Loading...
HomeMy WebLinkAbout11-09-10PETITION FOR PROBATE AND GRANT OF LETTERS REGISTER OF WILLS OF CUMBERLAND Estate of Kenneth R. Groff also known as COUNTY, PENNSYLVANIA File Number ~ ` _ ~~ ~ ~ ~~ Deceased Social Security Number er, apply(ies) 1'or: (COMPLETE 'A' or 'B' BELOW:) A. Probate and Grant of Letters Testamentary and aver that Petitioner(s) is /kthe Executrix last Will of the Decedent dated May 21, 1996 and codicil(s) dated September 4, 2009 (State relevant circurrastances, e.g., renunciation, death of executor, etc.) Except as follows, Decedent did not marry, was not divorced, and did not have a child born or adopted after execution of the instrument(s) offered for probate, was not the victim of a killing and was never adjudicated an incapacitated person: NSA B. Grant of Letters of Administration -j ~, _,,, -_ -; v ~..,_ (COMPLETE /NALL CASES:) Attach additional sheets if necessary. ' `~z~) Decedent was domiciled at death in Cumberland County, Pennsylvania with his /~~last principal r~sldence at ~- '~~-~"'~ ~'~.+ 2913 Sunset Drive, Camp Hill. East Pennsboro Townshia. Cumberland County -- (List street address, townicity, rownship, counh~, state, zip code) Decedent, then 64 years of age, died on October 30, 2010 Decedent at death owned property with estimated values as follows: (lf domiciled in PA) All personal property (lfnot domiciled in PA) Personal property in Pennsylvania (If nut domiciled in PA) Personal property in County Value of real estate in Pennsylvania ~ ! 70~ d o ~ $_ $_ e situated as follows: 1y41/Cr Wherefore, Petitioner(s) respectfully request(s) the probate of the last Will and Codicil(s) presented with this Petition and the grant of letters in the appropriate form to the undersigned: Si nature "I'v ed or rinted name and residence ~ ~~~~ ~ ~~ Helen T. Groff, 2913 Sunset Drive, Camp Hill, PA 17011-1633 F'orn- RW-02 rev. 10.13.0( at his residence named in the Page 1 of 2 (If applicable, enter: c. t. a.; d. b. n. c. t. a.; pendente lire; d7u~~ante absentia, d~u~unte minoritate) Petitioner(s) after a proper search has /have ascertained that Decedent left no Will and was survived by the following spouse (if any 1 and heirs: (/f Arlminictrn/inn ~ 1 n nr it h n ~ 1 n vn/vr r/nty nfWil/ ivr .Cv~/inn A nhrnw nnr/ ~ni~~n/n~o lick nfhvirc 1 Oath of Personal Representative COMMONWEALTH OF PENNSYLVANIA SS COUNTY OF CUMBERLAND : The Petitioners} above-named swear(s) or affirm(s) that the statements in the foregoing Petition are true and correct to the best of the knowledge and belief of Petitioner(s) and that, as personal representative(s) of the Decedent, Petitioner(s) will well and truly administer the estate according to law. Sworn to or affirmed and subscribed Signallu•e of Personal Representative HELEN TFF before me the 9th day of C'- November 2010 ~ Signat2ire of Personal Represen/a~ive ~'" ~; ~ ' ~ ~ ~ ~;.7 ~':~~ ~ -_ -Z. r-r-r o ~, FOr the Register SignalUre of Personal Represenlalive " t ~ ` ;;_;, , , ~ , , ~ _ . _ :j File Number: Estate of Kenneth R. Groff Deceased Social Security Number: 207-34-7041 Date of Death: October 30, 2010 AND NOW, November 9 2010 , in consideration of the foregoing Petition, satisfactory proof having been presented before me, IT IS DECREED that Letters Testamentary are hereby granted to Helen T. Groff in the above estate and that the instrument(s) dated May 21, 1996 and first codicil dated September 4, 2009 described in the Petition be admitted to probate and filed of recor s the last Will (and Codicil(s)) o ecedent. FEES ~ j~ ~~~ ~ (~ eg ~ ter of Wills Letters ............. $ (,~ ~i ~ / ~~ ~ Short Certificate(s) ...~?... $ ~ ~ Attorney Signature: ~~/ _ Renunc'ation s) .......... $ ~ ~j~ Attorney Name: Richard W. Stevenson .$ ... $ `~~ Supreme Court I.D. No.: 7120 "''~'~ ~ ~-`t ' ' ' $ ' ~ McNees Wallace & Nurick LLC $ ~ 0 ~ Address: . $ 100 Pine Street, P. O. Box 1 1 Ei6 • $ Harrisburg, PA 17108-1166 ... $ • • • $ Telephone: 71 7-237-5208 ... $ TOTAL .............. $ ~6-86- /~~` ~~~ ~l~ ~5~ ~ Form R w-o2 rep=. 1 n. r 3. n6 Page 2 of 2 5/20/96 N_ ~~ ~ ~. ~ WILL T~..° ~ ~ r-~'? ' ~~ ~,,~ ~~", ~~ t7 OF , .. ~a cn w ~ ~ ~ :: -• ~; r r ~+ ? '."~ KENNETH R . GROFF '' ~ ~`~' ~ ,.. ...3 W ! ~-` ~ ~ .~~" ...... , . I, KENNETH R. GROFF, currently of Camp Hill, Pennsylvania, declare this to be my will and hereby revoke all prior wills and codicils made by me. 1. Personalty. I bequeath such items of my tangible personal property as are specifically itemized on the list, if any, in my handwriting, signed and dated by me at the end thereof, and attached to this, my will, to the persons n<~med thereon to receive such items. I bequeath to my wife, HELEN T. GROFF, all of my remaining tangible personal property not used in business or for the production of income, including without limitation furniture, furnishings, clothing, jewelry, objects of art and decoration, and the like, and any motor vehicles which I own, together with the insurance thereon, if she survive~~ me. If my wife does not survive me, then I bequeath all said property, together with the insurance thereon, to those of my children, JESSICA and KATIE, who survive me. With regard to the property passing hereunder, distribution shall be made between said children on the basis of choices in order determined by l.ot and rotation, and the values as finally determined for inheritance tax purposes shall be determinative with regard to the values of the property chosen, and any disparity between my daughters shall be equalled by such payments between them as may be necessary. If one of my daughters is not living at the time of my death, the choices to which she would have been entitled shall be made by her issue in order determined by lot and rotation. 2. Residue. I bequeath, devise, and appoint all the rest of my property, of whatever nature and wherever situated, including property over which I hold a power of appointment, except that I do not exercise any power of appointment given to me by my wife, to the Trustees hereinafter named, for the following purposes: (a) If my wife, HELEN T. GROFF, survives me, then the Trustees shall establish Trust A hereunder, governed by paragraph 3 below, by allocation thereto, from the property held hereunder, an amount , if any, equal to ( i ) the minimum amount , after taking into account all deductions other than the marital deduction and applying all credits available, which is necessary as the marital deduction to reduce to the lowest possible amount the federal estate tax payable by reason of my death, less (ii) the value of all other assets in my gross estate which qualify for the marital deduction and which pass or have passed to my said wife under other provisions of this will or otherwise. In determining such amount, all assets involved in the calculation shall be valued at final federal estate tax values, but in funding Trust A, date of distribution values shall be used and only assets that qualify for the marital deduction shall be used. I intend that the interest of my wife in Trust A shall qualify for the marital deduction, and any provisions herein which may appear to conflict with or in any way defeat my intention to obtain the marital deduction for the full amount of Trust A shall be construed or applied to accomplish that intention. (b} The remainder of the property passing hereunder shall be held as Trust B. (See paragraph 4 below.) If my wife does not survive me, then all the property passing hereunder shall be held as Trust B. 3. Trust A. The income and principal of Trust A (if established hereunder) shall be distributed as follows: (a) Income. The Trustees shall pay the net income from Trust A to or for the benefit of my wife, HELEN T. CTROFF, for her lifetime, in such installments, but not less frequently than quarterly, as the Trustees may determine. (b) Principal. The Trustees shall pay from time to time from the principal of Trust A to or for the benefit of my wife (i) such sums as shall in the discretion of the Trustees seem proper for her support, maintenance, and health care or necessary to permit her to maintain a standard of living approximately equal to that maintained by her during my lifetime, taking into account such other sources of income, support and estate that may be available to her, and (ii) such sums, including any or all principal, that my wife may request in writing. (c) After Wife's Lifetime. Upon the death of my wife, HELEN T. GROFF, all the principal then held in Trust A shall be distributed as she may by her will appoint, making specific reference to this Trust A. Except as expressly stated in the preceding sentence, there shall be no restriction, condition or qualification on or to the power to make such appointment and the permissible beneficiaries. The power of appointment shall. be exercisable by my wife alone and in all events, and there shall be no power in any person other than my wife to appoint to any other person any part of the property passing under Trust A. To the extent that my wife should fail to exercise effectively her - 2 - power of appointment over any part of the property in Trust A, the Trustees shall (except to the extent that my wife expressly directs to the contrary in her last will or in a writing delivered to the Trustees during her lifetime) pay from the unappointed portion of the principal of Trust A: (i) the amount of any additional estate, inheritance or other death taxes imposed on account of t:he death of my wife by reason of her power of appointment over and other rights in the unappointed portion of the principal of Trust A (the amount of each such additional tax to be equal to the excess if any of the tax, including any interest thereon, payab:Le by reason of her death over the amount of such tax which would have been payable if no such tax was payable by reason of her death with respect to the unappointed principal of Trust A), arld (ii) any expenses incurred in the administration of her estate attributed to the determination of such ta~:es land the Trustees may accept the written statement of her per~~onal representatives as to the amount of taxes and expenses payable hereunder), and the remaining balance of the principal held in Trust A at her death shall be added to and considered part of Trust B and shall be administered and distributed under the provisions herein governing Trust B. 4. Trust B. The income and principal of Trust B shall be distributed as follows: (a) Income. The Trustees shall pay the net income from Trust B to or for the benefit of my wife , HELEN T . G:ROFF, for her lifetime, in such installments, but not less frequently than quarterly, as the Trustees may determine. (b) ,Principal. The Trustees shall from time to time pay such sums from the principal of Trust B to or for the benefit of my wife as may in the discretion of the Trustees seem necessary for her support, maintenance and health care, or necessary to permit her to maintain a standard of living maintained by her during my lifetime, taking into account such other sources of income, support and estate that may be available to her. In determining whether any invasion shall be made for the benefit of my wife from the principal of Trust A or from the principal of Trust B, such invasion shall be made from Tru~:st A as far as practical. No beneficiary of Trust B shall participate as a co-Trustee in any decision under this subparagraph (b). (c ) After Wife' s Lifetime ; Limited Power. _of Appointment by Wife. Upon the death of the survivor of my wife and me, if she survives me, the Trustees shall pay the balance - 3 - held in Trust B, outright or in trust, in such amounts or proportions to or for the benefit of any or all of my is~~ue and their spouses or former spouses and persons gifts to whom are then allowable as deductions under Section 2055 of the Internal Revenue Code (or any successor provision), as my wife may direct in her will making specific reference to Trust B hereunder. To the extent that my wife should fail to exercise effectively her limited power of appointment over Trust B, or if she should predecease me, then the principal remaining in Trust B shall be distributed per stirpes to my issue, provided, however, ghat if any such issue is then under the age of thirty-five (35) years, his or her share shall be held for him or her in a separate trust hereunder under the terms of paragraph 6 below, or, if no issue of mine are then living, the same shall be subject to the. terms of paragraph 5 below. 5. Alternate Distribution. Any property stated in subparagraph (c) above or paragraph 6(c) below to be held. under the terms of this paragraph 5, and any other property held hereunder when no issue of mine are living which is not effectively disposed of elsewhere herein, shall be distributed one half to my intestate heirs then determined, and one half to my wife`s intestate heirs as then determined. 6. Separate Trusts. The income and principal of a separate trust in which a share in Trust B is held for a beneficiary pursuant to the terms of paragraph 4(c) above shall be distributed as follows: (a) Income. The income shall be distributed at least quarterly to or for the benefit of the beneficiary. No payment shall be made under this subparagraph (a) which would dis~~harge to any extent the legal obligation of any person for the ;support of the beneficiary. (b) Principal. The Trustees shall pay from the principal such sums to or for any or all of the beneficia=ry and his or her issue as in the discretion of the Trustees seems proper for their support, maintenance, health care, and education, and such sums to or for the benefit of the benE~ficiary as in the discretion of the Trustees seem proper to help establish him or her in a business or profession or acquire or furnish a home for him or her, taking into account the other sources of income, support and estate that are available t:o the distributee, the reasonably anticipated needs and resourcE~s of the beneficiary and his or her issue, their income and estate tax brackets, the desirability of the transaction (if any) , acid the possible application of any generation-skipping tax. No payment shall be made under this subparagraph (b) which would discharge - 4 - to any extent the legal obligation of any person for the support of the distributee. (c) Distribution of Separate Trust. (i) When such beneficiary shall have attained the age of twenty-five (25) years, the Trustees shall distribute to him or her at written request one-third (1/3) of the remaining principal balance then held in his or her separate trust; when such beneficiary shall have attained the age of thirty (30) years, the Trustees shall distribute to him or her at written request one-half of the remaining principal balance; and when such beneficiary shall have attained the age of thirty-five (35) years, the Trustees shall distribute to him or her at written request the entire balance held in his or her separate trust. (ii) If such beneficiary should die before making proper request for the entire balance in his or her separate trust, then the entire balance in his or her separate trust shall at his or her death be distributed, outright or in trust, in such sums or proportions as such beneficiary may direct in his or her last will, expressly referring to his or her separate trust hereunder, but only among my issue and their spouses or former spouses and persons gifts to whom are then allowable as deductions under Section 2055 of the Internal Revenue Code (or any successor provision); and to the extent that such beneficiary shall fail to exercise effectively his or her limited power of appointment hereunder, the aforementioned balance in his or her separate trust shall then be distributed per stirpes to h:is or her issue, or, if no such issue survive him or her, per stirpes to the issue of his or her parent who was a child or more remote descendant of mine, or, if no such issue survive him or hf~r, per stirpes to my issue, with the share of any of such issue for whom property is then held in or payable to a separate trust under this paragraph 6 being added to such separate trust, or, if no issue of mine are then living, said balance shall be subject to the provisions of paragraph 5 above. (d} Disposition Upon Application of Rule Again~~t Perpetuities. If during the lifetime of a person for whom a separate trust under this paragraph 6 was established the interest of such person therein becomes void under the applicable rule against perpetuities, then the balance in such separate trust shall then be distributed outright to such person. 7. Survival Clauses. If my wife and I should die under such circumstances that it cannot be determined which of ups survives, my wife shall be deemed to have survived me for all purposes hereunder. If any other beneficiary hereunder should - 5 - die within sixty ( 6 0 ) days after me or within sixty ( 6 0 ) days after any other person the survival of whom determines his or her rights hereunder, then such beneficiary shall be deemed t:o have predeceased me or such other person for all purposes herE~under. 8. Powers. In addition to such other powers and c~uties as may be granted elsewhere herein or which may be granted by law, the fiduciaries hereunder shall have the following power; and duties, without the necessity of notice to or consent by any Court: (a) To retain all or any part of my property, real or personal, in the form in which it may be held at the time of its receipt, including any closely held business in which I have an interest and any stock of any corporate fiduciary hereunder, as long as in the exercise of their discretion it may be advisable so to do, notwithstanding that said property may not be of a character authorized by law, provided, however, that upon written request by my wife, they shall within a reasonable time make productive of income any interest in property (however and whenever acquired) held in Trust A hereunder. (b) To invest and reinvest any funds held hereunder in any property, real or personal, including, but not by way of limitation, bonds, preferred stocks, common stocks, and other securities of domestic or foreign corporations or investment trusts, mortgages or mortgage participations, and common trust funds, even though such property would not be considered appropriate or legal for a fiduciary apart from this provision. (c) To sell, convey, exchange, partition, give options to buy or lease upon, or otherwise dispose of any property, real or personal, at any time held by them, with or without order of court at their option, at public or private sale or otherwise, for cash or other consideration or for such credit terms as they think proper, and upon such terms and for such prices as they may determine, and to convey such property free of all trusts., (d) To borrow money from any person, including any fiduciary hereunder, for any purpose in connection with the administration hereof, to execute promissory notes or othE~r obligations for amounts so borrowed, and to secure the payments of such amounts by mortgages or pledges of any property, real or personal, which may be held hereunder. (e} To make loans, secured or unsecured, in such amounts, upon such terms, at such rates of interest, and to such persons, firms or corporations as they may deem advisable. - 6 - (f) To renew or extend the time for payment of any obligation, secured or unsecured, payable to or by them, for as long a period of time and on such terms, as they may determine, and to adjust, settle and arbitrate claims or demands in favor of or against them. (g) In dividing or distributing any property, real or personal, included herein, to divide or distribute in ca~~h, in kind, or partly in cash and partly in kind. (h) To hold, manage, and develop any real estate which may be held by them at any time, to mortgage any such property in such amounts and on such terms as they may deem advisable, to lease any such property for such term or terms, and upon such conditions and rentals as they may deem advisable, whether or not the term of any such lease shall exceed the period permitted by law or the probable period of retention under this instrument; to make repairs, replacements and improvements, structural and otherwise, in connection with any such property, to abandon any such property which they may deem to be worthless or not of sufficient value to warrant keeping or protecting, and to permit any such property to be lost by tax sale or any other proceedings. (i) To employ such brokers, banks, custodians, investment counsel, attorneys, and other agents, and to delegate to them such duties, rights and powers as they may determine, and for such periods as they think fit. (j) To register any securities at any time in their names as fiduciary, or in the names of nominees, with or without indicating the trust character of the securities so registered. (k) With respect to any securities held hereunder, to vote upon any proposition or election at any meeting of t]ze person or entity issuing such securities, and to grant proxies, discretionary or otherwise, to vote at any such meeting; too join or become a party to any reorganization, readjustment, merger, voting trust, consolidation or exchange, and to deposit any such securities with any committee, depository, trustee or othE~rwise, and to pay out of the trust created herein, any fees, expE~nses, and assessments incurred in connection therewith; to exercise conversion, subscription or other rights, and to receive or hold any new securities issued as a result of any such reorganization, readjustment, merger, voting trust, consolidation, exchange or exercise of conversion, subscription or other rights and generally to take all action with respect to any such securities as could be taken by the absolute owner thereof. - 7 - (1) To engage in sales, leases, loans, and other transactions with my estate, the estate of my wife, or any trust established by either of us, even if they are also fiduciaries or beneficiaries thereof . (m) To make all necessary proofs of death under the insurance policies of which they are the beneficiary, to execute any receipts for the proceeds and to institute any actior.~ to collect said proceeds and to make adjustments of any claim thereunder, provided, however, that they need not institute any action unless they shall have been indemnified against al.l expenses and liabilities to which they may become subject as a result thereof. If, however, they desire to institute such action without indemnification, they are hereby authorized to be reimbursed for all expenses and liabilities incurred as a result thereof from any amounts which may be held in trust hereunder then or thereafter. (n) To exercise all elections which they may have with respect to income, gift, estate, inheritance or other taxes, including without limitation execution of joint income ta:x returns, election to deduct expenses in computing one tax or another, election to split gifts, and election to pay or 'to defer payment of any tax, in all events without their being bound to require contribution from any other person. (o) To operate, own, or develop any business o:r property held hereunder in any form, including without limitation sole proprietorship, limited or general partnership, corporation, association, tenancy in common, condominium, or any other,, whether or not they have restricted or no management rights, as they in their discretion think best. 9. Spendthrift Clause. No interest (whether in income or principal, whether or not a remainder interest, and whethE~r vested or contingent) of any beneficiary hereunder shall ~>e subject to anticipation, pledge, assignment, sale or tran~;fer in any manner, nor shall any beneficiary have power in any manner to charge or encumber his or her said interest, nor shall the: said interest of any beneficiary be liable or subject in any manner while in the possession of the fiduciaries for any liability of such beneficiary, whether such liability arises from his or her debts, contracts, torts, or other engagements of any type. 10. Facilit~r of Payments for Minors or Incompetents. Any amounts or property which are payable or distributable hereunder to a minor or incompetent may, at the discretion of the fiduciaries, be paid to the parent or guardian of such minor or incompetent, to the person with whom such minor or incompetent - 8 - resides, or directly to such minor or incompetent, or many be applied for the use or benefit of such minor or incompetent. 11. Taxes. I direct that all estate, inheritance, and succession taxes that may be assessed in consequence of my death, of whatever nature and by whatever jurisdiction imposed, other than generation-skipping taxes, shall be paid out of the principal of my general estate to the same effect as if ;paid taxes were expenses of administration, except that any such additional taxes (and interest and penalties thereon) imposed on account of my interest in or power over any trust established by my wife shall be paid out of the property held in such trust, and all other property includable in my taxable estate for federal or state tax purposes, whether or not passing under this will, shall be free and clear thereof; provided, however, that my executors may in the discretion of the executors request that any portion or all of said taxes (to be paid out of the principal of my general estate) shall instead be paid out of the principal of any trust established by me in this will or otherwise, to thE~ extent expressly authorized under the terms of said trust. With the consent of the Trustees hereunder, said taxes may be paid out of the principal of Trust B hereunder as if said taxes were expenses of administration thereof, provided, however, that no such taxes shall be paid out of Trust A hereunder or out of assets ghat are not includable in my federal gross estate. 12. Fiduciaries. I appoint as executor hereunder my wife, HELEN T. GROFF. If she should be unable or unwilling to serve or to complete the administration of my estate, then PNC BANK, N.A., with offices in Camp Hill, Pennsylvania, shall serve in her place. I appoint as Trustees hereunder my wife, HELEN T. GROFF, and PNC BANK, N.A. If my wife should be unable or unwilling to serve or to complete the administration of any trust hereunder, then PNC BANK, N.A. shall serve alone. Under no circumstances shall my wife serve as sole Trustee hereunder. No individual fiduciary shall be liable for the acts, omissions or defaults of any agent appointed and retained with due care or of any co-fiduciary. No fiduciary shall be required to furnish bond or other security for the proper performance of duties hereunder. - 9 - IN WITNESS WHEREOF, I, KENNETH R. GROFF, herewith set my hand to this, my last Will, typewritten on eleven (11) ~;heets of paper including the self-proving attestation clause and signatures of witnesses, this 21st day of May, 1996. ~~ f -F~ ~~~~,~- < ,~- SEAL Kenneth R. G-off -. / ~ `~ ~' residing at~ ~Qo~c t~~ residing at ~~,~~ _ ~~ residing at ~~Z COMMONWEALTH OF PENNSYLVANIA SS. COUNTY OF DAUPHIN . Kenneth R. Groff (the testator) , ~,~,~,~,~ [~, 5~1.~~a1so~ , ~.4aJ ~ . ~~~~~~ and I.tj-K,~~c t~ . W ~.L~ ~ ( the witnesses), whose names are signed to the foregoing instr~~ament, being first duly sworn, each hereby declares to the undersigned authority that the testator signed and executed the instrument as his last will in the presence of the witnesses and that hE~ had signed willingly, and that he executed it as his free and voluntary act for the purposes therein expressed, and that= each of the witnesses, in the presence and hearing of the testator, signed the will as witness and that to the best of his or her - 10 - ~a t~r,~ ~ ~ ~,c~ i knowledge the testator was at that time eighteen years of age or older, of sound mind and under no constraint or undue influence. TE S TAT~R : J,,.- nneth R . Gx~o f WI NESS: WITNESS: ~r _..- Subscribed, sworn to and acknowledged before me by Kenneth R. Groff, the testator, and subscribed and sworn to before me by ~ c.~-~~ W . ~.T~aJ £.N S o iy ~.~ ~ ~' ~ZT`'~ _ , a n d ~~~„ ~-, ~~~_~.~, the witnesses, this 21st day of May, 1996. Notary ublic: (SEAL ) r ,~ ., ^. ~.~ t ~ .l ~r:L SEAL ~•. ,~_. -'-• ~1• • •.:. f r~~ SHAVER, Notary (Public ,~ ~ ~...,;._~,_;f~~~, ~'A DauphinEou~niy ,f{:1 w...,..._~ ..s _~~~rts "~~rch 2000 - 11 - 9/4/09 FIRST CODICIL TO c' ~ ,, _p i WILL OF ~ '~ _~ ~ t~ - t -~ ;..:. ~ ~~ -:- i,n t , , =, KENNETH R. GROFF ' -; -;~ .. : , 1 ~, ._ . -~ ~,:, . ~-- ~ - .. .. I, KENNETH R. GROFF, of Cumberland County, Pennsylvania, declat~~ 1:his to b~' ` ~ ~' ` .~= the first codicil to my Wilf executed on May 21, 1996. 1. Section 12 of my Will is amended and restated in its entirety to read as follows: "SECTION 12 FIDUCIARIES § 12. Fiduciaries. I appoint as executrix hereunder my wife, HELEN T. GROFF. If she should be unable or unwilling to serve or to complete the administration of my estate, then I appoint such of my daughters, KATIE G. REED and JESSICA ANN VOLLMER, as are able and willing to serve, as successor executrix(s) and if neither is willing and able to serve, PNC BANK, N.A. with offices in Camp Hill, Pennsylvania, shall serve in their place. I appoint as Trustees hereunder my wife, HELEN T. GROFF, and my daughters, KATIE G. REI.D and JESSICA ANN VOLLMER. If my wife or one of my daughters should be unable or unwilling to serve or to complete the administration of any trust hereunder, no successor shall be appointed to serve in her place. If neither of my daughters is able or willing to serve, PNC BANK, N.A. shall serve as sole Trustee or Co-Trustee with my wife, as the case may be. Under no circumstances shall my wife serve as sole Trustee hereunder. No individual fiduciary shall be liable for the acts, omissions or defaults of any agent appointed and retained with due care or of any co-fiduciary. No fiduciary shall be required to furnish bond or other security for the proper performance of duties hereunder." 3. In ali other respects, my said Will, subject to any earlier codicils, shall remain unchanged. IN WITNESS WHEREOF, I, KENNETH R. GROFF, herewith set my hand to this, a I codicil to my last Will, typewritten on three (3) sheets of paper including the self-proving attestation clause and signatures of witnesses, this 4th day of September, 2009. (SEAL) NNETH R. G C'^ ing at (~G~`- ~- v~~ g / residin at f.1 ~~ /~~ -2- COMMONWEALTH OF PENNSYLVANIA COUNTY OF DAUPHIN SS: KENNETH R. GROFF (the testator), ~ . /~ `e ~~ nsa n , and r~~ ~~ ~~ . ~~ ~ ~ (the witnesses}, whose names are signed to the foregoing instrument, being first duly sworn, each hereby declares to the under:>igned authority that the testator signed and executed the instrument as a codicil to his last will in the presence of the witnesses and that he had signed willingly, and that he executed it as his free and voluntary act for the purposes therein expressed, and that each of 1;he witnesses, in the presence and hearing of the testator, signed the codicil as witness and that to the best of his knowledge the testator was at that time eighteen years of age or older, of sound mind and under no constraint or undue influence. TESTATOR; NETH R. GROFF Subscribed, sworn to and acknowledged before me by KENNETH R. GROFF, the testator, and subscribed and sworn to before me by ~~c~r ~ • e~va.-,~5on _ and ~' n(~ ) 1=.~r uc,e~ ~.. ~ ~~ ~-e..~- ,the witnes es, this 4th day of September, 2009. ~~ -_~ Notary P (SEAL) COMMONWEALTH ~h PENNSYLVANIA Notarial Seal Karen D. Rafferty, Notary Public City of Harrisburg, Dauphin County My Commission Expires Feb. 13, 2010 -3- WITNESS: ." V~