the Company to sell and issue the Membership Shares to the Investor, and each representation, warranty and covenant constitutes a material portion of the consideration therefor. 8. The Investor is not, and is not acting on behalf of, an employee benefit plan as defined in Title I of the Employee Retirement Income Security Act of 1974, as amended, and is not a "benefit plan investor" within the meaning of Regulation 29 C.F.R. Section 2$10.3-101(f) issued by the United States Department of Labor. 9. The investment offered hereby is not liquid, there is no public mazket for any of the Company's securities, including the Membership Shazes or any portion thereof, ..,and none is expected to develop. 10. The foregoing representations, warranties and agreements shall survive the closing of the Subscription transaction and any investigation by the Company. 11. The Investor shall indemnify and hold harmless the Company, its affiliates and the officers, directors, partners, employees and professional advisers from and against any and all claims, losses, damages, liabilities or expenses whatsoever (including, but not limited to, costs, reasonable attorneys' fees and any and all expenses whatsoever reasonably incurred in investigating, preparing or defending against any litigation commenced ar threatened or any claim whatsoever) arising out of any actual or alleged misrepresentation or misstatement of facts or omissions to represent or state facts made by the Investor to any such parry concerning the Investor or the Investor's financial position in connection with the Offering or sale bf the Membership Shares, including, without limitation, any such misrepresentation, misstatement; or any breach of the Investor's representations and warranties contained in this Subscription Agreement or the Investor's failure to fulfill any of its covenants or agreements contained in this Subscription Agreement. 12. The Investor has cazefull~reviewed and completed the Investor Que$tionnaire which is Attachment A to this Agreement and is to be returned to the Company with the executed Subscription Agreement, and represents and warrants to the Company that the information set forth therein is true and correct. C. UNDERSTANDINGS The Investor understands, acknowledges and covenants with the Company as follows: Subscription Agreement 3 1. The Subscription may be rejected, in whole or in part, by the Company in its sole and absolute discretion, at any time before the closing of the Offering, notwithstanding prior receipt by the Investor of notice of acceptance of the Investor's Subscription. 2. The Subscription is and shall be irrevocable by the Investor except that the Investor shall have no obligation hereunder in the event that the Subscription is not accepted by the Company for any reason. 3. No Federal or state agency has made any finding or determination as to the accuracy or adequacy of the information the Company has provided to the Investor in connection with the Offer, the PPM, the LLC Agreement or as to the fairness of the terms of this Offer for investment, nor any recommendation or endorsement of the Membership Shares. 4. The offering and sale of the Memberships is intended to be exempt from registration under the Act by virtue of Section 4(2) of the Act and the provisions of (Regulation D promulgated thereunder ("Regulation D"). There is no public or other market for the Memberships and no such public or other market is expected to develop for such securities and no assurance can be given that such market will develop. The Investor will not sell, transfer, encumber or otherwise dispose of any Membership Shares unless (a) the Mandatory Conversion occurs, (b) such sale, transfer, encumbrance or other disposition is in compliance with the LLC Agreement, (c) the Membership Shares are registered under the Act and applicable State securities laws or (d) in the opinion of counsel to the transferee of such Membershil Shares, concurred to by counsel to the Company, an exemption from the registration requirements of the Act and such applicable state securities laws is available. There can be no assurance that the Investor will be able to sell or dispose of the Investor's Membership Shares. 5. Any assumptions, estimates and forecasts provided by the Company ~in connection with the Offer are for purposes of illustration only and no assurance is given that actual results will correspond with the results contemplated by the various assumptions set forth therein. 6. The Investor acknowledges that the information it receives from the Company in connection with the Offer, including the PPM, this Agreement and the L:LC Agreement, is confidential and non-public and agrees that all such information shall be kept in confidence by the Investor and neither used by the Investor to the Investor's personal benefit (other than in connection with this Subscription) nor disclosed to any third party for any reason; ~ ovid however, that this obligation shall not apply to any such information which (a) is pats of the public knowledge or literature readily accessible on the date hereof, (b) becomes part of the public knowledge or literature and readily accessible by publication (except as a result of a breach of this provision); or (c) is received from third parties (except third parties who disclose such information in violation of any confidentiality agreements, including, without limitation, any subscription agreement they may have entered into with the Company). 7. The Investor is acquiring the Membership Shares in good faith solely for his own personal account for investment purposes only and not with a view to or for the resale or the distribution, subdivision or fraction thereof. Subscription Agreement 4 D. MISCELLANEOUS 1. All pronouns and any variations thereof used herein shall. be deemed to refer to the masculine, feminine, impersonal, singular, or plural as the identity of the persons or person may require. 2. Neither this Subscription Agreement nor any provision hereof shall be waived, modified, changed, discharged, terminated, revoked, or canceled except by an instrument in writing signed by the party against whom any waiver, modification, change, discharge, termination, revocation, or dissolution is sought. 3. Notices required or permitted to be given hereunder shall be in writing and shall be deemed to be sufficiently given when personally delivered or sent by registered or certified mail, return receipt requested, if to the Investor, at its address set forth on the signature page to this Agreement submitted by the Investor; if to the Company, at the address of the Company set forth in the PPM or to such party at such other address furnished by notice given in accordance with this Article D. 4. Failure of the Company to exercise any right or remedy under this Subscription Agreement or any other agreement between the Company and the Investor, or otherwise, or delay by the Company in exercising such right or remedy, will not operate as a waiver thereof. 5. The rights and duties of the Investor under this Subscription Agreement may not be assigned or delegated. This Subscription Agreement shall be governed by and interpreted in accordance with the laws of the State of Delaware, with regard to Delaware's conflicts of laws principles. 6. If the Investor is more than one person, the obligations of the undersigned shall be joint and several and the representations and warranties herein contained. shall be deemed to be made by and binding upon each such person. 7. In the event that any provision of the Subscription Agreement is invalid or unenforceable under any applicable statute or rule of law, then such provision shall be deemed inoperative to the extent that it may conflict therewith and shall be deemed modified to conform with such statute or rule of law. Any provisions hereof which may prove invalid or unenforceable`under any law shall not affect the validity or enforceability of any other provisions hereof. 8. This Subscription Agreement constitutes the entire agreement among the parties hereto with respect to the subject matter hereof and may be amended only by a writing executed by all parties hereto. [ARTICLE E, EXECUTION OF AGREEMENT, IMMEDIATELY FOLLOWS] Subscription Agreement E. EXECUTION OF AGREEMENT THE INVESTOR ACKNOWLEDGES THAT THE INVESTOR HAS SIGNED THIS SUBSCRIPTION AGREEMENT AND COMPLETED THE IIWESTOR QUESTIONNAIRE ON THE INVESTOR'S OWN BEHALF, AND NOT BY POWER OF ATTORNEY, UNLESS SUCH POWER OF ATTORNEY EXPRESSLY PROVIDES FOR THE FURTHER DELEGATION OF SUCH POWER OF ATTORNEY BY THE HOLDER THEREOF, AND IN SUCH EVENT, THE INVESTOR REPRESENTS THAT ATTACHED HERETO IS A TRUE AND COMPLETE COPY OF SUCH PO'~VER OF ATTORNEY. IN WITNESS WHEREOF, the undersigned CORPORATION/P,ARTNERSHIP/ LIlvIITED LIABILITY COMP~VY/INDIV UAL(S) has caused this Subscription Agreement to be duly executed on this ~~~'day of , 2007. 10,000 $100,000.00 Memberships Subscribed for Total Purchase Price at $10 per Membership Unit ~. a ~ `. Signature Charles F. Schubert, Sr. Revocable Trust Name (Please Type or Print) Signa a of Spouse or Co-Owner if Joint Tenants With Rights of Survivorship, Tenants in Common, or Tenants by the Entireties Principal residentiaUbusiness address of Investor: 841 Hillside Drive Camp Hill, PA 170].1 Company Acceptance Wolfeboro ClocktouYer LLC hereby accepts the foregoing Subscription by the Investor. Wolfeboro Clocktower LLC By: /~ G~ G~LIG~ Name: Brian C. Underwood Title: Manager. Subscription Agreement 6 ATTAC)FIQYVIENT A WOLFEBORO CLOCKTOWER LLC Investor Questionnaire Please check the appropriate boxes below in characterizing the person or entity subscribing for Membership Shares under the terms of the foregoing Subscription Agreement. Note that any one "yes" response is sufficient to qualify as an accredited investor. Yes No X ^ a natural person whose individual net worth, or joint net worth with that person's spouse, at the time of his purchase exceeds US $1,000,000. ^ ^ a natural person who had an individual income in excess of 5200,000 in leach of the two most recent years or joint income with that person's spouse in excess of $300,000 in each of those years and has a reasonable expectation of reaching the same income level in the current year. ^ ^ an organization described in Section 501(c)(3) of the Internal Revenue Code, a corporation, a Massachusetts or similar business trust or a partnership, i~ each case, not formed for the purpose of this investment, with total assets in excess of US $5,000,000. ^ ^ a director, executive officer, or manager of the issuer of the securities 15eing offered. ^ ^ a trust with total assets in excess of US $5,000,000, not formed for the specific purpose of acquiring the securities offered, whose purchase is directed by a sophisticated person as described in Rule 506(b)(2){ii) of the Securities Act of 1933. ^ ^ an entity in which all of the equity owners are accredited investors. ^ ^ a private business development company as defined in Section 202(a)(22) of the Investment Advisers Act of 1940. Yes No ^ ^ a Small Business Investment Company licensed by the U.S. Small Business Administration under Section 301(c) or (d) of the Small Business Investment Act of 1958; ^ ^ an investment company registered under the Investment Company Act of 1940 or a business development company as defined in Section 2(x)(48) of that Act; ^ ^ a bank as defined in Section 3(a)(2) or a savings and loan association or other institution defined in Section 3 (a)(5)(A) of the Securities Act of 1933 acting in either an individual or fiduciary capacity; ^ ^ an insurance company as defined in Section 2(13) of the Securities Act of 1933; ^ ^ an employee benefit plan within the meaning of Title I of the Employee Retirement Income Security Act of 1974 whose investment decision is made by a fiduciary which is either a bank, savings and loan association, insurance company, or registered investment advisor, or whose total assets exceed US $5,000,000, or, if aself-directed plan, a plan whose investment decisions are made solely by persons wha are accredited investors. Si ~e(s) .y ~ ~ ~ ti Please return the completed Questionnaire to Wolfeboro Clocktower LLC along with the executed Subscnphon Agreement and Admission Agreement to LLC Agreement. 11 651107 Schedule K-1 ~ n n~ I I Flnal K-1 I I Gmonrinrl If-i nnAR n1„ i ~.tG.nnoo (Form 1065) Fo~~i~,dary~.2oo7, o~ceu ~ V V ^ Department of the Treasury y~rbeg~~nlnp AUGUST 31, 2 0 0 7 ' partner's Share of Current Year Income, Deductions Credits and Other Items Internal Revenue Service e„d~~a DECEMBER 31, 2 0 0 7 Partner's Share of Income, Deductions, 10rdinary business income (loss) 0 . 16 Credits Credits, etc. 2Net rental real estate income (loss) - See se ante instructions. 16 Foreign transactions '""""` '" ~ il Information About th P rt hi 30ther net rental income (loss) . e a ners p A Partnership's employer identification number 4 Guaranteed payments 26-0594615 B Partnership's name, address, city, state, and ZIP code 5lnterest income WOLFEBORO CLOCKTOWER LLC 6a0rdinarydividends P . 0 . BOX 9 4 0 10 0 4 . 17 Alternative min tax (AMTj items WOLFEBORO , NH 0 3 8 9 4 6b Qualified dividends C IRS Center where partnership filed return CINCINNATI , OH 7Royalties 18 Tax-exempt income and D 0 Check ff this is a publicly traded partnership (PTP) 8 Net short-term capital gain (loss) nondeductible expenses `R~t'~CI'' Infor ati Ab t th P rt 9a Net long-term capitai gain (loss) m on ou e a ner E Partner's identifying number 9b Collectibles (28%) gain (loss) 19 Distributions 14 3 -2 6 -5 6 5 7 9c Unrecaptured sec 1250 gain F Partner's name, address, city, state, and ZIP code 20 Other information 10 Net section 1231 gain (loss) 10 0 4 . CHARLES F. SCHUBERT TRUST * 69. 841 HILLSIDE DRIVE 110therincome(loss) CAMP HILL PA 17011 G 0 General partner or LLC OX Limited partner or other LLC member-manager member H OX Domestic partner 0 Foreign partner 12 Section 179 deduction What type of entity is this partner? INDIVIDUAL 130ther deductions J Partner's share of profit, loss, and capital: Beginning Ending Profit 4.1385000~i, 4.1385000, Loss 4.13 8 5 0 0 0% 4.13 8 5 0 0 0% 14 Seff-employment earnings (loss) Ca ital 4.1237000~i, 4.1237000% 0. K Partner's share of liabilities at year end: Nonrecourse ................................................ $ "See attached statement for additional inf ormation. Qualifiednonrecoursefinancing ....~,,,,,,,,,,,,,,,, $ Recourse .................. $ 0 . L Partners capital account analysis: Beginning capital account .............................. $ Capital contributed during the year ,,,,,,,,,,,,,,, ,, $ 10 0 0 0 0 . Current year increase (decrease) ..................... $ -6475. Withdrawals & distributions .............................. $( ) Ending capital account ....................... . .. ....... $ 9 3 5 2 5 . 0 Tax basis X~ GAAP ~ Section 704(b) book Other e lain a c O N ~ o " JWA For Paperwork Reduction Act Noiice, see Instructions for Form 1065. Schedule K-1 (Form 1065) 2007 711zs1 12-31-07 11 14~7n4n4 ~52~"~R ~Fin~i9dF1~i 2nn~_nsnnn W(7T~FFRORn CT,nCKTnGTFR T,T~C 26059461. WOLFEBORO CLOCKTOWER LLC 26-0594615 SCHEDULE K-1 OTHER INFORMATION, BOX 20, CODE W DESCRIPTION PARTNER FILING INSTRUCTIONS U.S. INTEREST (PART OF LN 5/6A) SEE STATE INSTRUCTIONS AMOUNT 69. PARTNER NUMBER 11 14370404 352238 260594615 2007.05000 WOLFEBORO CLOCKTOWER LLC 26059461 ESTATE OF CHARLES F. SCHUBERT. SR. DEPT. OF REVENUE NO. 21-07-1175 VANGUARD REVOCABLE TRUST INFORMATION m m c m c a (7 T y 1 2 s s ~~ v i~~ ~~ ~~ ~ ~ ~~~ ~ a X~ X ~c X _ X x x n a ?~~ m x ~ ~ a1 3 Q~ ~{ ~.~ tAfA~ .~ (n~mmA~ TU1S~~ a~~ s -i-i~~ ~~~~ o a ~cf~n~ f~a ~ =g-~~~ -4 a ~ g~cs 2 c ~~~ ~~ ~ a3 ~~~ ~ ' " aim ~'a ao g$~~n 3 ae Sd ~m p C x _ } ~ iF ~ ~ 4 ~ > Q t a ~ O .3+ ~ ~.~n 0. ~~ m x ~ ~ ~ ~ a m • IV N A ~ V , OOCOn O O OO+o00 O)O N~ N N N ~ H N rno or ooa~; ~~ roo~~ivcn rnos°o °o°o N~ N N N N 010 O~ N+ ~ N y O OAO/ N+N+ t0 ~O1 Vtli pp ~~ 0100 p SO N~ N N N N H Hy H M Ol O 01 O O A T °m~~iv~ ~ioa°o o ° ~ o o ~ N~ N N NNN Of0 Ol N~ N y OOAOI ~ ~ 1010 S~1 CT1 OOfOAO o p 00 d! to f# dl to X010+T b! V! My 00 AOI M( A fD fD O! V OI SOAO p OO N A + H ~ fH f/! ~ qN pN ~ ~ N pN fA V W W V W O NAt O V v m + N~ O U p IV v m ~ ~ 1 W' O O O O O O O N S A 0 0 0 S O ESTATE OF CHARLES F. SCHUBERT. SR. DEPT. OF REVENUE NO. 21-07-1175 VANGUARD TRADITIONAL IRA INFORMATION m m a n a H a 7. .~ O N O O O Q T ~ ~X ~ ~~~tNO QQ S~ N - n ~ ~ ~ X n m ~~~ccc o ~ m T_ = a ~ ~ a= oo a n ~ Q ag ~ ~ , ~ ~ .p. s N N W ~ W O U d q ~ c ~~a~ ~ N 1 m m iOJ A O H O W N O N N O W ~ p O qq ~A W ~ /lN ( N . ~ W W O C ~ U ~ NN N f J N + A W ~ ~ O O +~ ~ N ~ N N A(A7~WN p p Q N {N1t NN N H N V J O W A O N W 01 ~ U N N ~ Ci ~ 0p W W @ N O O~ Om7 ESTATE OF CHARLES F. SCHUBERT, SR. DEPT. OF REVENUE NO. 21-07-1175 VANGUARD SEP IRA INFORMATION m a m n aci a m v .D 7. 7 O_ ~~~~ il~O~~~~XGro~=r~~ZO~ac~vimOm~~i Xn~~o~~~~ y 'm n - a ~ 'D ~ 7C k ~' D D T c ZT Z~~ = N C ~<C'i'~41 Ul~V~ ~-S ,n ,(") mGn nl~n~~ooDOD ~~ nS3~~~y a~ m~~A~3 ~ ~ -~ ~~' ~ ~ 3 3 8 m-~ o o ws ~ n °° Q r ' 3~ s °~S'~ c~ ~ ~~~ ~ ~ $ o$ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ c ~ 7o ro o S . ~, o ~a'a.Ni ~ • V N N Nypp pOD ~~ppNq _pp bbyy ~~pp N~D Np~ + O N 0 D O S O O m O W~ 0 0 0 ~~+ O~ 0 W ~ 0 0 V p O n O i 0 O 0 ~~ ~ O AN V A iOD aaDm OJ-OpA V iWD W CW N~Y W ~~ m • a O a W . p V Ol pV G~ W p ~ O W 1 r O N 00 OO ~ W O A W v JOOO O + ~O01 OAiO 0! O ~ N W + m rOl q yN ~~ ~ y ~ - y { ~ M « 1 ~ V ~ VO VO W ~~W V~Ol W~V~ ~~v V W O~ W aD m m N p p~~ ~fN7~O O O N~D N pAp ~~ p p p p N p NfN7~ANO~O W 0f71A01 (0110 AtnOOO+D W aOD W W <O71N .VP GGO+A~mO pp~ O « ~.OOim ~+~ NOD fT 0Op V V~O ~~~ OD O O~Dm N W V O~D V ~ 1V.1 ON ONO V+O E MI - m N q O / O V A . . , m O OI O W N O A OD + OD W V W W V W O V p W O W OD IJ W O D ONO+ O O ODN O l V O~ m?NOD W N+ON O N O W A O +OD N OD G ~ O ggqb y1 ~~ aDUm ~ D { D « y ( ~ q ~/ - 1 Am.AV.O V ACO U 0 0 0 AAf71 0 0D m OD OD ~ Q ~ ~W N~O +~ V ~ OOD ~ (11 (01101 p . 1 . W~ p N1 p~~ qq ppp ~pp p ~D p p p OO OD ODD ~O WO010/01 W+ N N O D V V+O V OD V W GNi1~O0 / W V -O+O) pp,, O', O / ~ O g M { ~ « ~ O~ ~ ~~~O ~ V + O ~J ~ ~ D m O ~ V # ~ ~~ N~ ~ V ~ ~1 ~pp ~ p p~~N ON W ,D O a~ pD m O D p .~O ~ p p ~ y p ~ V q p 7 ~ p ( ~ p N~O~D tJi~O W ~0D0 V EDN V ~ODNOO+~OD~O W ~NfN7~0 V~ + p O~ ryN~ + gq V OOI+ ~m 0 1m VN W OVA O I VOA V ~W W m N V~ V + ~I qp V tla yyV .OOD ~ J~ W WOl 1.mg ++ OVJ/pOpD 01 ~ ~O~pp p p W pp ~ O p p p V ~i 0 V N O OO W W V A+D v :p W ~NtT iAD tO W O N OANm V +tali~ O~ i ' p ~~ W 01 (All V p p pp ODD O pO p ~ (~/ +p P ~ ODOOO fV11~O •f+Jl OOO (WT tOdO 01O ~V71 ~ OWD OO V U fN1'1OOO { {~~D f0 ~'..