Loading...
The URL can be used to link to this page
Your browser does not support the video tag.
Home
My WebLink
About
10-18-10
1505610148 EX REV-1500 (01-10) OFFICIAL USE ONLY PA Department of Revenue County Code Year File Number Bureau of Individual -taxes INHERITANCE TAX RETURN 2 ]~ D 9 D 7 ~ 9 PO BOX 280601 Harrisburg, PA 1 7 1 28-0601 RESIDENT DECEDENT ENTER DECEDENT INFORMATION BELOW Social Security Number Date of Death MMDDYYYY Date of Birth MMDDYYYY 205-07-0946 07202009 D2Z11~920 Decedent's Last Name Suffix Decedent's First Name M I ALLEN ALBERT L (If Applicable) Enter Surviving Spouse's information Below Spouse's Last Name Suffix Spouse's First Name M I Spouse's Social Security Number THIS RETURN MUST BE FILED IN DUPLICATE WITH THE - - REGISTER OF WELLS FILL IN APPROPRIATE BOXES BELOW 1. Original Return ^ 2. Supplemental Return ^ 3. Remainder Return (date of death prior to 12-13-82) ^ 4. Limited Estate ^ 4a. Future Interest Compromise (date of ^ 5. Federal Estate Tax Return Required death after 12-12-82) 6. Decedent Died Testate ~ 7. Decedent Maintained a Living Trust 0 8. Total Number of Safe Deposit Boxes (Attach Copy of Will) (Attach Copy of Trust) ^ ^ 9. Litigation Proceeds Received ^ 1 1. Election to tax under Sec. 9113(A) 10. Spousal Poverty Credit (date of death between 12-31-91 and 1-1-95) (Attach Sch. O) CORRESPONDENT - THIS SECTION MUST BE COMPLETED. ALL CORRESPONDENGE AND CONFIDENTIAL TAX INFORMATION SHOULD BE DIRECTED TO: Name Daytime Telephone Number LINDA LUNDBERG 7],7-73~-~~265 _ First line of address P•0• BOX 308 Second fine of address City or Post Office State ZIP Code CAMP HILL PA 170D10308 Correspondent's e-mail address: REGIS =WILLS U6'DONLY~~ ~. -.~ ~:~ q ~_ - __ ._,; .___ , -. ~_,= .~ ,- [~ DATE FILED Under penalties of perjury, eclare that I have examined this return, inGuding accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct and co ~JG~~~ti~! ~ r~r~oth than the personal representative is based on all information of which preparer has any knowledge. SIGNATURE OF PER N ESP SIB E FOR ING RN DATE B SIGNATURE OF PREPARER OTHER THAN REPRESENTATIVE ATE ADDRESS PLEASE USE ORIGINAL FORM ONLY Sicie 1 15D561,0148 9M46474.000 150561D1~48 J 1505610248 REV-1500 EX Decedent's Social Security Number 205-07-0946 Decedents Name ALLEN ALBE RT ~- RECAPITULATION 1. Real Estate (Schedule A) 1. 0 • 0 0 2. Stocks and Bonds (Schedule B) . 2 D • 0 D 3. Closely Heid Corporation, Partnership or Sole-Proprietorship (Schedule C) , 3. D . 0 0 4. Mortgages and Notes Receivable (Schedule D) 4, D • D 0 5. Cash, Bank Deposits and Miscellaneous Personal Property (Schedule E) 5. 2 2 , 4 5 9. 8 2 6. Jointly Owned Property (Schedule F) ~ Separate Billing Requested g. 0 • 0 0 7. Inter-Vivos Transfers 8~ Miscellaneous Non-Probate Property (Schedule G) ~ Separate Billing Requested 7. 1, , 7 01, 3 31.9 0 8. Total Gross Assets (total Lines 1 through 7) g. 1, , 7 2 3 , 7 91, • 7 2 9. Funeral Expenses and Administrative Costs (Schedule H) , . 9. 4 8 , 3 2 4 •5 2 10. Debts of Decedent, Mortgage Liabilities, and Liens (Schedule I) 10. 1, ~, , 5 8 3 •7 8 11. Total Deductions (total Lines 9 and 10) , 11. 5 9 , 9 0 8.3 0 12. Net Value of Estate (Line 8 minus Line 11 } 12. 1, , 6 6 3 , 8 8 3. 4 2 13. Charitable and Governmental Bequests/Sec 9113 Trusts for which an election to tax has not been made (Schedule J) , , 13. 4 8 , 8 5 5.4 2 14. Net Value Subject to Tax (Line 12 minus Line 13) , 14. 1, , 615 , 0 2 8 •0 D TAX COMPUTATION -SEE INSTRUCTIONS FOR APPLICABLE RATES 15. Amount of Line 14 taxable at the spousal tax rate, or transfers un~er Sec. 9116 16. Amount of Line 14 t xable 4~ at linealratex.o 1„607,028•DO 1s. 17. Amount of Line 14 taxable at sibling rate X .12 D • D D 17 18. Amount of Line 14 taxable at collateral rate X .15 8, D D 0• D D 18. 19. TAX DUE 19. 20. FILL IN THE BOX IF YOU ARE REQUESTING A REFUND OF AN OVERPAYMENT Side 2 1505610248 1505610248 9M4648 4.OD0 0•DO 72, 31,6.26 0.OD 1, 200 • DD 73, 51,6.26 J REV-1500 EX Page 3 File Number » n4 f171.q V~GCUCIII, L-VIIIFlIGLG e1uu~G~~. - ~ - DECEDENTS NAME A LEN ALBERT L STREET ADDRESS CUMBERLAND CITY STATE ZIP ENOLA PA 1,7025- Tax Payments and Credits: 1. Tax Due (Page 2, Line 19) 2. Credits/Payments A. Prior Payments 6 7 ,1, 2 9.0 2 B. Discount 3, 5 3 3. 0 0 3. Interest Total Credits (A + B) (2) 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 retund. (1) 73, 516.26 ?0,662.02 (3} 5 7.0 8 (4) 0.00 5. If Line 1 + Line 3 is greater than Line 2, enter the difference. This is the TAJC DUE. (5} 2 , 91,1 • 3 2 Make check payable to: REGISTER OF WILLS, AGENT. PLEASE ANSWER THE FOLLOWING QUESTIONS 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; b. retain the right to designate who shall use the property transferred or its income; ® ^ c. retain a reversionary interest; or . d. receive the promise for life of either payments, benefits or care? . ^ 2. If death occurred after Dec. 12, 1982, did decedent transfer property within one year of death ® ^ without receiving adequate consideration? . 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? IF THE ANSWER TO ANY OF THE ABOVE QUESTIONS IS YES, YOU MUST COMPLETE SCHEDULE G AND FILE fT A,S PART OF T'HE RETURN. For dates of death on or after July 1, 1994, and before Jan. 1, 1995, the tax rate imposed on the net value of transfers to or for the use of the surviving spouse is 3 percent [72 P.S. §9116 (a) (1.1) (i)]. For dates of death on or after Jan. 1, 1995, the tax rate imposed on the net value of transfers to ar for the use of the surviving spouse is 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 requirements 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 21 years of age or younger at death to or for thie use of a natural parent, an adoptive parent or a stepparent of the child is 0 percent [72 P.S. ~9116(a)(1.2)]. • The tax rate imposed on the net value of transfers to or for the use of the decedent's lineal beneficiaries is 4.5 percent, except as noted in 72 P.S. X9116(1.2) [72 P.S. ~9116(a)(1)]. • The tax rate imposed on the net value of transfers to or for the use of the decedent's siblings is 12 percent [72 P.S. ~9116(a)(1.3)]. A sibling is defined, under Section 9102, as an individual who has at least one parent in common with the decedent, whether by blood or adoption. 9M4671 2. DOD REV-'1506 EX + (6-98) COMMONWF~4LTH OF PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT SCHEDULE E CASH, BANK DEPOSITS, ~ MISC. PERSONAL PROPERTY ESTATE OF FILE NUMBER Albert L. Allen 21090719 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 be disclosed on Schedule F. ITEM VALUE AT DATE NUMBER DESCRIPTION OF DEATH 1 The Patriot News 199.15 Refund due to cancellation of subscription 2 Good's Tree Care, Inc 584.48 Refund due to cancellation of service 3 American Sentinel Insurance Co 27.45 Insurance premium refund 4 Capital Blue Cross 311.10 Refund of unused premium 5 Country Club of Harrisburg 840.00 Refund of dues 6 PNC Bank, N.A. Checking a/c #5000772628 19,062.22 Balance as of 7/20/09 Interest accrued to 7/20/2009 2.19 7 Central Penn AAA 37.50 Refund of membership fees 8 Raymond Grandon Managing Partners 160.68 Refund due to cancellation of umbrella liability insurance policy 9 Progressive 50.87 Refund of unused auto insurance policy premium 10 National Review, Inc 17.18 Subscription refund 11 Smithsonian Magazine 25.00 Refund of unused magazine subscription 12 Commonwealth of PA 1,042.00 Refund of 2009 PA life period income tax 13 Gommanwealth of PA 100.00 Proceeds of unclaimed property American Express gift card 3W46AD 1.000 TOTAL (Also enter on line 5, Recapitulation) $ ~ 22 , 459.82 (if more space is needed, insert additional sheets of the same size) REV-1510 EX + (08-09) pen nsyfvan is DEPARTMENT OF REVENUE INHERITANCE TAX RETURN RESIDENT DECEDENT SCHEDULE G INTER-VIVOS TRANSFERS AND MISC. NOM-PROBATE PROPERTY ESTATE OF FILE NUMBER Albert L. Allen 21 090719 This schedule must be completed and filed if the answer to any of questions 1 through 4 on page three of the REV-1500 is yes. ITEM NUMBE DESCRIPTION OF PROPERTY II~LLDETI-E NOME OF TFE TRANSFEREE, THEIR RELATIONSHIP TO DECEDENT AND TFE DATE OFTRAILLSFER. ATTACH A COPY OF THE DEED FOR REAL ESTATE. DATE OF DEATH VALUE OF ASSET _ % Or DECD'S INTEREST EXCLUSION (IF APPLlCABL TAXABLE VALUE 1• Albert L. Allen, Jr. created a Trust under Agreement dated 10/16/96, as amended, with PNC Bank, N.A., trustee. The assets held in this trust have been valued as of 7/20/09 and are listed below: 811 Shares AT&T Inc CUSIP: 002068102 19,650.53 100.0000 O.OC) 19,650.53 @ 24.23 Dividend accrued on 7/20/2009 332.51 100.0000 332.51 2 25,000 Par Allentown PA Pkg Auth 2.75 due 10/01/09 CUSIP: 018465EJ9 25,094.00 100.0000 0.00 25,094.00 @ 100.376 Interest accrued to 7/20/2009 210.07 100.0000 210.07 3 100 Shares Boeing Co Common New York Stock Exchange CUSIP: 097023105 4,171.00 100.0000 0.00 4,171.00 @ 41.71 4 950 Shares Bristol Myers Squibb Co Common New York Stock Exchange CUSIP: 110122108 1$,876.50 100.0000 0.00 18,876.50 @ 19.87 Dividend accrued on 7/20/2009 294.50 100.0000 294.50 5 500 Shares Chevrontexaco Corp Common New York Stock Exchange CUSIP: 166764100 32,807.50 100.0000 0.00 32,807.50 @ 65.6150 Total from continuation sched les 1,599,895.29 TOTAL (Also enter on line 7, Recapitulation) $ I 1,701,331.90 If more space is needed, use additional sheets of paper of the same size. 9W46AF 2.000 Estate of: Albert L. A11en Schedule G (Page 2) Item DOD Value No. Description of Asset $ Interest Exclusion 6 300 Shares Coca Cola Co Com CUSIP: 191216100 15,165.00 100.0000 @ 50.55 7 200 Shares Dominion Res Inc Va New Common New York Stock Exchange CUSIP: 257460109 6,569.00 100.0000 @ 32.845 8 50,000 Par Dover PA Area Sch Dist 4.125$ Due 4//01/15 CUSIP: 260358HR0 51,718.75 100.0000 @ 103.4375 Interest accrued to 7/20/2009 630.21 100.0000 9 450 Shares Duke Realty Corp Com New New York Stock Exchange CUSIP: 264411505 3,762.00 100.0000 @ 8.36 ZO 200 Shares Exelon Corp Common New York Stock Exchange CUSIP: 30161N101 10,307.00 100.0000 @ 51.535 11 400 Shares Exxon Mobil Corp Common New York Stock Exchange CUSIP: 302316102 27,502.00 100.0000 @ 68.755 12 200 Shares Fpl Group Inc Common New York Stock Exchange CUSIP: 302571104 11,505.00 100.0000 @ 57.525 21 09 0719 Taxable Value 0.00 15,165.00 0.00 6,569.00 0.00 51,718.75 630.21 0.00 3,762.00 0.00 10,307.00 0.00 27,502.00 0.00 11,505.00 Total (Carry forward to main schedule) 127,158.96 Estate of: Albert L. A11en 21 09 0719 Schedule G (Page 3) Item DOD Value Taxable No. Description of Asset ~ Interest Exclusion Value 13 600 Shares Intel Corp Common NASDAQ Stocks CUSIP: 458140100 11,235.00 100.0000 0.00 11,235.00 @ 18.725 14 300 Shares International Business Machs Common New York Stock Exchange CUSIP: 459200101 34,690.50 100.0000 0.00 34,690.50 @ 115.635 15 100 Shares Ishares Tr Barclays TIPS Bd CUSIP: 464287176 10,082.00 100.0000 0.00 10,082.00 @ 100.82 16 200 Shares Johnson & Johnson Common New York Stock Exchange CUSIP: 478160104 11,820.00 100.0000 0.00 11,820.00 @ 59.1000 17 25,000 Par Lower Salford Twp PA Sewer Authority 3.4$ Due 11/15/11 CUSIP: 548573BQ6 25,171.63 100.0000 0.00 25,171.63 @ 100.6865 Interest accrued to 7/20/2009 155.83 100.0000 155.83 18 100 Shares Mccormick ~ Co Inc Non Voting Com New York Stock Exchange CUSIP: 579780206 3,252.50 100.0000 O.OC1 3,252.50 @ 32.525 19 100 Shares Mcdonalds Corp Common New York Stock Exchange CUSIP: 580135101 5,824.00 100.0000 0.00 5,824.00 @ 58.24 Total (Carry forward to main schedule) 102,231.46 Estate of: Albert L. Allen 21 09 0719 Schedule G (Page 4) Item DOD Value Taxable No. Description of Asset ~ Interest Exclusion Value 20 300 Shares Merck ~ Co Inc Common New York Stock Exchange CUSIP: 589331107 8,316.00 100.0000 0.00 8,316.00 @ 27.72 21 23,666.386 Shares Pimco Fds Pac Invt Mgmt Ser Tot Ret Fd Inst Mutual Funds, Money Market Fds CUSIP: 693390700 249,207.04 100.0000 0.00 249,207.04 @ 10.53 22 200 Shares Ppl Corp Common New York Stock Exchange CUSIP: 693517106 6,484.00 100.0000 0.01) 6,484.00 @ 32.42 23 100 Shares Pepsico Inc Common New York Stock Exchange CUSIP: 713448108 5,612.50 100.0000 0.00 5,612.50 @ 56.12495 24 400 Shares Procter & Gamble Co Common New York Stock Exchange CUSIP: 742718109 22,236.02 100.0000 0.00 22,236.02 @ 55.59005 25 583 Shares Source Cap Inc Common New York Stock Exchange CUSIP: 836144105 21,334.89 100.0000 0.00 21,334.89 @ 36.595 26 50,000 Par South Side PA Area Sch Dist 4.35$ Due 6/1/11 CUSIP: 840355BU4 51,751.00 100.0000 O.OC1 51,751.00 @ 103.5020 Interest accrued to 7/20/2009 302.08 100.0000 302.08 Total (Carry forward to main schedule) 365,243.53 Estate of: Albert L. Allen Item No. Description 27 200 Shares United Technologies Corp Common New York Stock Exchange CUSIP: 913017109 @ 54.49 28 152 Shares Verizon Communications Common New York Stock Exchange CUSIP: 92343V104 @ 29.6250 Dividend accrued on 7/20/2009 29 25,000 Par Warwick Twp PA Mun Auth 3.20 Due 4/1/13 CUSIP: 936697CN9 @ 100.0765 Interest accrued to 7/20/2009 30 25,000 Par Wattsburg Area PA Sch Dist 4.125$ Due 4/1/15 CUSIP: 942750EK2 @ 104.968 Interest accrued to 7/20/2009 31 600 Shares Windstream Corp Common CUSIP: 97381W104 @ 8.225 32 500 Shares Wyeth Common New York Stock Exchange CUSIP: 983024100 @ 46.03 33 50,196.32 Units PNC Del Sweep Deposit Adm Principal Cash CUSIP: 993077106 Schedule G (Page 5) DOD Value of Asset $ Interest Exclusion 10,898.00 100.0000 4,503.00 100.0000 69.92 100.0000 25,019.13 100.0000 244.44 100.0000 26,242.00 100.0000 315.10 100.0000 4,935.00 100.0000 23,015.00 100.0000 50,196.32 100.0000 21 09 0719 Taxable Value 0.00 10,898.00 0.00 4,503.00 69.92 0.00 25,019.13 244.44 0.00 26,242.00 315.10 0.00 4,935.00 0.00 23,015.00 0.00 50,196.32 Total (Carry forward to main schedule) 145,437.91 Estate of: Albert L. Allen Item No. Description Schedule G (Page 6) DOD Value of Asset $ Interest Exclusion 34 Blackrock Liquidity Funds Tempfund Income Cash CUSIP: 999077100 805.89 100.0000 35 Premises: 2605 Spring Hill Lane, Enola, Cumberland Co, PA Deed Book 23V, Page 867 425,000.00 100.0000 Land: 28.4 acres Improvements: 1 story ranch house containing 2 bedrooms and 2.5 baths. Sales Price (Copy of Settlement Sheet attached) 36 Tangible Personal property located at 2605 Spring Hill Lane, Enola, pp, 19,145.00 100.0000 Appraised by David J. Cordier and Ellen E. Miller 37 2004 Mercury Sable-V6 4Dr LS 7,705.00 100.0000 Kelly Blue Book Value Albert L. Allen, Jr. was the beneficiary of a sole use trust created by his wife, Betty G. Allen. The assets held in this as of 7/20/09 are listed below: 38 500 Shares AT&T Inc CUSIP: 002068102 12,115.00 100.0000 Dividend accrued on 7/20/2009 205.00 100.0000 39 450 Shares Bristol Myers Squibb Co Common New York Stock Exchange CUSIP: 110122108 8,941.50 100.0000 Dividend accrued on 7/20/2009 139.50 100.0000 40 100 Shares Dentsply Intl Inc New Common NASDAQ Stocks CUSIP: 249030107 2,901.00 100.0000 @ 29.010 Total (Carry forward to main schedule) 21 09 0719 0.00 Taxable Value 805.89 0.00 425,000.00 0.00 19,145.00 O.OU 7,705.00 0.00 12,115.00 205.00 0.00 8,941.50 139.50 0.00 2,901.00 476,957.89 Estate of: Albert L. Allen 21 09 0719 Schedule G (Page 7) Item DOD Value Taxable No. Description of Asset ~ Interest Exclusion Value 41 200 Shares Dominion Res Inc Va New Common New York Stock Exchange CUSIP: 257460109 6,569.00 100.0000 0.00 6,569.00 @ 32.8450 42 250 Shares Duke Realty Corp Com New New York Stock Exchange CUSIP: 264411505 2,090.00 100.0000 0.00 2,090.00 @ 8.36 43 400 Shares Exxon Mobil Corp Common New York Stock Exchange CUSIP: 302316102 27,502.00 100.0000 0.00 27,502.00 @ 68.7550 44 200 Shares F'pl Group Inc Common New York Stock Exchange CUSIP: 302571104 11,505.00 100.0000 0.00 11,505.00 @ 57.525 45 500 Shares General Elec Co Common New York Stock Exchange CUSIP: 369604103 5,877.50 100.0000 O.OC- 5,877,50 @ 11.7550 Dividend accrued on 7/20/2009 50.00 100.0000 50.00 46 500 Shares Intel Corp Common NASDAQ Stocks CUSIP: 458140100 9,362.50 100.0000 0.00 9,362.50 @ 18.7250 47 100 Shares International Business Machs Common New York Stock Exchange CUSIP: 459200101 11,563.50 100.0000 0.00 11,563.50 Total (Carry forward to main schedule) 74,519.50 Estate of: Albert L. Allen Schedule G (Page 8) Item DOD Value No Description of Asset ~ Interest Exclusion @ 115.6350 48 100 Shares Ishares Tr Barclays TIPS Bd 10,082.00 100.0000 @ 100.82 49 200 Shares Johnson & Johnson Common New York Stock Exchange CUSIP: 478160104 11,820.00 100.0000 @ 59.100 50 200 Shares Kraft Foods Inc C1 A New York Stock Exchange CUSIP: 50075N104 5,485.25 100.0000 @ 27.42625 51 100 Shares Mccormick & Co Inc Non Voting Com New York Stock Exchange CUSIP: 579780206 3,252.50 100.0000 @ 32.5250 52 150 Shares Mcdonalds Corp Common New York Stock Exchange CUSIP: 580135101 8,736.00 100.0000 @ 58.2400 53 200 Shares Metlife Inc Common New York Stock Exchange CUSIP: 591568108 6,158.00 100.0000 @ 30.7900 54 14,947.966 Shares Pimco Fds Pac Invt Mgmt Ser Tot Ret Fd Inst Mutual Funds, Money Market Fds CUSIP: 693390700 157,402.08 100.0000 @ 10.5300 Tot al (Carry forward to main schedule) o . o c~ 0.00 0.00 0.00 0.00 0.00 21 09 0719 Taxable Value 10,082.00 11,820.00 5,485.25 3,252.50 8,736.00 6,158.00 0.00 157,402.08 202,935.83 Estate of: Albert L. Allen Schedule G (Page 9) 21 09 0719 Item DOD Value Taxable No. Description of Asset ~ Interest Exclusion Value 55 100 Shares Pepsico Inc Common New York Stock Exchange CUSIP: 713448108 5,612.50 100.0000 0.00 5,612.50 56.12495 56 100 Shares Procter & Gamble Co Common New York Stock Exchange CUSIP: 742718109 5,559.01 100.0000 0.00 5,559.01 @ 55.59005 57 200 Shares United Technologies Corp Common New York Stock Exchange CUSIP: 913017109 10,898.00 100.0000 O.OC- 10,898.00 @ 54.4900 58 400 Shares Verizon Communications Common New York Stock Exchange CUSIP: 92343V104 11,850.00 100.0000 0.00 11,850.00 @ 29.625 Dividend accrued on 7/20/2009 184.00 100.0000 184.00 59 25,000 Par Wyoming PA Area Sch Dist 3.15 Due 7/1/2012 CUSIP: 983455BX3 26,665.25 100.0000 0.00 26,665.25 @ 106.6610 Interest accrued to 7/20/2009 43.75 100.0000 43.75 60 6,741.2 Units Blackrock Liquidity Funds Tempfund Principal Cash CUSIP: 993077106 6,741.20 100.0000 0.00 6,741.20 1.00 61 Blackrock Liquidity Funds Tempfund Income Cash CUSIP: 999077100 958.50 100.0000 0.00 958.50 @ 1.00 Total (Gar=y forward to main schedule) 68,512.21 Estate of: Albert L. A11en Schedule G (Page 10) 21 09 0719 Item DOD Value Taxable No. Description of Asset $ Interest Exclusion Value Albert L. A11en, Jr. made the following tansfers within one year of his death: 62 Sara .Allen 11,898.00 100.0000 3,000.00 8,898.00 Transfers w/i 1 year of death 63 Albert L. A11en, III 10,000.00 100.0000 3,000.0() 7,000.00 Transfers w/i 1 year of death 64 Cille Allen 10,000.00 100.0000 3,000.00 7,000.00 Transfers w/i 1 year of death 65 Bryan Allen 10,000.00 100.0000 3,000.00 7,000.00 Transfers w/i i year of death 66 Alberta Allen 10,000.00 100.0000 3,000.00 7,000.00 Transfers w/i 1 year of death Total (Carry forward to main schedule) 36,898.00 REV-1511 EX+ (1D-~9) pennsyfvan~a DEPARTMENT OF REVENUE INHERITANCE TAX RETURN RESIDENT DECEDENT SCHEDULE H FUNERAL EXPENSES AND ADMINISTRATIVE COSTS ESTATE OF FILE NUMBER Albert L. Allen 21 09 0719 Decedent`s debts must be reported on Schedule 1. ITEM NUMBER DESCRIPTION AMOUNT A. FUNERAL EXPENSES: ~ Parthemore Funeral Home Funeral expenses 3,006.77 Total from continuation schedules . B. ADMINISTRATIVE COSTS: 1. Personal Representative Commissions: Name(s) of Personal Representative(s) PNC Bank N . A . Street Address 4242 Carlisle Pike City Camp Hill State PA ZIP 17001 Year(s) Commission Paid: 2. Attorney Fees: 3. Family Exemption: (If decedent's address is not the same as claimants, attach explanation.) Claimant Street Address __ City State ZIP Relationship of Claimant to Decedent 4. Probate Fees: 5. Accountant Fees: 6. Tax Return Preparer Fees: 7. 1 Register of Wills Fee re filing inventory and inheritance tax return Total from continuation schedules . TOTAL (Also enter on Line 9, Recapitulation) ~ $ swasA~ z.ooo If more space is needed, use additional sheets of paper of the same size. 3,940.29 13,950.00 13,000.00 106.00 30.00 14,291.46 48,324.52 Estate of: Plbert L. Allen 21 09 0719 Schedule H Part 1 (Page 2) Item No. Description 2 Bryan L. A11en Funeral luncheon 3 Romberger Memorials Grave marker 4 Sara B. A11en Reimbursement for funeral expenses advanced Amount 1,469.29 1,700.00 771.00 Total (Carry forward to main schedule) 3,940.29 Estate of: Albert L. A11en 21 09 0719 Schedule H Part 7 (Page 2) 2 Cordier Antiques ~ Fine Art Appraisal fee re tangible personal property 380.00 3 RSR Appraisers & Analysts Real estate appraisal fee 350.00 4 Register of Wills Short certificates 4.00 5 Expenses re upkeep and maintenance of 2605 Spring Hill Lane, Enola, PA pending its disposition See list attached 8,410.59 6 Expenses re sale of 2605 Spring Hill Lane, Hampden Twp, Cumberland Co., PA Transfer taxes 4,250.00 7 Freeman Real Estate Real estate appraisal fee 750.00 8 Progressive Casualty Insurance Auto insurance premium 146.87 Total (Carry forward to main schedule) 14 291.46 Estate of Albert A. Allen, Jr. File No: 21-09-0719 Date of Death: 7/20/09 Maintenance and Upkeep Expenses of 2506 Spring Hill Road, Enola, PA pending its Disposition PPL Electric Utilities -electric service Hampden Township -trash collection Spring Hill Homeowners Association -Dues Spring Hill Homeowners Association -additional expenses SES insurance -insurance premium Shipley Energy Co -Oil deliveries Associated Products Services Inc 900.83 59.00 3,550.00 480.09 893.00 2,197.67 330.00 Total 8,410.59 REV-1512 EX+(12-08) SCHEDULE pennsyfvania DEPARTAJ~NTOF REVENUE DEBTS OF DECEDENT, INHERITANCE TAX RETURN MORTGAGE LIABILITIES 8~ LIENS RFSII~FNT r7FCFDF_NT __ ESTATE OF FILE NUMBER Albert L. Allen _ 21 09 0719 Report debts incurred by the decedent prior to death that remained unpaid at the date of death, including unreimbursed medical expenses. STEM VALUE AT DATE NUMBER DESCRIPTION OF DEATH 1~ Paula Montgomery Balance due re lifetime power of attorney services 630.00 2 Citi Cards Balance due 1,100.35 3 PPL Electric Utilities Balance due 178.87 4 Wix Wenger & Weidner Lifetime legal services 3,360.00 5 Verizon Balance due 34.70 6 Nancy Morris Balance due nursing services 599.30 7 Paula A. Warrick Balance due for nursing services 1,372.50 8 Suzanne Keener Balance due for nursing services 1,214.30 9 Griswold Special Care Balance due 632.40 10 Checks written prior to death and honored subsequent thereto 2,461.36 TOTAL (Also enter on Line 10, Recapitulation) ~ $ 11 , 583.78 8W46AH 2.OD0 If more space is needed, insert additional sheets of the same size. REV-1513 EX+(D1-10) SCHEDULE J Pennsylvania DEPARTNENTOF REVENUE BENEFICIARIES INHERffANCE TAX RETURN RESIDENT DECEDENT ESTATE OF: FILE NUMBER: Albert L. A11en 21 090719 RELATIONSHIP TO DECEDENT 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. Suzanne Keener 633 Williams Grove Road Mechanicsburg, PA 17055 General Bequests: 2,000.00 None 2,000.00 2 Nancy Morris General Bequests: 2,000.00 None 2,000.00 3 Jay Brown General Bequests: 2,000.00 None j 2,000.00 I VIl1L Vr 1-MR111CIVICR IVI!'1L IVVIV-17'VV"1~LC VIJIRIOVIIVIVJ VIV LIIVC IJ Vr RCV-IJVV lil1VCR JfICCI .p 'fO,OJ=J 'tL If more space is needed, use additional sheets of paper of the same size. 9was,ai z.ooo ~ ENTER DOLLAR AMOUNTS FOR DISTRIBUTIONS SHOWN ABOVE ON LINES 15 THROUGH 18 OF REV-1500 COVER SHEET, AS APPROPRIATE. Estate of: Albert L. Allen Schedule J Part 1 (Page 2} 21 09 0719 I tem No. Description Relation Amount 4 Paula Montgomery 14 Park Drive Dillsburg, PA 17019 General Bequests: 2,000.00 None 2,000.00 5 Cille Allen Transfer w/i 1 year of death Daughter-in-law 7,000.00 6 Alberta Allen Transfer w/i 1 year of death Daughter-in-law 7,000.00 7 Albert L. Allen 2193 Graystone Parkway Grayson, PA 30017 Transfer w/i i year of death 7,000.00 Cash bequest 25,000.00 Bequest of TPP 8,950.00 1/3 sh residue Betty Allen Tr 123,423.17 1/3 share residue Part B 219,4377.36 Son 383,810.53 8 Sara B. A11en 204 Longview Drive Jefferson, GA 30449 Transfers w/i 1 year 8,898.00 Cash bequest 25,000.00 Beques t of TPP 8,950.00 1/3 sh Betty A11en Trus 123,423.17 1/3 share residue Part B 219,437.35 Daughter 385,708.52 Estate of: Albert L. Allen Schedule J Part 1 (Page 3) I tem No. Description 9 Bryan L. Allen 14007 81st Ave., NE Bothel, WA 98011 Transfers w/i 1 year of death 7,000.00 Cash bequest 25,000.00 Bequest of TPP 8,950.00 1/3 sh Betty Allen Trust 123,423.17 1/3 share of residue Part B 219,437.36 10 Albert L. Allen, Jr. Trust Part A FBO Albert, III c/o PNC Bank, N.A. P.O. Box 308 Camp Hill, PA 17001-0308 I/3 Share Albert 1. Allen, Jr. Trust Part A 11 Albert L. Allen, Jr. Trust A FBO Bryan L. Allen c/ o PNC Bank , N . A . P.O. Box 308 Camp Hill, PA 17001-0308 1/3 share residue Albert L. Allen Tr Part A 12 Albert L. Allen, Jr. Trust A FBO Sara Allen c/o PNC Bank, N.A. P.O. Box 308 Camp Hill, PA 17001-0308 1/3 sh residue Albert L. Allen, Jr., Tr Part A 21 09 0719 Relation Amount Son 383,810.53 Trust 146,566.14 Trust 146,566.14 Trust 146,566.14 Estate of: Albert L. Allen 21 09 0719 Schedule J Part 2B (Page 1) I tem No. Description Amount 1 Mercersburg Academy 300 East Seminary Street Mercersburg, PA 17326 2.5$ share of Albert L. A11en, Jr. Trust, Part A 12,213.86 2 Messiah College One College Avenue Box 3013 Mercersburg, PA 17027 2.5$ share of Albert L. Allen, Jr. Trust Part A 12,213.86 3 Harrisburg Academy 10 Erford Road Warmleysburg, PA 17403 2.5~ share of Albert L. Allen, Jr., Trust Part A 12,213.85 4 Keystone Area Council Boy Scouts of America One Baden Powell Lane Mechanicsburg, PA 17050 2.5g share of Albert L. Allen, Jr. Trust Part A 12,213.85 Estate of Albert Allen Albert Allen Estate Albert Allen Trust Gross Estate Part A - 1 /2 of Gross Estate Less: .Bequests to children Bequests to others Less: TPP Less: Car Subtotal Less: Schedules H&l Subtotal Part A 10% to Charity Balance in Trust for children Bequests to children TPP to children Car to children Part B - 1/2 Gross Estate Outright to children Taxable entities Betty Allen Trust Albert Allen Part A -Trust Albert Allen Part B Bequests to children Bequests to others TPP Car Transfers Total Betty Allen Trust Albert L. Allen, III Bryan L. Allen Sara S. B. Allen Albert Allen Part A Bequests fo Children Albert L. Allen Bryan L. Allen Sara Allen Calculation of Shares 22,459.82 1,294,164.36 1,316,624.18 658,312.09 (75,000.00) (8, ooo. oo) (19,145.00) 7 705.00 548,462.09 (59,908.30) 488,553.79 48,855.38 439,698.41 75,000.00 19,145.00 7,705.00 658,312.09 370,269.54 439,698.41 658,312.09 75, 000.00 8,000.00 19,145.00 7,705.00 36,898.00 1, 615, 028.04 370,269.54 123,423.17 123,423.17 123,423.17 658,312.09 25,000.00 25,000.00 25,000.00 Estate of Albert Allen TPP to Children Calculation of Shares Albert L. Allen 8,950.00 Bryan L. Allen 8,950.00 Sara Allen 8,950.00 Charity Mercersburg Academy 12,213.85 Messiah College 12,213.85 Harrisburg Academy 12,213.85 Keystone Area Council BSA 12,213.85 Balance Part A Albert L. Allen Jr. TrfALA 111 146,566.14 Albert L. Allen Jr. Tr/BLA 146,566.14 Albert L. Allen Jr Tr/SA 146,566.14 Albert Allen Part B 658,312.09 Albert L. Alien, III 219,437.36 Bryan L. Allen 219,437.36 Sara Allen 219,437.36 Summary for Children Albert L. Allen, Ifl Lifetime transfers 7,000.00 Cash bequest 25,000.00 Bequest of TPP 8,950.00 1/3 share of Betty Allen Trust 123,423.17 1/3 share of Albert Tr Part B outright 219,437.36 Total share 383, 810.53 Bryan L. Allen Lifetime transfers 7,000.00 Cash Bequests 25,000.00 Bequest of TPP 8,950.00 1/3 share of Betty Allen Trust 123,423.17 1/3 Share of Albert Tr Part B outright 219,437.36 Total share 383, 810.53 Sara Allen Lifetime transfers 8,898.00 Cash bequest 25,000.00 Bequest of TPP 8,950.00 1/3 share of Betty Allen Trust 123,423.17 1!3 share of Albert Tr Part B outright 219,437.36 Total 385, 708.53 COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF REVENUE BUREAU OF INDIVIDUAL TAXES PO Box 280601 HARRISBURG, PA 17128-0601 May 3, 2010 PNC Wealth Management 1600 Market Street Philadelphia, PA 19103 Telephone (i' 17) 787-3930 FAX ('T 17) 772-0412 Re: Estate of Albert Allen File Number 2109-071' 9 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 1'995, 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 prevent: 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 10/20/10. Because Section 2136 (d) of the 1995 Act allows for only one extra period of six (6) months, no additional extE~nsion(s) will be granted that would exceed the maximum time permitted. We now offer you the option to request your extension request via e-mail., Please use the following a-mail address: RA-InheritanceTaxExt@~state.pa.us. We are also able to respond to your extension request via a-mail. Please refer any questions to me concerning your extension. No questions will be answered from this a-mail address. Sinc y, G~~ Claudia Maffei rvisor Document Processing Unit Inheritance Tax Division LAST WILL AND TESTAMENT OF ALBERT L. ALLEN, JR. I, ALBERT L. ALLEN, .TR. ,make this to be my Last Will and Testament, and I hereby revoke any previous Will. FIRST: I direct my Executor to pay all my last illness and funeral expenses as soon as convenient. SECOND: All personal effects, clothing, furniture, furnishings, jewelry, automobiles, other tangible personal property of every kind, I give to my wife, BETTY G. ALLEN, if she survives me for a period of thirty (30) days. If she shall not so survive me, then I give the same in equal shares to such of my children vvho shall survive me for a period of thirty (30} days and not to the issue of any child who shall not survive me for a. period of thirty (30) days, to be divided among them as they may agree or, if they are unable to agree, as my Executor may decide. THIRD: All the rest, residue and remainder of my estate, of whatsoever nature and wheresoever situate, including that over which I have a Power of Appointment, I give, devise and bequeath In Trust tc- PNC BANK, N.A., the Trustee, under the Trust Agreement with me as Settlor dated October 16, 1996. I hereby waive the Power of Appointment in the Trust Agreement created by my Wife with PNC BANK, N.A.., dated October 16, 1996. FOURTH: I direct that all estate, inheritance and other taxes in the nature thereof, together with any interest and penalties thereon, becoming payable because of my death with respect to the property constituting my gross estate for death tax purposes, whether or not such property passes under this Will, be paid :&-om the principal of Part "A" under the Trust of which I am Settlor described in paragraph THIRD above. No person receiving or having a beneficial interest in any such property, whether under this Will or otherwise, shall at any time be required to contribute to or refimd any part thereof, provided, however, that this direction shall not apply to the taxes on any property included in my estate solely because of a power of appointment thereover `which I possess but 1 have not exercised or on any qualified terminable interest or to any generation-skipping transfer taxes. FIFTH: My Executor is hereby authorized and empowered, in addition to such powers granted executors by law, all exercisable without court order: (a) to sell securities or other property, real or personal or both; (b) to borrow money from such persons as it may desire, including the power to borrow from itself as an uidividual or as a fiduciary under any Trust Agreement for any purpose necessary or desirable in connection with the payment of taxes or other matters incidental to the settlement or administration of my Estate, or for investment purposes, on either a secured or unsecured basis, at such rate of interest as my Executor may deem acceptable and to sign notes and to pledge the assets of my Estate as security therefor; this authority to borrow and pledge shall not apply as to assets which are or might be, except for such authorization, eligible for the marital deduction; (c) to make non-prorata distributions in kind or partly in kind or partly in cash; (d} to retain all or any part of my property, real or personal, constituting my Estate for such time as my Executor deems best or to invest or reinvent the same without being restricted to "legal" investments; (e) to file joint income tax returns and to consent to joint gift tax returns with my wife, her executors or administrators; (f) to compromise claims against or in favor of the Estate, with or without Court approval on such terms and conditions as Executor deems appropriate, in my Executor's sole discretion; (g} if the Estate includes any interest which I had in a business at the time of my death, whether the same is a sole proprietorship, a partaership, or a corporation in which I owned all or a substantial portion of the stock, to continue the business, until such time as my Executor deems advisable to sell, liquidate or distribute the same in kind. Executor shall have all rights and powers in connection with the business as I had when living, including by way of example and not limitation, the powers to operate or join in the operation the~~eof as a going concern, to form or re-form a general or limited partnership, to incorporate or re-incorporate and to liquidate or sell the same or any part thereof, all as it deems advisable for the best interests of the Estate and o~f the beneficiaries thereof; without any liability for loss resulting from the operation of said business except where such loss is the result of negligence or fraud on the part of the Executor; (h) to receive, for its services in connection with any such business, such additional compensation as may be commensurate therewith; (i) to claim, in my Executor's discretion, expenses of administration of my Estate as deductions for federal income tax purposes, when this will result in an overall reduction of income and death taxes for my Estate (no adjustments between income and 2 principal or in the amount of the distributions to the trusts created by separate instrument shall be required as a result of such action); (j) in my Executor's sole discretion, to elect (or not) to treat as property passuig to my wife and as eligible for the marital deduction under I.RC. Section 2056(a) property which is "qualified terminable interest property" within the meaning of I.RC. Section 2056(b)('n, in all regards except for such election; (k) in my Executor's sole discretion to allocate such exemptions as are available as to the generation skipF-ing transfer tax to any property, to exclude any property from that allocation and to make all related allocations thereto. No beneficiary shall have any claim against my Executor for exercising such allocation powers as granted herein. (1) in my Executor's sole discretion to compromise taxes on future interests on such terms and conditions as Executor deems appropriate; (m) to maintain reasonable reserves for depreciation, depletion, amortization and obsolescence; SIXTH: I nominate, constitute and appoint PNC BANK, N.A., as Executor under this my Last Will and Testament. No bond shall be required in this or any other jurisdiction of my Executor. SEVENTH: I hereby nominate, constitute and appoint PNC BANK, N.A., as Guardian of the estate of any minor or other beneficiary physically or meatally unable to manage his or her affairs and to se~:ve without bond in this or any other jurisdiction. If any beneficiary of my estate is under the age of eighteen (18) years at the time at which distribution of any property devised and bequeathed by this Will would otherwise be made to such beneficiary, or is unable to manage his or her own affairs, my Executor shall distribute all such property to the guardian of thE; estate of such beneficiary. The guardian shall hold, manage, invest and reinvest any property received by the guardian (whether under this Will or otherwise), shall collect the income thereof; and shall apply so much of the net income and, if the net income is insufficient, so much of the principal of the property held for such beneficiary as the guardian shall deem necessary or advisable for such beneficiary's health, maintenance, support and complete education. The guardian shall accumulate any surplus net income annually and add the same to the principal of the property held for such beneficiary. When such beneficiary attains the age of eighteen (18) years, or becomes able to manage his or her affairs, 3 the guardian shall distribute to such beneficiary all property held by the guardian for such beneficiary. If such beneficiary dies before attaining the age of eighteen (18) years, or becoming able to manage his or her affairs, the guardian shall distribute to the personal representative of such beneficiar~s estate al:l property held by the guardian for such beneficiary. EIGHTH: The compensation payable to my Executor shall be the compensation duE;, in accordance with the fee schedule of my Executor at the time such services are rendered, or if my Executor is an. individual, such compensation shall be reasonable compensation. NINTH: The words "child, children, or issue", as used in this Will, shall include adopted persons and persons born or adopted after the date of this Will, respectively unless expressly stated to the ca~ntrary. TENTH: I hereby authorize my Executor in addition to all powers granted by law, to make such election in connection with settlements under employee benefit plans in which I have an interest a;; my Executor deems most advantageous under all the circumstances. IN WITNESS WHEREOF, I, ALBERT L. ALLEN, JR. ,the Testator, to this m;y Last Will and Testament, typewritten on five (5) sheets of paper have set my hand and seal this ~ ~ day o'f 1998. " ~ (SEAL) ALBERT L. ALLE , JR. Last sealed, published and declared by ALBERT L. ALLEN, .TR. ,the said Testator, as and for his ~1 and Testament, in our presence, at his request and in the,presence of each other have hereunto set our d_ seals as attest' ~ esiding at residing at 4 COMMONWEALTH OF PENNSYLVANIA: SS: COUNTY OF DAUPHIN: I, ALBERT L. ALLEN, JR. ,Testator, whose name is signed to the attached or i~oregoing instrument, having been duly qualified according to law, do hereby aclmowledge that I signed and executed the instrument as my Last Will; that I signed it willingly; and that I signed it as my free and voluntary act for the purposes therein expressed. Sworn or affirmed to and acknowledged before me, by ALBERT L. ALLEN, JR.. ,the testator, th1S day of , 1998. ALBERT L. ALLEN, JR Notary Public My Commission Expires: COMMONWEALTH OF PENNSYLVANIA: SS: COUNTY OF DAUPHIN: We, and ,the witnesses whose names are signed to the attached or foregoing instrument, being duly qualified according to law, do depose and say that we were present and saw Testator sign and execute the instrument as his Last Will and Testament; that Testator signed willingly and that Testator executed it as his free and voluntary act for the purposes thereu expressed; that each of us in the hearing and sight of the Testator signed the Will as witnesses; and that to the be:~t of our knowledge the Testator was at that time eighteen or more years of age, of sound mind and under no constraint or undue influence. Sworn or affirmed to and subscribed to before me by and the witnesses, this day of , 1998. Notary Public or Attorney My Commission Expires: State of Admission of Attorney: _ 5 THIS AGREEMENT is made this day of ~ ' 1~ 1996, by and between ALBERT L. ALLEN, JR., (hereinafter carted "Settlor") and PNC BANK, N.A.. (hereinafter called "Trustee" }. [. BACKGROUND: Settlor has caused this Trust to be funded by the transfer and assignment of certain property to Trustee, and/or by naming Trustee as beneficiary of certain life insurance policies. The Settlor may also cause other property to be deposited for the uses and purposes of this Trust. The property and/or insurance policies may be listed for convenience in detail in Schedule "A" attached to this Trust, and made a part hereof. The Trust is composed of two parts, an Administrative Part and a Dispositive Part. The Trust may be amended. ADMINISTRATIVE PART II. AGREEMENT: Settlor creates this Trust on the following terms and conditions: Article I Addition of Property to Trust Settlor reserves the right to add to this Trust any policies of insurance issued on Settlor's life and any other property and/or securities whether such addition be made by the Settlor or any other person. The proceeds of any such policies of insurance or any additional property and/or securities so acquired shall be held on the same terms of trust as if originally a part of the Trust. Article II Reservation of Rights (Insurance) Settlor reserves to Settlor, during Settlor's life, all payments, dividends, surrender value privileges and benefits of any kind which may accrue on account of any of the aforesaid policies of insurance, and the right at any time to assign, pledge or use said policies, or any of them, or to change [he beneficiary thereof, or to borrow money thereon, without the consent, approval or joinder of the Trustee, or any beneficiary hereunder. The Trust shall be operative only as to the proceeds of such of the policies as in terms 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 wa}~ of advances, loans, premiums or otherwise. Such proceeds shall be principal. The receipt of the Trustee for .>uch proceeds shall release the insurance companies from liability on the policies. (Other Property) As to assets added to the Trust during the lifetime of the Settlor, and by the Settlor, the Settlor reserves to Settlor, during Settlor's life, the right to withdraw or direct payment of principal or income, and to direct Trustee to make such investments as Settlor desires, as well as the right to approve, in advance, any investments Trustee selects. Subject to these powers of Settlor, Trustee may pay principal or income for the support or welfare of Settlor. As to assets added to the Trust by a person or entity other than Settlor, Trustee shall, during the lii~etime of Settlor, in Trustee's sole discretion, pay so much of the income andlor principal as Trustee deems necessary, for the benefit of Settlor and/or the issue of Settlor and for the support, maintenance, health, and safety of :iettlor, or the issue of Settlor. All accumulated or undistributed income shall be added to principal hereunder. Article III Principal and Income Disbursement Upon Settlor's death, the Trustee shall disburse the income and principal of the Trust Estate in the manner set forth in detail in Schedule "B" attached hereto. Article IV Premiums on Policies Trustee is not obligated to pay any premiums or assessments on policies of insurance and shall be under no obligation in respect to the policies other than For the safe-keeping thereof, except to the extent otherwise expressly agreed to herein, if the policies are deposited herewith. Article V Amendment and Revocation Settlor may by a writing, delivered to the Trustee: la) amend, modify or alter this Agreement, in whole or in part, provided that the duties, powers and Liabilities of the Trustee shall not be changed without its written consent; (b) revoke this Agreement in whole or in part; provided, however, that the rights of Settlor under (a) and (b) shall not apply to any assets added to the Trust by a person other than Settlor. Article VI Litigation to Enforce Policies, Collect Claims The Trustee may institute any proceedings at law or in equity in order to enforce the payment c-f insurance policies or the collection of other property, and may do and perform any and all other acts anti things which may be necessary to do so. Trustee shall not, except at its option, enter into or maintain any litigation to enforce the payment of said policies, or collect such property until it shall have been indemnified to its satisfaction against all expenses and liabilities to which it may, in its judgment, be subjected by any such action on its part. The Trustee is authorized to compromise and adjust claims arising out of the insurance policies or any of them or other property, upon such terms and conditions as it may deem just, and the decision of the Trustee shall be binding and conclusive upon all persons and corporations interested therein, all without necessity for court approval. Article VII Powers of Trustee Except as otherwise specifically provided herein, and in addition to the powers granted Trustee by law, (all of which shall be exercised by Trustee without posting bond or furnishing sureties in this or any other jurisdiction), the Trustee shall hold and manage the fund, when so collected, together with such other pr~aperty as may be acquired, during the existence of this Trust, all of which property will hereinafter be referred to as the "Trust Estate", or "Trust" being any trust 'or trusts created herein or in Schedule "B" hereof, upon the following terms and conditions and with the following powers and authorities: A. Retain Assets: To retain all or any Bart of the trust in the form in which it was acquired as long as it deems advisable; B. Dispose of Property: To sell, exchange, partition, tease, option, or otherwise dispose of any property or part thereof, real or personal, which may at any time form part of this Trust Estate at public or private sale for such purposes and upon such terms, including sales on credit with or without security, in such manner and at such prices as it may determine, including the right to lease real estate for periods in excess of five years and ;for a term expiring after the termination of any trust, and including the right to deal in real estate ventures as a general or limited partner. In the event of a sale, exchange, partition, lease or option of any of the property of this Trust Estate, there shall be no liability on the part of the purchaser or purchasers to see to the application of the: purchase money, but the same shall be held and disposed of by such purchaser or purchasers free and clear of any of the provisions of any trust created hereby; C. Authorized Investments: To invest or reinvest the Trust Estate in any property, real or personal, of any kind or nature, including stocks, bonds, mortgages, other securities and common trust funds of the Corporate Trustee, if any, without being limited or restricted to investments as now or may hereafter be prescribed for trustees by law including the right to acquire, sell or retain stock in the Corporate Trustee. Trustee may invest, reinvest, buy, sell or trade options, puts, calls, or any other type of financial instrument, the nature of which need nu- he contemplated or in existence at the time this trust is created. D. Register Securities: To register securities in its name as Trustee or in the name of any nominee or to take and keep the same unregistered and retain them or any part thereof in such condition that they will pass by delivery without disclosing the fact that the property is held in a fiduciary capacity; E. Loans; Advances: To make any loans, or advances either secured or unsecured in such amounts, upon such terms, at such rates of interest and to such persons, firms, corporations or the executor or administrator of Settlor's Estate or the Estate of Settlor's spouse or otherwise to facilitate such estate administration without interest and without reimbursement for the purpose of the payment of taxes, debts and administration expenses; provided, however, that any benefits from a qualified employee benefit plan received by the Trustee shall not be used for the payment of such taxes, debts or expenses, if not includible in Settlor's gross estate for federal estate tax purposes nor funds otherwise eligible for the Marital Deduction; F. Retention in Cash: To retain for reasonable periods the principal or corpus, or any part thereof of this Trust Estate in the form of cash; G. Borrow Money: To borrow money for any purpose on any terms in connection with the administration of or investment in assets of this Trust Estate; execute promissory notes or other obligatio~as for the amounts so borrowed and secure the payment of any amounts so borrowed by mortgage or pledge of any real or personal property which may at any time form a part of this Trust Estate; K. Vote Securities: To vote any securities upon any proposition or election at any meeting and to grant proxies, discretionary or otherwise; to join in or become a part of any reorganization, readjustment, merger, voting trust, consolidation or exchange and to deposit any such securities with any committee, depository, trustee or otherwise and to pay out of this Trust Estate any fees, expenses and assessments, incurred in connection therewith and to charge the same to principal or income as Trustee may see f t; to exercise conversion, subscription or other rights, or. to sell or abandon such rights and to receive and hold any new securities iissued as a result of such reorganization, readjustment, merger, voting trust, consolidation, exchange or exercise of subscription, conversion or other rights; and generally take all action in respect to any such securities as Trustee might or could do as absolute owner thereof; to vote any stock in the corporate trustee; I. Allocate Receipts, Expenses: In Trustee's discretion, to allocate to either principal or income or between them any and all taxes (especially capital gains taxes) or receipts or expenses which Trustee may be required to pay on behalf of this Trust Estate, but in no event shall the income of any marital deduction trust created herein be reduced by the exercise of this power. J. Distribute Cash or Kind, Non-Prorata: To divide or distribute, whenever it is required or permitted, this Trust Estate and to make such division or distribution in kind or in money or partly in kind and partly in money, and the judgment of the Trustee as to the value of the different items shall be conclusive and final upon the beneficiaries; to make non-prorata distributions of assets in kind; K. Consolidated Fund: To hold and administer the trusts created hereby in one or more consolidated funds in whole or in part in which the separate trusts or funds shall have an undivided interest; L. Compromise Claims: To compromise claims, on such terms and conditions as Trustee, in Trustee's sole and exclusive discretion, deems appropriate without obtaining court approval thereof. M. Engage Experts: To engage attorneys, investment counsel, accountants, agents and such other persons as it may deem advisable in the administration of this Trust Estate and to make such payment therefor as it may deem reasonable and to charge the expenses thereof to income or principal as it may determine and to delegate to such persons any discretion which it may deem proper. The Trustee shall not be liable for any negligence, omission or wrongdoing of such counsel or agents, providing reasonable care was exercised in their selection; N. Principal to Minor: [f the principal of any tn:st is payable to a person or persons under the age of twenty-une (~ I) years, the Trustee shall continue the term of said trust as to said person or persons under the age of twenty-one (21) years, until he, she or they attain twenty-one (Z 1) years of age, meanwhile paying over to the person under the age of twenty-one (21) years, or for their use and benefit, the proportionate share of the net income of said trust; O. Prohibition Against Sale: No title in any Trust Estate, or in the income accruing therefrom, or in its accumulation shall vest in any beneficiary, and no beneficiary shall have the right or power to transfer, assign, anticipate, or encumber his or her interest in said Trust Estate, or in the income therefrom, prior to the actual distribution thereof by the Trustee to said beneficiary. Further neither the income nor the principal of any Trust Estate shall be liable in any manner, in the possession of the Trustee for the debts, contracts, or engagements of any beneficiary. P. Facility of Payment: Should the principal or income or both of this or any Trust be payable to any person as to whom the Trustee has actual knowledge of a court adjudication of incompetency, or incapacity, or who the Trustee determines, in the discretion of Trustee, is unable to act effectively on his or her own behalf in financial matters, then Trustee shall have the right to use such principal or income to pay to such beneficiary, or for the benefit of such beneficiary, but nothing herein shall be deemed to impair the duty of Trustee to pa;y income to Settlor's spouse under any trust herein qualifying for the marital deduction (if created herein), unless S~ettlor's spouse is declared legally incompetent. Q. Vesting: No trust created herein, or by exercise of a power of appointment hereunder, shall continue for more than twenty-one (21) years after the death of the last to die of Settlor and the beneficiaries in being at the date of Settlor's death. Any property still held in trust at the expiration of that period shall immediately vest in and be distributed to the person or persons then entitled to receive or have the benefit of the income therefrom; in the proportions in which they are entitled thereto, or if their interests are indefinite, thea in equal shares, per stirpes. R. Termination: If at any time during the term of this Trust, Trustee determines, in its sole discretion, that the corpus of the Trust has become too small to be practical, or uneconomical to continue, then Trustee may distribute the corpus of the Trust estate to the then income beneficiary or beneficiaries in accordance with the portions of income to which each beneficiary is entitled, or if such portions are not specifically set forth herein, then in such amounts as it deems appropriate. S. Adopted Children Included: The words "child, children or issue or descendants" as used in this Trust, shall include adopted children and adopted grandchildren, and children or grandchildren born or adopted after the date of this Trust, unless expressly stated to the contrary. T. Business Authority: If the Trust Estate includes any interest which the Settlor had in a business at the time of Settlor's death, whether the same is a sole proprietorship, apartnership or a corporation in which Settlor owned all or a substantial portion of the stock, the Trustee is authorized to continue the business, without order of court, until such time as it deems it advisable to sell, liquidate or distribute the same in kind. Trustee shall have all rights and powers in connection with the business as the Settlor had when living, including by way of example and not limitation, the powers to operate or join in the operation thereof as a going concern, to form or re-form a general or limited partnership, to incorporate or re-incorporate and to liquidate or sell the same or any part thereof, all as it deems advisable for the best interests of the Trust Estate. and of the beneficiaries thereof, without any liability for loss resulting from the operation of said business except where such loss is the result of gross negligence or fraud on the part of the Trustee. The Trustee shall be entitled to receive for its services in connection with said business, such additional compensation as may be commensurate therewith. U. Discretionary Power: In exercising discretionary powers granted to Trustee under this Trust, Trustee may give due regard to the assets and income of the beneficiary, other than assets and benefits under any 4 trust created hereunder. V. Powers Through Final Distribution: All powers and authorities granted to Trustee hereunder shall be fully exercisable by Trustee through and including Final distribution of assets hereunder, even though the ['rust may have terminated earlier. W. Allocation of Assets: Trustee may allocate assets among the beneficiaries (including any trust hereunder) without regard to the income tax basis of any such assets. X. Protection of Marital Deduction: Notwithstanding anything to the contrary herein or in Schedule "B" hereof, no power, authority or discretion given to Trustee hereunder or in Schedule "B" hereof shall be cc>nstrued in any manner which shall result in a disallowance of the marital deduction for any trust created for the beneftt of my spouse, otherwise eligible for [he marital deduction, if created hereunder, and any such power or auth~arity which is construed to have such effect is void, hereby revoked, and to no effect, as if not set forth herein, in Trustee's discretion. Y. Employee Beneftt Election: Trustee, in addition to all powers granted by law, is hereby authorized to make such election in connection with settlements under employee benefit plans in which Settlor has an interest as Trustee deems most advantageous under all the circumstances. Z. Education Defined: The word "education" as use in this Trust shall mean and include, but not be limited to primary, secondary, collegiate and/or post-graduate education in private or parochial school, cc,llege, trade school or graduate school. It is Settlor's intention in granting Trustee the power to expend funds for "education" that the word "education" be interpreted broadly by Trustee. AA. Occupancy of Residence: To permit any beneficiary or beneficiaries to occupy rent free any residence constituting a part of the assets of a trust for such beneficiary or beneficiaries and to pay the read estate taxes thereon, expenses of maintaini.ag said residence in suitable repair and condition and hazard insurance premiums on the residence; provided, however, the; Trustee shall not exercise this power in any way which would deprive Settlor's spouse of the beneficial enjoyment of Part "B" and such spouse shall have the right to limit, restrict or terminate the Trustee's exercise of this power if it interferes with such beneficial enjoyment. BB. Limitation on Trustee Power: No person at any time acting as a Trustee hereunder shall have any power or obligation to participate in any discretionary authority Settlor has given to Trustee to pay the income or principal to such person or for his or her benef t or in relief of his or her legal obligations. Further, no Trustee who is a beneficiary of one of the trusts, or who is Iegally obligated to support a beneficiary, shall ever participate in {i) the exercise of, or decision not to exercise, any discretion to pay income or principal to, or to apply income or principal for the benefit of, any beneficiary (including discretion to alllocate funds among a group of beneficiaries and discretion to accumulate income), (ii) the determination whether a beneficiary is disabled, (iii) the decision to end any trust, (iv) the exercise of discretion to allocate receipts or expenses between principal and income, (v) decisions to exercise tax options, (vi) a decision to make payments to aid in the settlement of my estate, (vii) the selection of a custodian for a minor's property, (viii) the selection of the property to be allocated to the marital deduction trust, (ix) the decision to combine or divide trusts, or (x) the amendment of the trust by a Trustee hereunder. CC. Consultation with Others: Trustee is directed to consult with Settlor's spouse in connection with any investment of the Trust. DD. Generation Skipping: In my Trustee's sole discretion to allocate such exemptions as are available as to the generation skipping transfer tax to any property, to exclude any property from that allocation and t:o make all related allocations thereto. No beneficiary shall have any claim against my Trustee far exercising or not 5 exercising such allocation powers as granted herein. Further, Trustee is authorized to divide any trust created hereunder into two separate trusts so Chat the inclusion ratio for generation skipping transfer tax purposes shall be either zero or one for each such separate trust. Any such separate trust shalt have the identical provisions as the original trust. If trusts are created, the "Trustee may, at any time prior to a combination of such trusts: (1) make different tax elections (including the allocation of Settlor's available generation-skipping tax exemption from the federal generation-skipping transfer ta;~c} with respect to each separate trust; (2) expend principal and exercise any other discretionary powers with respect to such separate trusts differently; (3} invest such separate trusts differently; and (4) take alt other actions consistent with such trusts being separate entities. Further, the donee of any power of appointment with respect to any trust so divided may exercise such power differently with respect to the separate trusts created by the divisior.~. Settior exonerates Trustee from any liability arising from any exercise or failure to exercise these powers, provided the actions (or inactions) of Trustee are taken in good faith. If Trustee exercises the special election provided by Section 2652(x)(3) of the Internal Revenue Code, as amended, as to this Trust, Settlor authorizes Trustee in its sole discretion at any time prior to the funding of the trust by an instrument filed with the trust records to divide the trust property into two fractional share trusts, one based upon Settlor's generation skipping transfer exemption allocated to the trust and the second being the balance of the trust property. If a trust hereunder would be partially exempt from generation-skipping tax by reason of an allocation of generatian-skipping tax exemption to it, before the allocation the Trustee, in its discretion, may divide the trust into two separate trusts of equal or unequal value, to permit allocation of the exemption solely to one trust which will be entirely exempt from generation-skipping tax. In addition, if a trust hereunder is entirely exempt or -entirely non-exempt from generation-skipping tax and adding property to the trust would partially subject it to generation-skipping tax, the Trustee, in its discretion, may hold that property as a separate trust in lieu of making the addition. Except as otherwise provided in this instrument, the trusts created herein shall have the same terms and conditions, but the Trustee shall not make discretionary distributions from the income or principal of the exempt trust to beneficiaries who are non-skip persons so long as any readily marketable assets remain in trust other than the exempt trust. Upon division or distribution of an exempt trust and anon-exempt or partially exempt trust held hereunder, the Trustee, in its discretion, may allocate property from the exempt trust first to a share from which a generation-skipping transfer is more likely to occur. EE. Reserves: To maintain reasonable reserves for depreciation, depletion, amortization and obsolescence. FF. Trustee's Power to Amend: Trustee shall have the power in its sole discretion, by an instrument filed with the trust records to amend the dispositive or administrative provisions of this indenture (including the provisions relating to the trustee); provided that only descendants of the grantor (or their estates) or charitable organizations described in Sections 2055(x) and 2522(x) of the Internal Revenue Code, as amended, shall be beneficiaries and the grantor shall not be given any right or power with respect to the trust property. Further, Trustee shall not exercise this power in such a way that a trust otherwise eligible for the marital deduction, or otherwise eligible as a qualified domestic trust does not qualify as such. Article VIII Applicable Law This Trust has been accepted in the State of Pennsylvania and shall in all respects be governed lby the laws of that State. 6 Article IX Receipt of Policies Settlor, by joining in the execution of this instrument acknowledges (unless otherwise specified in writing) that Settlor has retained custody and possession of the insurance policies, if any, described on Schedule "A," attached hereto and made a part hereoF. Article X Trustee's Compensation The compensation payable to Trustee shall be the compensation due, in accordance with the fee schedule of Trustee, at the time Trustee renders services hereunder, but if Trustee has no such fee schedule, then such compensation shall be reasonable. Article XI Resignation of Trustee Trustee may resign by giving written notice thereof to the Settlor, if Iiving, or if Settlor is not living then to Settlor's spouse, or if Settlor's spouse is not living, by notice to Settlor's children, even if those children be minors, specifying a date, not less than thirty (30) days from the date of the notice, on which Trustee shall be deemed to have resigned. Upon such date, Trustee shall be deemed to have resigned, and upon delivery of the assets of the Trust to the Successor Corporate Trustee appointed as described below, shall be free of any further duty to Settlor or the benefciaries or the Successor Corporate Trustee hereunder, except for past acts or conduct of Trustee. A Successor Corporate Trustee, a corporation, bank or trust company, qualified under the laws of the Commonwealth of Pennsylvania or the United States of America to act as Trustee shall be appointed as follows: 1. By Settlor, if then alive. 2. If Settlor is not then alive, then Settlor's spouse shall select the Successor Corporate Trustee. 3. If neither Settlor nor Settlor's spouse are alive, then such selection shall be made by majority vote of the income beneficiary or benefciaries of the trust, who are twenty-one (21) years of age or older. 4. If Settlor and Settlor's spouse are not Iiving, and there are no income beneficiaries of the age of twenty-one (21) years or older, or if the appropriate person above fails so to select a Successor Corporate Trustee, within ten days after notice of resignation is given, then and in such events the Orphans' Court Division of the Court of Common Pleas of the County in which this Trust has its situs shall select a Successor Corporate Trustee having the qualifications listed above. Any Successor Corporate Trustee so selected shall serve on the same terms and conditions, and with the same powers and duties as if originally appointed. Article XII Removal of Trustee Settlor's spouse shall have the right, by written notice to Trustee, to remove the Trustee. If Settlor's spouse so removes the Trustee, then Settlor's oldest issue shall have the authority to name a successor trustee to serve on the same terms and conditions as set forth herein.' Any such successor trustee shall be a corporation or national bank authorized to exercise trust powers in the Commonwealth of Pennsylvata. IN WITNESS WHEREOF, the Settlor, ALBERT L. ALLEN, JR., and Tncstee, PNC; BANK, N. A. , have signed this Trust the day and year first above written. w~ t ~ SEAL) ALBERT . ALLE . Signed, sealed and delivered in the presence of: ATTEST: '~ V~ - (Corporate Seal) . PNC BANK, N.A. BY ~-t.~. ~.a~. S ~~ COMMONWEALTH OF PENNSYLVANIA: SS: COUNTY OF ~, v / ~ i' On the G ~' day of ~J~~'~~~U 1996, before me, the subscriber, a Notary Public in and for said Commonwealth and County, came the above-named ALBERT L. ALLEN, JR., satisfactorily proven to me to be the person whose name is subscribed to the within instrument, and acknowledged the above Agreement to be his act and deed, and desired the same might be recorded as such. WITNESS my hand and Notarial Seal. ~. otary commission Expires: NOTARIAL SEAL JUDY A. IMES, Notary Public Harrisburg, Dauphin County My Cor>~mission Expires Sept. 8, i 957 COMMONWEALTH OF PENNSYLVANIA: SS: COUNTY OF DAUPHIN: On the ~ day of ~G~Z 1996, the subsc "ber, a Notary Public in and for said Commonwealth and County, personally appeared ~Qi~ES ~ ~~T ,who acknowledged himself to be the~~~~~ ~~'~ DES/~~.crl' of PNC BANK, N.A., and that he as such officer being authorized to do so, executed the foregoing instrument for the purpose therein contained by signing the name of the corporation by himself as such officer. IN WITNESS WHEREOF, I have hereunto set my hand and official seal. Notary Public My Commission Expires: _ _~ 9 SCHEDULE "A" LIST OF THE LIFE INSURANCE POLICIES AND/OR PROPERTY DEPOSITED WITH PNC B~-NK, N.A. UNDER REVOCABLE TRUST AGREEMENT WITH ALBERT L. ALLEN, JR. $I.00 10 SCHEDULE "B" PLAN OF D[STRIBUT[ON OF TRUST ESTATE of ALBERT L. ALLEN, JR. UNDER AGREEMENT DATED , .1996 Trustee shall divide the Trust Estate (including but not limited to any and all property received by Trustee prior to Settlor's death, under Settlor's Last Will and Testament, proceeds of life insurance, and all other property forming a corpus hereof, before the payment of inheritance, estate ar succession taxes, whether such taxes are paid from this trust or any other source), into two (2) parts, one "Family" or "Credit Shelter", Part "A" and the second "Marital". Part "B", in the following manner, and each to be held on the following terms and conditions: PART "A" A. Amount; Composition: Part "A," the "Family" or "Credit Shelter" part, shall be such amount, if any, as when added to other property passing outside of this Trust Agreement (which is included in Settlor's gross estate for federal estate tax purposes and does not qualify for the marital or charitable deduction) will produce a federal estate tax in Settlor's estate, prior to the use of such credits, equal to the total of the available unified credit and the credit for state death taxes (other than those imposed solely to obtain the credit under Section 2011 of the Internal Revenue Code). This amount shall be computed before payment of death taxes and may be satisfied with cash or with assets in kind at their market value at the date of distribution. Property ineligible for the marit<-tl deduction or excludable from Settlor's gross estate shall be allocated to this part, even if such allocation results in an overfunding. TERMS OF DISTRIBUTION Part "A" shall be held by Settlor's Trustee, on the terms and conditions as follows: 1. Trustee may, in Trustee's uncontrolled discretion, if a corporate Trustee, or, if an individual Trustee, shall pay or advance to Settlor's executor administration expenses and estate and inheritance taxes (including the supplemental estate tax on certain qualified plan benefits, but not including any generation skipping transfer tax imposed on a direct skip}, and other expense to facilitate the administration of Seitlor's estate, with respect to property or interests subject to taxation by reason of Settlor's death, and whether passing under Settlor's will, or otherwise, without apportionment, and without reimbursement from the principal hereof. During Spouse's Lifetime 2. Trustee shall pay the income, and may pay such portion of the principal of this Trust as Trustee decides from time to time for the support of Settlor's spouse and to maintain the standard of living to which Settlor's spouse has become accustomed. Upon and After Spouse's Death 3. Upon the death of Settlor's spouse, or if she does not survive Settlor, this Trust shall terminate, and the remaining principal and accumulated income of the Trust Estate shall be paid as follows: (a) Two and one-half per cent (2 1/2%) to MERCERSBURG ACADEMY, for general purposes. I1 ft~) Two and one-half per cent (2 1/2~0) to MESS[AH COLLEGE, for general purposes, (c) Two and one-half per cent (2 1/2%) to HARRISBURG ACADEMY, for genera[ purposes. (d) Two and one-half percent (2 1/23'0) to KEYSTONE AREA COUNCIL, BOY SCOUTS OF AMERICA, for general purposes. (e) The balance of the Trust shall be paid in equal shares to Settlor's children, ALBERT L. ALLEN, III, BRYAN L. ALLEN and SARA S. B. ALLEN, per stirpes, absolutely anCl free of Trust. PART "B" B. Part "B," the "Marital Part" shall consist of the remainder of the Trust Estate. Part "B" shall be paid, distributed and/or held in further trust by Trustee on the following terms and conditions: Distribution of Income and Principal; Withdrawals 1. Settlor's spouse shall be entitled to all of the income from Part "B", payable in quarterly or more frequent installments as Settlor's spouse determines. 2. No person shall have power to appoint any part of the property making up Part "B" to .any person, other than to Settlor's spouse, during the life of Settlor's spouse. 3. The income interest created for the benefit of Settlor's spouse hereunder is intended to qualify as a qualified income interest, and the property making up Part "B" is intended to constitute qualif ed terminable interest property under Internal Revenue Code Section 2056(b)(7) and (8), or such Iike section as is enacted from time to time. 4. Settlor's spouse shall have the right to withdraw all of the principal for any reason, at ;any time, by written notice directed to Trustee. As to any amount so withdrawn, this trust shall terminate. 5. Trustee may use all or such part of the principal for the benefit of Settlor's spouse, to :maintain the standard of living of Settlor's spouse or for the health, support and maintenance of Settlor's spouse, as Trustee determines, and, only in the discretion of any corporate Trustee, for the comfort of Settlor's spouse. Distribution Upon Spouse's Death 6. On the death of Settlor's spouse this trust shall terminate and Trustee shall pay the accumulated income to the estate of Settlor's spouse, and pay and distribute the principal remaining in further trust on the terms and conditions set forth as follows: (a) One-third for Settlor's son, BRYAN L. ALLEN, or, if he is not living for his issue. (b) One-third for Settlor's son, ALBERT L. ALLEN, II1, or, if he is not living i~or his issue. 12 (c) One-third for Settlor's son, SARA S. B. ALLEN, or, if she is not living for her issue. Each Trust shall be. held as follows: (l) Trustee shall pay net income from each trust for the beneficiary thereof. (2) In every calendar year after the first calendar year in which the trust has been funded, the beneficiary shall have a right to withdraw, by written notice to . Trustee, not more than fifteen per cent (15 %) of the then principal balance of the trust, and the trust shall so terminate as to such portion so withdrawn. (3) Trustee can use all or such portion of the principal for the health, maintenance, support, education of the beneficiary of the trust, or the issue of such beneficiary, as Trustee determines, in the sole discretion of Trustee. (4) The trust shall terminate at the expiration of five (5) years from the date the trust shall have been funded. On termination, all the then principal and any accumulated income shall be paid to the beneficiary, but if the beneficiary is not then living to the issue of such beneficiary, per stirpes, and if the beneficiary has died without issue surviving, then that share shall be divided among the other trusts created in this paragraph as if originally a part thereof. If no beneficiary or issue of a beneficiary of a separate trust is surviving at the termination of such trust, then the principal thereof shall be paid and distributed absolutely in equal shares to the entities described in A 3 (a), (b), (c) and (d) hereof. C. Trustee shall pay any increase in federal estate or inheritance fazes or administration expenses in the estate of Settlor's spouse caused by the inclusion of this Marital Trust or Part "B" for tax purposes in the estate of SettIor's spouse, from principal of Part "B". Trustee may rely upon a written statement from the executor of Setdor's spouse as to the amount of such tax or expense. D. Settlor's spouse shall have the right to compel Trustee to invest in income-producing property, as to investments in Part "B". E. In the event Settlor's spouse and Settlor should die under circumstances which render the order of their deaths uncertain, for the purposes of this Trust it shall be conclusively presumed that Settlor's spouse survived Settlor. In such event, however, or in the event that Settlor's spouse shall die within six (6) months of the date of Settlor's death, (in lieu of the amount above specified), Part "B" shall consist of that amount (but no more) of the principal held hereunder (without deduction for estate or inheritance fazes) which must be added to the value of alI other property for which the marital deduction is allowed, in order to give Settlor's estate a nnarital deduction which would result in the lowest total of federal estate tax on Settlor's estate and Settlor's spouse's estate. Such amount shall. be determined on the assumption that Settlor's spouse died after Settlor on the date of Settlor's death and that Settlor's spouse's estate was valued as of the date upon (and in the manner in) which Settlor's estate is valued for federal ~ estate tax purposes. ~ 1 ALBERT L. LEN, ~~ ~~p~ AMENDMENT TO TRUST created by ALBERT L. ALLEN, J1Z, with PNC BANi~, N.A. Dated October 16,1996 Dated: ~. ~ .~ , 1998 PNC BANK, N.A. Re: Trust Agreement dated October 16,1996 between ALBERT L. ALLEN, JR. as Settlor and PNC BANg, N.A. as Trustee, dated October 16,1996 Gentlemen: Pursuant to the rights reserved to ALBERT L. ALLEN, JR. under .Article V(a} of this Trust, ALBERT L. ALLEN, JR. wishes to and does hereby amend this Trust as set forth in this AMENDMENT TO TRUST. In all respects, other than those specifically set forth below, the terms and conditions of the above Trust are ratified and confirmed, in their entirety. Schedule "B", "Plan of Distribution of Trust Estate of ALBERT L. ALLEN, JR. Under Agreement dated October 16, 1996" is deleted in its entirety sand the attached Schedule "B" is substituted in its place. ACCEPTED this Ve truly yours ~~° L/~ ALBERT~ALLEN ~~ day of ! I~irt°~-r,.~~/r~ , 1998. PNC B N.A. By ~-Trust cer C:\MyFiles\WP Client\ALLEN\ESTPLAN\amd tz as 98.wpd Page 1 of 5 COMMO1~fWEALTH OF PENNSYLVANIA: SS: COUNTY OF DAUPHIN: ~ - On the ~ ~D ~_ day of ~ ~~ , 1998, before me, the subscriber, a Notary Public in and for said Commonwealth and County, came the above-named ALBERT L. ALLEN, JR., satisfactorily proven to me to be the person whose name is subscribed to the within instrument and acknowledged the above instrument to be her/his act and deed, and desired the same might be recorded as such. QJITNESS my hand and Notarial Seal. /~- Notary ~ c My Commission Expires: Notarial Seal R~n~ E. Eberly, Notary Public Harrisburg. Dauphin County My Commission Expires May 2, 2002 Member, Pennsylvania Association of Notaries C: \MyFiles\WP Client\Ar,LEN\ESTPLAN\amd tr as 98.wpd Page 2 of 5 SCHEDULE "B" PLAN OF DISTRIBUTION OF TRUST ESTATE OF ALBERT L. ALLEN, JR. UNDER AGREEMENT DATED October 16, 1996 Trustee shall divide the Trust Estate (including but not limited to any and all property received by Trustee prior to Settlor's death, under Settlor's Last Will and Testament, proceeds of life insurance, and all other property forming a corpus hereof, before the payment of inheritance, Estate or succession taxes, whether such taxes are paid from this trust or any other source), into two (2) parts, one "Family" or "Credit Shelter", Part "A" and the second "Marital", Part "B", in the following manner, and each to be held on the following terms and conditions: PART "A" A. Amount; Composition: Part "A," the "Family" or "Credit Shelter" part, shall be such amount, if any, as when added to other property passing outside of this Trust Agreement (which is included in Settlor's gross Estate for federal Estate tax purposes and does not qualify for the marital or charitable deduction) will produce a federal Estate tax in Settlor's Estate, prior to the use of such credits, equal to the total of the available unified credit and the credit for state death taxes (other than those imposed solely to obtain the credit under Section 20I 1 of the Internal Revenue Code). This amount shall be computed before payment of death taxes and may be satisfied with cash or with assets in kind at their market value at the date of distribution. Property ineligible for the marital deduction or excludable from Settlor's gross Estate shall be allocated to this part, even if such allocation results in an overfunding. TERMS OF DISTRIBUTION Part "A" shall be held by Settlor's Trustee, on the terms and conditions as follows: 1. Trustee may, in Trustee`s uncontrolled discretion, if a corporate Trustee, or, cif an individual Trustee, shall pay or advance to Settlor's executor administration expenses and Estate and inherit~-ance taxes (including the supplemental Estate tax on certain qualified plan benefits, but not including any generation skipping transfer tax imposed on a direct skip), and other expense to facilitate the administration of Settloi•'s Estate, with respect to property or interests subject to taxation by reason of Settlor's death, and whether passing under Settlor's will, or otherwise, without apportionment, and without reimbursement from the principal hereof. During Spouse's Lifetime 2. Trustee shall pay the sum of twenty-five thousand dollars, ($25,000.) to each of Settlor's beloved children who survive Settlor, Albert L. Allen, III, Bryan L. Allen, and Sara S. B. Allen, absolutely and free of trust, and distribute ~Il of Settlor's tangible personal property, including but not limited to automobiles, antiques, art objects, and the like to Settlor's beloved Wife, Betty, absolutely and free of trust. Trustee shall and hold the balance of this Part A in further trust, paying the income, and such portion of the principal of this Trust as Trustee decides from time to time for the support of Settlor's spouse and to maintain the standard of living to which Settlor's spouse, has become accustomed. C:\MyFiles\WP Client\ALLEN\ESTPLAN\amd tr as 98.wpd Page 3 of 5 Upon and After Spouse's Death 3. Upon the death of Settlor's spouse, or if she does not survive Settlor, this Trust shall terminate, and the remaining principal and accumulated income of the Trust Estate shall be paid as follows: (a) Two and one-half per cent (2 1/2%) to MERCERSBURG ACADEMY, for general purposes. (b) Two and one-half per cent (2 1/2%) to MESSIAH COLLEGE, for general purposes, (c) Two and one-half per cent (2 112%) to HARRISBURG ACADEMY, for general pi.zrposes. (d) Two and one-half per cent (2 1/2%) to KEYSTONE AREA COUNCIL, BOY SCOUTS OF AMERICA, for general purposes. (e) The balance of the Trust shall be paid to Settlor's children, ALBERT L. ALLEN, III, BRYAN L. ALLEN and SARA S. B. ALLEN, per stirpes, absolutely and free of Trust. PART "B" B. Part "B," the "Marital Part" shall consist of the remainder of the Trust Estate. Part "B" shall be paid, distributed and/or held in further trust by Trustee on the following terms and conditions: Distribution of Income and Principal; Withdrawals 1. Settlor's spouse shall be entitled to all of the income from Part "B", payable in quarterly or more frequent installments as Settlor's spouse determines. 2. No person shall have power to appoint any part of the property making up Part "B" to any person, other than to Settlor's spouse, during the life of Settlor's spouse. 3. The income interest created for the benefit of Settlor's spouse hereunder is intended to qualify as a qualified income interest, and the property making up Part "B" is intended to constitute qualified terminable interest property under Internal Revenue Code Section 2056(b)(?) and (8), or such like section as is enacted from tune to time. 4. Settlor's spouse shall have the right to withdraw ail of the principal for any reason, at any time, by written notice directed to Trustee. As to any amount so withdrawn, this trust shall terminate.. 5. Trustee may use all or such part of the principal for the benefit of Settlor's spouse, to maintain the standard of living of Settlor's spouse or for the health, support and maintenance of Settlor's spouse, as Trustee determines, and, only in the discretion of any corporate Trustee, for the comfort of Settlor's spouse. Distribution Upon Spouse's Death 6. On the death of Settlor's spouse this trust shall terminate and Trustee shall pay the accumulated income to the estate of Settlor's spouse, and pay and distribute the principal remaining in further trust on the terms and conditions set forth as follows: C:\MyFiles\WP Client\ALLEN\ESTPLAN\amd tr as 9B.wpd Page 4 of 5 (a) One-third for Settlor's son, BRYAN L. ALLEN, or, if he is not living for his issue. (b) One-third for Settlor's son, ALBERT L. ALLEN, III, or, if he is not living for his issue. (c) One-third for Settlor's son, SARA S. B. ALLEN, or, if she is not living for her issue. Each Trust shall beheld as follows: (1} Trustee shall pay net income from each trust for the beneficiary thereof. (2) In every calendar year after the first calendar year in which the trust has been funded, the beneficiary shall have a right to withdraw, by written notice to Trustee, not more than fifteen per cent (15%) of the then principal balance of the trust, and the trust shall so terminate as to such portion so withdrawn. (3) Trustee can use all or such portion of the principal for the health, maintenance, support, education of the beneficiary of the trust, or the issue of such beneficiary, as Trustee determines, in the sole discretion of Tnistee. (4) The trust shall terminate at the expiration of five (5) years from the date the trust shall have been funded. On termination, all the then prv~cipal and any accumulated income shall be paid to the beneficiary, but if the beneficiary is not then Living to the issue of such beneficiary, per stirpes, and if the beneficiary has died without issue surviving, then that share shall be divided among the other trusts created in this paragraph as if originally a part thereof. If no beneficiary or issue of a beneficiary of a separate trust is surviving at the termination of such trust, then the principal thereof shall be paid and distributed absolutely in equal shares to the entities described in .A 3 (a}, (b), (c) and (d) hereof. C. Trustee shall pay any increase in federal estate or inheritance taxes or administration expenses in the estate of Settlor's spouse caused by the inclusion of this Marital Trust or Part "B" for tax purposes in the estate of Settlor's spouse, from principal of Part "B". Trustee may rely upon a written statement from the; executor of Settlor's spouse as to the amount of such tax or expense. D. Settlor's spouse shall have the right to compel Trustee to invest in income-producing property, as to investments in Part "B" E. In the event Settlor's spouse and Settlor should die under circumstances which rernder the order of their deaths uncertain, for the purposes of this Trust it shall be conclusively presumed that Settlor's tipouse survived Settlor. In such event, however, or in the event that Settior's spouse shall die within six (6) months of the date of Settlor's death, (in Lieu of the amount above specified), Part 'B" shall consist of that amount (but no more) of the principal held hereunder (without deduction for estate or inheritance taxes) which must be added to the value of all other property for which the marital deduction is allowed, in order to give Settlor's estate a marital deduction which would result in the lowest total of federal estate tax on Settlor's estate and Settlor's spouse's estate. Such amount shall be determined on the assumption that Settlor's spouse died after Settlor on the date of Settlor's death and that Settlor's spouse's estate was valued as of the date upon (and in the manner in} which Settlor's estate is valued for federal estate tax purposes. ~ ALBERT L. LEN, JR. C:\MyFiles\WP Client\ALLEN\ESTPLAN\amd tr as 99.wpd Page 5 of 5 j AMENDMENT TO TRUST created by ALBERT L. ALLEN, JR., with PNC BANK, N.A. Dated October 16, 1996 ~~~ Dated: - ~ ~ ~~ _, 2004 PNC BANK, N.A. Re: Trzzst Agreement dated October 16, 1996 between ALBERT L. ALLEN, JR. as Settlor and PNC BANK, N.A. as Trztstee Gentlemen: Pursuant to the rights reserved to ALBERT L. ALLEN, JR. under Article V(a) of this Trust, ALBERT L. ALLEN, JR. wishes to and does hereby amend this Trust as set forth in this AMENDMENT TO TRUST. In all respects, other than those specifically set. forth below, the terms and conditions of the above Trust are ratified and confirmed, in their entirety. Schedule "B", "Plan of Distribution of Trust Estate of ALBERT L. ALLEN, JR. Under Agreement dated October 16, 1996" is deleted in its entirety and the attached Schedule "B" is substituted in its place. Very truly yours ~. ALBERT L. ALLEN ACCEPTED this ~~st day of , 2004. PNC B , N.A. By ~'~ Trust Officer COMMONWEALTH OF PENNSYLVANIA: SS: COUNTY OF DAU,~ On the ~ day of ~ 2004, before me, the subscriber, a Notary Public in and for said Commonwealth and County, came the above-named ALBERT L. ALLEN, JR., satisfactorily proven to me to be the person whose name is subscribed to the within instrument and aclaiowledged the above instrurrient to be her/his act and deed, and desired the same might be recorded as such. WITNESS my hand and Notarial Seal. otary Public ----------- My Commission Expires: Notarial Seal ~~' Kimberly A. Riedel. Notary P~;blic i City Of Harrisburg, Dauphin Counr,~ l My Commissic.~ Expires P.dar. 7, >; f~ . + f ~:~1 ~I~Ic~fi12 ~.CCrv~'^:i~~n ~.J7 ~ "- " Cc\14'f FILES\~%? rii_.._ ~.-M'•,AL~??I\t ST ?L=~1 04\erd ~~' as ^?. tid Pad;, 1 Of SCHEDULE --B-- PLAN OF DISTRIBUTION OF TRUST ESTATE OF ALBERT L. ALLEN, JR. UNDER AGREEMENT DATED October 16, 1996 Trustee shall divide the Trust Estate (including but not limited to any and all property received by Trustee prior to Settlor's death, under Settlor's Last Will and Testament, proceeds of life insurance, and ail other property farming a corpus hereof, before the payment of inheritance, Estate or succession taxes, whether such taxes are paid from this trust: or any other source}, into two (2) equal parts, one Part "A" and the second Part "B", in the following manner, and each to be held on the following terms and conditions: PART "A" A. TERMS OF DISTRIBUTION Fart "A" shall be held by Settlor's Trustee, on the terms and conditions as follows: 1. Trustee may, in Trustee's uncontrolled discretion, if a corporate Trustee, or, if an individual Trustee, shall pay or advance to Settlor's executor administration expenses and Estate and inheritance taxes (including the supplemental Estate tax on certain qualified plan benefits, but not including any generation skipping transfer tax imposed on a direct skip), and other expense to facilitate the administration of Settlor's Estate, with respect to property or interests subject to taxation by reason of Settlor's death, and whether passing under Settlor's will, or otherwise, without apportionment, and without reimbursement from the •principal hereof. 2. Trustee shall pay the sum of twenty-five thousand dollars, ($25,000.) to each of Settlor's beloved children who survive Settlor, Albert L. Allen, III, Bryan L. Allen, and Sara S. B. Allen, absolutely and free of trust. 3. Trustee shall distribute all of Settlor's tangible personal property, incl~.tding but not limited to automobiles, antiques, art objects, and the like to Settlor's beloved Wife, Betty, absolutely and free of trust. 4. Trustee shall and hold the balance of this Part A in further trust, paying the income, and such portion of the principal of this Trust as Trustee decides from time to time for the support of Settlor's spouse and to maintain the standard of living to which Settlor's spouse, has become accustomed. 5. Settlor's spouse shall have the right to withdraw all of the principal fir any reason, at any time, by written notice directed to Trustee. As to any amount so withdrawn, this trust shall terminate. 6. Upon the death of Settlor's spouse, or if she does not survive Settlor,, this Trust shall terminate, and the remaining principal and accumulated income of the Trust Estate shall be ~: \'<Y FILES\F;p CLer.[ A-M\A.LLV'A7\~~'^ ?L~?S 05\emc tr as 52.>vd Page 2 of -? paid as follows: (a) Two and one-half per cent (2 %%) to MERCERSBURG ACADEMY, for general purposes. (b) Two and one-half per cent (2 I/2%} to MESSIAH COLLEGE, for general purposes, (c) Two and one-half per cent (2 1/2%) to HARRISBURG ACADEMY, for general purposes. (d) Two and one-half per cent (2 '/2%) to KEYSTONE AREA COUNCIL, BOY SCOUTS OF AMERICA, for general purposes. {e) The balance of the Trust shall beheld and distributed in further truss: on the terms and conditions set forth as follows: One-third for Settlor's son, BRYAN L. ALLEN, or, if he is not living for his issue; One-third for Settlor's son, ALBERT L. ALLEN, III, or, if he is not living for his issue; One-third for Settlor's daughter, SARA S. B. ALLEN, or, if she is not living for'her issue. Each Trust shall be held and distributed as follows: (1) Trustee shall pay net income from each trust to the beneficiary thereof. (2) In every calendar year after the fu-st calendar year ui which the trust has been funded, the beneficiary shall have a right to withdraw, by written notice to Trustee, not more than f fteen per cent (I S%) of the then principal balance of the trust., and the trust shall so terminate as to such portion so withdrawn. (3) Trustee can use all or such portion of the principal for the health, maintenance, support, education of the beneficiary of the trust, or the issue of such beneficiary, as Trustee determine:>, in the sole discretion of Trustee. (4} The trust shall terminate at the expiration of five (~~) years from the date the trust shall have been funded. On termination, all the then principal and any accumulated income shall be paid. to the beneficiary, but if the beneficiary is not then living to the issue of such beneficiary, per stirpes, and if the beneficiary has died without issue surviving, then that share shall be divided among the other trusts created in this paragraph as if originally a part thereof, or, if no issue of Settlor so survive, then in equal shares to the entities mentioned above, receiving Two and one-half per cent (2 %2%) interests. C:\MY cLESiw? ri ~ _~_~ ,~_M•_..zLLrK\EST PL=V C-~\amd ;3.~..~^~ Page 3 of 4 `r as PART "B" B. Part "B," shall consist of the remainder of the Trust Estate. Part "B" shall be paid, distributed and/or held in further trust by Trustee on the following terms and cond:itians: 1. Settlor's spouse shall be entitled to all of the income from Part "B", payable in quarterly or more frequent installments as Settlor's spouse determines. 2. Trustee may use all or such part of the principal for the benefit of Settlor's spouse, to maintain the standard of living of Settlor's spouse or for the health, support and maintenance of Settlor's spouse, as Trustee determines. 3. On the death of Settlor's Spouse, or if she does not survive Settlor, this trust shall terminate, and the residue hereof shall be paid to Settlor's children, ALBERT L. ALLEN, III, BRYAN L. ALLEN and SARA S. B. ALLEN, per stirpes, absolutely and free of Trust. C~C~l,~' ~ ~C~~ --, ALBERT L. ALLEN C: \M~_' cIi,e.S`,r7P Cllczt A-M\rLLEN~'~ESi ?L=V O:~•,?md L. 2-a 98.•..~d Pa;e ~ of AMENDMENT TO TRUST created by ALBERT L. ALLEN, JR., with PNC BANK, N.A. Dated October 16, 1996 Dated: ~ =~' ~' , 2008 PNC BANK, N.A. Gentlemen: Re: Trust Agree~szent dated October 16, 1996 between ALBERT L. ALLEN, JR. as Settlor alzd PNC BANK, N.A. as Trustee Pursuant to the rights reserved to ALBERT L. ALLEN, JR. under Article V(a) of this Trust, ALBERT L. ALLEN, JR. wishes to and does hereby amend this Trust as set forth in this AMENDMENT TO TRUST. In all respects, other than those specifically set forth below, the terms and conditions of the above Trust are ratified and confirmed, in their entirety. Schedule "B", "Plan of Distribution of Trust Estate of ALBERT L. ALLEN, JR. Uncier Agreement dated October 16, 1996" is deleted in its entirety and the attached Schedule "B" is substituted: in its place. ` ~C1 - U truly yours, ~ L~ ~ ~r ~> ALBER .ALLEN, JR. ACCEPTED this ~ 3Y}~ day of ...~ :.~~~ ~ , 200$. . PNC BANK, N.A. ~-~ rust OffiE~ COMMONWEALTH OF PENNSYLVANL4: SS: COUNTY OF DAUP~: On the '7i~ _ day of ~~~u'1 , 2008, before me, the subscnber, a Notary Public in and for said Commonwealth and County, came the above-named ALBERT L. ALLEN, JR., satisfactorily proven to me to be the person whose name is subscnbed to the within instrument and aclaiowledged the above instrument to be her/his act and deed, and desired the same might be recorded as such. WITNESS my hand and Notarial Seal. Notary Public ~ULr ~~ rn COMMONWEALTH OF PENNSYLVANIA Notarial Seal ) Nana Owings Baughman, Notary Public My Commission Expires: ~-{ l~Z j2vD~ City of Harrisburg, Dauphin County My Commission Expires July 12, 2008 Member, Pennsylvania Association of Notaries --- _ _ ~ _L,..,R,..,., rs.~~Tm r _2\ ri,I.t~l.Tltc'1'DTF AT.LN hR AT~A\_AMT? TR AA 96.DOC SCHEDULE "B" PLAN OF DISTRIBUTTION OF TRUST ESTATE OF ALBERT L. ALLEN, JR. UNDER AGREEMENT DATED October 16, 1996 Trustee shall divide the Trust Estate (including but not limited to any and all property received by Trustee prior to Settlor's death, under Settlor's Last Will and Testame:nt, proceeds of life insurance, and all other property forming a corpus hereof, before the payment of inheritance, Estate or succession taxes, whether such taxes are paid from this trust. or any other source), into two (2} equal parts, one Part "A" and the second Part "B", in the following manner, and each to be held on the following terms and conditions: DART "e" A. TERMS OF DISTRIBUTION Part "A" shall be held by Settlor's Trustee, on the terms and conditions as follows: 1. Trustee may, in Trustee's uncontrolled discretion, if a corporate Trustee, or, if an individual Trustee, shall pay or advance to Settlor's executor administration expenses and Estate and inheritance taxes (including the supplemental Estate tax on certain qualified plan benefits, but not including any generation skipping transfer tax imposed on a direct skip), and other expense to facilitate the administration of Settlor's Estate, with respect to property or interests subject to taxation by reason of Settlor's death, and whether passing under Settlor's will, or otherwise, without apportionment, and without reimbursement from the principal hereof. 2. Trustee shall pay the sum of twenty-five thousand dollars, ($25,000.) to each of Settlor's beloved children who survive Settlor, Albert L. Allen, III, Bryan L. Allen, and Sara S . B . Allen, absolutely and free of trust. 3. Trustee shall distribute all of Settlor's tangible personal property, including but not limited to automobiles, antiques, art objects, and the like, in as equal shares as Trustee determines to be practical, to Settlor's children who survive Settlor, Albert L. Allen, III, Bryan L. Allen, and Sara S. B. Allen, absolutely and free of trust. 4. Upon the death of Settlor, this Trust shall terminate, .and the remaining principal and accumulated income of the Trust Estate shall be paid as follows (a) Two and one-half per cent (2 '/2 %) to MERCERSBURG ACADEMY, for general purposes. (b) Two and one-half per cent (2 '/2 %) to MESSIAH COLLEGE, for general purposes, (c) Two and one-half per cent (2 ~/2 %) to HARRISBURG ACADEMY, for general purposes. (d) Two and one-half per cent (2 1/2 %) to KEYSTONE AREA COUNCIL, BOY SCOUTS OF AMERICA, for general purposes. (e) The balance of the Trust shall beheld and distributed in further trust on the terms and conditions set forth as follows: One-third for Settlor's son, BRYAN L. ALLEN, or, if he is not living for his issue; One-third for SettloT-'s son, ALBERT L. ALLEN, HI, or, if he is not living for his issue; One-third for Settlor's daughter, SARA S. B. ALLEN, or, if she is not living for her issue. Each Trust shall be held and distributed as follows: (l) Trustee shall pay net income from each trust to the beneficiary thereof. (2) In every calendar year after the first calendar year in which the trust has been funded, the beneficiary shall have a right to withdraw, by written notice to Trustee, not more than fifteen per cent (15 %) of the then principal balance of the trust, ,and the trust shall so terminate as to such portion so withdrawn. (3) Trustee can use all or such portion of the principal for the health, maintenance, support, education of the beneficiary of the trust, or the issue of such beneficiary, as Trustee determines, in the sole discretion of Trustee. (4) The trust shall terminate at the expiration of five (5) ;years from the date the trust sha11 have been funded. On termination, all the then principal and any accumulated income shall be paid to the beneficiary, but if the beneficiary is not then living to the issue of such beneficiary, per stirpes, and if the beneficiary has died without issue surviving, then that share shall be divided among the other trusts created in this paragraph as if originally a part thereof, or, if no issue of Settior so survive, then in equal shares to the entities mentioned above, receiving Two and c-ne-half per cent (2 '/z %) interests. F~\RCS\FIP CLIENT A-Z~ALLEN\ESTATE PLP.N 08 ALAiANID TR AA 96.DOC B. Part "B," shall consist of the remainder of the Trust Estate. Part "B''` shall be paid, and distributed by Trustee on the following terms and conditions : On the death of Settlor, this trust shall terminate, and the residue hereof shall be paid to Settlor's children, ALBERT L. ALLEN, III, BRYAN L. ALLEN and SARA S. B. ALLEN, per stirpes, absolutely and free of Trust. ~ ~~~~ ALBERT L. ALLEN, JR. F:\RCS\WP_CLIENT A-Z\ALLEN\ESTATE PLAN 08 ALA\ANID TR A_A 96.DQC created by ALBERT L. ALLEN, JR., with PNC BANK, N.A. _ Dated October 16, 1996 Dated: ~ ~ 7 ,1009 PNC BANK, N.A. C Re: Trust Agreement dated October 16, 1996 between ALBERT L. ALLEN, JR. as Settlor and PNC BANK, N.A. as Trustee Gentlemen: Pursuant to the rights reserved to ALBERT L. ALLEN, JR. under Article V(a) of this Trust, ALBERT L. ALLEN, JR. wishes to and does hereby amend this Trust as set forth in this AMENDMENT TO TRUST. In all respects, other than those specifically set forth below, the terms and conditions of the above Trust are ratified and confirmed, in their entirety. Schedule "B", "Plan of Distribution of Trust Estate of ALBERT L. ALLEN, JR. Under Agreement dated October 16, 1996" is deleted in its entirety and the attached Schedule "B" is substituted in its place. - V e truly yours, , ~ - .~- ~t ' ~ r - ~ BERT L. A ~ EN, JR. ACCEPTED this ~ ~ ~f~ ~f day of ~ ~~ ~ ~ f ~~ ~~-L-1r- , 2009. PNC BANK, N.A. ~~_ Trust Office COMMONWEALTH OF PENNSYLVANIA: SS: COUNTY OF DAUP~IN: ,~ On the 1•,'~ ~' day of n CL.~1 , 2009, before me, the subscriber, a Notary Public in and for said Commonwealth and County, came the above-named ALBERT L. ALLEN, JR., satisfactorily proven to me to be the person whose name is subscribed to the within instrument and acknowledged the above instrument to be her/his act and deed, and desired the same might be recorded as such. WITNESS my hand and Notarial Seat. ~ ~ Notary Publie~ / ~ J Notarial Seal J Harva J.Owings-Baughman, Notary Public My Commission Expires: '~l ~/ `'d~~ City of Harrisburg, Dauphin County My Commission Expires July 12, 2012 Member, Pennsylvania Association of Notaries F:\RCS\WP CLIENT A-Z\ALLEN\ESTATE PLAN OB 09 ALA\AA MATTERS 09\AMD TR'AA .DOC SCHEDULE "B" PLAN OF DISTRIBUTION OF TRUST ESTATE OF ALBERT L. ALLEN, JR. UNDER AGREEMENT DATED October 16, 1996 Trustee shall divide the Trust Estate (including but not limited to any and all property received by Trustee prior to Settlor's death, under Settlor's Last Will and Testament, proceeds of life insurance, and all other property forming a corpus hereof, before the payment of inheritance, Estate or succession taxes, whether such taxes are paid from this trust or any other source), into two (2} equal parts, one Part "A" and the second Part "B", in the following manner, and each to be held on the following terms and conditions: PART "d" A. TERMS OF DISTRIBUTION Part "A" shall be held by Settlor's Trustee, on the terms and conditions as fi~Ilows: 1. Trustee may, in Trustee's uncontrolled discretion, if a corporate Trustee, or, if an individual Trustee, shall pay or advance to Settlor's executor administration e:xpenses and Estate and inheritance taxes (including the supplemental Estate tax on certain qualified plan benefits, but not including any generation skipping transfer tax imposed on a direct skip), and other expense to facilitate. the administration of Settlor's Estate, with respect to property or interests subject to taxation by reason of Settlor's death, and whether passing under Settlor's will, or otherwise, without apportionment, and without reimbursement from the principal hereof. 2. Trustee shall pay the sum of twenty-five thousand dollars, ($25,000.) to each of Settlor's beloved children who survive Settlor, Albert L. Allen, III, Bryan L. Allen, and Sara S. B. Allen, absolutely and free of trust; and trustees shall pay the sum of $2,000.00, to each of the following persons who have been of great assistance to Settlor, in recognitic-n of their kindness --, Jam, Suzanne Keener, Paula Montgomery, Nancy Morris, and Jay Brown. ~.~ , ~-~ 3. Trustee shall distribute all of Settlor s tangible personal property, including but not limited to automobiles, antiques, art objects, and the like, in as equal shares as Trustee determines to be practical, to SettIor's children who survive Settlor, Albert L. Al:(en, IIl, Bryan L. A11en, and Sara S. B. Allen, absolutely and free of trust. 4. Upon the death of Settlor, this Trust shall terminate, and the remaining principal and accumulated income of the Trust Estate shall be paid as follows: (a) Two and one-half per cent (2 '/2 %) to MERCERSBURG ACADEMY, for general purposes. F:\RCS\WP CLIENT A-Z\ALLEN\ESTATE PLAN 08 09 ALA\AA MATTERS 09\AMD TR AA .DOC (b) Two' and one-half per cent (2 'iz %} to ?y1ESSIAH- COLLEGE, for general purposes, (c) Two and one-half per cent (2 '/z%) to HARRISBURG ACADEMY, for general purposes . (d) Two and one-half per cent (2 '/z %) to KEYSTONE AREA COUNCIL, BOY SCOUTS OF AMERICA, for general purposes. (e) The balance of the Trust shall beheld and distributed in further trust on the terms and conditions set forth as follows: One-third for Settlor's son, BRYAN L. ALLEN, or, if he is not living for his issue; One-third for Settlor's; son, ALBERT L. ALLEN, III, or, if he is not living for his issue; One-third for Settlor's daughter, SARA S. B. ALLEN, or, if she is not living for her issue.. Each Trust shall be held and distributed as follows (1) Trustee shall pay net income from each trust to the beneficiary thereof. (2) In every calendar year after the first calendar year in which the trust has been funded, the beneficiary shall have a right. to withdraw, by written notice to Trustee, not more than fifteen per cent (15%) of the then principal balance of the trust, and the trust shall so terminate as to such portion so withdrawn. (3) Trustee can use all or such portion of the principal for 'the health, maintenance, support, education of the beneficiary of the trust, or the issue of such benef ciary, as Trustee determines, in the sole discretion of Trustee. (4) The trust shall terminate at the expiration of five (5) years from the date the trust shall have been funded. On termination, alI the then principal and any accumulated income shall be paid to the beneficiary, but if the beneficiary is not then living to the issue of such beneficiary, per stirpes, and if the beneficiary has died without issue surviving, then that share shall be divided among the other trusts created in this paragraph as if originally a part thereof, or, if no issue of Settlor so survive, then in equal shares to the entities mentioned above, receiving Two and one-half. per cent (2 '/z %) interests . F:\RCS\WP CLIENT A-Z\ALLEN\ESTATE PLAN 08 09 ALA\AA MATTERS 09\AMD TR AA _DOC DAb'T` "D" B. Part "B," shall consist of the remainder of the Trust Estate. Part "B" shall be paid, and distributed by Trustee on the following terms and conditions: On the death of Settlor, this trust shall terminate, and the residue hereof shall be paid to Settlor's children, ALBERT L. ALLEN, III, BRYAN L. ALLEN and SARA S_ B. ALLEN, per stirpe:s, absolutely and free of Trust. ~_' r Y '{1J ALBERT L. ALIEN, JR. F;iRCS\WP CLIENT A-Z\ALLEN\ESTATE PLAN 0$ 09 ALA\AA MATTERS 09\AMD TR AA .DOC ~Qp KMEN °F ~ OMB Approval No. 250;?-0265 D * ~~~~ ~~~ A. Sett~errfent Statement 4HEJD-'I ) Q ~ ~4 G 9~H cFy'~t ~- ~ •. 1 1. ~ FHA 2 ~ RFtS 3. ~ Canv. i)nins r--~ 4. ~ VA 5. ~ Gom. ins. 6. File Number. . 7. t_oan Number. 8. Mortgage Insurance Case Number: i C. Note: This form is furnished to give you a statement of aduai settlement costs. Amounts paid to and by the settlement agent are shown. liems marked "(p.c_c.}" were paid outside the closing; they are shown here for infarmationat purposes and are not included in the totals. , D. Name ~ Address of Borrower. R. Keith Hite Linda A. Hite 29 McNaughton Drive Duncannon PA 17020 E Name & Address of Seiler. PNC Bank, NA, u!a f/b/o Albert L. Allen, Jr. P. O. Box 308 Cam Hiii PA 17001-0308 F. Name & Address of I~nder. Frst National Bank of Marysville 200 Front St. P. O. Box S Ma svillel PA 17053 j G. Property Location: ~ '2605 Spring Hill Lane Hampden Township H. Settlement Agent: R. Scott Cramer P. O. Box 159 Duncannon! PA 17020 1. Settlement Date: 8/3!201 O Enola PA 17025 ' place of Settlement: 4242 Carlisle Pike Cam Hill PA 17001-0308 : . 900. Gross Amount Due from Borrower- 400 Gross Amaunt`Due to Seiler . 101. Contract sates price 425, 000.00 4p1 Cogtrad,saies price 425 000.00 102. Personal property 4D2: Persohat`prAperty~ 103. Settlement charges to borrower (line 14DD) 19,440.25 403: 1 D4. 404. - ~ 105. a. 405 a Adjustments far items paid by setter in advance Adjustments foritems paid tiysa!!er In advance 1D6. City/town taxes 6!32010 tolzr.31/2014 285.52 . 4Dti: City/t~wri.taxes 8731201'0 to1213.ij2010 285 52 107. County-taxes to 401: County taxes ~'to . 108_ Assessments fo 408. Assessmeh#s •to 109. School Tax 873/2010 to6/3072011 2,288.20 Qos: ~Sctaoal Taz Sl3l2040fa6I30/2<01.~: 2 28820 11 G. t9 :.4:1.0 to , 111. fo '41'11 to 112. a. 41 ~ 8. 920. Gross Amount Due from Borrower 447,013.87 42D. Gross:ArnountDue•toSelfer ~ 427 573 72 200. Amounts Paid. b or"in Bi3tiatf of Borrower ____ , . SDO::Reducfions to Arrroeuit Aue to Seiler 201. Deposit or earnest money. 25,000.00 5t)~: Ezcess deposif:~seesirsfrudians~:~ 25 000 00 202. Principal amount. of new.Ioan(s) 425,.000;00 340,000.00 502_ Settterrien# chargesto seller(finE 140D) . 773 6 24 203. Existing laan(s}taken subjed to 503. Exist+ng Ioari(s) `talten Subjact to' , . 204. . , 504: Payoff of first :mortgege:.Joan ____. 205. 505: Payoff:of second mortgage foar ! 206. -.506: 207. 547.... , . 208. 508. 209. a. 509. a. 1 Adjustments for items unpaid by setter . Adjustments for tterris unpaid by seller t 210. City/town taxes to 510. City/tewn taxes to V 2'1.1. County taxes to 59 }. County taxes to 212. Assessments to 512; Assessments to 213. to 513. tp 214. t0 1 574. to i 215. to 5 i5. to 216. 51 S -' 217. 517. . 218. 5'i 8: - 219. a. 519: a: 220. Total Paid by7for Borraw.er 365, 000.00 520,, T.ota!'Reduction Amount Due 'Seller 31 773 24 300. Cash at Settlement fromTto Borrower . 6DO::Cash at Settienient.to7#iom-.seller , . 301. Gross amount due•fi•om borrower (Jive .124j 447 013.07 601:;Gross.arrrounf.due to seller (hne 420): 427 573 72 302. Less amounts paid,6y/forborrower.{line 220) ( 365 000.00) , . 602 ~lessieducbons~irEamau ntdueseller:(Iine S20 . ( ~ 303. Cash ~ From ~ To Iorrower 82, 013.97 ._ ~~. .. . ) 603. Cash' ~ To ~~ From $elIer 31,773.24) 395,800.48 ~ The Public Reporting Burden for this collection of inform~t~~S ~e~imated at 35 minutes per response for collecting, reviewing, and reporting the data. This agency may not collect this information, and you are not required to complete this form, unless ii displays a currently valid OPJIB control number. No conFdentiafiTy is assured; this disclosure is mandatary. This is designed to provide the parties to a ftESP,a covered transaction with information during the settlement process. Previous editions are obsolete ~--`- Page 1 0; 3 -- - ~` HUD_1 ,._ , . 700. Total Real Estate Broker Fees PeidsFrom Paid From Division of commission (.fine 700} as follows: Borrowers Sellers 7D1 5 to -Funds at runds at S l - Settlement 702.. ~ to ett ement _- _ ; 703. Gommission paid at settlement 704 ,_ 800. {toms Payable in-Gonnection with t_oan . - 801.Our origination charge to 1st Nat'i Bank of Ma sville $ 5,156.00 {from GFE #1) 802. Your credi± or charge (points) for fhe specific interest rate chosen $ 4,250.00 {from G~ #2) 4,250.00 , 8D3. Your adjusted origination charges (from GFE A) 804. Appraisal fee to 1st Nat'! Bank of Ma sville (from GFE #3) 500. DO j 305. Credit report to (from GFE #3} ~ SD6. Tax service to (from GFE #3) { 807. Flood certification {from GFE #3} L30a a Document Prep Fee to 1st Nat'I Bank of Marysville ~ 400.00 ~~ 900. items Required by Lender to tae Paid in Advance F~ciude last day in cafes -line 901 -~ 901. Daily interest charges from $1312010 to6/212010 @ $ lday from GFE #10 902. Mortgage insurance premium for months to (from GF)= #3) 903. Homeowners insurance for years to {from GFE #11 } ______~ 904. a. 1000. Reserves Deposited with Lender 1001. Initial deposit for your escrow account - {from GFE #9} 1002. Homeowner's insurance '1 months.@ ~ permonth `-0. i 1003. Mortgage insurance 1 months@'-$ per month ~• 1 D04. Property taxes 1 months'@-$ per month S 1005. 1 months @ $ per month ~ 1006. a. 1 months @ ~ per month $ ' 1007. Aggregate Adjustment -` 1100. Title Charges 1101. Title services and tend~f ti41e insurance - (from GFE,#4) ` 1102. Settlement or closing fee $ ,_ ~ 103. Owners title insurance (from GFE #5) 1104. Lender`s title insurance to Communi Settlement '$ 2 235.25 2 235.25 Lender's title policy iimif $ 1105 . 1106. Owner's title policy limit $ 1107. Agents portion of fhe total title insurance premium $ ~ 11 D8. Underwriter's portion of the total title insurance premium $ - - 1109.2. 7 i 9200. Govemment Recording and Transfer, Charges 1201. Government recardirig charges. (#rom GFE #7} 11202 Deed $ 62.00 Mortgage $ 72:00- Releases ~ 134.00 1203. Transfer taxes {i:om GFE #8) 12D4. CitylCounty taxistamps 13eed 5 4;250:Q.0:_ Mortgage ~ Q 4,250.00 1205. State taxlstamps Deed $ 4,250:(JO Mortgage $ 4,250.00 1206. a. Sti elation A ainst Liens 2 ^:.00 1300. Additional Settlement Charges 13D1. Required services that you can shop~for (fr6m-GFE #6) 1302. S rin Hill Hone Owners Assoc., .lne.-owrter hi Stock Cent: $' 6000:00 6,000.00 1303. ~ 1304. R. SCOtt Cramer Es uire $2~ 12b less counter :~discounf 1,650.00 13D5. a. MicheeL Lanigan; Tax Colleetor~{2Q-10 ~ScFool f~E: Tazes) __ _ _ _ _ 2,523.24 . ~ r r r - 19,440.25~ 6,773.24 CERTIFICATION 1 have carefully review the HU -1 Settlement Statement and to the best of my knowledge and belief, it is a true and accurate statement of all receipts and disbursemen de n m a unt or by me in this transaction. 1 further certify that I have recei d a copy of th HU Settlement Statement. ~ ~.L Q f~ Borrower: Dale: ~~ ~' ~a{~ Seller. ~~~~~tate: y~~ y R. e ~/ r~ PNC Ban A, u/a f/b Albert L. Allen, Jr. Borrower: L Date: +o J 2D~'© Seller. ~ Date: Linda A. Hite To the best of my knowledge fhe HU0.1 Settlement Statement which 1 have prepared is a true and a count f the funs ch were received and have been or will be disbursed by the undersigned as par# of the settlement of this transaction. Settlement - ~ ~~ ~,~ Date: Agent: - ~ __ Date: R. colt Cramer WARNIttiG:.t is a crime to knovaingly make false statements to the United States on this or any ocher similar form. Penal±ies upon cnrn~iction can include a fine and imprisonment. For details see: Title 18 U.S- code Section 1001 a»d Section 1010. - - -- - - - Previous editions are obsolete PHge 2 Ut J HUb-1 Comparison of Goad Faith Esfimate (GFE) and HUD-1 Charges Good Faith Estimate + FLUB-1 Charges ThatCannatlncrease FIUl3 1 Ltne,hfumber - ~ __ Our origination charge # 801 ~ 5,150.00 5,'! SD.OD I Your credfl or charge (points) for the specific interest rate cheseri # 1302" 4,250.00 4,250.00 Your adjusted origination ohatges x'803 Transfer taxes #923 a Charoes That in total Cannot increase More Than 10°l° Government rerordiao charges #7701 Good Faith Estimate HUB-1 ,appraisal Fee ;~-:804- 500.00 500.0D Credit Report ~ SQ5 Tax Service # 806 Flood Certification # 807 Morigage insurance # 902 Document Pre aratjon fee to 1st Nat'.! Bank ofN-arVsvitie :#.808 40D.DD 4D0.00 #_ - Title services and lender's title insurance #11D1 Owner's title insurance ~11D3 - • - - ~ - - ~ soo.oo soa.oo $ 0.00 or 0.00 Charges That Gan .Change Goad Faith"=Estimate HUD-1 Initial deposit for your escrow account #1001 Daily interest charges # 90`t $ <Tday «, Homeowner's insurance # 903 Commurri ~ Settlement, LLC ~ 1104 2,235.25 ___2;235.25 ! # 1 ~~ Lnan TermG Your initial loan amount is ~ 42S;OOQ:00 ~ ~ Your loan term is s '~ years 'Your initial interest rate is 6.25' , % ~~ Your initial monthly amount owed for principal,. interest, and ~ includes any mortgage insurance is , ^ Principal K^ interest ^ (Jortgage insurance Can your interest rate rise? X^ No. ^ Yes, it can rise to a maximum of a/°. The first change will be 1, on and can change again every after 1 .Every change date, your interest rate can increase or decrease i by °i°. Over the irfe of the loan, your interest rate is guaranteed to never be lower than % or higher than °lo. Even if you make payments on ame, can your toan balance rise? X^ No- ^ Yes, it can rise to a maximum of $ Even if you make payments on fime, can your monthly Imo; No. ^ Yes, the first increase can be on and the monthly amoun amouht owed for principal, interest; and mortgage insurance rise,?" owed can rise to ~ r The maximum if can ever rise to is $ Does your loan have a prepayment.penaity? ~ ©No. ^ Yes, your maximum prepayment penalty is ~ f Does your iaan have a balloon payment? ^ No. XCJ Yes, you have a balloon payment of ~ 427 213.54 due in ~ years on g/312011 Total monthly amount owed including escrowaccourt payments t ~ ~ tr 1 You do not have a monthly escrow payment for items, such as property saxes and homeovmer's insurance. Yau must pay these ite ms directly yourself. ^ You have an additional monthly escrow payment of ~ that results in a total initial monthly amount owed of S .This includes, ~ principal, interest, any mortgage insurance and any items c hecked below ^ Property taxes ^ Homeowner 's insurance ~ ~ ^ Flood is^.surance ~ r- ~ ^ LJ t ----- _.~ - --- - -- - --- --- - - _ - 1 Ncte: I` you hz:~e any Questions about the 8er;ernent Charges and Loan Terms ;fisted on tr~is fer,7t, please contact your lender i-'revious ed~ii~~r~s are obsoi=te Faoe 3 of 3 --------------- ,y;`iD-1 CERTlFlCATfON (continued from iiUD-1) i have carefully rev we ~ e HUD- Settlement Statement and to the best o`, my knowledge and belief, it is a true and accurate statement of alt receipts and disbursements v ou me in this transaction. 1 furfher certify that i have received a y of the HUD-1 Settl ent Statem~nL t.~ ~t~ Borrower Dater ~ • ~~ Seller. ~ "Date: ~ ~\ R. ith H' PNC Bank, A, uJa f/b (bert L. Allen, Jr. Borrower. ~ -<-%~4-C~- Date: .3 20 J~ Sefler. Date: _ Linda A. Hite To the best of my knowledge the HUG-1 Settlement Statement which !have prepared is a true and accurate account of the fu hick were received and have been o! will be disbursed by the undersigned as part of the settlement of this transaction. Settlement ~ _} ,~~ Date: Agent: Date: R. Cott Cramer WARNING: It is a crime to knowingly make false statements to the United States on this or any other similar form. Penalties upon conviction can include a fine and imprisonment. For detafis see: Title 18 U.S. code Section 1001 and Section 1010. CORDIER ANTIC~UE S E-' fine art AUCTIONS APPRAISALS ESTATES Appraisal ~' i- AIbert L. Allen Jr. Trust 2605 Spring Hill Lane Enola, PA 17025 r i Prepared by: [ David J. Cordier Ellen E. Miller Cordier Antiques & Auctions 2151 Market Street ` Camp Hill, Pennsylvania 17011 Phone: (717) 731-8662 ~ Fax: (717) 731-9830 Table of Contents Title Page Table of Contents Su.~nmary Analysis Conditions of Appraisal Certification Purpose of Report Method of Valuation Definition of Value Basis of Appraisal Description Appraiser Qualifications Value Listings 1 2 3 4 5 5 6 6 6 6 6 7 Appendix A Page: 2 of 12 Summary On August 24, 2009, at the request of Linda Lundberg, PNC Bank, I personally inspected the assets of Albert L. Allen Jr. Trust, 2605 Spring Hill Lane, Enola, Pennsylvania. Value Fair Market Value The Fair Market Value for the property in total is: $19,145.00 This is not the appraisal report. The appraisal report must be read in its entirety. Page: 3 of 12 Anaiysis Analysis All items in good condition unless otherwise noted in appendix. Page: 4 of 12 Conditions of Appraisal The value stated in this Appraisal Report is based on the best judgment of the appraiser given the facts and conditions available at the date of the valuation. The use of the report is limited to the purpose of determining the value of personal property for Estate Tax purposes. Any additional research or testimony required by the client or the court will be billed at the current rates. Disclosure of the contents of the report is governed by the Standards and Practices of the Certified Appraisers Guild of the America. Certification of Report No prohibited fee was accessed for this report. David J. Cordier and Ellen E. Miller of Cordier Antiques & Auctions have successfully completed the personal property appraisal certification program with the Certified Appraisers Guild of America and are members in good standing. This report was prepared in accordance with the Uniform Standards of Professional Appraisal Practice and with the Standards and Practices of the Certified Appraisers Guild of America which has review authority of this report. David J. Cordier and/or EIIen E. Miller have personally examined the subject proper~y. The statements of fact contained in this report are true and correct to the best knowledge .and belief of the appraiser. By: David J. Cordier, C.A.G.A. Cordier Antiques & Auctions By: Ellen E. Miller, C.A. G.A. Cordier Antiques & Auctions Page: 5 of 12 Purpose of the Report The purpose of this report is to determine the value for Estate Tax purposes for Linda Lundberg, PNC Bank, Camp Hill, Pennsylvania. Method of Valuation The method of valuation used for this appraisal is the Fair Market Value. Definition of Value Fair Market Value Under the United States Treasury regulation 1.170-1 c Fair Market value is defined <~s: The price at which the property would change hands between a willing buyer and a willing seller, neither being under compulsion to buy or compulsion to sell and both having reasonable knowledge. Basis of Appraisal Valuation Date The date of valuation for determining the value estimation is July 20, 2009. Date Appraisal Conducted This appraisal was conducted on August 24, 2009. Limitations of Property There were no limitations on use or disposition of this property. Description An itemized List with descriptions is in Appendix A. Page: 6 of 12 CORDIER ANTIQUES & AUCTIONS Cordier Antiques & Auctions was established in 1984. The company specializes in appraisals of antiques, fine art and personal property, estate liquidations and the auction and sale of fine antiques, art and real estate. Cordier Antiques & Auctions maintains memberships in the Certif ed Appraisers Guild of America, the Antiques and Collectibles Dealers Association, Inc., the Antique Dealers Association of Pennsylvania, the Pennsylvania Auctioneers Association and the National Auctioneers Association. Cordier Antiques & Auctions has conducted appraisal clinics for such organizations as the Harrisburg Area Community College's Older American Days, the Questers, Rohrer Bus Antiquing Road Shotiv Tour; Millersburg Historical Society, Friends of Fort Hunter, West Shore Country Club and the Friends of the Pennsylvania State Museum. Cordier Antiques & Auctions is an underwriter for the Antiques Road Show on WITF Public; Television. DAVID J. CORDIER, C.A.G.A. CERTIFIED APPRAISER David J. Cordier is co-owner of Cordier Antiques & Auctions located in Camp Hill, Pennsylvania. Mr. Cordier has been an antiques and jewelry dealer since-1980 and an appraiser since 1990. David Cordier of Cordier Antiques & Auctions has successfully completed the personal property appraisal certification program with the Certified Appraisers Guild of America. Mr. Cordier is a graduate of Winterthur Museum's Winter Institute, a graduate level program in American Decorative Arts. David Cordier has attended classes in the fine and decorative arts at Geor;~e ~~Vashington University, Washington D.C. and the appraisal studies program at New York University, New York. Mr. Cordier studied the arts and decorative arts in Pennsylvania at Penn State University and holds a Master's degree i11 Business Administration from Penn State Capital Campus. Mr. Cordier is a writer for the Harrisburg Patriot News reporting on antiques and related events in central Pennsylvania. He also wrote a bi-weekly feature column "Eye on Antiques" for the Sunday Patriot News from 2001 to 2006. ELLEN E. MILLER, C.A.G.A. CERTIFIED APPRAISER Ellen E. Miller joined Cordier Antiques & Auctions in 2000. Ms. Miller holds a Bachelor's degree in Marketing from Shippensburg University and a Master's degree in Business Administration from Temple University. Since joining Cordier Antiques & Auctions, Ms. Miller has been the Director of Internet Sales, conducting research and documentation of inventory, maintaining client relationships and managing an iliternational customer base. She has been responsible for the sale of several large collections via Internet auction including classic automobiles, antique toys, sports memorabilia and autographs. Ms. Miller has successfully completed the personal property appraisal certification program with the Certified Appraisers Guild of America. Prior to joining Cordier Antiques & Auctions, Ms. Miller worked in the printing industry in sales and administration. Page: 7 of 12 Appendix A Fair Market Value Living Room 1. $150.00 Wicker Set. Sofa and two arm chairs with upholstered cushic-ns. Painted yellow. Contemporary. 2. $150.00 Copper items. Incl 19th century bed wanner; 2 cookpots with handles; 1 large pot with bail handle and dipper. 3. $125.00 Tea tin. Commercial size 19" x 19" x 22 1/2". "English breakfast" with Chinese scene in gold on front. 19th century. 4. $75.00 Ann chair. "University of Virginia". Painted scene on back rest. 5. $100.00 Dinette set. Round table with 4 chairs. Bamboo. Painted. 6. $50.00 Pair of chairs. Bergere style with wicker panels to back and arms. Upholstered seats. 7. $300.00 Painting. 15" x 11 1/4". Oil on canvas. "Out of Darkness 1?~frican Elephant" signed F.L. Sweet. 8. $50.00 Table. White marble top. 18" x 24". Walnut base (cut down). Circa 1890. 9. $1,200.00 Writing desk. 43" x 24" x 34" H at back. Overall inlay. Mahogany with banding. Hammer Galleries New York, Provenance. 10. $150.00 Boehm birds (2). Porcelain Baby Robin #37 and Fledgling King Fisher #449. 11. $350.00 Ogee calendar clock. 25 l/2" x 16". The Standaxd Calendar Clock Co. 1891. Mahogany case. Refinished. Damage to corner. 12. $75.00 Sofa. 88" W. Federal style. Lattice work upholstery. Worn. Circa 1970. 13. $300.00 Miscellaneous. Incl table and floor lamps; rug; baskets; well weaving; pieces of small furniture.. Page: 8 of 12 Entry Hall 14. $400.00 Dry sink. 50" W x 29" D x 35" H. 3 drawers over 2 doors. Fine. Circa 1820. 15. $200.00 Transferware. Incl Spode tureen; Blue Willow pattern. 16. $150.00 Miscellaneous. Incl pictures; chairs small rug, mirror. Dining Room 17. $1,600.00 Dining table and 8 chairs. Queen Anne style. Walnut. Round table 48" D with 3 - 12" leaves. 8 chairs (1 arm and 7 side). Table: Virginia Galleries Henkel Harris. Chairs: Stickley. 18. $800.00 Drop leaf side table. Top 33" x 21" with 2 - 13" leaves. Drawer on end. Line inlay. Square tapered legs. Mahogany. Oak secondar,~ wood. Old finish. Circa 1820. 19. $300.00 Dinner service. Royal Worcester Roanoke pattern. Service for 8. 20. $800.00 Sterling Silver incl 1. Footed plated. 2.4 pieces medium size Holloware. 3. 5 pieces small dishes. 4. English hallmarked sugar castor. 21. $150.00 Transferware plates. Set of 6. Woman at well. "Spode". 22. $600.00 Miscellaneous small items. Incl silverplate; various partial set dishes; candlesticks; stemware, linens; etc. 23. $400.00 Miscellaneous. Incl rug; pictures; brass buckets; brass stools, etc. Kitchen 24. $500.00 Dinner service. Wedgewood; Lichfield pattern. Service for 12 (with some losses). 25. $1,600.00 Flatware. International. Sterling. Service for 12. Pattern: Prelude. Approximately 86 pieces. 26. $100.00 Miscellaneous flatware. 12 demitasse and forks. Sterling and plate. 27. $150.00 Stuffing spoons (2). Hallmarked English and Scottish. Circa 19th Century. 1 large ladle. Hallmarked. Scottish. 28. $320.00 Forks; 8 luncheon; 8 dinner. Hallmarked. Sterling. English. Page: 9 of 12 29. $200.00 Miscellaneous kitchen items. Incl pots and pans; glassware; small appliances, etc. Bedroom 30. $800.00 Print. 18 3/4" x 25 3/4" (Sight). "The Life of a Fireman: The New Era. Steam and Muscle": C. Parsons Del" "Lich. Currier & Ives NY". Hand colored. Circa 1861. 31. $1,000.00 Print. 22" x 33" (Sight). "View of Harrisburg Penn". Hand colored. Circa 1855. 32. $150.00 Kneehole desk. 54" x 26" x 29". Leather top. Mahogany. English. 33. $50.00 Chest of drawers. 30" x 19" x 30". 4 drawers. Maple. 34. $75.00 Credenza. Dark wood. 35. $75.00 Arm chair. "University of Virginia". Painted scene on back rest. 36. $300.00 Miscellaneous. Incl bookends; lamps; pictures; small TV; clock; odd chairs, etc. Hall Closet 37. $35.00 Majolica planter. Green and brown glaze. 38. $55.00 2 White Ironstone tureens. 39. $300.00 Contents of closet. Plant pots; baskets; wheelchair; scatter Drugs, etc. Bar Area 40. $65.00 7 trays. Presentation and serving -Silver plate. Various sizes. 41. $45.00 Barware. Incl stems; tumblers; bottle openers, miscellaneous. 42. $45.00 Decanters (6). Clear glass cut and pressed with 2 wine coasters Den 43. $75.00 Table 20" x 17" x 25 1/2". 2 drawers. Brass pulls. Label "Bob Timberlake" . Page: 10 of 12 44. $350.00 Pair of Staffordshire dogs 13 ". White with black highlights. English. 19th century. 45. $100.00 Side table. 13 1/2" x 17 1/2". Oval. 25 1/2" H. Inlaid top. Circa 20th Century. 46. $75.00 Set of 3 nesting tables. Large one - 16" x 24" x 25" H. Tooled leather top. 47. $75.00 Figurine. Royal Doulton. "The Apple Maid". HN 2160. 48. $75.00 Staffordshire figurine 6". Man with Sheep on Lap. 49. $50.00 Figurine. 7 3/4" H. Girl with Flowers. Cybis. 50. $50.00 Pitcher. 9" H. Cranberry glass with enamel painted birds. Victorian. 51. $100.00 Print. 80" x 29" (Sight). "The Melton Breakfast". 52. $300.00 Tea Caddy. 10" x 5 1/2" x 6 1/2" H. Mahogany with satinwood banding. Oval inlay to all sides. Fan inlay at top. Circa 1800. 53. $100.00 Upholstered furniture. Sofa; 2 chairs; large recliner. 54. $150.00 Miscellaneous furniture and accessories. Incl coffee table; side tables; table & floor lamps; large TV; books; brassware, etc. 55. $150.00 Print. 17 1/2" x 20" (Sight). "Charles Davis on the Traverser" Hand colored. (Edward Hacker 1813 - 1905.) 56. $100.00 Print. 17 1 /2" x 20" (Sight). Fox hunting scene with horses, riders and dogs. No title. Circa 19th Century. 57. $30.00 Copper wash kettle. Wood handles. Missing lid. 58. $125.00 Rug. Room size. Oriental style. Karastan. 59. $800.00 3 Ivory figurines (in wall shadow case). 1. 11" H Woman with sword. 2.4 1/2" H Figure. 3. 4 1/2" H Figure. Chinese. 20th century. Master Bedroom 60. $450.00 Chest of drawers and dresser. Virginia Galleries. Henkel Harris. Cherry. 61. $15.00 Mirror. 32" x 26". Wood frame. Page: 11 of 12 62. $100.00 Small chest of drawers. 20" x 16" x 34". Walnut with brass pulls. 63. $425.00 Kneehole desk. 24" x 50" x 30" H. Walnut with brass pulls. Stickley. 64. $150.00 Nightstands (2). One -Square. One with legs. 65. $85.00 Bed. Queen size. Wood head board and foot board. Mattress and box spring. 66. $75.00 Watercolor. 20" x 28" (Sight). Fishing boat on land. Matted and framed. Signed W. Jefferson'67. 67. $150.00 Upholstered chairs (2) with ottoman. 68. $325.00 Miscellaneous. Incl sewing stool; floor and table lamps; mirror; carvings; etc. 69. $100.00 Jewelry box. 20" 14" x 49" H. French style. "Permacraft". 70. $225.00 Painting. 7" x 4 1/2". Canvas mounted on board. 2 women in doorway. Signed C.C.O. 1864. ~ 19,145.00 Total Page: 12 of 12 ,~ .~=~ x ~~ ~.,~~~ "S _.. { »~`':~ t . ,,_ w- F' w ~ ,i Yi ,14y X + _ , .fir- _ ------ . =c y„ `: ~~.:~ t S y 'r ,~ y ~ ~ ~ ~e}~'. .~ J. !. . ~~~.-'-~ :,~ ~ ~~. ~. -F. ~~ ~~; ~~ ~~.{`~ f~f: ~: .:t. ~ ..: ~- , ~- 1 ~( 1 ~ ~ %' 'vim{ v:.` w;~"i ~.E ~.~ ~m t~ ~`... , ~~ ~. n ~~ 7 :-- ;~. °'` a °; I -_: l -~ ;' tJsed Car Value -Mercury Sable-V6 Sedan 4D LS Premium Page 1 of 2 RDSlERTISING ~. ~:~ ~; ~C>-- ~3 ~~~~ 75'75• + ~3~325• + 10650• + 6~825* + 5150• + 30525• o 33525• 5• 7~705~• ~ =_ ~~ .~ Standard Features Specs 8~ Performance Photos & 360 Views Expert Reviews Safety Vehicle History Report Get a Free VIN Check ;Press GO ar Enter VIN ~ ~~ ~~y~ ` Au ust'IG, 2009 ~~ 9 ~.- We 1 2004 listings of th print this page ¢ email a friend 25 miles of Photos & 360 Views t=hc~~ t~e~ ; PRICING ~ ~, ~ ~,~ .: -~_ Rou Average Clean Clean Tra -In Trade-In Trade-In I~etail Base Price 3,850 $4,800 $5,550 $7„875 Mileage - 23,257 miles $2, 5 $2,775 $2,775 $2,775 Options Power Seat N/A NIA N/A N/A Aluminum/Alloy Wheels N/A N/A N/A N/A TOTAL PRICE ,625 $7,575 X8,325 10 1550*'' '` This Retail price is based on a clean vehicle history report. Don't make a $10,650 mistake. Get a Free VIN Check today. Find out why AutoCheck is better than Carfax. Free creait Report NEXT STEPS ~'"`~°'-°` " Online Credit Report 8~ Free Loan Quote-Bad Credit OK! Find this Vehicle Score Free Online Credit Report & Score Sell Your Car r . ~ +~ Lower your Insurance Payment Finance 8~ Insurance Center CHECK GUT THE NEW MERCURY MILAN Free Auto Loan Quote Bad Credit OK! 2010 Mercury Milan ~!0`~'~-~~~~ ~4~1i1T! Q r~~ Compare Vehicle /Prices Read Reviews Get a Free New Car Quote _ ADVERTlfiW6 Body Style > Make > Year > Model ~ Trim > Mileage 8~ Options > Vafue Report 2004 Mercury Sable-V6 Sedan 4D LS Premium 2004 Mercury Sable -Private Party Pricing Report -Kelley Blue Book Page 1 of 2 . _ ~.. _,.y - T'[ilr'Illtll<J~£I? I~~Ca~TR~E ~ lr~.~uf ~ Se :~ ~ - r ~ ~, `~3 Condition Vatue *~'` Excellent $6,825 ....................................................................... Good $6,350 Fair $5,750 _._ .~ a~...__. Y.... ,~ ....~. _~ _ 'Vehicle Highlights _ .~ .. ., _... _ . . Mileage: 23,257 'Engine: V6 3.0 Lite r 24V :Transmission: Automatic 'Drivetrain: FWD ':Selected Equipment 'Standard ':Air Conditioning Tilt Wheel Dual Front Air Bags '.Power Steering Cruise Control Power Seat 'Power Windows AM/FM Stereo Alloy Wheels Power Door Locks Cassette Blue Book Private Party Value Private Party Value is what a buyer can expect to pay when buying a used car from a private party. The Private Party Value assumes the vehicle is sold "As Is" and carries no warranty (other than the continuing factory warranty). The final sale price may vary depending on the vehicle's actual condition and local market conditions. This value may also be used to derive Fair Market Value for insurance and vehicle donation purposes. Vehicle Condition Ratings Excellent (Selected) 1~Q~Q~ $6,825 • Looks new, is in excellent mechanical condition and needs no reconditioning. • Never had any paint or body work and is free of rust. • Clean title history and will pass a smog and safety inspection. • Engine compartment is clean, with no fluid leaks and is free of any wear or visible defects. • Complete and verifiable service records. .~` Close Window - _ - - ,. _, , , - - __~rrr ,~ T _ ,~ _ s.- • - --r --- --1 -----_nzr___Ta-n_r~n,t_n<~,[:t_,,,>,,.,-~~_~c~~ n~i~~~~nn~ 2004 Mercury Sable LS Premium Sedan 4D - advertisement .?.004 Mercury Sable -Trade In Value, blue book value -Kelley Blue Book Page 1 of 2 ~ . ~ u THi~ ~TK~.JSTE~ ~F~fJ~tlR~i t (r~.t~i~ ~~~~ ~ ~~ Condition Value ~~ .~ •~-'.~~~ Excellent $5,150 ,_ -~C ....................................................................... Goad $4,750 Fair $4,100 _. _w.. ~._ :Vehicle Highlights .,. .. ~ _ ,_.. 'Mileage: 23,257 :Engine: V6 3.0 Lite r 24V Transmission: Automatic 'Drivetrain: FWD ,Selected Equipment "Standard !Air Conditioning Tilt Wheel Dual Front Air Bags 'Power Steering Cruise Control Power Seat 'Power Windows AM/FM Stereo Alloy Wheels PPower Door Locks Cassette Blue Book Trade-In Value Trade-in Value is what consumers can expect to receive from a dealer for atrade-in vehicle assuming an accurate appraisal of condition. This value will likely be less than the Private Party Value because the reselling dealer incurs the cost of safety inspections, reconditioning and other costs of doing-businesses _ _ __ ,_,_, __ _ ., _, _______.. Vehicle Condition Ratings Excellent (Selected) ~~~~-~ $5,150 • Looks new, is in excellent mechanical condition and needs no reconditioning. • Never had any paint or body work and is free of rust. • Clean title history and will pass a smog and safety inspection. • Engine compartment is clean, with no fluid leaks and is free of any wear or visible defects. • Complete and verifiable service records. Less than 5°to of all used vehicles fall into this category. ~° Se Close 'Window ~,t++~•//~c~r,znz~ lr},l~ rnm/T~RR/i T~a~d(`arc/Pri~in~tRa~nnrt acnY~YP.arT~=7(1(14RrMi1Pa~P=?757 2004 Mercury Sable LS Premium Sedan 4D - advertisement ~R., ,I~'F~CATE OF TITLE. FOR A , ~ „ .. ,a~ I i' , '' .. 1~ I y~yal 11 !r JMBER _ 1,•;+' y+l YEAR i i 1';', + t<w,, MR-fl d;; ' ,..~.:Ef ~,~t SEAT CAP ~ x'a PRIOR,TITLE'STATE ' , „ODOM 1 V N N DATE PA TITLED I DATE OF ISSUE I UNLADEN WEIGHT I GVWR I GCWR I TITLE BAANOS yry~. , ~~ ~'~`~~~~ ~ d~ a I15`~ ( AC. ' ) I, ,I! rl ~~~',yeY AI;(' I' 1 I .~~' "°' ~ ~ ,1 141' , F ' ~MI S CH iQ Id I+ , t ~\ 11'I '~ '1 ' I I ,: < ~'~- ~ ' ~. ~~ ``atiti ~ ~'~11 ~ql N , Ml w:l aE II.+,' ~ • rA ~I ,z, ^ ~r"~ ~ r :jam ,., „ oq , dl = NC M17Y GE-0DO ~'ryg ~„?~ ~ ` "-f~a '~-s.. ~r ~3>,. - "'f ~r I : TPMFS RIFIE~p~ll III 1 rliAl!'ui i~ . ~'+ "' ` ~ `"" 7 4 =EXEMPT FROM ODOMETER DISCLOSURE STE ED OW ,rr Y• , , ~~+ , w ...~--, ~ `"`` °'"-'s c BRAND ~ ~ ,,r , , h rlln, ~ ~+ s - ~ _ ,f ~ \ ~' ++ l .y+Etera` Sc • ,t u 4iif, (,r,, }`",~'F {"s-r~ 1"~-' ; ° .; `~-..,3 "`. it `~EHICL~I ~ ~'1r 1+~~~rl~~ 1 'i i 4, i, l~ ,~r,l ~~ r L,~`s~`{ ~- `i ~ ti S it ~j~ - (~+ h ~ C C • 1, ~ICL '1l . +, ~ l~~ t 1 I~ 1 ~ ~, t"€le,~rtr Qnt'?~~i '+~rzsPDrf~rtm., ~- Ilt ~ 1 aka ~ ti ~ Nr,~ I r ~ , 1 ~ ~Y n +' ~ D A ~,~. tOL '111~1A ltir,~ tkl ,J:1'1~~Isikiltr''( ..-a ;,,atd"~,..t~„r;.F>r '~ ~.~ IIr\yM,l1 M~F L~Gi+ OF'I !J +`r"~`~ u+1~Kt~ ~'~fl+~ Tri 1 y Ilr l "' y ~./ ~, .,Y R;" Y~ ~F \ 1 1 l 1 ,may N11~~ 11 M !~,SI `~ di 1''~ ~i,~~li llr!~ 1i1, i ~.."tF ^~ _~,,,~-. S,~ '~1' 1 1~+4 ~' t~`,Sh~l 1 FG~a1~OR N N~.l\15~,+.4i~+hS~~ 1 iiM1(r . , \''i~"~:~` 2yZ : ~`. ~ 4@\ ~, ~ l~• 1 ;~ ON l+ ~ `, 11 I4U `~ , `~ 1U i r , + , '-^J. ". ~ i ,,_r „",~".r ICS y l~ tw 1'~C~~t~ ('4~1 1~1~ ~"L1il~d~~~ ft ^~ '7 ''wl,l~lrrlr+~~1 -..._4 r7 ~.s,~ 1'.~..*~;.~~,~, "I e~lh~h t H ''}T^n~ I~+IDRAL~lEs,~r'ICLE l+u\l eul ' H 17 f t ' ~'~ '>.' I, f ~.,,d ,._ ?,~ p' f`nd?",~d~ ~ L LOG VEHiCL~""~' ~'~`+'.i~?~,~;h"rt`r P = IS/WAS A POLICE VEHICLE '~z ~ \~ ~~ ~ \ !1~ 11 ~ l ' ~ ~? ~ ir, i'n R RECONSTTjUCTEO ~ ~, r +~NC~ +`eL~^.ha~ V$ Il.y ,y , ~ ~ i y~ ..~1 a 5 STREETACH) ., . u,~ a s. x. u \ ~; ~dii'' d I iyr i~, ~ ~ I"! n+' . 1'li ,,,,I''!i, II ~ ~. 7 FtEC01~EAED THEFL VEHICLE , ". 'f+wN.'V`a` ~ ~k.4~. ~' e + ~ ~ ~ e~a~lrk~, I~ I v s ' ~~ ,: rlr4`' l +~1+y ~~ ~ !;i V 11Eji1CLE CONTAINS REISSUED VItJ ~xy vx 1 ^~~.\\"SR! ~p~~1~ ,t,~ 'll!I;1 iil ili~i +y i1 , YG I~~ii i~il~~l y ~: ~,~ ~ ~ ~~~, ,,~Il+i pllil.. i t ~ Itlt~y, +i,+rdlrl, tiv~;' W :FLCX)DVEkI1CLL ~ °'~ v.~ : + r a i` -1 r .f'' f i ~ -. 11 ,ly i " I ~,i @n'. X J$~WAS:ATAXI Flr,~~ FAVQR t~F~\~' IF I ! ~'' I SECOND+LIEN!FA~OR OF: ve ~~ MJ~4 ~ \ ~ i 'll' ~ I ' l l 'l , +.. .~ ~.. r ~t,`. '~ia,~x~~~ \ I~ , 1, c ~f N~~ I ~ ~ '' Ili rtyl r ~.' °°'"~ V a df I"~'~~ M'"+4 ~ r ''I VI ,j'~i~ ~li : a- ~ ..~ . f ~ „ - If a second Ilenholder la listed ~u on ad" t II ,~ye is ' ' ~ vi n Y 1' I n n Ilenholder most :forvvard this Titleljh~~~p~1 rea o r , h' ~ ,1 th i~l~'+ >r - ~~~ -~ ~ ~ aPPropriate form 'and fee. I)m'GI4 I nttl~~N FIR F~~t~RELEAS'Ei2- •~ .. - {4 .h a a'r'~' I y r ~~~' ~ DATE ., _ ' '1'~4~ '',, ~, I,.;~I,~ p !~~ 6 ql, kv • •. nr ' II I'~ifl 6 . BY SECOND LIEN RELEASED AUTHORIZED REPRESENTATIVE DATE MAILING ADDRESS BY # *~ AUTHORIZED REPRESENTATIVE /71 i~{~~~~~r~~y~TT~~~~1~7 ~~1 ~g Ci71J~ J~f111V~] ~~~~ i~{V ~~~~ ?A 17C2~ I certify as of the date of issue, the official records of the Pennsylvani of Transportatidn reflect that the person(s) or company named herein is the a Department ~ ~ ~ ~ ~ ~ ~ 1 ~ ~••~ lawful owner • • of the said vehicle. Secretary of Transportation e SUBSCRIBED AND SWORN If a co-purchaser other than your spouse is listed and you want the title to T E: .uS ,' J ~'Mi I Mo I'Ir r~~~l+ rl onv ~ rEAR ' be fisted as Joint Tenants Wlth Rtght of S vorship' On death of one . a, t ~Mw~ ~, Ma ,1 ~, ,,11, owner title goes fo surviving owne~~~HEC. 1 E E ^ C~tfterwlse~, t~le~'~tle ,~~ ~'il "'~N, JI'Ir•II4~ ' ~1 '''~",'pal r will be issued as ."'tenants ~ItT G'omc~c~" (~deal~on~v1oi~t er~'~ht~fe~t'~~~1 deceased owner goes to his/hgf hgi~s or'irs e). '~`" ~'a,]al '~~',`~~ 1 ' ;~~'° ~` SIG AOIAINISTERINO BATH , 5;,' ;N l l .l' - ,, ._ 1- a + ~ :Cx"~" 1~`+~l lal ~ \a\ a $ 1ST UEN DATE: s ,1~k ~ ~ I' O LIE EHECiCI~~ ' ~'~al ~ ~ , , ~~ 11' '1 ,. i, x a \d~ N~~ N„1+1 e'C~,h' "11 C Wi' `F.~'RGtR~Fh : , ~6rS~ ,+; , '„ki"" `~h~'.1~~~"°~ 'r.',,r• 'x.1;1+:,.:, , ~ 1ST LIENHOLDER .1 x ~~ a a " "' I !~ ' STREET. { i' ~',', \V;\ !CITY ?i `' +~ ; I ~I STATE 21P` i ,. r ,• :~ _, ,. . :. ~: :. , ,. FINANCIAL INSTI'~IJTION NUMBER : 6, ,i ulAlar~m ~n ~ ad Aer ~ mpkke~ ap CerlPirate rca8on Im of TNe to dra vehlde described 2ND UEN~DATE: ~ - IF NO LIENtt~~,~CHECKq ~ 11,1!14 ~'~~'d'r` .IIit9 a ~~~µW:. 4ili' ~,114~'(11 ~ ,fit s~ict ~ ~ ~ ~ 't; p . . totlx~erigar?l~nu~endt>therlepaldalmssetionhhere. r •, '~. = 2ND LIENHOLDER 'Ir~~y '1 I~i,Lt'r'iy,~~ it"~'il~il}h , Ir ~i 1, WV+ ~ y~r< ~ ~w i d t +1 + :7R4 . bt ' 9, '1~4J~ ~v~~i A,~S!y~ ~~~ : t ~~ 'iT,. C*+c3~F ~ ~ - ~ '?~~":X~`.. 51GNRTURE OF P ICAN OR UT R NE A . , . ,.. STREET ,11 I r I,Y ,, t~~I~7I"~ '''~J'4~,~~,1J Il1u, 1'Il`~1w~17'1 ~., INrNTI'. G(Ilf'P ~1 Ii.F ~1 ?r ~ ,f .° ~ ; P T IZED SIG L A HO R •... ~- G ~ ~t'?,:FII'~fl' ~eG;,*~,j! ey:"~" Y. ~lt.k' ;,,~)r~rlr,,;~rn%~''' clrY r ''' ' sTA1 E ZIP SIGNATURE OF C0.APPLJCAfiT1'SiT1F OF AUTHORIZEn SIGN ER FINANCIAL INSTITUTION NUMBER AIV~EI~II~l~ZENT T~ TRUST created by .BETTY G. ALL.~1Y with PIl~C BAIY.K, N.A(. Dated October .~ 6, ~ 996 , Dated: ~ _, 2004 PNC BAI~I~., N.A. Re: Trust Agreetne~tt dated October 16,1 g96 betweefr BETTY G. ALLEN as Sealor artd PNC BANK, IY.A. as Trrestee, dated Octa~ber 16, .1996 Gentlemen: Pursuant to the rights reserved to BETTY G, ALLEN under Article V{a} of this Trust, BETTY G. ALLEN wishes to and does hereby amend this 'T'rust as set forth in this AIYIEI~IDMEl~'I' TO TR~€.1ST. In all respects, other than those specifically set forth belouj, the terms a.nd conditions of the above Trust are ratified and confirmed, in their entirety. Schedule "B", "Plan of Distribution of 'Tr~ist Estate of BETTY G. ALLEN Under Agreement dated October 16, 1996" is deleted, and the attached Schedule "B" is substituted therefor. ACCEPTED this _ day of ~ y~~ PNC BANK, N.A. By Trust Officer COMMONWEALTH OF PENNSYLVANIA: SS: COUNTY OF DAUPHIN: On theo~(..(~~ay of ("1 ~ 20d~, before me, the subscriber, a Notary Public in and for said Commom~ealth and County, came e above-named BETTY G. ALLEN, satisfactorily proven to me to be the person ~~hose name is subscribed to the within instrument and aclrnowledged the above instrument to be herlhis act and deed, and desired the same aught be recorded as such, f WITNESS my hand and Notarial Seal. Notarial Seal Kimbe~y A. l~Pedel, Notary Public Notary blic Gity Gfi Harrisburg. Dauphin County My Commissia~ E=xpires Mar. 7.2006 hhnmh°t. PBTlrts~~nl~?s31aS50C'1abQ;10` ^:ct_n°~ My CpIZ7.TI21$SFOl] EXplreS: Vezy truly yours, . ~ ~~`~ ~, ~ ~ BETTY G. ALLEN 2004. Cs\MY PILES\HP Cifent A-hi\A.LLEI~t\&ST PLAN Oi\amr3 tz batty2 96 tr.xpd Page 1 Of 3 DISPOSITIVE PART SCHEDULE "B" PLAN OF DISTRIBUTION OF TRUST ESTATE OF BETTY G. ALLEN UNDER AGREEMENT DATED October 16, 1996 Trustee shall divide the Trust Estate (including but not limited to any and all F-roperty received by Trustee prior to Settlor's death, under Settlor's Last Wi11 and Testament, proceeds of life insurance, and all other property forming a corpus hereof, before the payment of inheritance, estate or succession taxes, whether such taxes are paid from this trust or any other source}, into two (2) equal parts, one "Part "A" and the second Part "B", in the following manner, and each to be held on the following terms and conditions: PART "A" . A. Part "A" shall be held by Settlor's Trustee; on the terms and conditions as follows: 1. Trustee may, in Trustee's uncontrolled discretion, if a corporate Trustee, or, if an individual Trustee, shall pay or advance to Settlor's executor administration expenses and estate arnd inheritance taxes (including the supplemental estate tax on certain qualified plan benefits, but not including any generation skipping transfer tax imposed on a direct skip), and other expense to facilitate the administration of Settlor`s estate, with respect to property or interests subject to taxation by reason of Settlor's death, and whether passing under Settlor's will, or otherwise, without apportionment, and without reimbursement from the principal hereof. 2. Trustee shall distribute all of Settlor's tangible personal properly, including but not limited to automobiles antiques, art objects and the Like, to Settlor's beloved Husband, Albert L. Allen, Jr., absolutely and free of trust, and Trustee, in its discretion, shall pay the income and such portion of the principal of this Trust, as Trustee decides from time to time, for the support health and welfare of Settlc>r's spouse and to maintain the standard of living to which Settlor's spouse has become accustomed. 3. If Settlor's spouse is living on the last day of a calendar year, Settlor's spouse shall have the right, at any time on that day, to withdraw the greater of Five Thousand Dollars ($5,000.00) or five per cent. (5%} of the then aggregate value of principal of the Trust, by written notice to the Trustee, and the Trust shall terminate as to such amount withdrawn. This right shall be exercisable annually, and is not cumulative. 4. Upon the death of Settlor's spouse, or if he does not survive Settlor, this Trust beheld and distributed in further trust on the terms and conditions set forth as follows: One-third for Settlor's Spouse's son, BRYAN L. ALLEN, or, if he is not living for his issue; One-third for Settlor's Spouse's son, ALBERT L. ALLEN, III, or, if he is not living for his issue; One-third for Settior's Spouse's daughter, SARA S. B. ALLEN, or; if she is not living for her issue. Each Trust shall be held and distributed as follows: (1) Trustee shall pay net income from each trust to the beneficiary thereof. (Z) 1n every calendar year after the first calendar year in which the trust has been funded, the beneficiary shall have a right to withdraw, by written notice to Trustee, not more than fifteen per cent (15%) of the then principal balance of the trust, and the trust shall so terminate as to such portion so withdrawn. (3) Trustee can use all or such portion of the principal for the health, maintenance, support, education of the beneficiary of the trust, or the issue of such beneficiary, as Trustee determines, in the sole discretion of Trustee. (4) The trust shall terminate at the expiration of five (5) years from the date the C:\MY FILES\WP Client A-M\ALLEN\EST PLAN 04\3md tz' tzetty2 96 tr.wfld _ _ Page 2-0~ 3 _ trust shall have been funded. On termination, all the ther- principal and any accumulated income shall be paid to the beneficiary, but: if the beneficiary is not then living to the issue of such beneficiary, per stirpes, and if the beneficiary has died without issue surviving, then that share shall be divided among the other trusts created in this paragraph as if' originally a part thereof, or, if no issue of Settlor's spouse so survive, then paid absolutely, 75%to the AMERICAN INSTITUTE FOR CANCER RESEARCH, of Washington, D.C. and 25% to the Helen O. Krause Animal Foundation, Inc. of Mechanicsburg, PA. PART "R" B. Part "B," shall consist of the remainder of the Trust Estate. Part "B" shall be paid, distributed and/or held in further trust by Trustee on the following terms and conditions: 1. Settlor's spouse shall be entitled to all of the income from Part "B", payable in quarterly or more frequent installments as Settlor's spouse determines. 2. Settlor's spouse shall have the right to withdraw, from time to time, all oi• any portion of the principal for any reason, at any time, by written notice directed to Trustee. As to any amount so withdrawn, this trust shall terminate. 3. Trustee may use all or such part of the principal for the benefit of Settlor's spouse, to maintain the standard of living of Settlor's spouse or for the health, support and maintenance of Settlor's spouse, as Trustee determines. 4. On the death of Settlor's spouse or if Settlor's spouse does not survive Settlor, this trust shall terminate and Trustee shall pay the accumulated income if any to the estate of Settlor's sF>ouse, and the principal to such persons, including the estate of, or creditors of the estate of, Settlor's spouse, as Settlor's spouse directs, alone and in all events, by specific reference hereto in the Last Will and Testament of Settlor's spouse. To the extent Settlor's spouse does not exercise this general power of appointment, or does not survive Settlor the principal remaining shall become a part and shall be distributed, absolutely and free of further trust, as follows: One-third for Settlor's Spouse's son, BRYAN L. ALLEN, ar, if he is not living for his issue; One-third for Settlor's Spouse's son, ALBERT L. ALLEN, III, o:r, if he is not living for his issue; One-third for Settlor's Spouse's daughter, SARA S. B. ALLEN, or, if she is not living for her issue, or, if no issue of Settlor's spouse so survive, then paid absolutely, 75% to the AMERICAN INSTITUTE FOR CANCER RESEARCH, of Washington, D.C. and 25% to the Helen C). Krause Animal Foundation, Inc. of Mechanicsburg, PA.. C. In the event Settlor's spouse and Settlor should die under circumstances which render the order of their deaths uncertain, for the purposes of this Trust it shall be conclusively presumed that Settlor survived Settlor's spouse. In such event, however, or in the event that Settlor's spouse shall die within six (6) months of the date of Settlor's death, (in lieu of the amount above specified), Part "B" shall consist of that amount (but no more) of the principal held hereunder (without deduction for estate or inheritance taxes) which must be added to the value of all other property far which the marital deduction is allowed, in order to give Settlor's estate a marital deduction which would result in the lowest total ~of federal estate tax on Settlor's estate and Settlor's spouse's estate. Such amount shall be determined on tl~e assumption that Settlor's spouse died after Settlor on the date of Settlor's death and that Settlor's spouse's estate was valued as of the date upon (and in the manner in) which Settlor's estate is valued for federal estate tax purposes.. .BETTY G. ALLEN - - - - - _ - - - - _ - - - Paae 3_nf 3 TABLE OF CONTENTS TO TRUST AGREEMENT BETWEEN BE'T'TY G. AIILEN, AS SETTLOR AND PNC BAND, N.A., AS TRUSTEE ADMINISTRATIVE PART ....................................................... 2 Article I Addition of Property to Trust .......................................... 2 Article II Reservation of Rights .............................................. ~ Article III Principal and Income Disbursement .................................... 3 Article IV Premiums on Policies ............................................. Article V Amendment and Revocation .... .................................... Article VI Litigation to Enforce Policies, Collect Claims .............................. 3 Article VII Powers of Trustee ............................................... 3 A. Retain Assets ......... .................... _ .................. 3 B. Dispose of Property .............................................. 3 C. Authorized Investments ............................................ 4 D. Register Securities ............................................... 4 E. Loans; Advances ................................................ 4 F. Retention in Cash ................................................ 4 G. Borrow Money ................................................. 4 H. Vote Securities ... ............................................. 4 I. Allocate Receipts, Expenses ......................................... 4 J. Distribute Cash or Kind, Non-Prorata ................................... 4 K. Consolidated Fund ............................................... 4 L. Compromise Claims .............................................. 4 M . Engage Experts ............ .................................. 5 N . Principal to Minor ............................................... 5 O. Prohibition Against Sale ........................................... 5 P. Facility of Payment .............................................. 5 Q. Vesting ......................................................5 R. Termination ................................................... 5 S. Adopted Children Included .......................................... 5 T. Business Authority ............................................... S U. Discretionary Power ............................................. 6 V . Powers Through Final Distribution .................................... 6 W . Allocation of Assets ............................................. h X. Protection of Marital Deduction ...................................... 6 I~. Employee Benefit Election .......................................... 6 Z. Education Defined ............................................... 6 AA. Occupancy of Residence .......................................... 6 BB. Limitation on Trustee Power ....................................... 6 CC. Consultation with Others .......................................... 6 DD. Generation Skipping ............................................ 7 EE. Reserves ..................................................7 FF. Trustee's Power to Amend ...................................... 7 Article VIII Applicable Law ................................................. 7 Article IX Receipt of Policies ................................................ 8 Article X Trustee's Compensation ............................................. S Article XI Resignation of Trustee ............................................. S Article XIi Removal of Trustee .............................................. $ SCHEDULE,'A" ............................................................. 11 LIST OF THE LIFE INSURANCE POLICIES .................................... 11 SCHEDULE„B"........-• ................................................... 12 TRUST AGREEMENT 1'H1S AGREEMENT is made this ~_ day of _ 1996, by and between BET'~Y G. ALLEN, (hereinafter called "Settlor") and PNC BANK, N.A., (hereinafter called "Trustee"). I. BACKGROUND: Settlor has caused this Trust to be funded by the transfer and assignment of certain property to Trustee, and/or by naming Trustee as beneficiary of certain life insurance policies. The Settlor may also cause other property to be deposited for the uses and purposes of this Trust. The property and/or insurance policies may be listed for convenience in detail in Schedule "A" attached to this Trust, and made a part hereof. The Trust is composed of two parts, an Administrative Part and a Dispositive Part. The Trust may be amended. ADMINISTRATIVE PART II. AGREEMENT: Settlor creates this Trust on the following terms and conditions: Article I Addition of Property to Trust Settlor reserves the right to add to this Trust any policies of insurance issued on Settlor's life and Amy other property and/or securities whether such addition be made by the Settlor or any other person. The proceeds of any such policies of insurance or any additional property.and/or securities so acquired shall be held on ttie same terms of trust as if originally a part of the Trust. Article II Reservation of Rights (Insurance) Settlor reserves to Settlor, during Settlor's life, all payments, dividends, surrender value privileges and benefits of any kind which may accrue on account of any of the aforesaid policies of insurance, and the right at any time to assign, pledge or use said policies, or any of them, or to change the beneficiary thereof, or to borrow money thereon, without the consent, approval or joinder of the Trustee, or any beneficiary hereunder. The: Trust shall be operative only as to the proceeds of such of the policies as in terms 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 wavy of advances, loans, premiums or otherwise. Such proceeds shall be principal. The receipt of the Trustee for such proceeds shall release the insurance companies from liability on the policies. (Other Property) As to assets added to the Trust during the lifetime of the Settlor, and by the Settlor, the Settlor reserves to ~ Settlor, during Settlor's life, the right to withdraw or direct payment of principal or income, and to direct Trustee to make such investments as Settlor desires, as well as the right to approve, in advance, any investments Trustee selects. Subject to these powers of Settlor, Trustee may pay principal or income for the support or welfare of Settlor. As to assets added to the Trust by a person or entity other than Settlor, Trustee shall, during the lifetime of Settlor, in Trustee's sole discretion, pay so much of the income and/or principal as Trustee deems necessary, __ for the benefit of Settlor and/or the issue of Settlor and for the support, maintenance, health, and safety of ;5ettlor, or the issue of Settlor. All accumulated or undistributed income shall be added to principal hereunder. ti- Article III Principal and Income Disbursement Upon Settlor's death, the Trustee shall disburse the income and principal of the Trust Estate in the manner set forth in detail in Schedule "B" attached hereto. Article IV Premiums on Policies Trustee is not obligated to pay any premiums or assessments on policies of insurance and shall be under no obligation in respect to the policies other than for the safe-keeping thereof, except to the extent otherwise expressly agreed to herein, if the policies are deposited herewith. Article V Amendment and Revocation Settlor may by a writing, delivered to the Trustee: (a) amend, modify or alter this Agreement, ui whole or in part, provided that the duties, powers and liabilities of the Trustee shall not be changed without its written consent; (b) revoke this Agreement in whole or in part; provided, however, that the rights of Settlor under (a) and (b) shall not apply to any assets added to the Trust by a person other than Settlor. Article VI Litigation to Enforce Policies, Collect Claims The Trustee may institute any proceedings at law or in equity in order to enforce the payment of insurance policies or the collection of other property, and may do and perform any and all other acts and ttungs which may be necessary to do so. Trustee shall not, except at its option, enter into or maintain any litigation to enforce the payment of said policies, or collect such property until it shall have been indemnified to its satisfaction against all expenses and liabilities to which it may, in its judgment, be subjected by any such action on its part. The Trustee is authorized to compromise and adjust claims arising out of the insurance policies or any of them or other property, upon such terms and conditions as it may deem just, and the decision of the Trustee shall be binding and conclusive upon all persons and corporations interested therein, all without necessity for court approval. Article VII Powers of Trustee Except as otherwise specifically provided herein, and in addition to the powers granted Trustee by law, (all of which shall be exercised by Trustee without posting bond or furnishing sureties in this or any other jurisdiction), the Trustee shall hold and manage the fund, when so collected, together with such other property as may be acquired, during the existence of this Trust, all of which property will hereinafter be referred to as the "Trust Estate", or "Trust" being any .trust or trusts created herein or in Schedule "B" hereof, upon the following terms and conditions and with the following powers and authorities: A. Ret.ai.a Assets: To retain all or any part of the trust in the form in which it was acquired as long as it deems advisable; B. Dispose of Property: To sell, exchange, partition, lease, option, or otherwise dispose of any property or part thereof, real or personal, which may at any time form part. of this Trust Estate at public or private s~~le for such purposes and upon such terms, including sales on credit with or without security, in such manner and at such prices as it may determine, including the right to lease real estate for periods in excess of five years and for a term expiring after the termination of any trust, and including the right to deal in real estate ventures as a general or limited partner. In the event of a sale, exchange, partition, lease or option of any of the property of this Trust Estate, there shall be no liability on the part of the purchaser or purchasers to see to the application of the purchase money, but the same shall be held and disposed of by such purchaser or purchasers free and clear of any of the provisions of any trust created hereby; 2 C. Authorized Investments: To invest or reinvest the Trust Estate in any property, real or perso~~al, of any kind or nature, including stocks, bonds, mortgages, other securities and common trust funds of the Corporate Trustee, if any, without being limited or restricted to investments as now or may hereafter be prescribed for trustees by law including the right to acquire, sell or retain stock in the Corporate Trustee. Trustee may invest, reinvest, buy, sell or trade options, puts, calls, or any other type of financial instrument, the nature of which need not be contemplated or in existence at the time this trust is created. D. Register Securities: To register securities in its name as Trustee or in the name of any nominee or to take and keep the same unregistered and retain them or any part thereof in such condition that they will pass by delivery without disclosing the fact that the property is held in a fiduciary capacity; E. Loans; Advances: To make any loans, or advances either secured or unsecured in such amounts, upon such terms, at such rates of interest and to such persons, firms, corporations or the executor or administrator of Settlor's Estate or the Estate of Settlor's spouse or otherwise to facilitate such estate administration without interest and without reimbursement for th_ a purpose of the payment of taxes, debts and administration expenses; provided, however, that any benefits from a qualified employee benefit plan received by the Trustee shall not be used for the payment of such taxes, debts or expenses, if not includible in Settlor's gross estate for federal estate, tax purposes nor funds otherwise eligible for the Marital Deduction; F. Retention in Cash: To retain for reasonable periods the principal or corpus, or any part thereof of this Trust Estate in the form of cash; G. Borrow Money: To borrow money for any purpose on any terms in connection with the administration of or investment in assets of this Trust Estate; execute promissory notes or other obligations for the amounts so borrowed and secure the payment of any amounts so borrowed by mortgage or pledge of any rf;al or personal property which may at any time form a part of this Trust Estate; H. Vote Securities: To vote any securities upon any proposition or election at any meeting and to grant proxies, discretionary or otherwise; to join in or become a part of any reorganization, readjustment, merger, voting trust, consolidation or exchange and to deposit any such securities with any committee, depositary, trustee or otherwise and to pay out of this Trust Estate any fees, expenses and assessments, incurred in connection therewith and to charge the same to principal or income as Trustee may see fit; to exercise conversion, subscription or other rights, or to sell or abandon such rights and to receive and hold any new securities issued as a result of such reorganization, readjustment, merger, voting trust, consolidation, exchange or exercise of subscription, conversion or other rights; and generally take all action in respect to any such securities as Trustee might or could do as absolute owner thereof; to vote any stock in the corporate trustee; I. Allocate Receipts, Expenses: In Trustee's discretion, to allocate to either principal or income c-r between them any and all taxes (especially capital gains taxes) or receipts or expenses which Trustee may be required to pay on behalf of this Trust Estate, but in no event shall the income of any marital deduction trust created herein be reduced by ~tlie~ exercise of this power. J. Distribute Cash or Kind, Non-Prorata: To divide or distribute, whenever it is required or permstted, this Trust Estate and to make such division or distribution in kind or in money or partly in kind and partly vi money, and the judgment of the Trustee as to the value of the different items shall be conclusive and final upon the beneficiaries; to make non-prorata distributions of assets in kind; K. Consolidated Fund: To hold and administer the trusts created hereby in one or more consolidated funds in whole or in part in which the separate trusts or funds shall have an undivided interest; L. Compromise Claims: To compromise claims, on such terms and conditions as Trustee, in Trustee's sole and exclusive discretion, deems appropriate without obtaining court approval thereof. 3 M. Engage Experts: To engage attorneys, investment counsel, accountants, agents and such other persons as it may deem advisable in the administration of this Trust Estate and to make such payment therefor as it may deem reasonable and to charge the expenses thereof to income or principal as it may determine and to delegate to such persons any discretion which it may deem proper. The Trustee shall not be liable for anW negligence, omission or wrongdoing of such counsel or agents, providing reasonable care was exercised in their selection; N . Principal to Minor: If the principal of any trust is payable to a person or persons under the age of twenty-one (21) years, the Trustee shall continue the term of said trust as to said person or persons under the age of twenty-one (21) years, until he, she or they attain twenty-one (21) years of age, meanwhile paying over to the person under the age of twenty-one (21) years, or for their use and benefit, the proportionate share of the net income of said trust; O. Prohibition Against Sale: No title in any Trust Estate, or in the income accruing therefrom, or in its accumulation shall vest in any beneficiary, and no beneficiary shall have the right or power to transfer, assign, anticipate, or encumber his or her interest in said Trust Estate, or in the income therefrom, prior to the actual distribution thereof by the Trustee to said beneficiary. Further neither the income nor the principal of any Trust Estate shall be liable in any manner, in the possession of the Trustee for the debts, contracts, or engagements of any beneficiary. P. Facility of Payment: Should the principal or income or both of this or any Trust be payable to any person as to whom the Trustee has actual knowledge of a court adjudication of incompetency, or incapacity, or who the Trustee determines, in the discretion of Trustee, is unable to act effectively on his or her own behalf in financial matters, then Trustee shall have the right to use such principal or income to pay to such beneficiary, or for the benefit of such beneficiary, but nothing herein shall be deemed to impair the duty of Trustee to pay income to Settlor's spouse under any trust herein qualifying for the marital deduction (if created herein), unless Seitlor's spouse is declared legally incompetent. Q. Vesting: No trust created herein, or by exercise of a power of appointment hereunder, shall continue for more than twenty-one (21) years after the death of the last to die of Settlor and the beneficiaries in being; at the date of Settlor's death. Any property still held in trust at the expiration of that period shall immediately vest in and be distributed to the person or persons then entitled to receive or have the benefit of the income therefrom in the proportions in which they are entitled thereto, or if their interests are indefinite, then in equal shares, per stirpes. R. Termination: If at any time during the term of this Trust, Trustee determines, in its sole discretion, that the corpus of the Trust has become too small to be practical, or uneconomical to continue, then Trustee: may distribute the corpus of the Trust estate to the then income beneficiary or beneficiaries in accordance with the portions of income to which each beneficiary is entitled, or if such portions are not specifically set forth herein, then in such amounts as it deems appropriate. S. Adopted Children Included: The words "child, children or issue or descendants" as used in this Trust, shall include adopted children and adopted grandchildren, and children or grandchildren born or adopted after the date of this Trust, unless expressly stated to the contrary. T. Business Authority: If the Trust Estate includes any interest which the Settlor had in a business at the time of Settlor's death, whether the same is a sole proprietorship, apartnership or a corporation in which Settlor owned all or a substantial portion of the stock, the Trustee is authorized to continue the business, without order of court, until such time as it deems it advisable to sell, liquidate or distribute the same in kind. Trustee shall have all rights and powers in connection with the business as the Settlor had when living, including by way of example and not limitation, the powers to operate or join in the operation thereof as a going concern, to form or re-form a general or limited partnership, to incorporate or re-incorporate and to liquidate or sell the same or any part thereof, all as it deems advisable for the best interests of the Trust Estate and of the beneficiaries thereof, without any liability for loss resulting from the operation of said business except where such loss is the result of gross 4 negligence or fraud on the part of the Trustee. The Trustee shall be entitled to receive for its services in connection with said business, such additional compensation as may be commensurate therewith. U. Discretionary Power: In exercising discretionary powers granted to Trustee under this Trust, Trustee may give due regard to tine assets and income of the beneficiary, other than assets and benefits undler any trust created hereunder. V . Powers Through Final Distribution: A11 powers and authorities granted to Trustee hereunder shall be fully exercisable by Trustee through and including final distribution of assets hereunder, even though the Trust may have terminated earlier. W. Allocation of Assets: Trustee may allocate assets among the beneficiaries (including any trust hereunder) without regard to the income tax basis of any such assets. X. Protection of Marital Deduction: Notwithstanding anything to the contrary herein or in Schedule "B" hereof, no power, authority or discretion given to Trustee hereunder or in Schedule "B" hereof shall be construed in any manner which shall result in a disallowance of the marital deduction for any trust created for the benefit of my spouse, otherwise eligible for the marital deduction, if created hereunder, and any such power or authoority which is .construed to have such effect is void, hereby revoked, and to no effect, as if not set forth herein, in Trustee's discretion. Y. Employee Benefit Election: Trustee, in addition to all powers granted by law, is hereby authorized to make such election in connection with settlements under employee benefit plans in which Settlor has an interest as Trustee deems most advantageous under all the circumstances. Z. Education Defined: The word "education" as use in this Trust shall mean and include, but not be limited to primary, secondary, collegiate and/or post-graduate education in private or parochial school, college, trade school or graduate school. It is Settlor's intention in granting Trustee the power to expend funds for "education" that the word "education" be interpreted broadly by Trustee. AA. Occupancy of Residence: To permit any beneficiary or beneficiaries to occupy rent free an}r residence constituting a part of the assets of a trust for such beneficiary or beneficiaries and to pay the real estate taxes thereon, expenses of maintaining said residence in suitable repair and condition and hazard insurance premiums on the residence; provided, however, the Trustee shall not exercise this power in any way which would deprive Settlor's spouse of the beneficial enjoyment of Part "B" and such spouse shall have the right to limit, restrict or terminate the Trustee's exercise of this power if it interferes with such beneficial enjoyment. BB. Limitation on Trustee Power: No person at any time acting as a Trustee hereunder shall have any power or obligation to participate in any discretionary authority Settlor has given to Trustee to pay the income or principal to such person or for his or her benefit or in relief of his or her legal obligations. ~ ' Further, no Trustee who is a beneficiary of one of the trusts, or who is legally obligated to support a beneficiary, shall ever participate in (i) the exercise of, or decision not to exercise, any discretion to pay income or ~ ' ' ~ "' principal to, or to apply income or principal for the benefit of, any beneficiary (including discretion to a1la:ate funds among a group of beneficiaries and discretion to accumulate income), (ii) the determination whether a beneficiary is disabled, (iii) the decision to end any trust, (iv) the exercise of discretion to allocate receipts or expenses between principal and income, (v} decisions to exercise tax options, (vi} a decision to make payments to aid in the settlement of my estate, (vii) the selection of a custodian for a minor's property, (viii) the selection of the property to be allocated to the marital deduction trust, (ix) the decision to combine or divide'trusts; or (x) the amendment of the trust by a Trustee hereunder. CC. Consultation with Others: Trustee is directed to consult with Settlor's spouse in connection ~avith any investment of the Trust. 5 DD. Generation Skipping: In my Trustee's sole discretion to allocate such exemptions as are available as to the generation skipping transfer tax to any property, to exclude any property from that allocation and to make all related allocations thereto. No beneficiary shall have any claim against my Trustee for exercising or not exercising such allocation powers as granted herein. Further, Trustee is authorized to divide any trust created hereunder into two separate trusts so th~it the inclusion ratio for generation skipping transfer tax purposes shall be either zero or one for each such separate trust. Any such separate trust shall have the identical provisions as the original trust. If trusts are created, the Trustee may, at any time prior to a combination of such trusts: (1) make different tax elections (including the allocation of Settlor's available generation-skipping tax exemption from the federal generation-skipping transfer -tax) with respect to each separate trust; (2) expend principal and exercise any other discretionary powers with respect to such separate trusts differently; (3) invest such separate trusts differently; and (4) take all other actions consistent with such trusts being separate entities. Further, the donee of any power of appointment with respect to any trust so divided may exercise such power differently with respect to the separate trusts created by the division. Settlor exonerates Trustee from any liability arising from any exercise or failure to exercise these powers, provided the actions (or inactions) of Trustee are taken in good faith. If Trustee exercises the special election provided by Section 2652(a)(3) of the Internal Revenue Code, as amended, as to this Trust, Settlor authorizes Trustee in its sole discretion at any time prior to the funding of the trust by an instrument filed with the trust records to divide the trust property into two fractional share trusts, one based upon Settlor's generation skipping transfer exemption allocated to the trust and the second being the balance of the trust property. If a trust hereunder would be partially exempt from generation-skipping tax by reason of an allocation of generation-skipping tax exemption to it, before the allocation the Trustee, in its discretion, may divide the trust into two separate trusts of equal or unequal value, to permit allocation of the exemption solely to one trust which will be entirely exempt from generation-skipping tax. In addition, if a trust hereunder is entirely exempt or entirely non-exempt front generation-skipping tax and adding property to the trust would partially subject it to generation-skipping tax, the Trustee, in its discretion, may hold that property as a separate trust in lieu of making the addition. Except as otherwise provided in this instrument, the trusts created herein shall have the same terms and conditions, but the Trustee shall not make discretionary distributions from the income or principal of the exempt trust to beneficiaries who are non-skip persons so long as any readily marketable assets remain in tnist other than the exempt trust. Upon division or distribution of an exempt trust and anon-exempt or partially exempt trust held hereunder, the Trustee, in its discretion, may allocate property from the exempt trust first to a share from which a generation-skipping transfer is more likely to occur. EE. Reserves: To maintain reasonable reserves for depreciation, depletion, amortization and obsolescence. FF. Trustee's Power to Amend: Trustee shall have the power in its sole discretion, by an instnment filed with the trust records to amend the dispositive or administrative provisions of this indenture (including the provisions relating to the trustee); provided that only descendants of the grantor (or their estates) or charitable organizations described in Sections 2055(a) and 2522(a) of the Internal Revenue Code, as amended, shall be beneficiaries and the grantor shall not be given any right or power with respect to the trust property. Further, Trustee shall not exercise this power in such a way that a trust otherwise eligible for the marital deduction, or otherwise eligible as a qualified domestic trust does not qualify as such. Article VIII Applicable Law This Trust has been accepted in the State of Pennsylvania and shall in all respects be governed by the laws of that State. 6 ^ti. rte. - ,_.a. _ ---. _ . _. - ..,.-,.~...z ~.:::rear +.~rtir ~-. -1..~.. z,. ~..c ~-'- - . ._.._ -. ._ :_;_._ ~ - ..-. -.:. .~_.__,...... .. _ v ... .._ -. '?:".;`-",~.'r~^"A:~s"~.,'l~'°~0+1~~ri~.~.+_=::'#..X .. .. 1'~`,~-~"',~~~`. .-'.~+'.v'~$k"~.",~-K~~S Article IX Receipt of Policies Settlor, by joining in the execution of this instrument acknowledges (unless otherwise specified in writing) that Settlor has retained custody and possession of the insurance policies, if any, described on Schedule "A" attached hereto and made a part hereof. Article X Trustee's Compensation The compensation payable to Trustee shall be the compensation due, in accordance with the fee schedule of Trustee, at the time Trustee renders services hereunder, but if Trustee has no such fee schedule, then such compensation shall be reasonable. Article XI Resignation of Trustee Trustee may resign by giving written notice thereof to the Settlor, if living, or if Settlor is not living then to Settlor's spouse, or if Settlor's spouse is not living, by notice to Settlor's children, even if those children be minors, specifying a date, not less than thirty (30) days from the date of the notice, on which Trustee shall be deemed to have resigned. Upon such date, Trustee shall be deemed to have resigned, and upon delivery o:F the assets of the Trust to the Successor Corporate Trustee appointed as described below, shall be free of any fiirther duty to Settlor or the beneficiaries or the Successor Corporate Trustee hereunder, except for past acts or a~nduct of Trustee. A Successor Corporate Trustee, a corporation, bank or trust company, qualified under the laws of the Commonwealth of Pennsylvania or the United States of America to act as Trustee shall be appointed as follows: 1. By Settlor, if then alive. 2. If Settlor is not then alive, then Settlor's spouse shall select the Successor Corporate Trustee. 3. If neither Settlor nor Settlor's spouse are alive, then such selection shall be made by majority vote of the income beneficiary or beneficiaries of the trust, who are twenty-one (21) years of age or older. 4. If Settlor and Settlor's spouse are not living, and there are no income beneficiaries of the age of twenty-one (21) years or older, or if the appropriate person above fails so to select a Successor Corporate "Crustee, within ten days after notice of resignation is given, then and in such events the Orphans' Court Division of the Court of Common Pleas of the County in which this Trust has its situs shall select a Successor Corporate Trustee having the qualifications listed above. Any Successor Corporate Trustee so selected shall serve on the same terms and conditions, and with the same powers and duties as if originally appointed. Article XII Removal of Trustee Settlor's spouse shall have the right, by written notice to Trustee, to remove the Trustee. If Settlor's spouse so removes the Trustee, then Settlor's spouse's oldest issue shall have the authority to name a successor trustee to serve on the same terms and conditions as set forth herein. Any such successor trustee shall be a corporation or national bank authorized to exercise trust powers in the Commonwealth of Pennsylvania. 7 i ..', ?S IN WITNESS WHEREOF, the Settlor, BETTY G. ALLEN, and Trustee, PNC BANK, 1v.A., have signed this Trust the day and year first above written. Signed, sealed and delivered in the presence of: ATTEST: f ~ /.~ (Corporate Se ' ~ ~~w (SEAL) BETTY G. ALLEN PNC BANK, N.A. F B mac.-~-~- ~-.s~ 8 ~, .. ~-_ .. "y ~- -,,.. ~E?s"„T?~X: ~ -....:_._. Y' ~..aY..'~s-~.,._~.,.;,.Y~c.~'.f sVb,«~ ry'F"~ 8r3G:,~?~-~`.= :: 'U':',:. ._1 ~, !~ tu.n' ._."'t -y!+~5~~. ,,*~~ - •,~{, - COMMONWEALTH OF PENNSYLVANIA: SS: COUNTY OF On the ~~ ~ day of ~~'~~~'~~ 1996, before me, the subscriber, a Notary Public in and for said Commonwealth and County, came the above-named BETTY G. ALLEN, satisfactorily proven to me to be the person whose name is subscribed to the within instrument, and acioiowledged the above AgreE;ment to be his act and deed, and desized the same might be recorded as such. WITNESS my hand and Notarial Seal. Q ~~ M Commission Expires: JUDY A.~M SANota~LPu -Y bttC Harrisburg, Dauphin County ~~.....LnTm,. `~ ~D'~ as Sent. 8, 1997 COMMONWEALTH OF PENNSYLVANIA: SS: COUNTY OF DAUPHIN: On the /6 ~ day of ~d~~~ , 1996, the subscriber, a Notary Public in and for said Commonwealth and County, personally appeared .T~~~ s h1 8~"% ,who aclmowledged himself to be the ~n~ioTz t~~cE ~s~~F~rof PNC BANK, N.A., and that he as such officer being authorized to do so, executed the foregoing instrument for the purpose therein contained bey signing the name of the corporation by himself as such officer. IN WITNESS WHEREOF, I have hereunto set my hand and official seal. Notary Public My Commission Expires: ,- ;~ ~_. . 9 SCHEDULE "A" LIST OF THE LIFE INSURANCE POLICIES AND/OR PROPERTY DEPOSITED WITH PNC BANK, N.A. UNDER REVOCABLE TRUST AGREEMENT wITH BETTY G. ALLEN $1.00 10 ._Y ,,-, ..~..-.- .._..~.a --,.;,,,. ,.^.u~~irav~C +.'13~?~"x1'. ^'., ~_.r, ~4"-`-,r-. ue~. - r`~ai_^.2~ -„~ ~..°~ __ ' ` -~ ~ ~ DISPOSITIVE PART ~y ~~ ,~ ~~ ~_..~C:~ ~,~ ~~ SCHEDULE "B" PLAN OF DISTRIBUTION OF TRUST ESTATE OF BETTY G. ALLEN UNDER AGREEMENT DATED , 1996 Trustee shall divide the Trust Estate (including but not limited to any and all property received by,'I'rustee prior to Settlor's death, under Settlor's Last Will and Testament, proceeds of Life insurance, and all oth~property forming a corpus hereof, before the payment of inheritance,~restate or succession taxes, whether suchtaxes are paid from this trust or any other source), into two (2) parts, one Family or Credit Shelter , Part A and tine second "Marital", Part "B", in the following manner, and each to be held.on the following terms and conditions: PART "A" A. Amount; Composition: Part "A," the "Family" or "Credit Shelter" part, shal~~be such amount, if any, as when added to other property passing outside of this Trust Agreement (which is,,included in Settlor's gross estate for federal estate tax purposes and does not qualify for the marital or charitable~deduction} will produce a federal estate tax in Settlor's estate, prior to the use of such credits, equal to the totaLl of the available unified credit and the credit for state death taxes (other than those imposed solely to obtain the redit under Section 2011 of the Internal Revenue Code). This amount shall be computed before payment of th taxes and may be satisfiE:d with cash or with assets in kind at their market value at the date of distribution. operty ineligible for the marital deduction or excludable from Settlor's gross estate shall be allocated to . s part, even if such allocation results in an overfunding. / TERMS OF DISTRIBUTION Part "A" shall be held by Settlor's Trustee, on the terms and conditions as follows: 1. Trustee may, in Trustee's uncontrolled discretion, if a corporate Trustee, or, if an individual Trustee, shall pay or advance to Settlor's executor administration expenses and estate and inheritance taxes (including the supplemental estate tax on certain qualified plan benefits, but not including any generation skipping transfer tax imposed on a duect skip), and otherexpense to facilitate the administration of Settlor's estate, vvith respect to property or interests subject to taxation by reason of Settlor's death, and whether passing under Settlor's will, or otherwise, without apportionment; and without reimbursement from the principal hereof. /~J /~ During Spouse's Lifetime ,, ~/ 2. Trustee;~in its discretion, may pay the income and such portion of the principal of this Trust as Trustee decides~~m time to time for -the support of Settlor's spouse and to maintain the standard of living to which Settlor;~s spouse has become accustomed. ~~~ ~~~ ,,a . If Settlor's spouse is living on the last day of a calendar year, Settlor's spouse shall have the right, at any ti eon that day, to withdraw the greater of Five Thousand Dollars ($5,000.00) or five per cent (5%} of the then aggregate value of principal of the Trust, by written notice to the Trustee, and the Trust shall terminate as to 11 such amount withdrawn. This right shall be exercisable annually, and is not cumulative. Upon and After Spouse's Death 4, Upon the death of Settlor's spouse, or if he does not survive Settlar, this Trust shall terminat:~fand then the remaining principal and accumulated income of the Trust Estate shall be paid absolutely to the issue of Settlor's spouse, ALBERT L. ALLEN, JR., ALBERT L. ALLEN, III, BRYAN L. ALLEN and SARA S. B. ALLEN, per stirpes. But if no issue of my Spouse survive to the date of distribution hereof, then aril in such events all of the rest, residue and remainder of the Trust Estate shall be paid, absolutely, to the AIViERIC'AN INSTITUTE FOR CANCER RESEARCH, of Washington, D.C. PART "B" B. Part "B, " the "Marital Part" shall consist of the remainder of the Trust Estate. Part "B" -shall be paid, distributed and/or held in further trust by Trustee on the following terms and conditions: Distribution of Income and Principal; Withdrawals 1. Settlor's spouse shall be entitled to all of the income from Part "B", payable in quarterly or more frequent installments as Settlor's spouse determines. !~ 2. Settlor's spouse shall have the right to withdraw, ,from time to time, all or any portion of the principal for any reason; at any time, by written notice directed to'Trustee. As to any amount so withdrawn, this trust shall terminate. 3. Trustee may use all or such part of the principal for the benefit of Settlor's spouse, to maintain the standard of living of Settlor's spouse or for the health,:support and maintenance of Settlor's spouse, as Trustee determines, and, only in the discretion of any corporate Trustee, for the comfort of Settlor's spouse. ,~ Distribution Upon Spouse's Death 4. On the death of Settlor's spouse or if ,5ettlor's spouse does not survive Settlor, this trust shall terminate and Trustee shall pay the accumulated-income if any to the estate of Setttor's spouse, and the principal to such persons, including the estate of Settlor's spouse, as Settlor's spouse directs, alone and in all events, by specific reference hereto in the Last Will and'Testament of Settlor's spouse. To the extent Settlor's spouse does not exercise this general power of appointment, or does not survive 5ettlor the principal remaining shall become a part and shall be distributed as set forth in paragraph A4 of this Schedule $. C . Trustee shall pay any increase in federal estate or inheritance taxes or administration expenses is~ the estate of Settlor's spouse caused by the inclusion of this Marital Trust or Part "B" for tax purposes in the estate of Settlor's spouse, from principal: of Part "B" . Trustee may rely upon a written statement from the executor of Settlor's spouse as to the amount of such tax or expense. D. Settlor's spouse shall have the right to compel Trustee to invest in income-producing property, as to investments in Part "B" . E. In the,:event Settlor's spouse and Settlor should die under circumstances which render the order of their deaths uncertain, for the purposes of this Trust it shall be conclusively presumed that Settlor survived Settlor's spouse. In such event, however, or in the event that Settlor's spouse shall die within six (6) months of the date of Settlor's death, (in lieu of the amount above specified), Part "B" shall consist of that amount (but no more) 12 3. '`.'. _ of the principal held hereunder (without deduction for estate or inheritance taxes) which-must be added to the value of all ether property for which the marital deduction is allowed, in order to give-~ettlor's estate a marital deduction - which would result in the lowest total of federal estate tax on Settlor's estate`~and Settlor's spouse's estate. Bch amount shall be determined on the assumption that Settlor's spouse~d after Settlor on the date of Settlor's death atld that Settlor's spouse's estate was valued as of the date upon (and in the manner in) which Settlor's est~ite is valued for federal estate tax purposes. r `y~ _ -- .`-_`.., ---.,~' ~ BETTY G. ALLEN ~~