HomeMy WebLinkAbout03-02-12 (2)J 1505610143
REV-1500 Ex(°'-'°' ~,
OFFICIAL USE ONLY
PA Department of Revenue Pennsylvania County Code Year File Number
Bureau of Individual Taxes °EP"RT'"ENTOFR~"'~E
Po Box.2so6ot INHERITANCE TAX RETURN 21 11 1172
Harrisburg, PA 17128-0601 RESIDENT DECEDENT
ENTER DECEDENT INFORMATION BELOW
Social Security Number Date of Death Date of Birth
177 24 4777 10 03 2011 08 08 1933
Decedent's Last Name
PEARCE
Suffix Decedent's First Name
JR. EDWARD
(If Applicable) Enter Surviving Spouse's Information Below
Spouse's Last Name Suffix
PEARCE
Spouse's Social Security Number
FILL IN APPROPRIATE OVALS BELOW
Spouse's First Name
BARBARA
THIS RETURN MUST BE FILED IN DUPLICATE WITH THE
REGISTER OF WILLS
MI
N
MI
A
1. Original Return ^ 2. Supplemental Retum ^ 3. Remainder Return (date of death
prior to 12-13-82)
^ 4. Limited Estate ^ 4a. Future Interest Compromise
(date of death after 12-12-82)
^ 5. Federal Estate Tax Retum Re uired
4
g Decedent Died Testate
(Attach Copy of Will)
^ ~ Decedent Maintained a Living Trust
(Attach Copy of Trust) 8. Total Number of Safe De OSit Boxes
P
^ 9. Litigation Proceeds Received ^ 10. Spousal Povert Credit date of death
between 12-31 ~J1 and -1-95)
^ 11. Election to tax under Sec. 9113 A
( )
(Attach SCh. O)
CORRESPONDENT -THIS SECTION MUST BE COMPLETED. ALL CORRESPONDENCE AND CONFIDENTIAL TAX INFORMATION SHOULD BE DIRECTED TO:
Name Daytime Telephone Number
JAMES D BOGAR (717) 737 8761
First line of address
ONE WEST MAIN STREET
Second line of address
City or Post Office
SHIREMANSTOWN
State ZIP Code
PA 17011
REGISTER OF WILLS USE ON~1~
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Correspondent's a-mail address: JbOgar@bogarlaW.COm
Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief,
it is true, corcect and complete. Declaration of preparer other than the personal representative Is based on all inforcnation of which preparer has any knowledge.
ADDRESS
OF PREPgrgER OTHER THAN REPRESENTATIVE
17011
Barbara Ann Groff Pearce
James D. Bogar
One West Main met, Shiremanstown, PA 17011
Side 1
1505.610143
DATE
1505610143
J 1505610243
REV-1500 EX
DecedenTsName: F@arCe, Edward N. Jr.
Decedent's Social Security Number
177 24 4777
RECAPITULATION
1. Real Estate (Schedule A) ...................................................................................... . 1.
2. Stocks and Bonds (Schedule B) ............................................................................ . 2. 4 , 0 3 6. 5 9
3. Closely Held Corporation, Partnership or Sole-Proprietorship (Schedule C)........ . 3.
4. Mortgages & Notes Receivable (Schedule D) ....................................................... . 4.
5• Cash, Bank Deposits & Miscellaneous Personal Property (Schedule E) .............. . 5. 554 , 95 6.02
6. Jointly Owned Property (Schedule F) ^ Separate Billing Requested............ 6.
7. Inter-Vivos Transfers 8~ Miscellaneous -Probate Property
(Schedule G) ~ Separate Billing Requested............ 7. 7 62 , 8 62.0 0
8. Total Gross Assets (total Lines 1-7) .................................................................... . g, 1 , 321, 854.61
9. Funeral Expenses & Administrative Costs (Schedule H) ....................................... 9.
10. Debts of Decedent, Mortgage Liabilities, & Liens (Schedule I) .............................. 10.
11. Total Deductions (total Lines 9 & 10) ................................................................... 11.
12. Net Value of Estate (Line 8 minus Line 11) .......................................................... 12. 1 , 321 , 854.61
13. Charitable and Governmental Bequests/Sec 9113 Trusts for which
an election to tax has not been made (Schedule J) ............................................... 13.
14. Net Value Subject to Tax (Line 12 minus Line 13) ............................................... 14. 1 , 321 , 854.61
TAX COMPUTATION -SEE INSTRUCTIONS FOR APPLICABLE RATES
15. Amount of Line 14 taxable
at the spousal tax rate, or
tr
an
f
er
un
d
er Sec. 9116
2
a
1
X
O
O
O( ) 1, 321, 854.61 15.
16. Amount of Line 14 taxable
at lineal rate X .045 0 . 0 0 16.
17. Amount of Line 14 taxable
at sibling rate X .12 0 . 0 0 17.
18. Amount of Line 14 taxable
at collateral rate X .15 0 . 0 0 18.
19. Tax Due .............................................. ................................................................... . 19.
20. FILL IN THE OVAL IF YOU ARE REQUESTING A REFUND OF AN OVERPAYMENT.
1505610243
Side 2
1505610243
0.00
0.00
0.00
0.00
0.00
REV-1500 EX Page 3
Decedent's Complete Address:
File Number 21-11-1172
DECEDENT'S NAME
Pearce, Edward N. Jr.
STREET ADDRESS
203 E. Clearview Drive
CITY STATE ZIP
Camp Hill PA 17011
Tax Payments and Credits:
1. Tax Due (Page 2, Line 19)
2. Credits/Payments
A. Prior Payments
B. Discount
0.00
3. Interest
4. If Line 2 is greater than Line 1 + Line 3, enter the difference. This is the OVERPAYMENT.
Check box on Page 2 Line 20 to request a refund
5. If Line 1 + Line 3 is greater than Line 2, enter the difference. This is the TAX DUE.
Make Check Payable to_ REGISTER OF WILLS, AGENT.
(1)
0.00
0.00
~.~0
Total Credits (A + B) (2)
(3)
(4)
(5)
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 ............................................................................................................... ^ 0
d. receive the promise for life of either payments, benefits or care? ........................................................... ^
2. If death occurred after December 12, 1982, did decedent transfer property within one year of death without ^ ^
receiving adequate consideration? .................................................................................................................... x
3. Did decedent own an "in trust for" or payable upon death bank account or security at his or her death?....... ^ ^x
4. Did decedent own an Individual Retirement Account, annuity, or other non-probate property which
contains a beneficiary designation? .................................................................................................................. ^x ^
IF THE ANSWER TO ANY OF THE ABOVE QUESTIONS IS YES, YOU MUST COMPLETE SCHEDULE G AND FILE IT AS PART OF THE 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)J.
For dates of death on or after January 1, 1995, the tax rate imposed on the net value of transfers to or for the use of the 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 the 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. §9116 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.
Rev-1503 FJC+ (6-98)
COMMONWEALTH OF PENNSYLVANIA
INHERITANCE TAX RETURN
RESIDENT DECEDENT
SCHEDULE B
STOCKS & BONDS
ESTATE OF FILE NUMBER
Pearce, Edward N. Jr. 21-11-1172
All property jointlyowned with right of survivorship must be disclosed on Schedule F.
ITEM
NUMBER CUSIP
NUMBER
DESCRIPTION
UNIT VALUE VALUE AT DATE
OF DEATH
1 41 shares of Century Link Inc 32.69 1,340.29
2 20 shares of Prudential Financial Inc 45.38 907.60
3 620 shares of Sprint Nextel Corp 2.885 1,788.70
TOTAL (Also enter on Line 2, Recapitulation) 4,036.59
~~~ ~~~~~~ ~Na~ w nccueu, auumonal pages Dr me same s¢e)
Copyright (c) 2002 form software only The Lackner Group, Inc. Form PA-1500 Schedule B (Rev. 6-98)
4507 North Front Street
Suite 201
Harrisburg, PA 17110
tel 717 255 6666
fax 717 255 6651
toll free 800 676 0673
MorganStanley
SmithBarney
February 13, 2012
James D. Bogar
Attorney At Law
One West Main Street.
Shiremanstown, PA 17011
RE: Estate of Edvs!ard N~ Pearce
Date of Death: October 3, 2011.
S.S1V.: 177-24-4777
Dear Atty. Bogar:
Please be advised that Edward N. Pearce held. three individual stocks at Computershare in
book entry form at the tM, Q~ ~iis death ;, . ~ ~: ~ .' ~ .
,_ ;
The following information represents the date of death values for these"securities ~on
October 3, 201 l:
' Shar
~~{'t`~ .,ti_,r, `` ~" `-
~cuxit~ ~lamel, ~~vm~olo^
' No. of Shares e
price
Total Value on 10/3/2011
CENTURYLINK INC (CTL) 41.000 shs $32.69 $1,340.29
SPRINT NEXTEL CORP (S) 620.000 shs $2.885 $1,788.70
PRUDENTIAL FINANCIAL INC 20.000 shs $45.38 $907.60
{PRU)
Please feel free to contact our office at 717-255-6690 with any questions.
Investments and services offered through Morgan Stanley Smlth Barney LLC, and accounts carried by
.,Morgan Stanley & Co. Incorporated; members SIPC.
Morean Stanley Smith Barney LLC. Member SIPC.
Rev-1508 EX+(6-98)
COMMONWEALTH OF PENNSYLVANIA
INHERITANCE TAX RETURN
RESIDENT DECEDENT
SCHEDULE E
CASH, BANK DEPOSITS, ~ MISC.
PERSONAL PROPERTY
ESTATE OF FILE NUMBER
Pearce, Edward N. Jr. 21-11-1172
inauae me proceeds m II[Iganon 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.
pr more space Is neetletl, atltlltional pages of the same size)
Copyright (c) 2002 form software only The Lackner Group, Inc. Form PA-1500 Schedule E (Rev. 6-98)
4507 North Front Street
Suite 201
Harrisburg, PA 17110
tel 717 255 6666
fax 717 255 6651
toll free S00 676 0673
MorganStanley
SmithBarney
November 10, 2011
James D. Bogar
Attorney At Law
One West Main Street
Shiremanstown, PA 17011
RE: Estate of Edward N. Pearce
Date of Death: October 3, 2011
SSN: 177-24-4777
Dear Atty. Bogar:
. ...
Ple~se'b'e adv~t~d'~tH~#t` Edw~ai'd N: 'Fea>'ce~ held two~accounts with Morgan Stanley Sixiitkt,
Barney_(acct #410-099009-003 and #410-099061-003) at the time of his death. Account
_r_,
#410-099009 003 was an indivi~iualIy-ownec~~brolc~rage account titled`Ed'VV~rti'N:"Pearce`"°~"
with' ~o ~efi~rrbe ~ind~'cuti~~~#~~p or registaEfori ~v3thin;~th~'pasr:year. The ac~unt~~v=as
-opened oi3~Fel~l~~ar~:7~;-~~a4 .-A~count_#~41.0-.029OC1 zs a,tr~c~~~~~na1,IRA that ,was,opened
on August ~~; 1~$2:'`~I'he benefciar~~o~'C1iS account is'h's wife, Barbara ~::1'eaxce.
_.
The f.Qllows~ng~infQrmaton;. represents the. date, of death :values ;for all securities held~in
.. ~ : .: =.
. acct #410-099009 on his date o~ death (October 3, x,011):
....._ ..
Share " - _ _ _
Se~urty Name/ S~nibolt'~~:' No: of~. Shares rice Total Value on 10/3/2011
BANK'DEPOSIT PROGRAM - 90,980.65 shs -$1.00 "" $90,980.65
MONEY MARKET (BDPS)
ADVANCED MICRO DEVICES .;SOO,000:shs $4:Z8 $2,390.00
(AMD) ,. .
REGION CORP COM (AEGN) 1,000.000 shs $11.20 $11,200.00
AItLSTATE CORP (ALL) .,'„ „ 370.000 shs $23.27 $8,609.90
,- ~... .
.. AT&:T INC. (T) :
.. 93-:000 shs ' -'
$28:5.1
'$2;651::43 "
~
_
` 73ft~GFty'TAjEC'1NC'~BII$) ' ~
.' SOCtfIOs~ shs;- '
$91 I2. ..
`$45,560:0() ,
.. .. t ~ r
' ~, ~: .
Investments and services offered through Morgan Stanley Smith Barney LLC, and accounts carried by
Morgan Stanley & Co. Incorporated; members SIPC.
Morgan Stanley Smith Barney LLC. Member SIPC.
BRISTOL MYERS SQUIBB CO
(BMY) 1,600.000 shs $31.55 $50,480.00
CARPEN'CER TECHNOLOGY
(CRS) 700.000 shs $42.92 $30,044.00
CENTURYLINK INC (CTL) 400.000 shs $33.208 $13,283.49
CHESAPEAKE ENERGY CORP
(CHK) 400.000 shs $24.72 $9,888.00
CISCO SYS INC (CSCO) 1,200.000 shs $15.32 $18,384.00
COMCAST CORP (NEW) CLASS
A (CMCSA) 291.000 shs $20.88 $6,076.81
CONOCOPHILLIPS (COP) 456.000 shs $61.93 $28,240.08
DISCOVER FINCL SVCS (DFS) 265.000 shs $22.51 $5,965.15
DU POIVT EI DE NEMOURS &
CO (D~) 1,000.00 shs $39.40 $39,400.00
HEWLETT PACKARD (HPQ) 100.000 shs $22.70 $2,270.00
HOME DEPOT INC. (HD) 400.000 shs $32.39 $12,916.00
INTEL CORP (INTC) 400.000 shs $20.99 $8,396.00
INTL RECTIFIER (IRF) 200.000 shs $18.51 $3,702.00
MORGAN STANLEY (MS) 531.000 shs $13.21 $7,014.51
NORFOLK SOUTHERN CORP
(NSC) 600.000 shs $60.67 $36,402.00
ORACLE CORP (ORCL) 500.000 shs $28.47 $14,235.00
PPL CORPORATION (PPL) 400.000 shs $28.442 $11,376.76
Investments and services offered through Morgan Stanley Smith Barney LLC, and accounts carried t>y
Morgan Stanley & Co. Incorporated; members SIPC.
SOUTHERN CO (SO) 500.000 shs $42.42 $21,210.00
SYMANTEC CORP (SYMC) 500.000 shs $16.13 $8,065.00
TRIMBLE NAV LTD (TRMB) 800.000 shs $33.11 $26,488.00
UGI CORPORATION NEW COM
(UGI) 600.000 shs $25.69 $15,414.00
WELLS FARGO & CO NEW
(WFC) 200.000 shs $23.83 $4,766.00
WINDSTREAM CORP (WIN) 50.000 shs $11.50 $575.00
ZIMMER HLDGS INC (ZMH) 160.000 shs $52.26 $8,361.60
GENL ELECTRIC CAPITAL
CORP6.00%DUE10/15/2012
(CUSIP 36966R2K1; TV719)
5,000.000
$103.76
$5,188.00
MS EUROPEAN EQUITY FUND
CLASS B (FUGBX) 299.3.11 shs $12.53 $3,750.38
MS FOCUS GROWTH FDA
(AMOAX) 21.638 shs $32.24 $697.61
MS MID-CAP GROWTH A
(DGRAX) 33.367 shs $29.21 $974.65
The following information represents the date of death values for all securities held in
IRA acct #410-099061 on his date of death (October 3, 2011):
Share
Security Name/ Symbol No. of Shares price Total Value on 10/03/2011
BANK DEPOSIT PROGRAM - 8,901.33 shs $1..00 $8,901.33
MONEY MARKET (BDPS)
DISCOVER FINCL SVCS (DFS) 13,217.000 shs $22.51 $297,514.69
DISCOVER FINCL SVCS AT $.OS
27.00 EXPIRES 10/22/11 CALLS 18.000 contracts (contract $90.00
I;B70R4) rice)
INTL RECTIFIER (IRF) 600.000 shs $18.51 $1.1,106.00
Investments and services offered through Morgan Stanley Smith Barney LLC, and accounts carried by
Morgan Stanley & Co. Incorporated; members SIPC.
JOHNSON & JOHNSON (JNJ) 100.000 shs $63.13 $6,313.00
MORGAN STANLEY (MS) 31,634.00 shs $13.21 $417,885.14
MYLAN INC (MYL) 450.000 shs $16.62 $7,479.00
RITE AID CORP (RAD) 600.000 shs $0.95 $570.00
SYMANTEC CORP (SYMC) 100.000 shs $16.13 $1,613.00
TRIMBLE NAV LTD (TRMB) 344.000 shs $33.11 $11,389.84
Please feel free to contact our office at 717-255-6690 with any questions.
Snc rely,
_.
Emily L. idea
Reg'd Client Service.Associate
The Beshore/Owen/Thomas Group
This report has been generated from information that Morgan Stanley Smith Bamey LLC and its Financial Advisors and
Investment Representatives (collectively "we" or "us") believe to be reliable and accurate. We do not, however, represent
or warrant the accuracy or completeness of the information contained in this report. You, the client, have provided us the
data from which this report has been generated.
The report has been calculated from software and formulas that were not developed by us. As such, all calculations,
estimates and opinions included in this report constitute our best judgment as of this date and upon the information you
have provided us and may be subject tQ change.
It is your responsibility to do your own evaluation, and check calculations to determine the accuracy of the information
contained in this report.
Neither we nor our affiiiateswill be responsible for the consequences of your reliance upon any opinion, calculation or
other infomYation contained
herein or for any omission.
Investments and services offered through Morgan Stanley Smith Barney LLC, and accounts carried by
Morgan Stanley & Co. Incorporated; members SIPC.
Rev-1510 EX+ (6-98)
SCHEDULE G
INTER-VIVOS TRANSFERS &
MISC. NON-PROBATE PROPERTY
COMMONWEALTH OF PENNSYLVANIA
INHERITANCE TAX RETURN
RESIDENT DECEDENT
ESTATE OF FILE NUMBER
Pearce, Edward N. Jr. 21-11-1172
This schedule must be completed and filed if the answer to any of questions 1 through 4 on the reverse side of the REV-1500 COVER SHEET is yes.
ITEM
NUMBER DESCRIPTION OF PROPERTY
THE DATE OF TROANSFERSATTACIiTA COPY OF THE DEED FOR REAL ESTATE. DATE OF DEATH
VALUE OF ASSET % OF DECD'S
INTEREST EXCLUSION
(IF APPLICABLE) TAXABLE
VALUE
1 Morgan Stanley Smith Barney -IRA Account No. 410 762,862.00 762,862.00
-099-061. Date of death balance $762,862.00. Barbara
G. Pearce, the Decendent's spouse is the named
beneficiary of this account.
TOTAL (Also enter on Line 7, Recapitulation) 762,862.00
(If more space is needed, additional pages of the same size)
Copyright (c) 2002 form software only The Lackner Group, Inc. Form PA-1500 Schedule G (Rev. 6-98)
4507 North Front Street
Suite 201
Harrisburg, PA 17110
tel 717 255 6666
fax 717 255 6651
toll free 800 676 0673
MorganStanley
SmithBarney
November 10, 2011
James D. Bogar
Attorney At Law
One West Main Street
Shirenxanstown, PA 17011
RE: Estate of Edward N. Pearce
Date of Death: October 3, 2011
SSN: 177-24-4777
Dear Atty. Bogar:
Ple'~se"b'e aclv~6d`tli~t` Ed~varcl ~lV: 'Pc;arce~ held:~two~acconnts with Morgan Stanley,S,~itk>,
Barney_(acct #410-099009-003 and #410-099061-003) at the time of his death. Account
:.. .. . _ .__~._9 .
#410-099409-003 was an.individually-ownec~~~rokerage accoilrit titl~'d`Ed'V~ard'1V. ~Pearce°
with"o~Yi~irbe.fn~~iir~~4~~p or iregisti~fic~~ ~lthinthe?p~:st'year. The aG.u~t::,as
~-npened off; Fek~~a-a~~ 7a ~~•~4: -A~co~unt_#4.1..0-..09.9.OC 1 as a_trac~tt~gnal_Il2A that was, opened.
on August ~S~;T1'~$2i'~`~°The benefzciarj~o`~'rliisjaccount is'lis wife, Barbara ~ :~Peaxce.
_... .:. _ .__.._ _ w,...~ ~ ,
The fc~llowing-infQrma~iori represents the date of death,values'for all securities held~in `
acct #410-099009 on his date o~ death October 3, X011 :~ ~' '
( )
.,;; -
Share '
_ . _ .. _ _
Secu'rtw'~Nanie/ S~!mboL`"~~;+ No: of'. Shames price Total Value on 10/3/2011
BANK'DEPOSIT PROGRAM - 90,980.65 shs $1.00 ~ $90,980.65
MONEY MARKET (BDPS)
ADVANCED MICRO DEVICES .;SOO,OOO:shs
,: $4:78 $2,390.OD
(~?D) ,. .
REGION CORP COM (AEGN) 1,000.000 shs $11.20 $11,200.00
ALLSTATE CORP (ALL) .,',, • _.. 370; OOO shs $23.27 $8,609.90
.,~ AT~r.T FNC.(T) ~ ~`~" ~'
,, ~ 93-:000 shs.' ~~. I $28`5'1 ;$2;651~.~3 '
a
.. .. ..
._
~ -
B)`~GI'NTFC FI~C'(BIIB)'~ ~
.. . 3p6CI0d sfis=: +r. =+''$9T:1~. '. ~,'"$45,56aOQ
~ r
' .; .. '}
Investments and services offered through Morgan Stanley Smith Barney LLC, and accounts carried by
Morgan Stanley & Co. Incorporated; members SIPC.
Morgan Stanley Smith Barney LLC. Member SIPC.
BRISTOL MYERS SQUIBB CO I 1,600.000 shs I $31.55 I $50,480.00
(RMYI
CARPENTER TECHNOLOGY
(CRS) 700.000 shs $42.92 $30,044.00
CENTURYLINK INC (CTL) 400.000 shs $33.208 $13,283.49
CHESAPEAKE ENERGY CORP
(CHK) 400.000 shs $24.72 $9,888.00
CISCO SYS INC (CSCO) 1,200.000 shs $15.32 $18,384.00
COMCAST CORP (NEW) CLASS
A (CMCSA) 291.000 shs $20.88 $6,076.81
CONOCOPHILLIPS (COP) 456.000 shs $61.93 $28,240.08
DISCOVER FINCL SVCS (DFS) 265.000 shs $22.51 $5,965.15
DU PONT EI DE NEMOURS &
CO (D) 1,000.00 shs $39.40 $39,400.00
HEWLETT PACKARD (HPQ) 100.000 shs $22.70 $2,270.00
HOME DEPOT INC. (HD) 400.000 shs $32.39 $12,916.00
INTEL CORP (INT'C) 400.000 shs $20.99 $8,396.00
INTL RECTIFIER (IRF) 200.000 shs $18.51 $3,702.00
MORGAN STANLEY (MS) 531.000 shs $13.21 $7,014.51
NORFOLK SOUTHERN CORP
(NSC) 600.000 shs $60.67 $36,402.00
ORACLE CORP (ORCL) 500.000 shs $28.47 $14,235.00
PPL CORPORATION (PPL) 400.000 shs $28.442 $11,376.76
Investments and services offered through Morgan Stanley Smith Barney LLC, and accounts carried by
Morgan Stanley & Co. Incorporated; members SIPC.
SOUTHERN CO (SO) 500.000 shs $42.42 $21,2]0.00
SYMANTEC CORP (SYMC) 500.000 shs $16.13 $8,065.00
TRIMBLE NAV LTD (TRMB) 800.000 shs $33.11 $26,488.00
UGI CORPORATION NEW COM
(UGI) 600.000 shs $25.69 $15,414.00
WELLS FARGO & CO NEW
(WFC) 200.000 shs $23.83 $4,766.00
WINDSTREAM CORP (WIN) 50.000 shs $11.50 $575.00
ZIMMER HLDGS INC (ZMH) 160.000 shs $52.26 $8,361.60
GENL ELECTRIC CAPITAL
CORP 6.00% DUE 10/15/2012
(CUSIP 36966R2K1; TV719)
5,000.000
$103.76
$5,188.00
MS EUROPEAN EQUITY FUND
CLASS B (FUGBX) 299.311 shs $12.53 $3,750.38
MS FOCUS GROWTH FDA
(AMOAX) 21.638 shs $32.24 $697.61
MS MID-CAP GROWTH A
(DGRAX) 33.367 shs $29.21 $974.65
The following information represents the date of death values for all securities held in
IRA acct #410-099061 on his date of death (October 3, 2011):
Share
Security Name/ Symbol No. of Shares rice Total Value on 10/03/2011
BANK DEPOSIT PROGRAM - 8,901.33 shs $1.00 $8,901.33
MONEY MARKET (BDPS)
DISCOVER FINCL SVCS (DFS) 13,217.000 shs $22.51 $297,514.69
DISCOVER FINCL SVCS AT $.OS
27.00 EXPIRES 10/22/11 CALLS 18.000 contracts (contract $90.00
(B70R4) rice)
INTL RECTIFIER (IRF) 600.000 shs $18.51 $1.1,106.00
Investments and services offered through Morgan Stanley Smith Barney LLC, and accounts carried by
Morgan Stanley & Co. Incorporated; members SIPC.
JOHNSON & JOHNSON (JNJ) 100.000 shs $63.13 $6,313.00
MORGAN STANLEY (MS) 31,634.00 shs $13.21 $417,885.14
MYLAN INC (MYL) 450.000 shs $16.62 $7,479.00
RITE AID CORP (RAD) 600.000 shs $0.95 $570.00
SYMANTEC CORP (SYMC) 100.000 shs $16.13 $1,613.00
TRIMBLE NAV LTD (TRMB) 344.000 shs $33.11 $11,389.84
Please feel free to contact our office at 717-255-6690 with any questions.
Sine ply,
_.
Emily L. iden
Reg'd Client Service.Associate
The Beshore/Owen/'Thomas Group
This report has been generated from information tha4 Morgan Stanley Smith Barney LLC and its Financial Advisors and
Investment Representatives (collectively "we" or "us") believe to be reliable and accurate. We do not, however, represent
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other information contained
herein or for any omission.
Investments and services offered through Morgan Stanley Smith Barney LLC, and accounts carried by
Morgan Stanley & Co. Incorporated; members SIPC.
REV-1513 EX+ (~~-08)
COM INHERET,A4NTCE T~ RETURN ANIA
RESSIDENTTTT DE EDENT
SCHEDULE J
BENEFICIARIES
ESTATE OF
o.. ~r...__r u
FILE NUMBER
rca~~.C, GuwZtr4 ~~. Jf. 21-11-1 172
NUMBER NAME AND ADDRESS OF
PERSON(S) RECEIVING PROPERTY RELATIONSHIP TO
DECEDENT SHARE OF ESTATE AMOUNT OF ESTATE
(Words) ($$$)
I~ TAXABLE DISTRIBUTIONS [include outright spousal
distributions, and transfers
under Sec. 9116 a 1.2
1 Barbara Ann Groff Pearce Spouse One Hundred
203 E. Clearview Drive Percent of rest,
Camp Hill, PA 17011 residue and
remainder
Total
Enter dollar amounts for distributions shown above on lines 1 5 throw h 18 on Rev 150 0 cover sheet, as a r o riate.
II NON-TAXABLE DISTRIBUTIONS:
. A. SPOUSAL DISTRIBUTIONS UNDER SECTION 9113 FOR WHICH AN ELECTION TO TAX IS NOT TAKEN
B. CHARITABLE AND GOVERNMENTAL DISTRIBUTIONS
TOTA L OF PART II -ENTER TOTAL NON-TAXABLE DISTRIBUTIONS ON LINE 13 OF REV-1500 COVER SHFFT
Copyright (c) 2009 form software only The Lackner Group, Inc. Form PA-1500 Schedule J (Rev. 11-08)
WILL
OF
ED'~JVARD N. PEARCE, JR.
- ---- __. _ --- - ---__l~,-EII'k~A1~D -l~I.-P-T~-AI~C-~.II~-of-Camp-Hite C~ba~t~an~_ County, Perins~r~an~~b~irig ---------- -
of sound mind and disposing memory, though I realize the uncertainty of this life, I have full
confidence and trust in my Lord and Savior, Jesus Christ, in His death on the cross for my sins and
in His shed blood as an atonement for my soul; and I know by faith that because of His sacrifice on
the cross for me I have eternal life, do hereby make and declare this to be my last Will, hereby
revoking all my former Wi11s and Codicils:
Article One: Tangible Personal Property:
§ 1.1 I bequeath all my tangible personal property to My Wife, Barbara Ann Crroff
Pearce, ("My Wife"), if she survives me. If My Wife does not survive me, then I bequeath all my
tangible personal property in accordance with the terms of a personal property memorandum I may
prepare. If no such memorandum is located or received by the Executor within 60 days after being
appointed as such, after conducting a reasonable search for such memorandum, the Executor shall
be held harmless for distributing such property as hereinafter provided.
§ 1.2 I bequeath such assets not disposed of by such memorandum, or all of such
property if no such memorandum is located or received, to my son, Edward N. Pearce, III, per
stirpes, to be divided in as nearly equal shares as reasonably possible. In the event of irreconcilable
disagreement between beneficiaries, they shall take turns selecting individual items with my oldest
beneficiary making the first selection. Any items not so selected shall be sold and the proceeds shall
pass as a part of my residuary estate.
§ 1.3 To the extent practicable in the Executor's sole discretion, I bequeath any
policies of insurance on such property to the beneficiary entitled to such property.
§ 1.4 I direct that the expenses of storing, packing, shipping, insuring and de:tivering
any such property to the beneficiary entitled thereto shall be paid by the Executor as an
1
administrative expense of my estate.
Article Two: Marital Trust:
If My Wife survives me (and I direct that for the purpose of this Article Two she shall
not be deemed to have survived me unless it appears unmistakably that she did survive :me), and if
the federal estate tax due because of my death will be reduced by making this gift for her benefit, I
devise and bequeath to my Trustee hereinafter named, IN TRUST, the least amount (based upon
--- ---.-----ual~.es as-finally dete~rri~e-d-€ r fed-al-estate-tax-purposes)-a~shall-b~rre~deel fo~tl~~ federal-~s~afe- ---- - - -
tax unlimited marital deduction to reduce the federal estate tax to the lowest possible figure after full
use of all other deductions and credits allowable in calculating the federal estate tax, except that such
amount shall be calculated without regard to the augmenting of my taxable estate by reason of
generation-skipping transfers and without regard for any credit for state death taxes that would not
otherwise be payable. Accordingly, I direct that:
§2.1 If the marital deduction or any similar benefit is allowable with respect to
any property, including property held by entireties, which My Wife has received prior
to my death or at my death will receive otherwise than pursuant to this Article Two,
the value of such property shall be taken into consideration in calculating the size of
the gift under this Article Two.
§2.2 No property ineligible for the marital deduction or any similar benefit sha:(1
be distributed to this gift for My Wife pursuant to this Article Two.
§23 Either cash or investments or both may be allocated to the gift under this
Article Two.
§2.4 .Any property allocated under this Article Two in kind shall be valued at the
value at which it is finally included in my gross estate for federal estate tax purposes,
provided that the aggregate market value thereof on the date of allocation (plus the
value as finally determined for federal estate tax purposes of all other property
qualifying for the marital deduction) is at least equal to the dollar value of the marital.
deduction as finally determined for federal estate tax purposes.
§2.S My Wife shall be paid the entire income from the principal in such periodic
installments as the Trustee shall find convenient, but at least as often as quarter-
annually.
§2.6 My Wife is hereby given a power to appoint by will to her estate or to others,
in such manner and for such estates as she may appoint, exercisable only by specific
reference by her alone and in all events over the principal of this trust.
2
§2.7 As much of the principal of this trust as the Trustee may from time to time
think advisable for the support of My Wife or during illness or emergency shall be
either paid to her or else applied directly for her benefit by the Trustee.
§2.8 In addition to the above provisions, My Wife shall have the power to
withdraw such amounts from principal as she shall desire from time to time,
including the entire exhaustion of principal.
§2.9 If My Wife shall fail, either wholly or in part, to exercise effectively the
mower of appointment created in the~re~e_ding,~sanap-pointed-.prlncpal shall ,be------ -- --- ----- - -
_ ._.
added to, and t~ierea~r treated as part of, the principal of my residuary estate passing
under Article Three hereof, provided that the Trustee shall first deduct and pay to the
personal representative of My Wife's estate an amount equal to the increase in
federal and state death taxes and any increased administration expenses which her
estate will have to pay because of the inclusion of the principal of this trust in her
estate for tax or administration purposes.
§2.10 If any provision of my will shall result in depriving my estate of the marital
deduction for federal estate tax purposes, such provision is hereby revoked and my
will shall be read as if any portion thereof inconsistent with allowance of the marital
deduction for federal estate tax purposes is null and void.
§2.11 If my properly is insufficient for payment in full of all legacies and devises,
I direct that this trust shall be preferred over all other legacies and devises.
Article Three: Residuary Credit Shelter Trust if Spouse Survives ,and Ultimate Contingent
Beneficiaries:
If My Wife survives me, 1 devise and bequeath the residue of my estate of every
nature and wherever situate, including property over which I shall have any power of appointment
other than any such power given to me in any will or inter vivos trust of My Wife, to the Trustee
hereinafter named, IN TRUST, for the following uses and purposes, it being my intention that this
trust shall be exempt from federal estate tax to the extent of my unified credit amount:
§3.1 During.lVly Wife's life, My Trustee shall pay the distribution amount
set forth below to or for the benefit of My Wife during her life, in quarter-annual
installments.
§3.2 Distribution amount. The Trustee shall pay to My Wife in each tax
year of the trust during her life an amount equal to three percent (3%)of the average
of the fair market values of the trust as of the close of the last business day of the
trust's three previous tax years (or such lesser number of tax years as are available
for the first three tax years of the trust). In the case of a short tax year, the
distribution shall be calculated as set forth in subparagraph 3,3 below. In the case of
contributions to or distributions from the trust, including initial funding, the
distribution amount shall be determined as set forth in subparagraph 3.4 below.
§3.3 Short year. For a short tax year, the distribution amount shall be based
upon a prorated portion of the distribution amount set forth above comparing the
number of days in the short taxable year to the number of days in the calendar year
in which the short taxable year is a part.
- -__-_-- ___-- ------_ _-§3- 4 - -~ontribu_tions-and-IIkstr-ibutions In-a-taxabl~.~e-~r-in-wine-h-as~e~;;-are- ----- -
___ _
added to or distributed from the trust (other than the distribution amount) (hereinafter
"adjustment year"), the distribution amount shall be increased (in the case of a
contribution) or decreased (in the case of a distribution) by an amount equal to three
percent (3%) times the fair market value of the assets contributed or distributed (as
of the date or dates of the contribution or distribution), multiplied by a fraction, the
numerator of which is the number of days from the contribution or distribution to the
end of the calendar year and the denominator of which is the days in the calendar
year. Further, the year end values for the two tax years preceding the adjustment year
shall be increased by the amount of such addition, or decreased by the amount of
such distribution, for purposes of determining the distribution amount for years
following the adjustment year.
§3.5 Fair market value computations. A11 computations of the trust's fair
market value, or the value of any contributions or distributions as set forth. above,
shall. include accounting income and principal, but no accruals shall be required. If
the trust includes assets for which there is not a ready market, the Trustee shall adopt
such method of valuation as he or she deems reasonable in his or hex discretion under
the circumstances.
§3.6 Income earned in estate~rior to trust funding. In addition to the
distribution amount as determined above, the net accounting income earned in my
estate and allocable to the residue shall be paid to the trust, and distributed to My
Wife in addition to the distribution amount set forth above.
§3.T Source of distribution amounts. The distribution amounts from the
trust shall be paid first from the net accounting income, next from net realized short
term capital gains, then from net realized long term capital gains, and as necessary
from the principal of the trust.
§3.8 DiscretionarX distributions of additional amounts. In addition to the
distribution amounts as set forth above, my Trustee shall distribute such additional
amounts, if any, of accounting income, capital gain or principal to my said Wife as
the Trustee, in his or her sole discretion, deems advisable for My Wife's health,
maintenance and support in her accustomed standard of living, taking into account
4
other income or assets which are available to her. If My Wife is a Trustee, she shall
not have part in a decision to make discretionary distributions.
§3.9 Death of wife. On the death of My Wife, or if My Wife does not
survive me, all the remainder of the estate shall be distributed to my son, Edward N.
Pearce, III, per stirpes, subject to the provisions of §3.9.3 hereinafter.
§3.9.2 If I am not survived by any issue, per stirpes, all of the xesidue of the
estate shall be divided into two equal shares and distributed as follows:
---_---_-- --------------A.__---Qne--share hall-be_ -divided-.and di~tributeds~r-capita,-to-rri-y-fr-iep_ds~--_.-- -- -__------ - -
Ruth Wertz Rudy of Annville, PA, and James Koch of Aberdeen, MD, and My
Wife's cousin, John Rees Geiter, Jr. of Narvon, PA, or the survivor of them. If none
of these persons survives me, this share shall be given as a charitable bequest to the
Harford Land Trust of Churchville, MD, and
B. One share shall be divided and distributed, per capita., to my niece,
Leslie Glenn Ferguson of Libby, MT, and to my nephew, Scott R. Ferguson of
Colorado Springs, CO, or the survivor of them. If neither of these persons survives
me, this share shall be divided and distributed equally as charitable bequests between
Masonic Charities, Elizabethtown, PA and the Epilepsy Foundation of America.
§3.9.3 I give to the Trustee hereinafter named any share passing hereunder
for the benefit of any beneficiary of mine who shall not have attained the age of
twenty-one (21) years, to be held, administered and disposed of in accordance with
Article Four hereof (the "Beneficiary's Trust") for the benefit of such beneficiary.
§3.10 Goal of trust and Trustee's power to alter distribution rate. The goal
of this trust is to provide a relatively smooth flow of distributions to My Wife which
distributions over the anticipated term of the trust may maintain to the extent
practicable their real spending power in the face of inflation. A second and related
goal is to maintain the real spending power of the principal of the trust for the
remaindermen. It is my intent by using a total return trust, that is one which does nut
distinguish in investment goal (or distribution) between the production of income and
short and long term capital gains, to eliminate any conflict of interest which the
Trustee might otherwise experience between attaining the two goals set forth above.
I have set the distribution rate at three percent (3%)based upon my hope that over
long periods of time, this distribution rate can be maintained and still have the
distributions increase sufficiently to offset inflation. if this goal is achieved, the
principal of the trust will also have maintained its value. I recognize that these goals
will not be attainable every year, or even over the long term. I accept that the setting
of the three percent (3%) distribution rate is my own decision and recognize that the
two goals set forth above may not be attainable as a result even if my Trustee acts
with reasonable prudence. As a further safeguard, if the Trustee becomes convinced
that the goals as set forth above cannot be attained as a result of substantial and long
term changes in the investment marketplace; because of inflation, deflation, or other
secular economic change which would make advisable a change in the percentage
distribution amount, then my Trustee shall have the discretion to modify such rate as
he or she may deem necessary. Such a change in rate shall be within the sole
discretion of my Trustee given the investment and distribution goals for this trust.
My Trustee shall not be held accountable for such discretionary act by any party
provided that he or she have acted in good faith. If My Wife is a Trustee, she shall
not have part in a decision to make a change in the percentage distribution amount.
Article Four: The Beneficiary's Trust:
---._- _-.____- ---__.-- ------__ _~- --~-The 'Tr~stee~-s~iall _fi-o7d, _manage, invest gird ~einv`~st -the -assets of the
Beneficiary's Trust, collect the income thereof and:
§4.1.1 While the beneficiary of the Beneficiary's Trust ithe
"Beneficiary") is under eighteen (18) years of age, the Trustee shall apply to or for
the benefit of the Beneficiary so much of the net income and, if the net income is
insufficient, so much of the principal of the Beneficiary's Trust as the Trustee shall
from time to time deem necessary or proper for the Beneficiary's health,
maintenance, support and complete education, including preparatory, college and
graduate education, and professional, vocational or technical training, taking into
account other available funds, including the Beneficiary's assets. The Trustee shall
annually accumulate any net income not so distributed and add the same to the
principal of the trust property.
§4.1.2 After the Beneficiary attains eighteen (18) years of age, the
Trustee shall distribute to or for the benefit of the Beneficiary the net income of the
Beneficiary's Trust in quarter-annual installments, or more frequently if the Trustee
deems it advisable, and so much of the principal as the Trustee shall from time to
time deem necessary or proper for the Beneficiary's health, maintenance, support and
complete education, including college and graduate education, and professional,
vocational or technical training, and to assist the Beneficiary with reasonable
wedding expenses, in the purchase of a principal residence or in the establishment of
a profession or business considered a good risk by the Trustee, taking into account
other available funds, including the Beneficiary's assets.
§4.1.3 At any time after the Beneficiary attains twenty-one (21) years
of age, the Beneficiary may withdraw any or alI of the principal of the Beneficiary's
Trust.
§4.1.4 If the Beneficiary dies before the complete termination of the
Beneficiary's Trust, the Trustee shall distribute the property then held in trust to such
persons or corporations, (including the Beneficiary's estate), in such amounts and
upon such trusts, terms and condition, as the Beneficiary by last Will may appoint by
specific reference to this general power of appointment; provided, however, any
6
portion of the trust property not subject to the Beneficiary's power of withdrawal
immediately prior to the Beneficiary's death may only be appointed to one or more
of the Beneficiary's issue, in such amounts and upon such trusts, terms and
conditions as the Beneficiary by last Will may appoint by specific reference to this
special power of appointment. Any property not so appointed shall be distributed to
the Beneficiary's then living issue, per stirpes, or if none, then in accordance with
§3.9.2 above.
Article Five: Executrix~Executor:
--------------_- _-- ---------I- a~po-i-rrt My: Wife; Barbar~Ann--Groff-Pe-area-executrix o~ ~~iis-rx~y- }ash-v~rl-l. -ff- _,_ _ - .__
Barbara Ann Groff Pearce fails to qualify or ceases to act as Executrix, I appoint my son, Edward
N. Pearce, III, as my first, contingent Executor. All references herein to the Executor shall mean my
originally appointed Executrix or my successor Executor, as the case may be.
Article Six: Trustees:
§6.1 As Trustees of the marital trust, I appoint My Wife and my son, I?dward N.
Pearce, III, to be Co-Trustees. Should either of them be unable or unwilling to serve as Trustee, or
to complete the Trusteeship, the others shall continue to serve as the sole Trustee. Should neither
of them be able or willing to serve as Trustee, or to complete the Trusteeship, I appoint Dean Witter
Trust Company as contingent Trustee. All references herein to the Trustee shall mean my originally
appointed Co-Trustees, or my contingent Trustee, as the case may be.
§6.2 As Trustee of the credit shelter trust, I appoint my son, Edward N. Pearce, III.
If my son is unable or unwilling to serve as Trustee, or to complete the Trusteeship, I appoint Dean
Witter Trust Company to be the first, contingent Trustee.
§6.3 As Trustees of any trust set up under Article Four, I appoint the parent of the
beneficiary and Dean Witter Trust Company to be Co-Trustees. Shouldthe parent of the beneficiary
be unable or unwilling to serve as Trustee, or to complete the Trusteeship, Dean Witter Trust
Company shall continue to serve as the sole Trustee.
§6.4 If Dean Witter Trust Company becomes the Trustee of any trust which may
be created under this Will, I request the Trustee to work through the Morgan Stanley Dean Witter
office, Harrisburg, PA, using the guidance of Stephen E. Trask, who is one of my financial advisors.
Article Seven: Powers of Fiduciaries:
§7.1 No fiduciary under this Will shall be required to give bond or other security for
7
the faithfizl performance of the fiduciary's duties.
§7.2 In addition to the powers conferred by law, my executor with respect to my
estate, and my Trustees with respect to any trust, shall have the following powers, to be exercised
in their absolute discretion without the necessity of application to any Court, in the capacity to which
such powers may be applicable; except that they shall have no power as to the Marital Trust(s) which
would disqualify it for purposes of the marital deduction:
- - ___-- ------__- _ _. -.--. - _- ~-1, -~o-invest zn~ a66~pt ~d _rct~-a~ r~a1 Q~ _er-sen~1 ro. _e . - ine~4tclh?
---- y --p=---P- p?~X~ '- g__.-
stock of a corporate fiduciary or its holding .company, without restriction to legal
investments;
§7.2.2 To sell, exchange, partition or lease for any period of time any real or
personal property and to give options therefor for cash or credit, with or without
security;
§7.2.3 To borrow money from any person including any fiduciary acting
hereunder, and to mortgage or pledge any real or personal property;
§7.2.4 To hold shares of stock or other securities in nominee registration
form, including that of a clearing corporation or depository, or in book entry form or
unregistered or in such other form as will pass by delivery;
§7.2.5 To engage in litigation and compromise, arbitrate or abandon claims;
§ 7.2.6 To make distributions in cash, or in kind at current values, or partly
in each, allocating specific assets to particular distributes on a non-pro rata basis, and
for such purposes to make reasonable determinations of current values;
§7.2.7 To make elections, decisions, concessions and settlements in
connection with all income, estate, inheritance, gift or other tax returns and the
payment of such taxes, without obligation to adjust the distributive share of income
or principal of any person affected thereby;
§7.2.8 To allocate, in the Executor's sole and absolute discretion, anyportion
of my exemption under Section 2631(a) of the Internal IZ.evenue Code to any property
as to which I am the transferor, including any property transferred by me during my
lifetime as to which I did not make an allocation prior to my death;
§7.2.9 To create, except when the fiduciary is a beneficiary of the subject
trust, with respect to all or any part of the principal of any trust hereunder, including
a pecuniary amount, by a written instrument a general testamentary power of
appointment within the meaning of Section 2041 of the Internal Revenue Code in any
beneficiary thereof and to eliminate such power for all or any part of such principal
as to which such power was previously created and to divide trust principal into two
fractional shares based upon the then portion of the trust that would be includable in
the gross estate of the beneficiary holding such power if he died immediately before
such division (in which case the power shall be over the entire principal of one share
and not the other), with each share being administered as a separate trust, unless such
fiduciary shall thereafter elect to combine such separate trusts into a single trust; to
exercise the foregoing discretion to create or eliminate a general testamentary power
of appointment when such fiduciary determines that the inclusion of the property
affected thereb~n_the~~zieficiany_'~gross_estate~ay=acl~i~ve-a-s~gn~-fi~ant~~~~---- -
_ __
in transfer taxes by having a federal estate tax in lieu of a Chapter 13 tax imposed by
the Internal Revenue Code on the property subject to such power of appointment or
may achieve significant income tax benefits;
§7.2.10 To disclaim any interest or portion of any interest I may have in any
estate if the Executor deems such disclaimer to be in the best interests of my estate
and the beneficiaries thereof;
§7.2.11 To terminate any trust created herein, the principal of which is or
becomes too small in the Trustee's discretion to make the establishment or
continuance of the trust advisable, and to make immediate distribution of the then
remaining trust property to the beneficiary then entitled to the income of the trust
property or, if there is more than one beneficiary, to the beneficiaries then entitled to
the income of the trust property in proportion to their respective interests therein
or, if such interests are not defined, in equal shares to such beneficiaries; provided,
however, no Trustee shall participate in any decision to terminate such trust if by
reason of such termination such trustee could receive a distribution of trust property
from such trust as aforesaid. The receipts and releases of the distributee(s) will
terminate absolutely the right of all persons who might otherwise have a future
interest in the trust, whether vested or contingent, without notice to them and without
the necessity of filing an account in any court; and
§7.2.12 To merge any trust created hereunder with any other trust or trusts
created by me or my spouse under will or deed, if the terms of any such trust are then
substantially similar and held for the primary benefit of the same person or persons.
§7.2.13 To invest in any type of investment which plays an appropriate role
in achieving the investment goals of the trust, which investment shall be considered
as part of the total portfolio. It is my specific direction that no category or type of
investment shall be prohibited. I specifically do not wish to limit the universe of trust
investments in any way other than is dictated by the Trustee's exercise of reasonable
care, skill, and caution. In connection with the Trustee's investment and
management decisions with respect to this trust, the Trustee is specifically entitled
to take in account general economic conditions, the possible effect of inflation or
9
deflation, the expected tax consequences of investment decisions or strategies, the
role which each investment or course of action may play within the overall trust
portfolio which may include financial assets, interests in closely held enterprises,
tangible and intangible personal property, and real property; the expected total return
from income and the appreciation of capital; other resources of the beneficiaries, the
needs for liquidity, regularity of income and preservation or appreciation of capital,
and the asset's special relationship or special value, if any, to the purposes of the trust
or to one or more of the beneficiaries. Nor shall my Trustee be limited to any one
investment strategy or theory, including modern portfolio theory, the efficient
_ _ _____._ _-------- r~ar~t~them_y~_otherw~.se but_-shauld_ be--e-to--eon-Sider-arr~~pprop~i-ate-- -------- -
investment strategy or theory under all the circumstances. The Trustee may delegate
investment and management functions which a prudent person of comparable skills
world properly delegate under the circumstances. Should the Trustee delegate such
function, the Trustee shall exercise reasonable care, skill and caution in selection of
an agent, establishing the scope and terms of the delegation consistent with the
purposes and terms of the trust, and periodically reviewing the agent's actions in
order to monitor performance and compliance with the terms of the delegation.
Should such delegation occur as set forth above, the Trustee who complies with the
requirements for delegation shall not be liable to the beneficiaries or to the trusts for
the decisions and actions of the agent to which the function was delegated, but by
accepting the delegation of trust function by the Trustee of this trust, the agent
submits to the jurisdiction of the courts of this state.
§7.2.14 The corporate trustee, acting alone and in its sole discretion, shall
have the power to reform this instrument, with or without Order of Court, in order
to make any changes necessary so as to preserve and make the best use of the Marital
Deduction for Federal Estate Tax purposes and the exemption from generation-
skipping transfer tax, or the Pennsylvania Inheritance Tax election to prepay
Inheritance Tax under Section 9113(A). Any provisions of the Will shall be
interpreted or reformed so as to preserve these benefits wherever possible, provided
that such interpretation or reformation does not do violence to my primary intent to
provide for My Wife and my son or his children.
§7.3 For any trust created under this will for which Dean Witter Trust Company
is either Co-Trustee or Trustee, the following provisions apply, in addition to any other provisions
stated elsewhere in the Will. In the event of any conflict in provisions with respect to a trust,
these provisions shall govern trusts for which Dean Witter Trust Company is the Trustee:
§7.3.1 Administrative Powers of the Trustee:
(a) The Trustee may, in the exercise of its discretion, invest and reinvest the
available funds of the Trust Estate in, or exchange trust assets for, such securities anti
properties as the Trustee deems advisable regardless of whether such securities anti
10
properties are of the kind and class authorized bylaw.
(b) The Testator authorizes the Trustee, in the exercise of its sole discretion,
without court order or approval, to invest and reinvest the assets of the Trust Estate
in assets notwithstanding the fact that the Trustee, and Trustee's parent company or
any of their successors, subsidiaries or affiliates (hereinafter collectively referred to
as "Trustee's Affiliates") serves as the distributor, investment manager or otherwise
provides services to such assets. Assets that the Trustee may acquire pursuant to the
authority granted by this paragraph include, but are not limited to, load and no-Load
- --`--_-_----____--mutual funds; common trust funds~fas~-amount..certificatesTlif-e-.insurance-aa=kd otligr--- - _----- - -
__
- insurance products; annuities; limited partnerships; certificates of deposit; NOW
accounts; and, money market savings accounts. The Trustee's Affiliates in issuing,
distributing, managing or underwriting any assets acquired by the Trust Estate shall
be entitled to receive their standard commission rates, management fees and other
compensation without reduction for any compensation paid to the Trustee for its
services.
{c) The Trustee shall have full discretionary authority to make sales, purchases
and exchanges of assets of the Trust Estate created under this Will to, from or
through any securities broker/dealer owned by or affiliated with the Trustee or any
unaffiliated persons, partnerships or corporations it may select, and settle transactions
in the usual course of business. Such transactions may be effected through the
securities broker/dealers at their standard commission rates and on terms and
conditions offered to other similar clients.
(d) The Trustee shall have the authority to vote all stocks and exercise all rights
incident to the ownership of the stocks, bonds or other securities or properties held
in the Trust Estate and to issue proxies to vote such stocks and to exercise such
rights; to enter into voting trusts for such period and upon such terms as the Trustee
may determine; to sell or exercise any and all subscription rights and stock options;
to sell or retain any or all stock dividends; to consent to or join in any plan of
reorganization, readjustment, merger, consolidation or liquidation in respect to any
corporation whose stocks, bonds or other securities are a part of the Trust Estate,
including becoming a member of any stockholders' or bondholders' committee; to
accept and hold any new securities issued pursuant to any plan of reorganization,
readjustment, merger, consolidation or liquidation; to pay any assessments on stocks
or securities or to relinquish the same, and to otherwise exercise any and all rights
and powers and deal in. and with the securities and properties held in the Trust Estate
in the same manner and to the same extent as any individual owner and holder
thereof might do.
(e) The Trustee may, in the exercise of its discretion, employ such agents, experts
and counsel as the Trustee shall deem advisable, including but not limited to one oi•
more of the Trustee's Affiliates, and to delegate any of the Trustee's rights, duties or
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obligations, including without limitation, its discretionary powers, to and rely upon
such information or advice fiu-n_ished by such agents, experts or counsel; to receive
in the Trustee's o~xm behalf and to pay such agents, experts or counsel as the Trustee
may employ for the protection or conservation of the Trust Estate reasonable
compensation for services hereunder, and to deduct the same, as well as all other
expenses and costs of administration, from the funds in the Trustee's hands.
§7.3.2 Compensation of Trustee:
(a) The Trustee shall be entitled to reasonable compensation as set forth in the most_.____ ___
- " ----
---"- ^--- ~eeerit ~ se~ec~ul~ ass-axzrend~d fain time to time. P-aymerit~to" Trustee shall 6e made
directly from the assets of the Trust Estate. If Trustee invests in any securities or
other investments issued, distributed or otherwise serviced by the Trustee's
Affiliates, Trustee may include amounts invested in such securities or other
investments in assets subject to its fees, notwithstanding the factthat the affiliate may
also receive fees or compensation in connection with its services to or relationship
with the investment.
(b) The expenses of administration may be paid out of the principal of or the
income from the Trust Estate, or partly from income and partly from principal, as the
Trustee shall deem to be in the best interests of the beneficiaries of the Trust.
§7.3.3 Resignation of Trustee: The Trustee may resign at any time by an
instnunent in writing filed with the trust records and mailed to the successor Trustee
nominated herein, if any, otherwise to the person or persons entitle to appoint a
successor trustee as provided herein. The Trustee's resignation shall take effect on
such date, not earlier than thirty (30) days after the date of filing and mailing the
written resignation, as shall be specified in such instrument of resignation. Upon the
effective date of such resignation, the resigning Trustee shall be relieved of any
further duties and responsibilities and shall not be liable or responsible for the act of
any successor Trustee.
§7.3.4 Provisions Applicable to Successor Trustee: The following provisions
shall apply to.any successor Trustee serving under this Will:
(a) Any successor Trustee appointed under this Will shall have all the rights,
powers, authorities and discretion conferred upon the original Trustee. No successor
Trustee shall be obliged to inquire into or be in any way accountable for the previous
administration of the trust property.
(b) If any corporation or association nominated as a trustee herein or acting
hereunder is merged with another corporation or association, or is succeeded by
another corporation or association, through consolidation or otherwise, the new
corporation or association shall thereupon become the corporation or association
nominated as trustee herein or acting as trustee hereunder if such new corporation or
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association has trust powers. When authorized by statute or court order, any
corporate trustee acting hereunder may permit itself to be succeeded as such
corporate trustee by another corporation or association having trust powers.
§7.3.5 Confidentiality: Trustee shall treat all information it receives about
the provisions of this Will conf dentially unless disclosure is required by law.
Trustee may, however, give information on the Trust Estate to the Dean Witter Trust
Company financial. advisor.
------------___-- __--- §7.3.6---- Waiver of Bond.-Testatorslirects_that_na b-oncLbe_requir~d-many---- - . --
Trustee acting under this Will.
§7.3.7 Waiver of Qualification in Court: Any statutory requirement that
the Trustee qualify, or that any trust under this Will be qualified, in any court of
competent jurisdiction is waived by Testator.
§ 7.3.8 Early Termination of Trust: The Trustee shall terminate any trust
created under this Will when the Trustee, in the exercise of the Trustee's discretion,
deems the continued administration of the trust to be unduly burdensome or
expensive. Upon termination, the Trustee shall pay over and distribute outright
whatever then constitutes the trust, including principal and all undistributed income,
to the persons and in the proportions determined as though such trust had terminated
immediately prior to the time specified in this paragraph.
§7.3.9 Governing Law and Interpretation: This Wi11 is made pursuant to,
and shall be interpreted in accordance with the current laws of the Commonwealth
of Pennsylvania; provided however, all questions relating to the construction and
administration of any trust created hereunder shall be governed by the current laws
of the state in which the principal place of administration of that trust is located at the
time of reference. The principal place of administration of a trust means the
corporate Trustee's principal place of business or, if none, the state of residence of
the Trustee who retains custody of the principal assets and the records of the trust.
Article Eight: Provision for Debts and Expenses:
I direct that any of my legally enforceable debts, any expenses of my last illness,
funeral and burial, and any of the administrative expenses of my estate shall be paid -from the
principal of that portion of my estate disposed of first by Article Two, and secondly by Article Three
of this Will.
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Article Nine: Provision for Taxes:
All estate taxes, inheritance taxes, transfer taxes and other taxes of a similar nature
payable by reason of my death to any government or subdivision thereof upon or with respect to any
property subject to any such tax ("Death Taxes"), and any penalties thereon, shall be paid by the
Executor out of the principal of that portion of my estate disposed of, first, by Article Two and,
second, by Article Three of this Will; and all interest with respect to any such taxes shall be paid by
___the Execu~orQUt~f~heincome__o~principal .o~pa:rtly-o--ut-o_f-t~i~incam€ end-p~l~ortt=of~e-pr~eipal= - - _ __
of such portion of my estate, in the absolute discretion of the Executor, without reimbursement from
or apportionment among the beneficiaries, recipients or owners of such property for any such taxes,
penalties or interest; provided, however, the Executor shall not pay any such taxes, penalties or
interest attributable to any properly included in my estate solely because of a power of appointment
thereover which I possess but have not exercised or any qualified terminable interest property;
provided further, however, the Executor shall not pay any supplemental federal estate tax, or any
penalties or interest related thereto, imposed by Section 4980A(d) of the Internal Revenue Code,
which supplemental federal estate tax, together with any penalties or interest related thereto, shall
be borne by the recipients of the qualified plan benefit (including my estate if it is a recipient of any
such benefit) giving rise to such supplemental federal estate tax in proportion to their respective
interests therein.
Article Ten: Miscellaneous Provisions:
§ 10.1 As used in this Will, the term "Internal Revenue Code" shall mean the Internal
Revenue Code of 1986, as amended from time to time, or the corresponding provision of subsequent
law.
§ 10.2 Whenever the Trustee is directed to distribute property to or for the benefit of
any beneficiary who is under (a) eighteen years of age, or (b) a legal disability or otherwise suffers
from an illness or mental or physical disability that would make distribution directly to such
beneficiary inappropriate (as determined in the Trustee's sole discretionexercised in good faith), the
Trustee may distribute such property to the person who has custody of such beneficiary, may apply
such property for the benefit of such beneficiary, may distribute such property to a custodian for such
beneficiary, whether then serving or selected and appointed by the Trustee (including the 'Trustee),
14
---- - ---- -_ - _ - -7 __ _ __ _.
under any applicable Uniform Transfers to Minors Act or Uniform Gifts to Minors Act, may
distribute such property directly to such beneficiary's estate, or may distribute such property
directly'to such beneficiary (except if any of the conditions hereinbefore described in (b) apply),
without liability on the part of the Trustee to see to the application of such property. This provision
shall not in any way operate to suspend such beneficiary's absolute ownership of such property or
to prevent the absolute vesting thereof in such beneficiary.
~ 10.3 Except as~~he~isesnay~pravided.iz~_thi~-_Will, ~u-the con~inpannse o~axy-- - _ --
ofthe trusts created under the provisions of this Will, and thereafter until the property is distributed
to and received by any beneficiary hereunder, the principal sums thus held in trust for any
beneficiary, respectively, and the income thereof shall not be subject to or liable for any contracts,
debts, engagements liabilities or torts of such beneficiary now or herea$er made, contracted, incurred
or committed, but shall be absolutely free from the same, and such beneficiary shall have no power
to sell, assign or encumber all or any part of the principal sums or such beneficiary's interest therein,
respectively, or the income thereof, or to anticipate the income.
§ 10.4 If any beneficiary hereunder should die within sixty (64} days after me or within
sixty (b0) days after any other person the survival of whom deternunes his rights hereunder, then
such beneficiary shall be deemed to have predeceased me or such other person for all purposes
hereunder.
Article Eleven: Gender:
Unless the context indicates otherwise, any use of masculine gender herein shall also
include the feminine gender.
IN WITNESS WI3EREOF, I, EDWARD N. PEARCE, JR., herewith set my hand and seal
to this, my last Will, typewritten on seventeen (17) sheets of paper including the self-proving
attestation clause and signatures of witnesses, this ~ 1 day of ~ ~T~' ~ ~ 2 ~M(1
EAL)
Signed, sealed, published and declared by the above named EDWARD N. PEARCE, JR.
as and for his last Will, in the presence of us and each of us, who, at his request and in his presence
15
and in the presence of each other, have hereunto subscribed our names as witnesses thereto the day
and year last above written.
l..tiJ . f'o ~ ,~-
_~ residing at / / ~ F •2 ~ r ,~ ~ -
}
-- ----
-- -
- - -- --- -
o~ LU~~~ residing at j ~ / 3 ~/trc c.~r o D ~ ~ .
~ ~ ~GLf-'t ,3 C2 ~ n ~v o ~~ , 17 tl 'z v
~-~-~•.a resl Lng at 7
COMMONWEALTH OF PENNSYLVANIA
SS
COUNTY OF CUMBERLAND
I, EDWARD N. PEARCE, JR., (the Testator), and ~/~y ~. ~. u ~ it ~ TT ,
T
~-,.J (, , ~'Pt<~„r-f ~ ,~,, , ~d ~ ~ ~ x'" ~ --~jj-~ , r ~,~ (the witnesses), whose
names are signed to the foregoing instrument, 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 a.nd 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
16
hearing of the Testator, signed the will as witness and that to the best of their knowledge the Testator
was at that time eighteen years of age or older, of sound mind and under no constraint or undue
influence.
WITNESS:
TESTATOR:
Subscribed, sworn to and acknowledged before me by EDWARD N. PEARCE, JR., the Testator,
and subscribed and sworn to before me by ~~ y ~, L ~K c=
,~0 ,~ ,v ~ , ~- ~- r ~ , „_, s ~ ,~., , and ~ ~ ~~ w c:~ .~~ i , ~~ the witnesses, this
T
1 ~ day of ~ ~ ~~ ~ ~ ~ , 2000.
Notary Public
My Commission expires: 9~I8/off
(SEAL)
Hornl:t+u sfu
H tyYF'MBERtiA~NO COWTY
MY COMMISSItIN E>0'IRES SEPT. I8, 2004
17
WITNESS: WITNESS: