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HomeMy WebLinkAbout07-22-10 TRUST COURT OF COMMON PLEAS OF Cumberland COUNTY, PENNSYLVANIA ORPHANS' COURT DIVISION NAME OF TRUST (TRUST UNDER WILL OF or TRUST UNDER DEED OF Clarence V. & Ruth E. Knudsen DATED Apri129, 2008 ) No. PETITION FOR ADJUDICATION / STATEMENT OF PROPOSED DISTRIBUTION PURSUANT TO Pa. O.C. Rule 6.9 ~~ ~ 0 ~' ~x~ _._. ~._.,~ ~.~.~ ~. \ ~.._J " " C") Z 3 f 't'1 -r2 c:~ = ca = r This form may be used in all cases involving the Audit of Trust Accounts. If space is #nsuff:cient, riders may be attached. INCLUDE ATTACHMENTS AT THE BACK OF THIS FORM. Name of Counsel: M. Howard Vigderman Supreme Court LD. No.: 47016 Name of Law Firm: Montgomery McCracken Walker & Rhoads LP Address: 123 South Broad Street Telephone: 215-772-7553 Fax: 215-772-7620 Form OC-02 rev 10.13.06 )age 1 Of 1 O Name of Trust: Clarence v. Knudsen & Ruth E. Knudsen Supplemental Needs Trust 1. Name(s) and address(es) of Petitioner(s): Petitioner: Petitioner: 1Vame: Sovereign Bank Address: 1500 Market Street Philadelphia, PA 19102 2. Check if any of the following issues are involved in this case: ', A. Appointment of Trustee .................................... ..... m B. Interpretation ............................................' ..... ^ C. Discharge of Trustee ...................................... '' ..... m D. Transfer of Situs .......................................... ..... ^ E. Appointment of Ad Litem ................................... ..... ^ F. Minor, Unborn or Unascertained Beneficiary(ies) ................, ...... ^ G. Principal Distribution ...................................... ', ..... ^ H. Partial/Full Termination of Trust ............................. ..... ^ I. Missing Beneficiary(ies) ................................... ', ..... ^ J. Cy Pres ................................................. ..... ^ K. Williamson Issue* ........................................ ' ..... ^ L. Other Issues ............................................. ..... ^ List: Please note: A detailed explanation of issues checked should be set forth at item 131 below. * See f~llramson Estate, 368 Pa. 343, 82 A.2d 49 (1951), if Trustee was also Executor of the settlor/decedent's estate and received commissions in such capacity. Form OG02 rev 10.13.06 Page 2 of 10 r-r Name of Trust: Clazence v. Knudsen & Ruth E. Knudsen Supplemental Needs Trust 3. Testamentary Trust: Decedent's date of death: Date of Decedent's Will: Date(s) of Codicil(s): Date of probate: or Inter Vivos Trust: Date of Trust: Apri129, 2008 Date(s) of Amendment(s): 4. A. If any other Court has taken jurisdiction of any matter relating to this Trust, explain: N/A B. Identify all prior accountings and provide dates of adjudication. N/A 5. A. State how each Trustee was appointed: Petitioner is named trustee in the trust instrument B. If a Petitioner is not a Trustee, explain: N/A Form OC-02 rev /0.!3.06 page 3 of 10 III ~~ ~I_ __ ~_ Name of Trust: Clarence v. Knudsen & Ruth E. Knudsen Supplemental Needs Trust 6. State how and when the present fund was awarded to Trustee(s): See Rider attached 7. Period covered by accounting: 10/21/08 ~ 03/31/10 ~i 8. Current fair market value of the Trust principal is $448,834.51 .I', (ee page 10 of Account.) ', 9. State concisely the dispositive provisions of the Trust: See Rider attached 10. Explain the reason for filing this Account (if filed because of the death of a pa~ty, state name of person, relationship to Trust and date of death): ', See Rider attached Fvrm oc-oz rev 10.13.06 ;Page 4 of 10 i I __ - _ _ _ __ 4 Name of Trust: Clarence V. Knudsen & Ruth E. Knudsen Supplemental Needs Trust 11. State why a Petition for Guardian/Trustee Ad Litem has or has not been filed f}~r this Audit see Pa. O.C. Rule 12.4): See Rider attached 12. A. State the amount of Pennsylvania Transfer Inheritance Tax and Pennsylva 'a Estate 13. Describe any questions requiring Adjudication and state the position of Petitidner(s) and give details of any issues identified in item 2: Tax paid (including postponed tax on remainder interests), the dates of pa ent and the interests upon which such amounts were paid: Dare Payment Interest ', N/A B. If any such taxes remain unpaid or are in dispute, explain: None See Rider attached Form OG02 rev /0./3.06 Page 5 of 10 Name of Trust: Clarence v. Knudsen & Ruth E. Knudsen Supplemental Needs Trust 14. Written notice of the Audit as required by Pa. O.C. Rules 6.3, 6.7 and 6.8 has ~een or will be given to all parties in interest listed in item 15 below. In addition, notice o~any questions requiring Adjudication as discussed in item 13 above has been or w 1 be given to all persons affected thereby. A. If Notice has been given, attach a copy of the Notice as well as a list o~ the names and addresses of the parties receiving such notice. ', B. If Notice is yet to be given, a copy of the Notice as well as a list of the names and addresses of the parties receiving such Notice shall be submitted at the Audit together with a statement executed by Petitioner(s) or counsel certi g that such Notice has been given. ', C. If any such party in interest is not sui juris (e.g., minors or incapacitated persons}, Notice of the Audit has been or will be given to the appropriate representative on such party's behalf as required by Pa. O.C. Rule 5.2. D. If any charitable interest is involved, Notice of the Audit has been or wfill also be given to the Attorney General as required under Pa. O.C. Rule 5.5. In ddition, the Attorney General's clearance certificate (or proof of service of Not~ce and a copy of such Notice) must be submitted herewith or at the Audit. ', 15. List all parties of whom Petitioner(s) has/have notice or knowledge, having orclaiming any interest in the Trust, whether such interest is vested or contingent, charitatle or non-charitable. This list shall: Form OG01 rev 10.13.06 Plage 6 of 10 I A. State each party's relationship to the Settlor/Decedent and the nature o~ each party's interest(s); T ~ ~ Name of Trust: Clarence v. Knudsen & Ruth E. Knudsen Supplemental Needs Trust B. Identify each party who is not sui juris (e.g., minors or incapacitated pe sons). For each such parry, give date of birth, the name of each Guardian and ow each Guardian was appointed. If no Guardian has been appointed, identify a next of kin of such party, giving the name, address and relationship of each; an C. If distribution is to be made to the personal representative of a decease party, state date of death, date and place of grant of Letters and type of Letter granted. N/A 16. If Petitioner(s) has/have knowledge that a Trust share has been assigned or atti~ched, provide a copy of the assignment or attachment, together with any relevant s~u~porting documentation. 17. If a trustee's principal commission is claimed: A. If based on a written agreement, attach a copy thereof. Form OC-02 rev 10.13.06 Rage 7 of 10 ~~I I ___ ~ _ --y----- ~~`a"°`''" B' Wealth Management Division SCHEDULE OF IRREVOCABLE TRUST AND GUARDIAI~SffiP FEES* As Trustee or Guardian, Sovereign Bank will charge 1.10 % of the market value co puted monthly on the first $2,000,000, .85 % of the market value on the next $3,000,000 ' d .55% of the market value on the balance. The fee will be charged 50/50 against princi al and income, unless otherwise specified under state law. At Termination**• If the market value of the account at the time of termination is $400,000. or'~, less, a termination fee of 1 % shall be charged. If the market value of the account at the time of the terminating event is greater than $400,000., a termination fee of $4000. plus $500 per distributes shall be charged. um Fee: Account to be subject to a minimum annual fee of $4,000. Cash on hand and funds awaiting investment may be held in a Money Marlae~ Fund. Sovereign Bank receives 25 basis points for bookkeeping services rendered tlh~ Fund Manager. Federated money market funds: Sovereign Bask also receives a fee of 5 basis points as a supplemental ~ayment from the Fund Distributor or affiliate. This supplemental payment is not an expense of the fund. Fidelity money market funds: Sovereign Bank also receives a fee of between 5 to 10 basis points as a supplemental payment from the Fund Distributor or affiliate. This fee is calculated based on the percentage of average daily assets invested by Sovereign Bank in the funds. This supplemental payment is not ~ expense of the fund. We reserve the right to charge additional fees for extraordinary services rendered. .~ dU ~.~ /,C ~ ~ Client Signature Date *This schedule applies to irrevocable trusts, including testamentary, charitable, aanN special needs trusts, as well as guardianship accounts. **A termination fee is charged due to termination according to the terms of the Crust. A termination fee is also charged if Sovereign Bank is removed as Trustee in fa~oir of a Successor Trustee. R:~famt~`ua•fee EP6ectFre E/t/03 153 Accepted by: Name of Trust: Clarence v. Knudsen & Ruth E. Knudsen Supplemental Needs Trust B. If a principal commission is claimed, state amount. $3,177.19 -see page 8 of Account C. If a principal commission is claimed, state the amounts and dates of anyj principal commissions previously paid in prior accounting periods. Amount Date Paid v 18. If a reserve is requested, state amount and purpose. Amount: 1,500.00 Purpose: Montgomery McCracken Walker & Rhoads -reserve for counsel fe~ and costs If a reserve is requested for counsel fees, has notice of the amount of fees to be paid from the reserve been given to the parties in interest? ........................................ ®Yres ®No If so, attach a copy of the notice. 19. Is the Court being asked to direct the filing of a Schedule of Distribution? ......................... ®'~es ®No Form OG02 rev 10.13.06 Page 8 of 10 Name of Trust: Clarence v. Knudsen & Ruth E. Knudsen Supplcmcntal Needs Trust Wherefore our Petitioners asks that distribution be awarded to the artier I titled ,Y ~) O p and suggest(s) that the distributive shares of income and principal (residuary shares lie ng stated in proportions, not amounts) are as follows: A. Income: ~~ Proposed Distributee(s) AraoundProportion ', See Rider attached B. Principal: Proposed Di+tribWtee(s) See Rider attached dmoundProportJon Submitted By: (All petitioners mast sign. i Add additional lines if necessary): Sovereign Bank !~ B ~ ~,~~c~ y 'T Name of Petitioner: Barbara Kannheiser Name of Petitioner: Form oC-o1 rev io.~3.06 1P~ge 9 of 10 Name of Trust:,.Clarence v Knudsen & Ruth E Knudsen Supplemental Needs Trust __ Verificatlon of Petitfoner (Verification must be by at least one petitioner.) The undersigned hereby verifies * [that he/ske she is ~~de Senior Vice Presid~nt of the above-named name nfeorporaUar Sovereign Bank and] that the ~aCts set forth in the foregoing Petition for Adjudication /Statement of Proposed Distribution w~ich are within the personal knowledge of the Petitioner are true, and as to facts based on the in~'ormation of others, the Petitioner, after diligent inquiry, believes them to be true, and that any fa~se statements herein are made subject to the penalties of 18 Pa. C.S. § 4904 (relating to ur~sworn falsification to authorities). ~~~ Signature of Petitioner * Corporate pditrtoners n~rrst complete bracketed ldfarmatlon. Certlf[catlon of Counsel The undersigned counsel hereby certifies that the foregoing Petition for Adj cation / Statement of Proposed Distribution is a true and accurate reproduction of the fonrr Pe tion authorized by the Supreme Court, and. that no changes to the form have been made and the responses herein. ', ~~ of Heel for Petitioner ~I~r~~'10Nt~ Fo,~ oc.o1 rev io.i3.o~ Page 10 of 10 ~. ORPHANS' COURT DIVISION COURT OF COMMONPLEAS OF CUMBERLAND COUNTY CLARENCE V. KNUDSEN AND RUTH E. KNUDSEN SUPPLEMENTAL N~E~S TRUST FOR THE BENEFIT OF PAUL R, UDSEN DATED APRIL 29, 2 08 TO THE AUDITING JUDGE: Enter my appearance for: 123 South Broad Street Philadelphia PA 19109 215-772-7553. (COUNSEL ACTUALLYPRESENT, KINDLYSIGNAND ALSO PRINT YOUR NAME, ADDRESS, POSTAL ZONE, AND TELEPHONE NUMB.~R~ CLARENCE V. KNUDSEN AND RUTH E. KNUDSEN SUPPLEMENTAIi, NEEDS TRUST FOR THE BENEFIT OF PAUL R. KNUDSEN DATED APRIL'i29 2008 Petition for Adjudication ' Rider to,Ouestion 6 The instrument establishing the Trust,(tke "Irrevocable Supplemental Needy Trust Agreement") was executed on Apri129, 2008 by Clarence V. Knudsen by his Trus~'eeS, namely PNC Bank, National Association, and David C. Knudsen, of his Trust Under Agree~ne#~t dated March 6, 2001 and Ruth E. Knudsen, by her Trustees, namely PNC Bank, National AAssociation and David C Knudsen, of her Trust Under Agreement, dated March 7, 2001, namin~ bgth Clarence V. Knudsen and Ruth E. Knudsen,("Settlors"), and Sovereign as trustee ("~Tr~stee"). CLARENCE V. KNUDSEN AND RUTH E. KNUDSEN SUPPLEMENTAL NEEDS TRUST FOR THE BENEFIT OF PAUL R. KNUDSEN DATED APRIL 29, 2008 Petition for Adjudication Rider to Question 9 Article IV of the Trust provides "...This Trust shall beheld, administered, and distributed as set forth belovv~: (1) Discretionary Distributions for lamed Beneficiary. The Trustees shall, in the Trustee's sole and absolute discretion, distribute so much income and principal to o~ fc~r the benefit of the named beneficiary as the trustee shall, in the trustee's sole discretion, ,determine in order to provide supplemental benefits, as hereinafter defined, to the benefits otherv~is~ receivable by the named beneficiary through or from various governmental assistance programs. The Trustee shall not be required to distribute income currently. Any income not d~sh-Ibuted shall be added to and become a part of the principal...." Article VI of the Trust provides ....Upon the termination of the Trust, the Trustee shall divide this Trust as then constituted into equal separate shares so as to provide One (1) share for each then li~in~ child of Paul R. Knudsen and One (1) share for each deceased child of Paul R. Knudsen, wh~ch'~deceased child shall leave issue then living. The Trustee shall thereafter distribute each such share. If no issue shall then survive, then the Trust Estate shall be distributed in equal shares to 1?~aul R. Knudsen's brother and sister, and to their respective issue of [sicJ either of them has prt~deceased Paul R. Knudsen." CLARENCE V. KNUDSEN AND RUTH~E. KNUDSEN SUPPLEMENTAL NEEDS TRUST FOR THE BENEFIT OF PAUT., R. KNUDSEN DATED APRIL'' 29, 2008 Petition for Adjudication Rider to Question 10 Management of Sovereign Bank has decided to exit certain product ~,lin~s including trust and fiduciary services so that Sovereign Bank will no longer serve ads a fiduciary of any fiduciary relationships based in Pennsylvania or in any other state where Sovereign operates. Sovereign has therefore resigned as trustee of the Clarence v. Knudsen aid Ruth E. Knudsen Supplemental Needs Trust for the Benefit of Paul R. Knudsen dated April] 29, 2008, effective on the date of this Court's order approving Sovereign's Petition to Appro~te Resignation of Trustee and to Appoint Successor Trustee which is being filed in co~ju~ction with this account and Petition for Adjudication. CLARENCE V. KNUDSEN AND RUTH E. KNUDSEN SUPPLEMENTAL NEEDS TRUST FOR THE BENEFIT OF PAUL R. KNUDSEN DATED APRIL 29, 2008 Petition for Adjudication Rider'to Question 11 The income beneficiary, Paul R. Knudsen, is an incapacitated adult.'' Notice of the filing of this Petition for Adjudication and the Account is being sent to the Agent u~dQr the income beneficiary's power of attorney, who is his wife, Charlotte Knudsen. Undelr 20 Pa. C.S. § 7723(2), an agent under a power of attorney virtually represents the principal. CLARENCE V. KNUDSEN AND RUTH E. KNUDSEN SUPPLEMENTAIL NEEDS TRUST FOR THE BENEFIT OF PAUL R KNUDSEN DATED APRIL, 29, 2008 Petition for Adjudication Rider to Question 13 uestion for Adjudication Petitioner requests that the Court approve the resignation of Soverei~n Bank as Trustee and appoint National Independent Trust Company as successor trustee, as rlegttested in the Petition to Approve Resignation of Trustee and to Appoint Successor Trustee, r~fei'red to in the Rider to Question 10 CLARENCE V. KNUDSEN AND RUTH E. ICNUDSEN SUPPLEMENT 1VIEEDS TRUST FOR THE BENEFIT OF PAUL R. KNUDSEN DATED APRIL ~9, '2008 Rider to uestion 15 Name and Address Relationshi Ito est I Paul R Knudsen Child of Settlor Discretion 'beneficiary c/o Charlotte Knudsen, Agent under Power of income d principal of Attorney for life 18 South York Road Dillsburg, PA 17019-9513 Dawn Lusk Adult child of lifetime Remainde Beneficiary 131 Campground Road beneficiary ', Dillsburg, PA 17019 Paula Knudsen Burke Adult child of lifetime Remainder) Beneficiary 18 South York Road beneficiary Dillsburg, PA 17019 Claudia Braymer Adult child of lifetime Remainders, Beneficiary 28 Royal Oak Drive beneficiary ', Clifton Park, NY 12065 Lucius D. McGehee, Jr., President None Proposed s caessor National Independent Trust Company trustee 500 E. Reynolds Drive Ruston, LA 71270-2821 CLARENCE V. KNUDSEN AND RUTH E. KNUDSEN SUPPLEMENTAL NEEDS TRUST FOR THE BENEFIT OF PAUL R. KNUDSEN DATED APRIL 29~, 2008 Petition for~Adjudication Rider tQ Distributive Shares Wherefore, your Petitioner asks that distribution be awarded to the ~ariy entitled and suggests that the distributive shares of income and principal (residuary shares ei~g stated in proportions, not amounts) are as follows: A. Income: Proposed Distributee(s) Amount/Proportion National Independent Trust Company 100% Successor Trustee B. Principal: Proposed Distributee(s) National Independent Trust Company Successor Trustee Amount/Proportion 100% CLARENCE V. KNUDSEN AND RUTH E. KNUDSEN SUPPLEMENTPuI, NEEDS TRUST FOR THE BENEFIT OF PAUL R KNUDSEN DATED APRIL'Z29, 2008 STATEMENT OF METHOD AND DATE OF GIVING NOTICE UNDER ORPHANS' COURT LOCAL RULE 6.9.D(1)(fl Notice of the filing of the account was given by letter dated ---------+- (copy attached), which was sent on that date by first class mail to the parties whose named arld addresses are provided on the Distribution List attached to the said letter. IRItEV4CABL)~ TRUST AGRErMTNT 01r CLA~IV~CC s' V. KN(7DSElY ANn R~lTH ~+ . Ni.iDS~l' Jeffrey R. Boswell, esquire Boswell, Tintner, Ficcola & Alford 31 S N. Front Street P: U. Box 741 :Harrisburg, Pennsytva~iia 171 Q 1-4741 IRi~.EVOCABLE SUPPGEMENTAIL NEEDS TRUST AGREEMENT Tntroductary Clause: This Irrevcieablc Trust. Agreement made this the ~ day of April, ?OQ~ between C[.ARENCE'V. KNtJi}SF.N, by his Trustees, namely :PNC Bank, National Association, attd T?avi'd C. uds~n, of his Trust Under Agreement, dated March 6, ?O01, quid Rt~Tf1 E. KIVUI~sENz by her~Trust~s, namely PNC .Bank, National Association, and David C. Knudsen, of her Trcts~t. Under ~~greement, dated NlaxeIi 6, 2041, both Clarence V. K~~udsen and Ruth f;. Knudsen, hereirtaftcr referred to as tt~e Settler and S<>VF,RE1GiY T3t1NK, a fcder~l slivirlbs €rssoeiation, hereinafter referred to as the Trustee.. ~', I The Trust tlgrf;ement shall be known. as the Clarence '~. Kntxitsen and iRtith 'E;. k~nuds Supplemental Needs Trust for ttie benefit of PauI,R. Knudsc~i, dated Ah~il _,~~;, 2008.'T.his Trust Agreement shall become effectiveupon the execution hereof by the Setilar and any initial Trustee. '~ The Settler's tidult child: P,~UI:, lrZ. KNCJU~~N suffer$ fion~ a nierital disability !ta ref~dcr him incapable of admitaistering tangible and intangible property thai he Wray otherwise ~ossess.: ARTICLE I Description of Property Transferred. Pursuant to the Order of Court enter~~:d in the Court of Comrt~csx~ Pte'as cif Cuml~rland County, Orphans' Court Division, No. 2000-O~J~~ 1 and rho C)rder of Courtentered in_the_ Cotu-t of Cornmail Pleas of Cumberland County, C)rphans' Court Division, Ida. 200Q-~~Qg3~2, the Settler has irrevocably paid aver, assigned,, granted,. conveyed, transf~rr~ed and delivered, and by this Agreement does hereby pay over, assign, grant, convey, tran;~#~er and deliver unfio the Trustee the property described in Schedule A, annexed hereto and made a part hereof: This property and any other assets of any kind or character ~~hatever which may be added to the Trust by the Settlar or anyone else, under the terms of the ~cttlor's-'4'~ill or the terms of any trusts established by the Settler, or in any other manger, as- in~+ested or reinvested (hereinafter referred to as the> "Trust Estate"),.shall be held, adniin4stered and distributed by the Trustee as hereinafter set Earth, AR~rlcl~c r> Irrevocability. The Settler hereby divests the SetClor irrevocably at any right ~to annul, re~traet er dirtainish th'e' initial. gi#1 or any future gifts hereiuider ar to alter, .revoke, ternunate or amend this Trust AgXeernent or any of its terms and does irrevocably renounce and release (1) all possession and bnjoyment of, and the right tothe income from the Trust Estate, whether directlq er indirectly, as well'. ns any t~enefit from or interest of any nature,present or future, ~,~es ed or ~4ntingeltt in e Trust Estate; (2} any power. of any kind over thee. Trust or the Tnrstee ar any successor or any power to designate the persons who shall possass ot- enjoy the Tru~t;Est~rte car the income from it, and (3) any ri~ltt or power to be a. substitute or successor Trustee, >ay cr~urt order, 4pcratten of any la~cv or otherwise. ,2~ At,R'f'~CILE TT[ Settlor's lntentfor~ :and ~'urpose of Trust.• 'The following is a statement of the Settlor's intent and purpose fur this Tnist. (2~ Deslgt-ation afTrust Beneficiary. The ~ettlor desires to create an irrevocable trust ttr~b~enefit PAUL R. ~htt1DS~N (hereinafter called the "named beneficiary"), in accordance with tl~e terms of this Tnrst and therea#tcr to benefit the residuary beneficiaries specified. in this tl,greement: (2) Stat+ec~ne>'tt of Trust. Pu~ose. The Settlor's ~urtent is that dais TY•ust is to supplement Amy benefits either received or .,receivable. by Pnvt, R Krru>astW~ through or fi-oir~ varia>rs govcr~rrrirental' assistance programs and not to suppl~rnt any such benefits. It is tl~~ ~eCtlor's iirtention that this Trust shall not: supplant or replace public assistance benefits of at~y coat~ty <state, federal, or other gnvernrnental agency; which has a legal responsibility to serve lief;sons with .disabilities, including Supplemental. Security Income (SSI), federal Social Security L~ist3bility Insurance{SSI~Ij, and other federal,state, ar Iocal governmental assistance programs:. All actions o~t the Tru rice shall be directed toward carrying out this intent. For purposes of deterr~~ining the named henefiCiary's public benefits programs, no part. of the principal or income of~,this Trust shall be considered available to,-said named beneficiary. In the event the Trustee is requested by any dr~partment or agency administering airy benefts to release principal or income of this. Trust to ar on behalf ~f~the named beneficiary to pay far any services which any guvernment bune~t.program is auth~arixetl taprovide, ar in the event the Trustee is requcstect by itny department cit- agency administering any benefits to petition the court or any other,. administrative agency for the release of hest principal orincnnle for this purpose, the Trustee is authorized to deny such request and is authorized to defend, at the expense of the 'gust, airy demand, contest, or attack. ~It is the Settlor's intent that the nanlecl beneficizrry continue to have th~seprograms available to the named beneficiary in ordirr to maintain a level of human dignity and. humane Dare. (3) Prohibition on Certain Distrlbutiorrs, The Trustee is ~rahibited from rn~lcing any distribution to anygovernmental entity to replace arreimburse or supplant any public aissistance~ benefit of any county, state, federal, or other governmental agency which has n lEgal- responsibility to serve persons with disabilities which are the same or similar to the impairment(s) ~qf the named beneficiary hereirr~, and shall not distribute trust assets to or for the benefit of rho-named beneficiary for such needs as would bo provided for in the absence of this: Trust by governrrtental financial assistance or benefits-or by any .provider of se~~,Fices. In ilo event shall Trust property be distributed in such manner that :any governmental financial assistance, whi~h~would be available to the named beneficiary if this-Trust ~i~d riot exist,.. is in i~ny way reduced, diminished altered, or denied. All terms of this Tnrst~ wherever they may appear, shall be interpreted to conform to this .primary goal, namely. that the governntenial ,financial assistance which would otherwise be available to the named beneficiar-~ if this Trust did nbt c~tis will in na way be reduced, diminished, altercdl; or dcniGCl. -3- r ~T~~lT.Fi Distributions. This Trust shall be field, administered, and distributed as ser forth-belo~~ tI)'fliaeretionary Distributions for Named Beneficiary. The Trustee shall, in the 'T`rustee`s sole And nbsolate discretion, distribute so much income a.nd principal to or for the 'taerxefit of the named beneficiary as the Trustee shall, in the Trustee's sole discretion, detcrn~ir~e inorder to provide supplemental benefits, as hereinafter defined, to the benefits otherwise receivable by the Warned beneficiary through or from various governmental assistance programs. Tl?c 'Trustee shall nat. be required to distribute income currently. Atay income not distributed shalll~e~added to and 6ec~rime a paid of the principal. (2) Definition of ~upplementat ~i'eeds• The fallowing are examples of supplemental disbursements that may be ~p~sropriate for the Trustee to fund from this Trust,.when there are no public finds available: (a) Medical. treatments and diagnostic- work, including but not limited to;< independent medical check-upsa second- opinions, rehabilitation, medical ecluil3n~ent, and drugs. (b) Denta! treatment and diagnostic work, and dental appliances. i (c} Supplemental nursing care or rehabilitative services: (d) Private rooms artd types of suitable accommodations, while institutionalized: (u~ f~ousing, including but not limited to rent for, suitable li~usng, ,furniture,,. furnishings, etc:. ', (f) Utilities, ~ineluding but- not. limited to electricity, water, gas, cable television, Internet sotvice, etc.. lt;~Basicliving expvx~ses, iztcliiding but not limited to food and special dietar;r heeds, clothing, toiletries, transporta~;pn (inciuditag :vehicle purchase), spending ti~oncy, electronic and computer equipment, mecticai, prapertX, liabilityk and other types af' ipsura~~ce;, a~pprerpriate recurring altocvance, ete._ i (h} Educational, staining, and vocational program expenses, including but not limited to tuition, books, fees, travel expenses, etc. ~3) Direction #o Trustee to obtain 1LegaI Assistance for Named Benefici~~y. The' Trustee shall,-ors an annual -basis or as dserned reaspnably necessary by the Tnistee, consult with an attorney wills appropri, expertise in-the ,area- of public benefits ~~d trust law to review state and federal legislation, regulations, and other requirements to ettsure that the public benefits eligibility of ttxe Warned beneficiary is not jeopardized by inappropriate actions or distributions by dtc Trusteeti The cost of such attorney eonsultasions shall be paid by the 'I'i-nstee from Trust. assets. Thy Trussoe shall have a .legal advocate to protect the legal rights of the. named :~ beneficiary and tcj ensure that the named beneficiary shall receive services thin will; .assist the named beneficiary in aehie~ing a reasonably normal lifestyle:. (4) Direction to 'trstee i't~ Ubtain Advice from. Friends and t+'amty. T$c '1'n~stee may, when the Trustee deems necessary, consult with friends and family members of the named beneficiary to determine what actiarts of the Trust will be in the best iTZterests of thy. na»zed ~~neficiary. The Trustee may seek such advice as the Trustee deems appropriate to assist tine narn~ci beneficiary and to help the named beneficiary achieve a reasonably normal l ife~tyle. (5} Priority of Beneficiaries. This Trust shall be primarily for the. benefit of khe named benericiary, and the rights of the remainder bencficiary(iesl shall be of sc;candary imp~rt~~~lce:. ~'he Trustee shall not be held accountable to any remainder beneficiary if part or all of the principal shall be depleted as a result of distributions under this Trust in accordance with the terms of this Trusk. Any determination made by the Trustee in good faith as to the manner- in which or the extent ~ttt which the powers granted by this Trust shall 1Ze exercised shall be binding and. conclusive upon all persons wha might then or thereafter have ter ~:iaim any interest in the Trust property. (~J Authorization to Apply on ~3enef3ciary's Behalf for Public Benefits. The Settlor declares that it is the ~ettlor's intent, ~a's expressed herein, that because the named beneficiary is disabled and_ vdll.'be unable to maintain and support himself indepcndentl}~~ the 'I'nlste~c shall, in flie exercise of`the Trustee's best judgment and fiduciary duty and to the extent hennittecl by law, seek su}~port and maintenance for tho named beneficiary from all available public resources, irxcludi~g Supplemental Security Incor~~ (~~I), fodexal ~aotaf Sc~urity I~isabili~ I,tns~u<~ce (S.SDI), and other governmental benefits. (7} Coxntninglio~;. No public assistance benefits for thenamed beneficiary af~tl3i~ Trust shall be added to this Trust. (l3) ??aynient of Beneficiary's llebts and 'I'nxes. Upon the death of tl~e nan~~.f heneficinry, the Tnistee, in the Trustee's sole discretion, may pay any inheritance, estate, ar other death taxes-that may be due by reason of the .named beneficiary's death, and any expenses of such named beneficiary's last illness and funeral, and expenses related to administration and di~h•ibution of the named beneficiary's estate{including the fees of accounting, legal, and other. professionals), if othryr~ satisfactory provisions have not been made for the payment of such taxes and expense. The Trustee shall make no payments for obligations incurred far said named ~~ne$cary's health; support, and maintenance if the Trustee shall determine in the Trustee's sote~ discretit~n that paymenx therefor. is the obligation of any county, state, federal, or other governmental agency°which bas a:Iegai responsibility to`serve .persons with disabilities !which ~u~c the same as ar similar to the impairment(s). of the named beneficiary herein. AttTICL~ '1r ~, ~~ef~uttion of'~rust Term. The Trust, term shall be tl~fined as f+ollav~s: , _S_ it~efinttion of Trust Ternt. The '"Trost term" shall begin as of its date of executign <uad shall. enc~ a the ath of Paur~ It, Krruns~r~. Upon such. termination, the undjstr-ib~uted balance. of the Tntst Estate shall be distributed free of trust to the remainder beneficiaries. . AkT~GLIi~ VI Distribations Upon Ter~mination. Tlia Trust distribrtti4n provisions upon te~manatiou -shall be defined, as follot~us: Distribution tQ Named BeneRcary's Yssue. Con~ngent to ~}eslgrrated ~crtficiary: Upon the termination. of the Trust, the Trustee shall divide this Trust as then constituted into :equal separate shares so as toprovide One (l) sham for each than living child of Paul R. Knudsen an,d Cane (1) share for each deceased child of Paul. R. Knudsen, which deceased child sail leave issue then living, The Trustee shall thereafter distribute each such share. if no issue shall ihe~i survive,. then the Trust estate shah be distributed in equal. shares to Paul R, Kriuda~;n's brother. ar-d sister, and to their respective issue. of either of them has predeceased Paul R. Knudsen. AI2'C`[GLlla YR Trttste~e Sacc+ession Trustee's. Fees and C3ther Matters. The provisions far n~.mang the Trustee, firust~ee successian,`Trustee's fees and Qtlier makters are set forth below ('1) Liniitatian of Liability. Sovereign Bank, a federal saving asso~:iation, sh~-11 have no liability or tus~onsibility forany acts or omissions ofany prit~r Trustee. F'urthermoro, 5overiig~l Bank shall not be liable far~~sses incurred as'a result of invesin~ent directions of another or any prior 'I'n,stee, or as a resultof retaining property pursuant to directions to do so. ~ i (2) i~'a~xnirrg. corporate Successor or Substftute Trustoe., Except as otherwise;. provided herein, if StivN.~Erc~v Batvx, a federal savings association, or any saccessor as .herein detine~l snUUld fail. to qualify asTnrstee hereunder, or for any reason should cease to act in such capacity, the successor or substitute corporate Trustee shall be some other bank or- irust~conapany qualified to do business in the State of the Settlor's domicile at me time of the Scttlvr's death, which uccessnr or substitute shall bedesignated by the court haying jurisdiction over t~iisTrust. Sovereign Sanlr iriay, upon thirty (30) days written notice resign if the Trust's niar~Cet value,' including prirteipal~ and accumulated income, is less than'~IOU,OOD, and. may contemporaneously, prior to resigoatinn, Warne a successor Trustee, which may be corporate trustee autliorizcd to serve tit that opacity in the Commonwealth of I'+enrisylvenia-ar an individual who may he related. to the :named beneficiary., excluding his s~otrse or his children, leis gratidchil~iren, z~nci their respective spouses. ~! (3J Fee Schedule fur Corporate Trristec. For its services as Trustee, the '~co>i'pcrate Trustee shall receive art annual fee based an its stand~ud fee' schedule; which array or ~7rty not change periodically. (4} Change in Corporate Fiduciary. Any corporate successor to the trust business of the corporate fiduciary designated herein or at any time acting hereunder shalt suc~c~ed to thU' capac;i;ty of itspredecessorwtthout conveyance or transfer. _6. (5} ~rrustee Accountings and Setttemcnt. The Trustee shall report un Trust activities and account to the beneficiaries; as follows, f~) Tres#ee Acconntings. If there are more than nominal assets in theTn~st, the Trustee shalf rct~der an accounting of the Trust's receipts and disbursen~en~s and a statement of the assetsanci liability of the Trust at least'annually to each current income beneficiti~y and all beneficiaries etrtitled by law to receive an accounting. The Tnistee n1ay, but shall :not be required to, file such accountings with t}ie Court having jurisdiction of the Trust. The Settlor specifically waives any requirement for formal or court approved accounting. if the Trcistec provides an accounting to each current income beneficiary and all beneficiaries entitled by law -and those beneficiaries do not notify the TruFStee in writing of an objection to such accounting within ninety (90} days of the receipt of such ae~auntir~g, them the accounting shall ~ deemed accepted and approved by such beneficiary. ~bj Set#Icnae~it of Traste~ t~.eco~ut~ing by I3eneficiarfes. The ~Trust~e ~1nay ~t any time settle its account with respect t+o ~~ Trt~t Estate, or any separate share of thy; 1'rtist lJstatE, by a'writtcn agreement. Thy: written agreement shell be behvc;e;n the Trustee ~lnd all .appropriate lining ineortae beneficiaries and remainder; beneficiaries for the Trust Estate, or separate Trust Shari ~as appropriate. If a beneficiary is either a minor or inr;ompetent, then the guardian for such Berson may represent such individual. Such agreement shall bind all pcrs~ns then ar thexeafter entitled to such share of the Tnrst Estate .for which the Trdstce and' bene~ciiries reachedwritten agreement. such ap,~•eement shall constitute a corttplete release a1~d dischar of tlt~e Trustee .for the a~~tta of the Trustee covered in the accounting and the p~;riod covered by theagre;ement: ~c) Set~tlemexrt o~ Trustee Accounting Upon Termination afi Trust. ~ Pri~x• to either delivering theTrust Estate to a successor Trustee or rn<~king a conipletc distribuCion of gill or~aseparatc share of tlaeTrust Bstate, the Trustee shallprepare and deliver'its account%ng of the 'I't~ust or the applicable Trust share, as appropriate, to the appropriate beneficiaries. Tfie Settlor and/oc applicable beneficiaries may waive such requirements for such accounting. (t3~) >~i~ltation of Liability and buttes of Successor Trustee for Acts of Prior '~t•«stee. No successor Trustee shall have any liability or responsibility for any' acts or omissions Qf ,y prior Trustee, The Trust shall indemnify and hold harzx~less any currently serving Trustee for the sects or omissions of any such prior Trustee. A cut~re~~t `Trustee may, brit shall not have-the obligation fa, audit or investigate the accqunts or administration of any prior Trustee. In the- event that. any present- car future beneficiary shall request ~in writirlg~ that tl~e Trustee investi~at~ ortake any aetr+t7n against a prior Tn~stee, the current Trustee may, brut not be rotiuired to, either i) deten~xte if such action is either inappropriate or unlikely to result in a fa~t~oratxi~eon~clusion far the Trust and therefore decline to takesuch action or ii) require that i~he beneficiary requesting such a+rtion indemnify theTrust and Trustee and fund all the ex~erises of such action to the extent that the Trustee deems. appropriate. The Trustee shall bane the sots discretion to act with.regard tc~ these decisions. -7- T2efixtition o#~ ~'rus#,ee. ~Vbenev~.r t7io word "Trustee" or any modifying or substituted pronoun therefor is used in this Trust, such words and respective pronouns shall include both the singular and the plural, the masculine, fetrEinine and neuter gender thereof, and shall apply... equally to the Trustee natnedherein and to any successor orsubstitute Trustee acting hereunder, and such. successor or substitute Trustee shall have all the rights, powers. and duties, authority and resporxs~ibility conferred upon the Trustee originally named herein. ARTICL)I; TX ~Pawersfor Tit tt~tee~ TheTrustee is aiithori~ed in its fiduciary di~retion (c hic~ shill be subject to th+e standard of reasgnableness and good faith to all beneficiaries) with respect to any property, real or personal, at qty time held under any provision of this Tnisf t~grc~ment and without authorization by any court and in addition to any other rights, powers, authority and privilege_~ granted by i~:ny ether prnvisia3~ of fhiS Trust Agreement or ly statute or general rules of law: F (I) To enllect trust property and accept or reject additions to the Trust Estate from a Settler or any other person. (2) T'o retain in the form received. any property or undivided interests in II property dc~nat~d to, or oth~rwis~ ac~ttired as a part of the Trust. Estate, including.. residential property ,u~d shares of the Trustee's c~~vti stock, regardless of any lack of divers~i#icari©n, risk. or ntrnpraductivity, as It~ng as it`deerns advisable, and to c~tchange any such security or property for other securities yr p~perties and to retain such items received in exchange, althoug}a such p1•pperty represents a;, large: percentage of the total property of the Trust Estate; ar even the. entirety thereof;' (3) Tie de ast tc-ust rrzacie in accounts of all types,. including margin acc;ou~~ p y ts, in all types ofregulat~d financial service institutions. ~ I (~} To invest and ..reinvest all or any part of the Trust Estate in any prapeerty and undivided intermits in property, wherever located, including. bonds, debentures, notes, sdcured ~or unsecured, stpeks pf corporations regardless of alas, interests in limitedpartnerships, limited li~ibility carnpais'es or imilar entities, r~i estate or tiny interest in real estate whether or not productive at the tamec~f investment, int~t;`ests irt=trusts, investment trusts, whether of the apc~~ and/cn closed. fiord types, and participation. in common, collective or pooled trust funcJs of the Trustee, insurance contracts on the life of any beneficiary or city contracts fox any beneficiary, without being limited by any statute ar rule of .law concerning investrrjents by fiduciaries.. ~, '', (5) To abandon or decline to administer prapetty of'na value or of insufficient ~ralue to justfyits collection ar continued administration. (6}, ~ To sell nr dispose of or grant options to purchase any pro e p rty, real or p~.rsonal,- corastituting apart of the Trust Estate, for cash or on credit, at pub is or priuate sale, to exchange _g» any p~~Y ~~ tt~c Trust icstate far other property, at such times and upon such terms and conditions as it may deem best, and na person dealing with it shall be bound to sec to" the :application of any monies paid. (7} To Bold any securities or other property in its own name as Trustee, i!n its own name, in thename of'a rxorrunec {with t~r'wiftlotat .disclosure of a~1yfiduciary relations~llip) or in bearer form. ~~} pct k, at any time and from time to time, all or any portion. of the Trust Estate:. in cash and uninvested for such period or periods of tune as it maydeem advisabl ', witl~otit .liability far any-loss in income by reason thereof. (~') To sell trr exercise stock subscription or et~ttver;;ian rights, (l'0} To refrain from voting or to vote shareti of stock which are a port.. of Ike Trust Estate atsharebolders`m~ting~ in persortor by spc;cial, limit~i.,, or general proxyand to ~cneral to exercise alt the rights, power and privileges of an owner in respect to a~~y v~~eurities constituting a part of the Trust Estate. I (11} 'I'o participate in any plan of reorganisation or cocuolidation or merger i~tFolving any company or companies whose stack or other securities shall be part of the Trust Estate, and to deposit such stock or other securities under any plan of reorgani~ration or with any protective committee and to delegate tosuch committee discretionary power with relation th~:reto, 'to pay a Proportionate P o1''the expexises of such corrtrnittee and atly assessments levied under any such plan, to .accept. and retain haw securities received by the Trustr;c pursuant to any such '.plate, t~o exercise all conversion, subscription, voting and other rights, of wtiatsaec°e~r nature pcrta~nin}~ to such property, and to pay any amount or amounts of money as it may ~de~iai advisable in connection therewith. (12} To borrow money with or without security and to encumber, mortgage, orl pledgee arty asset off' the Tntst Estate for a term within or extending beyond the teeth of the xntst, in coniiectian with the exercise of any power vested in the Trusted. (13} To authorize traxtsactorts {including the purchase of government, co orate,.... municipal, or like securities froth thecorporate tntstee'sown in~entary) that rrtay be carried out thrt~ugh brokers `and dealers selected by the- trvrstees, including any appropriate division of the- corporate .trustee ~r any affiliate and any'broker or dealer -front whom the corporatetrustee receives research. and investrn~ent services, so Long as tine trustee engages in such transactions in good faith, and in its judgment far tt>E best interest of the Trust Estate. any such di ision, affiliate, broker, or dealer may receive a commission or retain a profit an such tc ansactiorts (14} fio invest in ro r7e p p Lary funds orbank stock without 1%ability for self dealing, to reta%r~, purchase as an investment, sell~~vote, _or refrain from voting,secu~ties that were issued b~ any corporate fiduciary or by any corporate fiduciary'saffiliates; exorcise or refraui front exercising any- option, rights, csr provileges that are available to Trusteb far -the purchase bf any such securities; invest principal or inco~xtc in any corporate fid~tei ary's common trust f'u~~ds or -'~_ mutual funds,. or in the common trust funds or mutual funds of any corporate affiliates; receive. fees from arty common trctst fund. or mutual fimti for setvices rendered; borrow money from an at~iliate of a corpprate~ .fiduciary and delegate -arty part of the corporate fiduciary's respansihilities to oin~or more ofthat fiduciary's affiliate or third parties.. I (l5) To ca~l'le~c#, receive, and receipt for rents, issues, profits, and income bf the Trust Estate.. ~ ('1 G) To insure the assets of the. Tntst Estate against dama >c; or loss and to ~ nsure the. b Trustee, Che T~stee's agents, and beneficiaries against liability arising from the adu~ittistratiotr of the Trust.:. (l'~} To select: a mode of payment under any employee benefit or rctirettaent plan, annuity, or lifrr insurance payable to the Trustee, exercise rights thereunder, uicluding exercise of the right to ndernrtificaticau for expenses and against liabilities; and take appropriate action o cs~ilect tltc proceeds. i j { 18) Tn buying anti selling .assets, •in lending and borrowing; rr#one}~, antl inl~ all atltr;r' transactions, irrespective of'the occupancy by the same person of dual. positions, to deal with itself ui its separate, ar any fiduciary capaeity> f~'1~~} To compromise, adjust, ~arbitrate,'sue an or defentt, abandon or .decline to :administer property of no value or of. insufficient value to justify .its collection or 4ontinued administration, ctr o€herwise deal with artd settle claims in favor of or against the. Tnist'Est~tte ar to prosecute or defiend an aotign, claim, or judicial proCeedirtb in any jurisdictidzi to }protect the. TrustE~state and the Trustee itt the petformince of the Trustee's duties, a5 the Trustee shall deer~t best. II (20) `Fo exercise electiotls with. aspect to federal, state, and local taxes. (2l) To employ ai7d compensate agents, accountants, investment advisors, brokers attarrteys~in-~faot, attorneys-at-law, tax specialists, realtors, appraisers, and other assistants and advisors deemed by the~Trustee needful for the proper administration of the Trust Estate, and to- do so wifht~ut liability for any neglect, omission, misconduct, or default of any such agent or professional representative provided such ;person was selectee and. retained «rith reasonable care. f~a) To appoint a Trustee to aet'in another jurisdiction with respect to the; Trust Estate located ira the other jurisdiction, a~rifer upon the appointed Trustee all of the powers azid duties of the appointing Trustee, require that the appointed Trustee fitr-iish Security, and remove any Trustee so appointed., j (23) To determine what shall be fairly and equitably charged ar credited to ir~c~rne anti what to principal... ', ~'! (24) Ta resolve a dispY~te concerning tite interpretation ctC the Trust or its administration by mediation, arbitration, or other procedure for alternative dispute resolXidion. I'j -lQ- (25) To "hold and retain. ~heprincipal of theTrust ~s~tate undivided until actual division shall become ~pecessary in order to make distributians~, to hbl~d, manage, i~ivest, and account for the several shires ar parts Chereofby appropriate entries ort,the Trustee's books of account; anti to allocate to each share ar part of sham its proportionate part of ail receipts and expenses; pio~ided, however, the carrying of several trusts as one shall net defer the vestinb in title or in possession of any share or part of share thereof. {26) fie make payrxtent in cash grin kind, or partlyin cashandpartly in kind' upon an}f division or distribution of the Trust estate (including the satisfaction of any pecruii;~ry distribution) without regard to the income tax basis of any specific property allacatt:d to any bcncficiary and to value and appraise any asset ~utd to distribute sucl~i asset in kind at its appraised value; and when dividing factional interests in property among several b~~~eficiaries to allocate entire interests in some property to one beneficiary and entire interes't~ ix~ oth~:r property to another beneficiary ar beneficiaries, ~~7} In geni~ral, to ~ercis+~ alt ;powers in die management of the Trust Estate which any indv%dual could exercise in his or-her own right, upon suehtei~rr-s and conditions as it znay reasonably deem best, and to do all acts which it may deem reaspnabJy necessary or ~ropcr t~ earty out the purposes of this Trust Agreeme*i~t. (28} To receive property bequeathed, devised or donated to the Trustee b the Settler or. any a~ther person, tb receive the prac~;ds of` any insurance policy which names tl ~ Trustee as bcneficiaiy, to execute all necessary receipts and releases to Personal Representatives, donors. insurance companies and other parties adding property to the TrustEstate. (29) 'l"a cc~trfbine assets of two or more trustsif the provisions and teens of each trust era substantially identical, and to administer them as a single trust, if the Trustee rehsonably determines that the administration as a single trust is consistent. with the Settler's intent, and f~icilitates` the- trufst's administratiprz without defeating or impairng the interests af' th_e. beneficiaries. {30~ To divide any trust into separate shares or separate tivsts or to create separate trusts if the Trustee reasonably deems it appropriate and the division or creation is consistent with the ~cttior's intent, and facilitates the trust's administration without defeating or impairing the interests of the beneficiaries. (3!} To divide property in any trust being held hereunder with an inclusion Iritio, as defined iu section 2642(a)(l) of-the Internal. 'Revenue Code of 19$6, as from time to tune, art~ended or under similar future legisiatinx~~, of neither ono. her zero into- wo separate trusts representing two fractional shares of the property being divided, one to have a~~ inclusion. ratio of one and the ether to bane an incIuson ratio of zero, to create trusts to receive prop~;rty'with aii inolusion_mtio ofeitherone or zero anti iftliis cannot be done to refuse to accept property which does not have a thatchiri~g inclusion ratio ft~ ha z~e~iving trust's ratio, a!I as the 'Trustee ini, its soli discretion.. deems bit. -11- I I ARTICLE X .Restriction on Powers, Notwithstanding any other provisions of this Trust tl~eenlent: {I} Li~r~itations ou Settlor's Borrowing from Trustee. The ~ettior may »ot borrotiv> from the 'rust, directly or indirectly. (2) Limitations on Voting. No person other than the Trustee shall have ar exercise the power to vote or direct the voting of any shares or other securities of the "Crust Estate,'',to control the invtrnent of the Trust Estate .either by directing investments or reinvestments or Ihy vetoing proposed investments of reinvestments onto reacquire or exchange any property. of th~ Trust by substituting other property of an equivalent value. ~:RTICLE XI I'rovisfan for Trustee to Act as Trustee far Beneficiary Under Age Twenty-Once. If y share here~tlder becomes distributable to a beneficiary svho 11as not attained tt~e age of Twcniy-one (21}, such share shall im~nediateiy vest in the beneficiary, but notwithstanding the pcovisioils l~~erein, the Trustee shalirctain-possession of the share in tn~st for the beneficiary until. the I~ene~iciary attains the ago of Twenty-one (21), using so much of the net in~;on~e acid principal o~the sharp as the Trustee deems necessary to provide for the medical care, education, support. and miaintenanee iii reasonable comfort of tf~e beneficiary, taking into consideration tc? floe eattent the Tnistee deems advisablcany other income or resources of the benc;ficiary~ or his or her parents known to `the Trustee. Any income not so paid or applieri sha11 be accurt~tilated and added to principal. The beneficiary's share shall be paid over anti distributed to the b~neticiary upon attaini~ag age Twetrty-one (21}, or if he or she shall sooner die, to his or hers personal rchresentatives, The'i`rustee shall have with respectto each share so rctaiY~ed all the p~iwers acrd' discretions it had vvifih reject to the trusts created herein generally. ` AI2TICL.F ?III ~ruste~'s A#s~cretion ti~~ Making Paymtrnts to a I'e~rsan:U~~der Age '['w my-Une, X~~campetent, t-r_ir#capacitated Person, incase the income or principal payment under any nest created hereunder or any share thereof shall became payable to a person under the age af' 'I`~tcnty-one (21}, or to a person under legal disability, or to a person not adjudicated incompetent, but:who, by reason of iNness or mental or physical disability, is, in the: opinion ~of the ~nrstee un~atble properly to administer such amounts, then such amounts shalt be paid out try the Trustee in, such ox fire following ways as the Trustee; decnrs best: (1) directly to the beneficiary; ~2) to h+~ cgally appointed guardian of the beneficiary; (3} to some relative or friend for the tnedi~al care; education, support and maintenance in reasonable comfort of the beneiciary; (4} by the: Trustee using such amounts directly for the benefciary's care;, support anti education; (s)' to a custodian for ttic beneficiary under the Uniform Gifts or Transfers t'o Minors f1ct. i 12:: ARTIiCLE XU'I Delinltluns of Family. The following d~finitio~as shall be used to define the f~tnily. (1) Deffinltivn of Children. Fnr purposes of` this Trust, "children" means the lawful blasad~ descenda~tts: in the first degree of the parent. designated; anal "issue" and "deseondants'~~ rraean the lawful blond descendants in any degree of the ancestor designated.. The teens "chile~l," "t~hildren," "issue," "descendant" and "descendants"' or those terms preceded by the terms "living" or "fhen living" shall .include the lawful blood descendant in the first degt'ee of the parent: designated even though such desaenda~nt is born after the death of such parent. ~~.2) llefinition of Per Stirpes. The term "per stirpes" as used herein has the identical naeanir~ ~ the term "taking by representation" as defined in the Pennsyltania Probate ;'ode. ~D~f{~iLinn of Words Relating to the Internal RevenueCode. As used h~rcin, oily word orwords which from'the contextin which it nr they are used refer to the Internal IZ~evenue Code shall hate the same meaning as such words have for. the purposes of applying the internal' Revenue Code to the Senior`s estate. For purposes: ofthis Trust Agreement, the Settio'r's "~~vailable generation-skipping transfer exemption" moans the generation-skipping tratnsfer tax exemption laro'vided in section 2~3t of floe internal Revenue Code of 19Sf~, as amended, in effect. at the fine off` the Settler's death reduced by the aggregate of (l) the amount, if' oily, of the Settlor'~ exemption allocated to lifetime transfers of the Senior Iiy the Settler or by operation of taw, aaat~ f2) t>xc anx~unt, if any, the Settler has specifically allocated to other property of the Settler's gr~ssSesfate for federal estate tax purposes. Fir .purposes ofthis Trust Agreement if at ~e time:gf the. Sutler's deada the Settler has made gifts with an inclusion ratio of greater than Bern for~uhiclthe gift tax. return due date has not spired (including extensions) and the: Settiar has not yet filed a return, it shall be deemed that the Settler's generation-skipping transfer exemption has been allocated to these transfers to the extent necessary (and possible;) t ctc,mpt the transfer(s) from generation-skipping transfer tax, Reference to sections of the internal Rt;vcraue Code and to the Internal Revenue Code shall refer to the Infernal Reto~e Carlo: amended to the date of floe Settler's defa~th. ~ ARTICLE XIV S~metltancau~'1)eatlt Provision Presuming. Remainder BeneficiQry Pr~:dec~nses. If the n~d~ben~~eiary~_and any successor beneficiary should die under cireunastanc~ in which. file nrderof the~~deatltsaf-those beneficiaries can not be deternuned, thin it Shall lad con~clusiv~~iy presumed that ~therenaainder beneficiary predeceased the named beneficiary. Tf airy beneficiary of'a younger generation should die under circumstances in which th~~orderof the detatlas of thz3t yo-urger generation beneficiary and the benefiiciaiy of the.. older- generation can not be determined, then it shall be conclusively presumed That the bene#iciary of the younger generation prcdec~ased the benefteiary of the older g~~n~ratiort, ~, -13- ARTICLE XV _. Si~endtlfxrift ~prUVision; Except as o#lerwise ~revide~ herei~~, a1I payments of l.~rincipal and incotnc pa~rubte, ~or to become payable, to the ben~cituy ~of any bust crefiteci hereunder shall got be ~sublect to anticipa~tiQn, assi rtr-ment, fledge, s~zie~.or transfer in arty manner, nor shall ar~y .beneficiary have the power to anticipate or encumbar uch interest, nor shall such interest, while in the pUSSess~ort of t)rze l~duciary hereunder, be liable for, or subject to, the debts. (contracts, crbligations# li~hilities or torts. of any benefici~uy. I ARTICLE XVI FerFetuitics 'Sttvin~~ Clause. Notwithstanding anything herei~i to tl~e contrary, the trusts crr;ated Hereunder shall terniinatetiot later than twenty one (21) years after rho death of the last. survivor cif P~~ut, I2. Ktvuus~N living on the date of the Settlor's death, when the Trustee shall.. distribute each remaining trust hereunder to the beneficiary or .beneficiaries of the cetri~nt income thereof; and if there is more than one beneficiary, in the ~-roportion in ~vhieh they 4rre b~nefic~iaries or ifnoproportion ~s designated in equal sharesto such_beneficiaries, I, i ARTICLE XVTI '~ State Law to C~overp. This Trust .Agreement and the trusts cre=ated hcreby~' shall be eenstrued, regulated and governed by and in accordance with the laws of the Gotnmenwealtla of Pennsylvania. ~ Testimonium Clause. IN WITNESS WHEREC~I~, the Settler end tlae T'rustec have: executed this Trust .Agreement.. V4~ITNESSES•' Cia~zt~rrc~ v. Krv'€sns>~r~r, S~T~-t.t~Ft~ - PNC BANK, NATIC)NAI. ASSOCtt~.Trf)rt~ TRUSTEE ', ~~ f~tl,d I B Y• - _~~~ ~?~' rn C. ~, tlnsE ~t ~'tzt,s'rcc _14- CUM1V1()NWEA~1';lI Q1~PEN~ISYLVANTA ss C'()UN't'Y 4;E* CUi~BE~AND ~~ ()n this, the ~,~ `~~ day vf_ ~''"~~`~ , 2008, before use, tyre urrdeni~ned, persvna}ty appeared Debra A. Smith, .'I`.Ir.A., wha aclrnvwledged Herself to Eye an ~ sistant Vice President and Trust Advisor of P Wealth Managen~eni - Central, PN~ I3an[~~ National Assacatian, Trustee of the Clarence V. Knudsen Trust Under Agreement, dated 1~iar~1 ~, X001, executed the fr~regaitzg irtstntrnent for the }purposes tHerein contained. ~~ ~ IN W1T`1'~SS WH)EREQF, I hereunta set my hand ~nd-~t~7iei~ si;a1: t, ..~. ~' ~ -~ , OTAR'~ PUB I ~ %' e .. ._. ,=f , r,~ ~~ ~ t ,_,,, t?emse L ~i~iri~'itiYeR,~r, r~ ~' Pe~';~r: ~ ~, i#am~d~n wp ':un ~~ rid GoGr,~p ~+~C.xnrrn a~t~n~>~~t~m ~~r~? ~ I~ fi;?u ^.~ , . , . C41VtME1NWEAIaTH t)~ PENNSYL,VANIA C4UN1'Y OF ~;f°tl.~~ . ss, ~. On this, the day af~ '~'~' , 2008, before rne, th~ nntlcrsi~ned, personally appeared David G Knudse~~t, Trustee of the Clar~;ncc V. Knud~~n 'i'nist Under A~reemesnt,dated I~arela 6, 2p01, ~+ho executed the foregoing instr~rnreu forthe ~~urposes~ therein ~ontairxed. ~ IN'VVi'I'NESS WH~(~F,,i` hereunto sit my hand and official seal. ' ~ Nt~TARY PUBLIC COMMt?iJWEAE.i_H QF PENNSYLVAI~I'~C ', IJotarta! Seal COnrue t_ }iartiy, NWary Put~G I City O(Ha>ifsburp. Dauphin Cour~y !, My CortxsV~on ~irea Feb. t 6, tot a Member, Panr<tylvanle ~;asoclatton of Naterfae ~~ ~h~~ COIkTMUNWEAL~'H OF PENNSYLVANIA. • Ssi~ CQUI~ITY OF Ci11V1C~ERLAND j On this, tfie _~~S'~,_~ day of ~ ~~ -~""""~ , ?UU8, before tnw, the undersig~~od, personally appeai•edI7cbea A. Smith, -.TT.A., who ackr~ow~lcc~god herself to be 411 Assist~lt Vice President and Tn~st Advisor of P` ' 4Yealth Management -Central, PNC Bank, National` Association, Trustee 4f the RuthE. Knd`~ sen Tntst Under Agreement, dated ivfarch G, 2(}Ol, executed the foregoing instrumonf for tlye purposes therein contained.. IN V1'ITNESS 'WNEREQF, I hereunto set my ha~i~l"and o~ciai a ~".._., "` .' ~ it r . ~ ~l _~~ f~ `~ TA 1'U I -- r a, ~F sir ~~~~ ~~.~ f1s 11 ~ l+~f ir7~t t tlci~' t. ~ P a S.~y .v, ~. t ~,~~.~~~~ ~. _.._~~.~~ CUMIvTQDtWEAI,'i`H QF PENIV`SYI,VANIA ss. L C,C)UNTY Q~ ~~ ~ ~ ~1 ~/ o~ this, ~~~ .,._.~~.._ day of ~ , 2Q08, bcforrr m~,, tiny uncicrsigrted, personally appeared. David C. Knudse~ee ofthe Ruth. E. Knudson Trust Linder Agreement, dated March 6, 2UOl , who executed the foregoing instrument for the put~posey tl~er~in cQ~~tained. Iii WI'~'~TESS't~V)KE~UF, I hereunto set my hand and official seal. ;,~`: . ,. NOTARY P LIC C£1MMONWEAI"i°N O~ pEtJNSYl.YANlA seat Corinle t_ Hardy Notary Putt ~' cx ~,' county IMY ~orrm r Feb. 1 Bs ~'I 1 Member, Pennsyivarv~ Aasoai~ion nt Not$des i 17- Sovereign Bank, a federal savings association, with an ca~cc at Second and Pinc*, Streets, I-~arrisburg, Pennsylvania l?101, is a co-por--te fduciaryproperty luthorized to do business in theC'ommonviir~lth of Pentxsylvania. SovereigZ~ Bank, a federal savings association, consents to its appoit~trr~ent as Tn-stee of the Irrevocable Special Needs T~~,st for the benefit of Paul R. Knudsen to actmrnistr?.r sa-t~>~, ptxrsuartt io the Uniform Trust Apt § 777.1, ~1. ,~~y. S(7V`ERI?IGN t3ANls, a fcder.-) s~-vitigs astiaciatan /~f ~ ~ . - f ,cf-~ Charlene L~. i-t~ffman, ' ` e President Ij CC~;~fiMC7NWEALTH t~F PENNSYLWANIA ss CbUNTY QF DAUPHIN' (7n theC~~ dsy of April, 2Q0$, before i~~c, a Notary .public, personally a eared CliarleneE. Hoffman, who acknow~iedged herself to be the Vice President of Sovereign Bank, a #ederal savinga association, and berg aut3torized to do sa as such officer h~~ executed the withi-i in~tru-nent t'or the purposes therein contained by signing the name of the corporation by h~:rself as such Qf~icer~. IN WTTNFSS WkiER.~OF, T have hereunto. set my hand and official seal. t /I I %. ~ t ^ Notary Pub ' '; My commission expires: Cgi1~dNWEALTN OP PENN6YLVAMI NotaifaJ Seat t. Lsura L. Bunic4ge, Notary Public City' Of Harrfsbur~, lYauphln c4C1„ty ~ My Comrtir~pn Expiteg Nov. 2S, 2fl1 p Mambbr; P®nnayNanla Qasooiallon Qf t~atsrlai- l.g. ', i __ - _ _ _ _ ~~ ,.:rte-- ^ .~. ~-...,~„~-~--, s ....-,.,~ ~- ~ MONTGOMERY, MCCRACKEN, WALKER & BROADS, LLP ATTORNEYS AT LAW M. HOWARD VIGCERMAN ~"'"" 123 SOUTH BROAD STREET '-'-"~ DIRecT DIAL ADMITTED IN AVENUE OF THE ARTS 215'772'7553 PENNSYLVANIA 6 NEW JERSEY PHILADELPHIA, PA 1 9 1 09-1 029 hvigd~~mmwccom 215-7 7 2- 1500 FAx 215-772-7620 July 21, 2010 Re: Clarence V. Knudsen and Ruth E. Knudsen Speciall Deeds Trust for the Benefit of Paul R Knudsen ', TO ALL PARTIES-IN-INTEREST IN THE CLARENCE V. KNUDSEN AND R E. KNUDSEN SPECIAL NEEDS TRUST FOR THE BENEFIT OF PAUL R. KNi.TU$E IDENTIFIED ON THE ATTACHED DISTRIBUTION LIST: Please be advised that the First and Final Account (the "Account") and e accompanying Petition for Adjudication (the `.`Petition for Adjudication"), of Sover~i Bank, Trustee of the Clarence V. Knudsen and Ruth E. Knudsen Special Needs Trust for the enefit of Paul R. Knudsen (the "Trust"), has been filed with the Clerk of the Orphans' Court Di 'sion of the Court of Common Pleas of Cumberland County, Pennsylvania. This matter will b called for audit before the Honorable J. Wesley Oler, a Judge of that Court, on Tuesday, AuguGst 4, 2010 at 9:30 o'clock a.m. (local time) at the Cumberland County Court House, Courtroom 1 One Courthouse Square, Carlisle, Pennsylvania 17013: A copy of the Account and Petition for Adjudication will be provided to~ you upon request. A reserve for attorneys' fees in the amount of $1,500 is requested in the Acco t. In the Petition for Adjudication, the Accountant asks the Court to ap~ro e a separate Petition to approve the resignation of Sovereign as trustee and to appoint l~ati nal Independent Trust Company as successor trustee. The separate Petition will be filed 'th the Court shortly and you will receive notice after it has been filed and a copy of it. It is not necessary that you or your counsel appear at the audit. How~v r, if you have any objection to the Account or Petition for Adjudication, it is necessary that yjou or your counsel either file written objections in conformity with the Cumberland County Oriph s' Court Rules prior to the audit, or appear at the audit, in person or by counsel, to present yqur contentions. Otherwise, the Court may assume that you have no objections and mad prove the Account and the Petition for Adjudication. • PHILADELPHIA, PA • CHERRY HILL, NJ • WILMINGTON, DE • BERWYN, PA • WEST CHESTER, A LIMITED LIABILITY PARTNERSHIP FORMED IN PENNSYLVANIA LOUIS A. PETRONI -NEW JERSEY RES-ONSISLE PARTNER • LINWOOD, NJ _1_ t r MONT6'OMERY, MCCRACKEN, WALKER b RHOADS, LLP Parties in Interest of Knudsen Special Need Trust July 21, 2010 Page 2 If you have any questions with respect to this matter, please contact Vie. Sincerely yours, G !~ C `_ ~t`d~ertnan • g MHV:mdp cc: Cynthia A. Kelly, Senior Vice President, Sovereign Bank (by email only) Barbara Kannheiser, Senior Vice President, Sovereign Bank (by email only) MONTG'~MERY, MCCRACKEN, WALKER & BROADS, LLP Parties in Interest of Knudsen Special Need Trust July 21, 2010 Page 3 DISTRIBUTION LIST FOR JULY 21 2010 AUDIT NOTICE Name and Address Charlotte Knudsen 18 South York Road Dillsburg, Pa 17019-9513 Dawn Lusk 131 Campground Road Dillsburg, PA 17019 Paula Knudsen Burke 18 South York Road Dillsburg, PA 17019 Claudia Braymer 28 Royal Oak Drive Clifton Park, NY 12065 Lucius D. McGehee, Jr., President National Independent Trust Company 500 E. Reynolds Drive Ruston, LA 71270-2821 _ _ __ U ~~{2[,g~ ~ _~ 2 Court of Common Pleas III! of Cumberland County, Pennsylvania Orphans' Court Division Clarence V. Knudsen and Ruth E. Knudsen Supplemental Needs Trust dated 04/29/08 I Principal Balance on Hand* per page 10 of Account 361,006.73 I, Income Balance on Hand per page 25 of Account 12,296.20 Balance prior to Distribution '~, Distribution** 373,302.93 0 o T, ~.ra r-~ ~.,., - c-,-> L:> *Principal balance is o' c' ~~ ~ r ~ ~'~', ~? r~~ sj based on fiduciary acquisition value ~ ~ ~ ~ ~ N t-• ~; **Subject to reserve for counsel ~, -ri ~ fee and costs per page 10-A of Account ~ 1 500.00 _ ~:? :,.~ b ~ Amount available for distribution 371,802.93 ~i I I I COURT OF COMMON PLEAS OF PHILADELPHIA ORPHANS' COURT DIVISION FIRST AND FINAL ACCOUNT Clarence V. Knudsen and Ruth E. Knudsen Supplemental Needs Trust for the Benefit of Paul R. Knudsen Stated by SOVEREIGN BANK, Trustee Date of Trustee's first receipt of funds October 21, 2008 Account Stated for the Period October 21 2008 March 31, 2010 Tax I.D. No. 26-6605310 Purpose of Account: The Trustee offers this account to acquaint interested the transactions that have occurred during their administration of the Trust. It is important that the Account be carefully examined. Requests for additi information or questions can be discussed with: M. Howard Vigderman, Esquire Montgomery, McCracken, Walk Rhoads, LLP 123 South Broad Street Avenue ofthe Arts Philadelphia, PA 19109 Supreme Court I.D. 47016 215-772-7553 with t4i Gross Trust (Principal Receipts & Income Receipts) $373,302.93 SIID®6ARY OF ACCOIINT PAGES PRINCIPAL ~ Receipts osition s or Dis l S i 3 4-7 - $ 390,298. 11,014. 1 6 p a e n on Net Ga $ 401,313. 7 Less Disbursements: Fees i id 8 $ 3,177.19 -3,177.1 19 ary uc F Balance before Distributions $ 398,135. 98. Beneficiaries t i ib 9 -37 129. 25 ons o ut Distr Principal Balance on Hand 10 $ 361,006. 73' For Information: I '~ Investments Made 11-12 ~1 Changes in Holdings 13-18 i INCOME Receipts bursements Di L 19-21 22-23 $ t 1 20,558.1 -5 512. 55, 10 s ess Balance before Distributions $ 15,046. 45 tions to Beneficiaries ib Di t 24 -2 7 0. 25' u r s Income Balance on Hand 25 $ 12,296. 20' COMBINED BALANCE ON HAND $ 373,302.93' - 2 - PRINCIPAL RBCSIPTB Received from PNC Bank - Clarence Knudsen Trust Received from PNC Bank - Ruth E Knudsen Trust 12/15/08 Short Term Capital Gains Distribution on T. Rowe Price Mid Cap Value Fund 12/15/08 Long Term Capital Gains Distribution on T. Rowe Price Mid Cap Value Fund 01/29/09 Long Term Capital Gains Distribution on Dodge & Cox International Fund 01/29/09 Short Term Capital Gains Distribution on Dodge & Cox International Fund 05/29/09 Long Term Capital Gains Distribution on Baron Small Cap Fund 06/09/09 Received from PNC Bank Ck#03313351 Dated 05/20/2009 for 2008 Refund 07/23/09 Received from PNC Wealth Management Ck#03318963 Dtd 07/13/2009 Refund from Internal Revenue For Tax Period Ending 12/31/2008 07/31/09 Received from PNC Wealth Management Ck#03318658 Dated 07/09/2009 Refund from Internal Revenue For Overpayment of Federal Fiduciary Income Tax 02/04/10 Interest on Federated Government Obligations Tax Managed Fund #637 TOTAL PRINCIPAL RECEIPTS $ 2231, 595.50 I 164,395.23 $ 38 ,990.73 II ~~ ~ 45.73 29.40 I ]~, 184.33 46.69 it .31 91.34 358.20 551.66 .02 $ 3901, 298.41 - 3 - PRINCIP1i1L G81IN8 OR LO8888 ON 8ALB8 OR OTBER DIBPOSITIONB GAIN LOSS I 11/17/08 359.078 Units American Funds AMCAP Fund 2 Net Proceeds 4,158.12 Acquisition Value 4.093.49 $ 64.63 11/17/08 12.315 Units Baron Small Cap Fund Net Proceeds 161.57 Acquisition Value 157.63 3.94 11/17/08 168.286 Units Dodge & Cox International Fund Net Proceeds 3,794.84 Acquisition Value 3,528.96 265.88 11/17/08 70.915 Units Federated Kaufmann Fund Net Proceeds 242.53 Acquisition Value 232.60 9.93 11/17/08 182.246 Units. Fidelity Diversified International Fund Net Proceeds 3,648.56 Acquisition Value 3.393.42 255.14 11/17/08 257.506 Units T. Rowe Price Equity Income Fund Class A #71 Net Proceeds 4,235.96 Acquisition Value 4,169.02 66.94 11/17/08 11.719 Units T. Rowe Price Mid Cap Value Fund Net Proceeds 161.37 Acquisition Value 156.21 5.16 11/17/08 286.433 Units Vanguard Value Index Fund - Inst Net Proceeds 4,428.25 Acquisition Value 4,316.54 111.71 11/17/08 255.235 Units Vanguard Growth Index Fund Net Proceeds 5,033.24 Acquisition Value 4,852.02 181.22 FORWARD $ 964.55 - 4 - PRINCIPAL (~JRINS OR LO888S ON SAL88 OR OT88R DISPOSITIONS (co~-t' d) GAIN FORWARD $ 964.55 11/19/08 36 Units Vanguard REIT ETF Net Proceeds 1,181.93 Acquisition Value 1,271.48 11/19/08 8 Units Vanguard Small-Cap Value ETF Net Proceeds 325.85 Acquisition Value 324.58 1.27 05/01/09 227.464 Units American Funds AMCAP Fund 2 Net Proceeds 2,963.86 Acquisition Value 2.593.09 370.77 05/01/09 34.532 Units Baron Small Cap Fund Net Proceeds 517.98 Acquisition Value 442.01 75.97 05/01/09 20.784 Units Dodge & Cox International Fund Net Proceeds 466.81 Acquisition Value 435.84 30.97 05/01/09 16.319 Units Federated Kaufmann Fund Net Proceeds 57.77 Acquisition Value 53.53 4.24 05/01/09 1,304.993 Units Federated Total Return Bond Fund Instl SHS Net Proceeds 13,480.58 Acquisition Value 12,867.23 613.35 05/01/09 11.404 Units Fidelity Diversified International Fund Net Proceeds 239.36 Acquisition Value 212.34 27.02 05/01/09 34.334 Units T. Rowe Price Mid Cap Value Fund Net Proceeds 528.75 Acquisition Value 457.67 FORWARD $ 71.08 2,159.22 $ 8$.55 - 5 - PRINCIPAL QJ1IN8 OR LOSS88 ON 811L8S OR OT83R DISPOSITIONS (COnlt'd) GAIN FORWARD $ 2,159.22 05/01/09 65.077 Units Vanguard Growth Index Fund Net Proceeds 1,376.38 Acquisition Value 1,237.11 139.27 05/05/09 1 Units Vanguard Small-Cap Value FTF Net Proceeds 42.71 Acquisition Value 40.57 2.14 01/28/10 279.397 Units American Funds AMCAP Fund 2 Net Proceeds 4,587.69 Acquisition Value 3,185.13 1,402.56 01/28/10 38.922 Units Baron Small Cap Fund Net Proceeds 739.08 Acquisition Value 498.21 240.87 01/28/10 168.584 Units Dodge & Cox International Fund Net Proceeds 5,236.23 Acquisition Value 3.535.09 1,701.14 01/28/10 180.079 Units Federated Kaufmann Fund Net Proceeds 824.76 Acquisition Value 590.66 234.10 01/28/10 130.728 Units Fidelity Diversified International Fund Net Proceeds 3,540.12 Acquisition Value 2,434.16 1,105.96 01/28/10 232.729 Units T. Rowe Price Equity Income Fund Class A #71 Net Proceeds 4,833.70 Acquisition Value 3.768.53 1,065.17 01/28/10 51.548 Units T. Rowe Price Mid Cap Value Fund Net Proceeds 1,059.32 Acquisition Value 687.54 FORWARD $ 371.78 8,422.21 $ 8 .55 i - 6 - l -_r. PRINCIPAL QAINS Ox LOSSES ON SALES OR OTHER DISPOSITIONS (coalt~d) GAIN FORWARD 01/28/10 227.897 Units Vanguard Value Index Fund #6 Net Proceeds 4,202.45 Acquisition Value 3,426.86 $ 8,422.21 $ 775.59 01/28/10 173.294 Units Vanguard Growth Index Fund #9 Net Proceeds 4,652.97 Acquisition Value 3.293.09 02/01/10 48 Units Vanguard REIT STF Net Proceeds 2,033.73 Acquisition Value 1.685.80 02/01/10 15 Units Vanguard Small-Cap Value ETF Net Proceeds 807.28 Acquisition Value 608.58 TOTALS NET GAIN TRANSFERRED TO SUNIlNARY 1,359.88 347.93 198.70 9.55 $ 11,104.31 $ 89.55 _______________ ___________ ___ $ 11,01 .76 ___________ ___ - 7 - DISBIIRSSM~1'PS OF PRII~iCIPAL FIDUCIARY FEES i Sovereic m Bank ~' 11/10/08 Trustee Fees $ 106.92 12/08/08 Trustee Fees 180.05 III 01/09/09 Trustee Fees 192.50 02/09/09 Trustee Fees I 182.05 I! 03/09/09 Trustee Fees 153.80 ICI 04/08/09 Trustee Fees 175.73 ~~ 05/08/09 Trustee Fees 180.57 06/08/09 Trustee Fees 192.50 07/08/09 Trustee Fees 185.21 08/10/09 Trustee Fees 201.52 09/09/09 Trustee Fees 204 99 10/08/09 Trustee Fees 203.39 11/09/09 Trustee Fees 205.60 12/08/09 Trustee Fees 203.78 I 01/12/10 Trustee Fees 211.44 02/08/10 Trustee Fees 207.45 ~, 03/08/10 Trustee Fees 189.69 3 177.19 $ 3,177.19 TOTAL DI SBURSEMENTS OF PRINCIPAL $ 3 17 , 7.19 - 8 - DISTRIBUTIONS OF PRINCIPAL TO BBNSFICIl~RI88 Paul R Knudsen Al Dillsburg Operations, LLC Institutional Expenses 01/21/09 $ 4,743.00 02/02/09 7,020.00 03/02/09 2,225.25 03/27/09 2,013.00 05/12/09 1,508.25 06/12/09 929.25 06/29/09 1,944.25 08/03/09 1,588.50 08/24/09 2,447.50 10/02/09 2,517.75 10/23/09 2,437.50 11/30/09 2,517.75 12/29/09 2,750.25 01/26/10 2.487.00 TOTAL DISTRIBUTIONS OF PRINCIPAL TO BENEFICIARIES $ 37,12 .25 - 9 - PRINCIPAL 8l1LANC8 ON HAND VALUE AT 03/31/2010 Mutual Funds 2,006.584 Uts. American Funds AMCAP Fund 2 266.639 Uts. Baron Small Cap Fund 647.502 Uts. Dodge & Cox International Fund 1,107.861 Uts. Federated Kaufmann Fund 18,007.109 Uts. Federated Total Return Bond Fund Instl SHS 741.493 Uts. Fidelity Diversified International Fund 1,588.718 Uts. T. Rowe Price Equity Income Fund Class A #71 246.237 Uts. T. Rowe Price Mid Cap Value Fund 1,229.13 Uts. Vanguard Growth Index Fund #9 238 Uts. Vanguard REIT ETF 94 Uts. Vanguard Small-Cap Value ETF 1,789.329 Uts. Vanguard Value Index Fund #6 CASH (AUTOMATICALLY INVESTED) TOTAL PRINCIPAL BALANCE ON HAND FIDUCIARY ACQUISITION $ 35,335.94 $ 22,87 .05 5,412.77 3,41 ~ .03 21,386.99 I 13,57 .65 5,406.36 3,63 i .78 198 078.20 178,32 .30 20,887.86 13,80 I .60 35,380.75 25,72 .78 5,414.75 3,281 .29 35,128.54 23,35' .03 11, 616.78 8, 35 .77 5,641.88 3,813 .80 35,213.99 26,905 .95 $ 414,904.81 $ 327,077 .03 33,929.70 33,929 .70 448 834. $ 51 $ 361, 006' I I . 73 - 10 - Clarence V. Knudsen and Ruth E. Knudsen Supplemental Needs Trust For the Benefit of Paul R. Knudsen Rider to Principal Balance on Hand The Principal Balance on Hand is subject to payment of the fee for the filing of 1 account and to a reserve for attorneys' fees and costs in the amount of $1,500.00 - l0A - __ ____ r T I PRINCIPAL INV38TMENTS ffiADB 10/28/08 2,872.523 Units American Funds AMCAP Fund 2 $ 32,746.76 10/28/08 352.388 Units Baron Small Cap Fund 4,510.57 10/28/08 946.424 Units Dodge & Cox International Fund 19,846.52 10/28/08 1,375.174 Units Federated Kaufmann Fund 4,510.57 10/28/08 16,102.655 Units Federated Total Return Bond Fund Instl SHS 158,772.18 I 10/28/08 1,065.871 Units Fidelity Diversified i International Fund 19,846.52 10/28/08 2,022.653 Units T. Rowe Price Equity ', Income Fund Class A #71 32,746.76 10/28/08 338.378 Units T. Rowe Price Mid Cap I, Value Fund 4,510.58 10/28/08 2,172.977 Units Vanguard Value Index Fund - Inst 32,746.76 10/28/08 1,722.212 Units Vanguard Growth Index Fund 32,739.25 10/30/08 298 Units Vanguard REIT ETF 10,525.06 10/30/08 118 Units Vanguard Small-Cap Value ETF 4,787.53 11/17/08 2,539.975 Units Federated Total Return ', Bond Fund Instl SHS 25,069.55 ~, I 12/15/08 3.323 Units T. Rowe Price Mid Cap Value j Fund 45.73 ~~ 12/15/08 2.137 Units T. Rowe Price Mid Cap Value I, Fund 29.40 01/29/09 56.504 Units Dodge & Cox International i Fund 1,184.33 01/29/09 2.228 Units Dodge & Cox International Fund 46.69 FORWARD $ 384,664.76 - 11 - PRINCIPAL INV88TM8NT8 MARS (cont~d) FORWARD $ 384,664.76 05/01/09 56.3 Units T. Rowe Price Equity Income Fund Class A #71 05/01/09 129.604 Units Vanguard Value Index Fund - Inst 05/05/09 24 Units Vanguard REIT ETF 05/29/09 0.02 Units Baron Small Cap Fund 01/28/10 669.472 Units Federated Total Return Bond Fund Instl SHS TOTAL PRINCIPAL INVESTMENTS MADE 916.57 1,902.59 790.99 0.31 7.350.80 $ 395,626.02 - 12 - - r-T T r CHANGBS IN PRINCIPAL HOLDINGS American Funds AMCAP Fund 2 10/28/08 2,872.523 Uts. Invested 11/17/08 359.078 Uts. Sold 2,513.445 Uts. 05/01/09 227.464 Uts. Sold 2,285.981 Uts. 01/28/10 279.397 Uts. Sold 2,006.584 Uts. Baron Small CaA Fund 10/28/08 352.388 Uts. Invested 11/17/08 12.315 Uts. Sold 340.073 Uts. 05/01/09 34.532 Uts. Sold 305.541 Uts. 05/29/09 0.02 Uts. Invested 305.561 Uts. 01/28/10 38.922 Uts. Sold 266.639 Uts. $ $2,746.76 $ 8,653.27 $ $6,060.18 $ 12,875.05 $ 'i4,510.57 -157.63 $ 14,352.94 i -442.01 $ X3,910.93 $ X3,911.24 -498.21 $ 3,413.03 - 13 - C8~1rT(i88 IN PRINCIPAL HOLDINGS (coat' d) A COpNT AL JE Dodge & Cox International Fund ~, 10/28/08 946.424 Uts. Invested $ I~ 19 I ,846.52 11/17/08 168.286 Uts. Sold -3528.96 77a.13a Uts. $ 6,317.56 01/29/09 2.228 Uts Invested 780.366 Uts. $ 46.69 6,364.25 01/29/09 56.504 Uts Invested I~ 1 184 33 836.87 Uts. $ . 7,548.58 05/01/09 20.784 Uts Sold -4 5.84 816.086 Uts. $ 7 ,112.74 01/28/10 168.584 Uts Sold 1 3 535.09 647.502 Uts. $ 3,577.65 Federated Kauftn a_nsi Fund j 10/28/08 1,375.174 Uts. Invested $ I I 4 510.57 ' 11/17/08 70.915 Uts Sold _-X232.60 1,304.259 Uts. $ 4 ,277.97 05/01/09 16.319 Uts Sold ' •53 53 1,287.94 Uts. ' $ 4,224.44 01/28/10 180.079 Uts Sold I 1,107.861 Uts. $ - 0.66 6 , 33.78 - 14 - C8ANQ8S IN PRINCIPAL HOLD NGS (coated) Federated Total Return Bond Fund Instl SHS 10/28/08 16,102.655 Uts. Invested 11/17/08 2.539.975 Uts Invested 18,642.63 Uts. 05/01/09 1,304.993 Uts Sold 17,337.637 Uts. 01/28/10 669.472 Uts Invested 18,007.109 Uts. Fidelity Diversified International Fund 10/28/08 1,065.871 Uts. Invested 11/17/08 182.246 Uts Sold 883.625 Uts. 05/01/09 11.404 Uts Sold 872.221 Uts. 01/28/10 130.728 Uts Sold 741.493 Uts. T. Rowe Price Equity Income Fund Class A 71 10/28/08 2,022.653 Uts. Invested 11/17/08 257.506 Uts Sold 1,765.147 Uts. 05/01/09 56.3 Uts Invested 1,821.447 Uts. 01/28/10 232.729 Uts Sold 1,588.718 Uts. $ 158, 772.18 $ 13,841.73 2 867.23 $ 1 0,974.50 $ 1'I~8, 325.30 $ 9,846.52 $ ]~6, 453.10 - 12.34 $ ,6,240.76 $ 113, 806.60 _____=====III====___ $ 3~2, 746.76 $ 2$,577.74 $ 2,494.31 -~ 768 53 $ 2,725.78 - 15 - CgANGB$ IN PRINCIPAL HOLDINt~3 (coat~$) T. Rowe Price Mid Can Value. Fund 10/28/08 338.378 Uts. Invested 11/17/08 11.719 Uts Sold 326.659 Uts. 12/15/08 2.137 Uts Invested 328.796 Uts. 12/15/08 3.323 Uts Invested 332.119 Uts. 05/01/09 34.334 Uts Sold 297.785 Uts. 01/28/10 _ 51.548 Uts Sold 246.237 Uts. Vang uard Growth Index Fund 10/28/08 1,722.212 Uts. Invested 11/17/08 255.235 Uts Sold 1,466.977 Uts. 05/01/09 65.077 Uts Sold 1,401.9 Uts. 11/25/09 1,401.9 Uts Del'd 0.0 Uts. A COUNT I $ ~~I4,510.58 I _, 156.21 $ 1 4,354.37 29 40 $ 1 4,383.77 45.73 $ X I 4,429.50 -- 457 67 $ 3,971.83 -687 54 $ 1 I 3,284.29 i $ 312, 739.25 - 4 2.02 $ 2 7,887.23 - 1 37.11 $ 2 ,650.12 -2 G 650 12 $ I 0.00 - 16 - CBAN(,i88 IN PRINCIPAL HOLDIN(38 (coat' d) Vanguard Growth Inde x Fund #9 ' 11/25/09 1,402.424 Uts. Recd $ LLL x6,650.12 01/28/10 173.294 Uts. Sold 1 3 293.09 1,229.13 Uts. $ 3,357.03 Vanguard REIT ETF 10/30/08 298 Uts. Invested $ 0,525.06 11/19/08 36 Uts. Sold 271.48 262 Uts. $ 9,253.58 05/05/09 24 Uts. Invested I' 790.99 286 Uts. $ ] 0,044.57 02/01/10 48 Uts. Sold - 1 685 80 238 Uts. $ , . 8,358.77 Vanguard Small-CaD Value ETF 10/30/08 118 Uts. Invested $ 4,787.53 11/19/08 8 Uts. Sold ~ -324.58 110 Uts. $ 1 4,462.95 05/05/09 1 Uts. Sold ~ -40 57 109 Uts. $ . ,422.38 02/01/10 15 Uts. Sold I - 08.58 94 Uts. $ ,813.80 - 17 - CHANGSS IN PRINCIPAL HOLDINGS (coat'd) Vanguard Value Index Fund - Inst 10/28/08 2,172.977 Uts. Invested 11/17/08 286.433 U s Sold 1,886.544 Uts. 05/01/09 129.604 Uts Invested 2,016.148 Uts. 11/25/09 2,016.148 Uts Del'd 0.0 Uts. Vanguard Value Index Fund #6 11/25/09 2,017.226 Uts. Recd 01/28/10 227.897 Uts sold 1,789.329 Uts. $ 32,746.76 -4 316.54 $ 8,430.22 1 902.59 $ 0,332.81 - 0 332.81 $ 0.00 _~ $ 0,332.81 3 426.86 $ 6,905.95 __________________ - 18 - R8C8IPTS OF INCOD~ American Funds AMCAP Fund 2 06/23/09 Income 2,285.981 Units Cash 11/18/08 Received from PNC Bank Distrubions Per Court Order Dated 08/26/2008 1/3 Residual Income 11/18/08 Received from PNC Bank Dsitribution Per Court Order Dated 08/26/2008 1/3 Residual Income Dodge & Cox International Fund 01/29/09 Income 778.138 Units 12/22/09 Income 816.086 Units Federated Government Obligations Tax Managed Fund #637 02/02/09 Interest 03/02/09 Interest 04/01/09 Interest 05/01/09 Interest 06/01/09 Interest 07/01/09 Interest 10/01/09 Interest 11/02/09 Interest 12/01/09 Interest 01/06/10 Interest 02/01/10 Interest 02/26/10 Interest Federated Kaufmann Fund O1/OS/10 Income 1,287.94 Units Federated Total Return Bond Fund Instl SHS 11/04/08 Income 16,102.655 Units 12/02/08 Income 18,642.63 Units 12/31/08 Income 18,642.63 Units 01/05/09 Income 18,642.63 Units 02/03/09 Income 18,642.63 Units 03/03/09 Income 18,642.63 Units FORWARD - 19 - $ 411.25 II i $ 476.04 350.60 $ 731.45 355.81 $ 2.45 4.55 4.26 2.64 1.35 0.29 0.27 0.26 0.45 0.44 0.21 0.37 8261.64 1,087L26 1754 I 10 95 96.18 636.39 423.22 ', 901.37 791.80 799.51 ', 3,848.47 $ 2,353J164 R8C8IPT8 OF INCO~ (coat'd) FORWARD Federated Total Return Bond Fund Instl SHS (cont~d) $ 3,848.47 $ 2,33.64 04/02/09 Income 18,642.63 Units 05/04/09 Income 17,337.637 Units 06/02/09 Income 17,337.637 Units 07/02/09 Income 17,337.637 Units 08/04/09 Income 17,337.637 Units 09/02/09 Income 17,337.637 Units 10/02/09 Income 17,337.637 Units 11/03/09 Income 17,337.637 Units 12/02/09 Income 17,337.637 Units 12/02/09 Income 17,337.637 Units 01/05/10 Income 17,337.637 Units 02/09/10 Income 18,007.109 Units 03/03/10 Income 18,007.109 Units 860.84 860.17 757.88 747.56 j 754.57 '~ 755.70 727.21 ~~ 708.32 23.08 ~I 703.67 i 716.02 755.70 ~I 758.79 12,97'.98 Federated Treasury Obligations Fund SS 398 11/03/08 Interest 12/01/08 Interest 01/02/09 Interest 02/02/09 Interest $ 48.92 3.75 1.09 ', 0.12 531.88 Fidelity Diversified International Fund 12/08/08 Income 883.625 Units 12/07/09 Income 872.221 Units $ 275.69 ~, 303.53 579~i,.22 T. Rowe Price Equity Income Fund Class A 71 12/12/08 Income 1,765.147 Units 03/30/09 Income 1,765.147 Units 06/29/09 Income 1,821.447 Units 09/29/09 Income 1,821.447 Units 12/14/09 Income 1,821.447 Units 03/31/10 Income 1,588.718 Units T. Rowe Price Mid Cap Value Fund $ 282.42 194.17 163.93 163.93 182.14 142.98 12/15/08 Income 326.659 Units $ 58.80 12/16/09 Income 297.785 Units 62.54 FORWARD - 20 - 1, 129 157 121.',34 $ 17,215.63 i FORWARD Vanguard Growth Index Fund 12/22/08 Income 1,466.977 Units 03/25/09 Income 1,466.977 Units 06/24/09 Income 1,401.9 Units 09/24/09 Income 1,401.9 Units Vanguard Growth Index Fund #9 12/22/09 Income 1,402.424 Units 03/25/10 Income 1,229.13 Units Vanguard REIT ETF 12/31/08 Income 262 Units 03/31/09 Income 262 Units 06/30/09 Income 286 Units 09/30/09 Income 286 Units 12/31/09 Income 286 Units 03/31/10 Income 238 Units Vanguard Small-Can Value ETF 12/31/08 Income 110 Units 03/27/09 Income 110 Units 12/31/09 Income 109 Units 03/29/10 Income 94 Units Vanguard Value Index Fund #6 12/22/09 Income 2,017.226 Units 03/25/10 Income 1,789.329 Units Vanguard Value Index Fund - Inst 12/22/08 Income 1,886.544 Units 03/25/09 Income 1,886.544 Units 06/24/09 Income 2,016.148 Units 09/24/09 Income 2,016.148 Units TOTAL RECEIPTS OF INCOME RBCBIPTS OF INCO~ (coat'd) $ 129.03 115.89 109.35 106.54 $ 115.00 79.89 $ 244.97 125.24 138.71 119.26 167.02 88.30 $ 139.37 3.63 114.56 2.73 $ 310.65 175.35 $ 318.67 281.09 215.73 241.94 - 21 - $ 17,2]5.63 I '~ I i i 460.81 .89 883.50 26.29 48G.00 $ 20, 55.5.5 DIBHIIli88I~NT8 OF INCOI48 Sovereign Bank 11/10/08 Trustee Fees 12/08/08 Trustee Fees 01/09/09 Trustee Fees 02/09/09 Trustee Fees 03/09/09 Trustee Fees 04/08/09 Trustee Fees 05/08/09 Trustee Fees 06/08/09 Trustee Fees 07/08/09 Trustee Fees 08/10/09 Trustee Fees 09/09/09 Trustee Fees 10/08/09 Trustee Fees 11/09/09 Trustee Fees 12/08/09 Trustee Fees 01/12/10 Trustee Fees 02/08/10 Trustee Fees 03/08/10 Trustee Fees Pennsylvania Department of Revenue 04/08/09 2008 Form PA-41 Balance Due 04/09/09 State $stimated Payment-1st Qrt PA 41 FORWARD 10$.91 18 (~ . 04 19.49 18?~ . 04 153.80 1751.73 180.57 19211.4 9 I 18511,.2 0 ~, 2011.51 2041. 99 1 203 I~ 39 205 60 203}77 21144 20745 $ 3,177.10 $ 381.100 3 81.10 0 $ 762.100 $ 3,177.10 - 22 - DISBIIRSBME~iTB OF INCOI48 (coat ~ d) FORWARD Pennsylvania Der~artment of Revenue (cont'd) 06/12/09 State Estimated Payment- 2nd Qrt PA 41 09/10/09 State Estimated Payment- 3rd Qrt PA 41 12/09/09 State Estimated Payment- 4th Qrt PA 41 United States Treasury 04/08/09 Federal Estimated Payment- 1st Qrt Federal 1041 04/08/09 2008 Form 1041 Balance Due 06/10/09 Federal Estimated Payment-2nd Qrt Federal 1041 09/08/09 Federal Estimated Payment- 3rd Qrt Federal 1041 12/07/09 Federal Estimated Payment- 4th Qrt Federal 1041 TOTAL DISBURSEMENTS OF INCOME $ 76.00 $ 3,177.10 I 381.00 381.00 38]1.00 1,905.00 I II $ 86.00 861IL 00 8600 86j00 I _ 86.00 430.00 I I $ 5,512.10 - 23 - DISTRIBUTIONS OF INCOI~ TO BBNEFICI1~tI88 Paul R Knuds n Al Dillsburg Operations, LLC - Institutional Expenses 03/05/10 2 750;5 TOTAL DISTRIBUTIONS OF INCOME TO BENEFICIARIES $ 2,7510.25 ______=====I==== - 24 - CASH (AUTOMATICALLY INVSSTSD) TOTAL INCOME BALANCE ON HAND SOVEREIGN BANK ~/~ Q~ BY: Barbara Kannheiser, SVP June 21, 2010 =wco~ ant~AKCa ox Nnxn FIDUCIAR VALUB AT ACQUISITI N 03/31/2010 ~; $ 12,296.20 $ 12 2911.2 0 $ 12,296.20 $ 12,29 .20 =ee=cep=o..s:ooaa ~_=~===aaxoeo- za= - 25 - Court of Common Pleas of Cumberland County, PA f Orphans' Court Division File No. ~~ CLARENCE V KNUDSEN AND RUTH E KNUDSEN SUPPLEMENTAL NEEDS TRUST FOR THE BENEFIT OF PAUL R KNUDSEN Verification Sovereign Bank, N.A., hereby declares under oath that it has fully and faithfully discharg the duties of its office; that the foregoing Account is true and correct and fully discloses all significant tr actions occurring during the accounting period; that all known claims against the Trust have been paid in l; that, to its knowledge, there are no claims now outstanding against the Trust; and that all taxes pres tly due from the Trust have been paid. This statement is made subject to penalties of 18 Pa. C.S.A. Section 4904 relating to unswbrn falsification to authorities. I S'Q~1Ri? T: T(ST~T i2 A ATY BY: Bart Dated: June 21, 2010