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03-21-12
J 150561],188 REV-1500 Exlo2-„>(Fp pennsytvania OFFICIAL USE ONLY PADepartmentofRevenue "' -c"~^~°_ucx., Bureau oflndividualTaxes INHERITANCE TAX County Code Year Po Box 2soso, RETURN File Number Harrisburg, PA ,7,28-080, RESIDENT DECEDENT ENTER DECEDENT INFORMATION BELOW ~ ~ /~ ~ ~~ Social Security Number Date of Death MMDDYYW Date of Birth 208 24 0893 MMDDYYYY 07 2z 2011 02 04 1923 Decedent's Last Name Preis Suffix Decedent's Frst Name Harry (If Applicable) Enter Surviving Spouse's Information Below Spouse's Last Name Suffix Preis Spouse's Social Security Number Spouse's Frst Name Nancy THIS RETURN MUST BE FILED IN DUPLICATE WITH THE REGISTER OF WILLS FILL IN APPROPRIATE OVALS BELOW ~ 1. Original Return C7 2. Supplemental Retum MI W MI R Cl 3. Remainder Return (Date of Death O 4. Limited Estate Prior to 12-13-82) O 4a. Future Interest Compromise (date of f~ 5. Federal Estate Tax Retum Required death after 12-12-82) ~ 6. Decedent Died Testate ~ 7. Decedent Maintained a Livin Trust (Attach Copy of Will) (Attach Copy of Trust) g 8• Total Number of Safe Deposit Boxes O 9. Litigation Proceeds Received C7 10. Spousal Poverty Credit (Date of Death Between 12-31-91 and ~ -~ -95) 0 11 • Election to Tax under Sec. 9113(A) (Attach Schedule O) CORRESPONDENT -This section must be completed. All Correspondence and Confidential Tax Information Should be Directed to: Name Daytime Telephone Number Elyse E• Rogers, Esquire 717 61,2 5801, Rrst Line of Address Saidis, Sullivan 8 Rogers Second Line of Address 635 North 12th Street, Suite 400 City or Post Office Lemoyne REGISTEjy,QF WILLS USEi9t!bLY C ~ 'c;~ ,~ O -__. x^~ y ; ;7 ~ 1-~ ~ _~ .', ; ~~ rv - - ..~ , ~ --~'~-' Tt -" , , . .._ ~ _. _.r .: ~-- "~?DA--E FILED "'- : ;'l ; r _ `~Q -.~ -,-, State ZIP Code PA 17043 Correspondent's a-mail address: erOgerS(p7SSr-attOrrteyS.COm Under penalties of perjury, I declare that I have examined this return, includingaccompanyingschedules and statements, and to the best of my knowledge and belief, it is true, correct and complete. Declaration of the preparer other than personal representative is based on all information of which preparer has any knowledge. SIGNATURE'OnF PERSON RESPONSIBLE FO9 FILING RETURN 1 ,~-Yl ~ G ~ ~~ ^ DATE ADDRESS 480 North 25th Street , S 3 ~ 13 - ~'Z. Camp ~ , PA 17011-2 01 SIGNA R FPREPAR OTH HANREPRESENTATIVE /~ ~ ~, ~ DATE ADDRESS 35 North 12 Stre t, Suite 40 Lemo~e, PA 17043 PLEASE USE ORIGINAL FORM ONLY Side 1 15D5611188 ~3/~ 1,5D5611188 --r ~ E, 1505611288 Rev-1500 EX (FI) Decedent's Social Security Number Decedent's Name: Harry W Preis 208 24 0893 RECAPITULATION 1. Real Estate (Schedule A) .............. ................ ......... .. 1. D - D D 2. Stocks and Bonds (Schedule B) .................................. .. 2, 12 , 0 9 4 - 4 5 3. Closely Held Corporation, Partnership or Sole-Proprietorship (Schedule C) ..... . 3. D , D D 4. Mortgages and Notes Receivable (Schedule D) ........ ....... . ........ . a. 0 • DD 5. Cash, Bank Deposits and Miscellaneous Personal Property (Schedule E) ...... . g, D-DO 6. Jointly Owned Property (Schedule F) C7 Separate Billing Requested .... . 7 I 6. D • D D . nter-Vivos Transfers & Miscellaneous Non-Probate Property (Schedule G) O Separate Billing Requested ..... • ~. 4 , 15 4 , 3 7 2 . 7 2 8. Total Gross Assets (total Lines 1 through 7) ............... . ~~••••••••. . e. 4,166,467.1,7 9. Funeral Expenses and Administrative Costs (Schedule H) ................. . g. 7 , D 4 3 , 7 5 10. Debts of Decedent, Mortgage Liabilities, and Liens (Schedule I) ........ 2 2 6 7 •2 4 11. Total Deductions (total Lines 9 and 10) ..... ......................... 11. 9 , 31 D • 9 9 12. Net Value of Estate (Line 8 minus Line 11) ............................. 12. 4 ,15 7 ,15 6 - 18 13. Charitable and Governmental Bequests/Sec 9113 Trusts for which an election to tax has not been made (Schedule J) ....................... 13. 4 , 0 6 3 , 5 3 3.5 8 14. Net Value Subject to Tax (Line 12 minus Line 13) ......... . ............. 14. 9 3 , 8 2 2 •8 0 TAX CALCULATION -SEE INSTRUCTIONS FOR APPLICABLE RATES 15. Amount of Line 14 taxable at the spousal tax rate, or transfers under Sec. 9116 (a)(1.2) x. o 0 9 3, 8 2 2. 8 0 16. Amount of Line 14 taxable 1 s. D - D D at lineal rate X .045 D - D D 17. Amount of Line 14 taxable 16~ 0-DO at sibling rate X .12 ^ • D D 18. Amount of Line 14 taxable 1 ~ D ' D D at collateral rate X .15 D , D D 18. D-00 19. TAX DUE ........... ......................................... 19. D . D D 20. FILL IN THE OVAL IF YOU ARE REQUESTING A REFUND OF AN OVERPAYMENT 0 Side 2 L.~, 150561,1288 1505611288 J Rev-1500 DC (FI) Page 3 File Number Decedent's Complete Address: 3. Interest Total Credits (A + B) (2) 0.00 4. If Line 2 is greater than Line 1 + Line 3, enter the difference. This is the OVERPAYMENT. (3) 0.00 Ffll in oval on Page 2, Line 20 to request a refund. (4) 5. If Line 1 + Line 3 is greater than Line 2, enter the difference. This is the TAX DUE. (5) 0.00 Make check payable to: REGISTER OF WILLS, AGENT. PLEASE ANSWER THE FOLLOWING QUESTIONS BY PLACING AN "X" IN THE APPROPRIATE BLOCKS 1. Did decedent make a transfer and: a. retain the use or income of the property transferred Yes No b. retain the right to designate who shall use the property transferred or its income c. retain a reversionary interest ................................ . d. receive the promise for life of either payments, benefits or care? ........................... 2. If death occurred after Dec. 12, 1982, did decedent transfer property within one year of death without receiving adequate consideration? . 3. Did decedent own an "intrust for" or payable-upon-death bank account or security at his or her death? .. 4. Did decedent own an individual retirement account, annuity or other non-probate property, which contains a beneficiary designation? ..................... . IF THE ANSWER TO ANY OF THE ABOVE QUESTIONS IS YES, YOU MUST COMPLETE SCHEDULE G AND FILE 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. Sect. 9116(a)(1.1)(i)]. For dates of death on or after Jan. 1, 1995, the tax rate imposed on the net value of transfers to or for the use of the surviving spouse is 0 percent [72 P.S. Sect. 9116(a)(1.1)(ii)]. The statue 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. Sect. 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. Sect. 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. Sect. 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. Tax Payments and Credits: 1. Tax Due (Page 2 Line 79) 2. Credits/Payments (1) 0.00 A. Prior Payments 0 00 B. Discount 0.00 REV-1503 EX+(8-98) COMMONWEALTH OF PENNSYLVANIA INHERITANCETAX RETURN RESIDENTDECEDENT SCHEDULE B STOCKS & BONDS ESTATE OI HBff)/ VV. Pf@IS FILE NUMBER REV-1510 EX+(08-09) pennsYlvama SCHEDULE G fiF VAF:rMFN ` (lF Hf~V%N.vt: INHERITANCETAXRETURN INTER-VIVOS TRANSFERS AND RESIDENTDECEDENT MISC. NON-PROBATE PROPERTY ESTATE OF Harry W. Preis FILE NUMBER This schedule must be completed and filed if the answer to any of questions 1 through 4 on page three of the REV-1500 is yes, ITEM INCLUDENAMEOETRANSEIOEEORELPgTOIOPNSH PTODECEDENT& DATE OF DEATH %OFDECD'S EXCLUSION NUM DATE OFTRANSFER. ATTACH COPYOF DEED FOR REAL ESTATE VALUE OF ASSET INTEREST TAXABLE (IFAPPLICABLE) VALUE 1 The Bryn Mawr Trust Company IRA 54,366.80 100 Beneficiary: Decedent's surviving spouse, 54,366.80 Nancy R. Preis Per Estate Val 2 $10,000 US Savings Bond Series EE X3438671 EE 13,152.00 100 0.00 13,152.00 Payable on death to Decedent's surviving spouse, Nancy R. Preis Issue price $5,000, accrued interest $8,152 3 ($10,000 US Savings Bond Series EE X3438672EE Payable on death to Decedent's 13,152.00 100 0.00 13,152.00 surviving spouse, Nancy R. Preis Issue price $5,000, accrued interest $8,152 4 $10,000 US Savings Bond Series EE X3438673EE Payable on death to Decedent's 13,152.00 100 0.00 13,152.00 surviving spouse, Nancy R. Preis Issue price $5,000, accrued interest $8,152 5 The following assets were held in the Harry W. 143,887.96 Preis Revocable Trust: Vanguard PA Tax Exempt Money Market Account Per Vanguard report 6 Interest on above item accrued as of decedent's death 0.87 7 Vanguard Admiral Treasury Money Market Account 53,015.95 Per Vanguard report 8 Interest on above item accrued as of decedent's death 0.32 9 The Bryn Mawr Trust Company Muni Fd Principal $81,829.74 145,654.99 Income $63,825.25 Total from continuation Schedule(s) 3,717,989.83 TOTAL (Also enter on Line 7, Recapitulation) 4,154, 372.72 If more space is needed, use additional sheets of paper of the same size Estate of: Harry W. Preis Page 2 Schedule G -Inter-Vivos Transfers and Misc. Non-Probate Property Item Num Date of Death % of Dec's Exclusion Description of Property Value of Asset Interest 10 AT&T InC. (if applicable) Taxable Value 79,738.50 11 Dividend on above stock declared prior to decedent's death 1,139.50 12 Abbott Labs 84,556.80 13 Dividend on above stock declared prior to decedent's death 768.00 14 Altria Group Inc 66,087.50 15 Automatic Data Processing Inc 53,170.00 16 Colgate Palmolive Co 177, 030.00 17 Exelon Corp 43,840.00 18 Exxon Mobil Corp 84,975.00 19 Frontier Communications Corp 3,365.28 20 Fundamental Invs Inc 165,266.84 21 General Electric Co 96,200.00 22 Dividend on above stock declared prior to decedent's death 750.00 23 Kraft Foods Inc 61, 371.75 24 Market Vectors ETF Tr Minor Metals 12, 847.50 25 Old Rep Intl Corp 73,050.97 26 PPL Corp 19,614.00 27 Pepsico Inc 85,468.50 28 Philip Morris Intl Inc 179,450.00 29 Plum Creek Timber Co Inc 40, 915.00 30 SPDR Gold Trust 46,836.00 TOTAL. (Carry forward to main schedule) ..... . 1, 376,441.14 Estate of: Harry W. Preis Schedule G -Inter-Vivos Transfers and Misc. Non-Probate Property Page 3 Item Num Date of Death % of Dec's Exclusion Taxable Description of Property Value of Asset Interest 31 Sara Lee Corp (if applicable) Value 147, 542.40 32 Sunoco Logistics Prtnrs LP 42, 325.00 33 Verizon Communications Inc 66,240.00 34 Dividend on above stock declared prior to decedent's death 877.50 35 Walmart Stores Inc 76,279.00 36 Vanguard Short Term Invest Gr Adm Per Estate Val and Vanguard report 406,318.67 37 Dividend on above stock declared prior to decedent's death 688.38 38 Vanguard Fixed Income Secs Fd Strm Invgra Ad 100, 831.95 39 Federal Farm Cr Bks dated 12/28/10 mat 12/28/2015 2.45% 50,468.75 40 Interest on above bond accrued as of decedent's death 81.67 41 GE Capital Internotes dated 10/14/09 mat 10/15/2016 51, 918.20 42 Interest on above bond accrued as of decedent's death 572.57 43 Bristol Twp PA Sch Dist dated 7/20/10 mat 4/1/2015 2.25% 51,663.50 44 Interest on above bond accrued as of decedent's death 346.88 45 Cheltenham Twp PA Sch Dist dated 10/6/09 mat 9/15/2016 51,877.00 46 Interest on above bond accrued as of decedent's death 440.97 47 Lancaster PA Area Swr Auth Rev dated 25,047.50 TOTAL. (Carry forward to main schedule) ..... . 1,073,519.94 Page 4 Estate of: Harry W. Preis Schedule G -Inter-Vivos Transfers and Misc. Non-Probate Property Item Date of Death % of Dec's Exclusion Num Description of Property Vafue of Asset Interest {if applicable) TVaI ele 47 10/ i 5/02 mat 4/1/12 48 Interest on above bond accrued as of decedent's death 262.08 49 West Shore PA Sch Dist dated 3/15/09 mat 11 /15/14 2.5% 26,159.75 50 Interest on the above bond accrued as of decedent's date of death 116.32 51 3799 shares of Preis Investment Company Per attachment 1,241,490.60 TOTAL. (Carry forward to main schedule) ..... . 1,268, 028.75 REV-75ii EX+lyo-os) Pennsylvania nr:NnF:rMf~, c,: aEV-tier: INHERITANCE TAX RETURN RESIDENTDECEDENT ESTATE OF Harry W. Preis ITEM SCHEDULE H FUNERAL EXPENSES AND ADMINISTRATIVE COSTS Decedent's debts must be reported on Schedule I. DESCRIPTION FILE NUMBER AMOUNT A. FUNERAL EXPENSES: 1 Myers-Harner Funeral Home, Inc. 2, 966.00 2 Stephenson's Flowers 39.75 3 Rolling Green Cemetery 538.00 B. ADMINISTRATIVE COSTS: 7. Personal Representative Commissions: Name(s) of Personal Representative(s) I I Street Address City State zip Year(s) Commission Paid: 2. Attorney Fees 3• Family Exemption: (If decedent's address is not the same as claimant's, attach explanation.) 3, 500.00 Claimant NanCV R. Preis Street Address 480 North 25th Street City Camp Hill State PA zip 1 701 1-21 01 Relationship of Claimant to Decedent Surviving Spouse 4. Probate Fees: 5. Accountant Fees: 6. Tax Return Preparer Fees: TOTAL (Also enter on Line 9 Recapitulation) I 7 043 75 If more space Is needed, use additional sheets of paper of the same size. REV-1512 EX+(12-08) pennsytvama DF VARI MFN".): R4V;-NSF INH ERITANCE TAX RETURN RESIDENTDECEDENT CCT/1TC n SCHEDULE I DEBTS OF DECEDENT, MORTGAGE LIABILlTtES & LIENS Harry W, Preis FILE NUMBER Report debts incurred by decedent prior to death that remained unpaid at the date of death, including unreimbursed medical expenses. ITEM NUMBER DESCRIPTION VALUE AT DATE 1 GeneSlS Contreras, nursing service OF DEATH i 195.00 2 Lucille Phillips, nursing service 165.00 3 Ryesha Pitts, nursing service ~ ~ 92.00 4 Pennsylvania American Water Compan y 69.92 5 Don Wagner Landscaping, 1/2 payment for lawn care and maintenance 1,431.38 6 Borough of Camp Hill, sewer 75.00 7 PPL Electric Utilities 79.08 8 Verizon 130.33 9 UGI Utilities, Inc. 29.53 TOTAL (Also enter on Line 10, Recapitulation) I 2 267 24 If more space is needed, insert additional sheets of the same size. REV -1513 EX+(01-10) Pennsylvania GF PPRIME N" ..: Rf Vr N~)j. INHERITANCE TAX RETURN RESIDENTDECEDENT ESTATE OF: Harry W. Preis SCHEDULE J BENEFICIARIES NUMBEFII NAME AND ADDRESS OF PERSONS RECEIVING PROPERT I TAXABLE DISTRIBUTIONS [Include outright spousal distributions, and transfers under Sec. 911 s(a)(1.2).] Nancy Reist Preis 480 North 25th Street Camp Hill, PA 17011-2101 II FILE NUMBER: RELATIONSHIP TO DECEDENT AMOUNT OR SHARE Do Not List Trustees OF ESTATE rviving spouse ~ 93,822.80 ENTER DOLLAR AMOUNTS FOR DISTRIBUTIONS SHOWN ABOVE ON LINES is TH ROUGH is OF REV-isoo COVER SH EET, ASIAPPROPRIATE. NON-TAXABLE DISTRIBUTIONS: A. SPOUSAL DISTRIBUTIONS UNDER SECTION 9113 FOR WHICH AN ELECTION TO TAX IS NOT TAKEN: Preis Trust A Preis Trust A was funded at Decedent's death (See Schedule G, Items 1-34) and is the beneficiary of the residue of the estate. The personal representative does not elect to pay Pennsylvania Inheritance Tax on Preis Trust A in connection with this estate. B. CHARITABLE AND GOVERNMENTAL DISTRIBUTIONS: TOTAL OF PART II -ENTER TOTAL NON-TAXABLE DISTRIBUTIONS ON LINE 13 OF REV-1500 COVER SHEET 4,063,333.38 4,063,333.38 If more space is needed, use additional sheets of paper of the same size. ~~~~ ~~pIlllll ~Il~~1 ~~~~~~~~ll~ OF HARRY W. PREIS I, HARRY VV. PREIS, of the Borough of Camp Hill, Cumberland County, Pennsylvania, do make, publish and declare this to be my Last V~rill and Testament, hereby revoking all t~'ills and Codicils by me at any time made. ITEM I: I direct that all inheritance and estate taxes becoming due by reason of my death, whether pay able by my estate or by any recipient of any property, shall be paid by the Executor out of the residue of my estate, as an expense and cost of administration of my estate. The Executor shall have no duty or obligation to obtain reimbursement for any such tax so paid, even though on proceeds of insurance or other property not passing under this VGTill. ITEM IL I direct the Executor to pay the expenses of my last illness and funeral expenses from the residue of my estate as an expense and cost of administration of my estate. ITEM III: of Appointment contained in the Last V~rill and Testament of my wife, NANCY REIST PREIS. ITEM TV: If I die before my wife, NANCY REIST PREIS, I give to her of my household furniture and furnishings, books, pictures, jewelry, silverware, automobiles, wearing apparel and all other articles of household or personal use or adornment and all policies of insurance thereon. If I Page 1 - ': I specifically decline to exercise the Power do not. die before my wife, I may leave a written list in my safe deposit box or elsewhere disposing of certain items of my tangible personal property. The Executor shall dispose of items of my personal property as specified in the written list. If no written list is found in my safe deposit box or elsewhere and properly identified by the Executor within thirty (30) days after the probate of my u%ill, it shall be presumed that there is no other statement or list. Any subsequent discovered list shall be ignored. I give to my nephew, WILLIAM R. GEISEL, all such property not set forth in a written list. ITEM ~%: I give the residue of my estate, not disposed of in the preceding portions of this Will, to my wife, NANCY REIST PREIS, as Trustee, IN TRUST, to be administered and distributed in accordance with the terms of an Agreement of Trust executed by me and my wife; NANCY REIST PREIS, as Trustees and by me as Grantor on the .~ ~ day of ~ ~J 20 ~. I confirm and ratify this Agreement of Trust in every respect. ITEM VL The Executor shall possess the following powers, exercisable without court approval and in a fiduciary capacity only: (a) To retain any investments I have at my death, including specifically those consisting of'stock of any bank even if I have named that bank as the Executor. (b) To vary investments and to invest in bonds, stocks, notes, real estate mortgages or other securities or in other property, real or personal, without being restricted to so-called "legal investments", and without being limited by any statute or rule of law regarding investments by fiduciaries. ~~ Page 2 ~~ (c) In order to divide the principal of my estate or make distributions, the Executor is authorized to distribute personal property and real property partlST or wholly in kind, and to allocate specific assets among beneficiaries so long as the total market; value of each share is not affected by the division, distribution or allocation in kind. The Executor is authorized to make, join in and consummate partitions of lands, voluntarily or involuntarily, including giving of mutual deeds, or other obligations, with as wide powers as an individual owner in fee simple. (d) To sell either at public or private sale an5~ or all real or personal property severally or in conjunction with other persons, and i to consummate sale(s) by deed(s) or other instrument(s) to the purchaser(s), conveying a fee simple title. No purchaser shall be i; obligated to see to the application of the purchase money or to make inquiry into the validity of any sale. The Executor is authorized to make; execute, acknowledge and deliver deeds, assignments, options or other writings as necessary or convenient to carry out the powers conferred upon the Executor. (e) To mortgage real estate, and to make leases of real. estate. (f) To borrow money from any person, including the Executor, to pay indebtedness of mine or of my estate, expenses of administration or inheritance, legacy, estate and other taxes, anal to assign. and pledge assets of my estate. (g) To pay all costs, taxes, expenses and charges in connection with the administration of my estate. f,, Page 3 = ,% (h) To make distributions of income and of principal to the proper beneficiaries, during the administration of my estate, with or without court order, in such manner and in such amounts as my Executor deems prudent and appropriate. (i) To vote shares of stock which form a part of my estate, and to exercise all the powers incident to the ownership of stock. (j) To unite will-: other owners of property similar to property in my estate to carry out any plans for the reorganization of any company whose securities form a part of my estate. (k) To disclaim any interest in property which would devolve i to me or my estate by whatever means, including but not limited to the following means: as beneficiary under a will, as an appointee under the exercise of a power of appointment, as a person entitled to take by intestacy, as a donee of an inter vivos transfer, and as a donee under a third-party beneficiary contract. '~ (1) To prepare, execute and file tax returns of any type required by applicable law, and to make all tax elections authorized by law. (m) To allocate administrative expenses to income or to principal, as the Executor deems appropriate. However, no allocation to income shall be made if the effect. of the allocation is to cause a reduction in the amount of any estate tax marital deduction or estate tax charitable deduction. Page 4 (n) To employ custodians of propert~T, investment or business advisors. accountants and attorneys as the Executor deems appropriate, and to compensate these persons from assets of my estate, v~~ithout affecting the compensation. to which the Executor is entitled. (o) To do all other acts in the Executor's judgment deemed necessary oi° desirable for the proper and advantageous management, investment and distribution of the estate. ITEM VII: Any person who has died within thirty (30) days of my death, or under such circumstances that the order of our deaths cannot be established by proof, shall be deemed to have predeceased me. Any person (other than myself) who has died at the same time as any beneficiary under this Will, or in a common disaster with that beneficiary, or under such circumstances that the order of deaths cannot be established by proof, shall be deemed to have predeceased that beneficiary. ITEM VIIL I make the following provisions with respect to Executors: (a) I appoint my wife, NANCY REIST PREIS, to be the Executor. (b) In the event that my wife, NANCY REIST PREIS, is unable or refuses to serve as Executor, WILLIAM R. GEISEL and ELYSE E. ROGERS shall serve as Executors. (c) The Executor shall have the right to receive reasonable compensation for services rendered. Page 7 (d) The Executor is specifically relieved from the duty of filing bond or entering security. IN 4iTITNESS WHEREOF, I have set my hand and seal to this, my Last Will and Testament, consisting of this and the preceding five (5) pages, at the end of each page of which I have also set my initials for greater security and better identification this ~ 1 day of J~Z' 20 ~ r ~s ~ ~ ~'~ ' , ~_~~ _ ,~,~ ' ~ ~ '~ ~' (SEAL) HARRZ' VC'. PREIS ~i'e, the undersigned, hereby certify that the foregoing Wi11 was signed, sealed, published and declared by the above-named Testator as and for his Last Fill and Testament, in the presence of us, who, at his request and in his presence and in the presence of each other, have hereunto set our hands and seals the day and year first above written, and we certify that at the time of the execution thereof, the said Testator was of sound and disposing mind and memory. i (SEAL) r ~ ~ ~ ~ (SEAL) Presiding at `Y~Oj r ~ ~~ _~ Residing at ~' J y S L~~~~ ~ ?n _ ACKN04~'LEDGMENT COMMON4~'EALTH OF PENNSYLVANIA ) COliNTY OF ,~ ) C.~-`-c-.~..~ ) S S I, HARRY u'. PREIS, Testator, whose name is signed to the attached or foregoing instrument, having been duly qualified according to law, do hereby acknowledge that I signed and executed the instrument as my Last 4~'ill and Testament; that I signed it willingly; and that I signed it as my free and voluntary act for the purposes therein expressed. _._ ~, `~ `~ ''~ ~~~ _~ (SEAL) HARRY W. PREIS Sworn to and subscribed before 1 e this 3 (,fit-day of ` 20 R3 . I~~ Notary Pu ~c My Commission Expires: (SEAL) ~p ^~-L1~~ifVC) ; ~,~i n ~ ;~El4,t I GSSi'i`~ Mii~ ~~r,, !~ r ~, ~ ~ Idnc GQU~tty Icy ~omr~~~~~ ;~ .~ ~ ~ `.~;;. 24. 2~~4 ; AFFIDA~rIT COMMONWEALTH OF PENNSYL~ NIA ) ~ ) SS: COUNTY OF ~ ~ ) ~''e, ~/~ ~ • w~~~ and ~ ~ ~ ~ L the Witnesses whose names are signed to the attached or fo going instr nt, being duly qualified according to lain, do depose and say that ire were present and saw Testator, HARRY W. PREIS, sign and execute the instrument as his Last Wili and Testament; that Testator signed willingly and that he executed said ~~ill as his free and voluntary act for the purposes therein expressed; that each of us in the hearing and sight of the Testator signed the gill as ~ritnesses; and that to the best of our knowledge the Testator was at that time eighteen (18) or more years of age, of sound mind and under no constraint or undue influence. Witness Witne Sworn to and subscribed before this <3 ~,d~- day of ~ ,20D,3. 1 ' ` ~?~. U Notary Public My Commission. Expires: (SEAL) C~m~ ~ 1 ~s:, c ~,: ~ r«,~~ Gc2v0~a i ~+~w Corr m_,~ ~~- , :,, .. -i. 24 ll. \ ~L'/\\ ~~'~d ~ , ~~~(,~li_,.iC~ .~1 i_ )11[`11I~/~l ~.1 ~\~~~'1 I'~~`~\ '~r ~ (~._ ~~i~ I ~l I~~ ~'` ~~['jr~~ HARH~ ~T. YHEIS ~~~1'OCABLE THUST AGItiEENI +'hTT Uh TRUST' made this ~ ~ dad- c,f ~~ ~~ 20Gj, 1>~~ 1I11RR~ 1~~. PF~EIS, oI'the Borough o~[•Canlp IIi11, Cui~lberland Count-, Fenns~~l~~ania, as (sr•ant.oi•. (the "C~ralltuz~"), and L-L~Rh~' ti~1'. PR~ a,IS ~znd 1\':11~r~~1" ItiEIST FILETS, as Trustees, (collectively- t;he "Trustee"j. WIrI'NESSETH: ~'~rHEREAS, CTrailtoi° is the owner of certain assets (the "T~~ust Property'') described on Schedule "A". attached to this Agreeanent; and. WHEREAS, Grantor desires t:o establish a Trust for the active inanagenient; and control of the Trust F~•ope~•t~- du.rin~ the lifeti_lne of Grantor and after C,r~.intor's death. N01~%, THER~FFOI,1~, in consider'at;iun of ~(,he coz~~,nants iu this 1~g~°eelneilt, CTS°ant.or and T~°ustee agree as 10llo~~~s: AhTIC'LE L GI'alltol' ~~ill tr;zn~Ier aild corive~~ to r ~ rustr~e the hrust Froper'ty. Trustee ag~•ees i,o hold a.nd ~.ld~nini ster the Trust Prupert~~ and any addit;~ons to the 'T'rust Propcrrt~y; as Trtastee, LT,T'I'P,~l_~ST h~E~~I=aR~I'HELESS, 1'0~° t;he uses and 1_~urpo5es set, fcn'th in Lhis .~~greenlcilt, 1~IL~I'IC'LIJ lI. D~~irin.gt~lie liI•~;tirne oI'Gra_nt.or: ~~i) 'T'1~•ustee shall manage and ini~esi: the 'T'rust, collect t17e income aril pas- o~~er the net inanne in conveniei~it insta.TLnient~ 1-0 Grantoi during Grantol''s Lifetime. (h) During the lifet;iii~~_e of Gra.ntoi', Trustee shall pay to ~~ Clrantor so much. even if all, of the principal of the Trust ac CTrantor maz- from time to tune ~°equest in writing. (cl Trustee may also expend su much of the pzincipal of the Trust as mad- he nece5sarv and/u~~, advisah.le to sul_~pleznezlt G~•antoz°~s income in order to provide suppor4~, ~:rnd maintenance, including. medical, hospital, nursing and nursing home cane for the Gran~,or. ~RTI CLIJ IIl: Upon and after the dea_tl~i c~j' C~~~ant~~z•: (a) Ti°ustee sha11 pay over to the ~'xc~cutor oj' Uz°ant.or's estate so much of the pl•incipalas shall 1_~e z:eguired to pay all specific bequests provided in Grantor's ~Vil.l and inheritance and estate taxes. funeral and adnlinist,ration costs which may be incuz~z~ec~ with resl:,ec( to Grantoz's estate. (~~) T~°ustee thereafi:er shall, if C,.ra~.7toz pz~edeceases Grani,or~'s v~~ife, N~NC~~ REIST PREIS, divide the rezna.i.ni.ng Tl°ust Propert~T, proceeds from or on account of insurance policies; and any other. assets payable to Tz'ustee (collectively the "principal"j into two (2) l~~arts. each of which shall l~~e held in trust a»d constitul~,e a se~_,arate Trust. Fund. to be li2]OVI'll as ~~~I]"Llst ~~~ and ~~~~I'118t; ~~~: "7'rus1; A": There shall he plr_zced zii "'T'rust ~~" that. fraction of the t.otral principal of «~hich i,he~ z~unxez~ator shall. be a gum equal to the J_argest azi~ouni: that can pass free of Federal. estate tax ~~~> z•eason ~~1'the apphc~a.hl_e ciedit amol.tnt and the si,at.e death t,a~; credit' (1~rovided i;hai t;he use of this cre.d~i: doe. not; requiz'e an incz'easc in state death taxes) allowahle to Grantors estate but nu of,her credit ~:uid afi.er t;a.king account of propel°f;y massing outside of this .agreement of Trust v~-hich does not. qualifj- for t=he may°ital oz charii;ahle deduction a.nd after taking account. of charges to principal tliai az•e clot allo«~ed as deductions in computing Grantor°'s I',ederal estate tax, aa~d ol'which the denominator shall he the value at the tot,a) pr~ncihal. Fc,r pw•poses of est;ablishing~ this fraction, the ~ralues final]y fixed in t;he Federal esl,ate t;ax l:~roceeding relating to Grantor's estate shall l>e used. Grantor. recognizes that. the numerator of the fraction may lJe zero (t~j, in which CASE,' 110 property shrill pass t0 "~T~rU~•it ~~i arld that, tl7e I1LLn1era1;U1" 211~1F be affected b~• tl:ie action of the IJxecutor of Grantor's estate in exercising certain tax elections. i "Tz•ust B": The balance of th.e principal not placed I in "Trust A" shall be placed in "Trust B". ARTICLE IV: T3~e following provisiozl~ shall apply to ~ "Trusi: ~": ~ (a) The Trustee shall a7nlually pay to ol• for the benefit ol• Gr~.mto~''s wife, I\~AhCi' RETST PR-E1~'; an ~ui~iouni: equal to i~~l.i~• (~~/,~ ~' l~erceni: of the average of the fair n~iarket: value of ,his Trust as of the close of t.hc last day of the Trust's three p~•evious fisc~i.l years. This dish°ibution is the "Ordinal'}~ Distribution", and shall. l,e subject to the [ollo~~~-ink ~•ules: G) In the firs~l: fiscal year of the 'T'rust, ia~e (J~°dinar~- Distribution shell ]..,e based up~m the initial fair ma~•ket value of the 'Trust. In the seco7.~d :fiscal ~=e~1° of the 3 I Trust, t,lre Ordinai~a Distribution shat) be based on the az~e~°age of the initial fair market ~-alue of the Trust and the fair market ~~alue of the Trust as of the end of its first. fiscal ~~ear. ~~' (iij In the. case of a slwrt fiscal gear, i;he ~~ Ordinal°~' Distribution. sh-all be ~:~rorated, comparing the number of da~~s in the short tax 5~ea~• t.o the number of days in the fiscal ~-ear of ~=hich the s1ia1°t year is a part. (iii) h7 any fiscal vear in which. principal is distributed from the Trust (other than an Oi°dinar~ Distribuf;rorr); the :Ordinal°~r Distiibutiou shallhe r•eclucecl b~T a.n amount equal to foui° (4%) ~eicent of the assets distributed; multiplied 'bj~ a fraction, the numerator of urhich is the number of days fi~orn the addition or distribution to the end of tb_e fiscal gear and the denominator is the number of dad's in the fiscal ~~ear. In I addition, forpux~poses of calculating the Ordinary Distribution in future ~~ears, i;he fair may°ket ~~al.ue of the Trust a-s of the end oI'the two l.~receding fiscal ~-ears shall be ~•educed 1~~~° i;he an~o~.int of the adcli~;ion or distr•i?nation. '~ (iv) Trc~~stee sha]J n7a1>e the Ordinai•~~ Dist~~ibutloirs at. (east c~uarl,erl~~: C;rantor's vrife i~iav require pa~•ruent of the Ordina~•~T Distribution iza noL lrio~•e t11~Ln ~we1~~e (12j ~noni;hl~~ mstallnlc~nta der 5-e~u. 4 (v) Ordinaz°y Distributions shall be nz.,.zde first from net accounting income and, to the extent nut: ~~ suf~~cient, from princil-~a1 of the Trust. ~'~ (vi) The fair market, value of this'I'rusi~ shall 1 inclcide fiduciary aecounting izzcome and principal; bui; acct°uals shall not. be required. If this Tz°ust incluciee assets for whiriz there iii not a ready market; Trustee shall adopt a method of valuation «~hich is reasonable, in the disci°etion of the Trustee, under the circumstances. '~ (b) Tlae Tz°ustee shall also pay to Grantor's wife so much of the net income in excess of the Ordinary Distrii~ution aizci so much of the principal of this Trust as may be necessaz°Sr in tshe discretion o_f the j 'T'rustee for the proper support, maintenance and medical care of Grantor's wife. (c) Upon the death of Grantoz°'s wife, the Trustee shall continue to administer and distz•iizute tl~ze Trust as provided in ~gPTI:CLE VI. 1R~I'ICLL ~': ~1~he following provisions shall a~,l_zly to ~,~hz,u;;t T~": ~<~~ ~.l'l1StBe Shall; beg171nll1g at Gra111~U1`~s death. pay QVE'1' the gieater of: (ij the nei: income of this Trust aril (iij the "O1°dinary Dista~ibution", calculated in the sarzze manzler ti~~ith z~~espect io this ~T~rust; as i.s set, forth foz° "Trust A" above, in convenient~> at: least a~.lnual, 5 installments to Grantor's ~i~if~, NANCI P~EIS'I' PREIS, during hey- lifetime. (b) The Ti°u~tee sha]_l also a~~~~ t.c~ Granf,er's v~~ife s~~ ranch oj' the principal of this Trust as the Trustee deems necessary- I'or the pl°oper support, maintenance and medical came of Gran.tvr~s «~ife. (c) Upon th.e death of G~•antor's ~~rife, the Trustee shall distribute the remaining assets of the Trust t.o such. charitable organizations as Grantor's wife mad- select, in the amounts a.nd in t;lie estates, in Trust or otherwise; as Grai~itor's a-ife n~.a3~ direct, making ~~ specific reference to this Power of Appoint,lnei~rt; either b~, ~>T~itten instruments filed with the Trttsi;ee during Grantor's tiwife's lifetime or ' her ~~'ill. The Lulappointed~assets shall be distributed as follov~rs: (i) FIFTY (5U%) PERCENT to ~I'~I:E P,,EIST- PREIS FOUNDATION created tinder a.n Agree~neni. of Trust dated the 9th day of Janua~°~~; 20C)2, by and bet«reen Grantor's wife and Grantor as Grantors arld ~h7°ustees; (ii) FIVE (v%,j PER,CET~?T to CAIIIP HILL PRESBI'~I'EItIAN CHURCH, Came Hill., Penns~~h~ania for the purpose of suppo.l°tiilg its da~~ care program: (iii) FIVE (~'%) I'F~h.CEN'I' to HAP,,ILISI3URG AC'ADEME', ~~rormlevsburg, Penn,~~`lvania: I I~- L (._~ /o) I LI~C.EN'I to the ~AL~~ATI UN ARMS'. Harrisburg, Pc nus~~lvania; G I i i (~') I{ I~'E (i~'%0) I?EP~CIJI~?'I to PINE STI;,EET PItESBl'TERIAN CHURCH, Harrisburg; Penns~~lti~ania; for the maintenance and improvement of the P>o~~d Building and for the s~~tl_~port of Downto~~~n Daih~ Bread: {vi) FIB"E (~~°,~) PERCENT to the AMERICAN RED CROSS, Harrisbu~•g, Penns~~l~~ania; (vii) h~'IVE (~,%) PEP,.CENT to the CATNIP HILL COMMUNITZ I'OUNDA'I'ION, Camp I-Till, Pezzns5>lvania. for purposes of maintaining Siebert Park; (viiij TWO AND ONE-HALF (2.5%) PERCENT to MESSIAH COLLEGE, Grantham, Penzis5-lvania; ~,' {ix) TWO AND ONE-HALF {2.5%) PERCENT to MESSIAH VILLAGE, Grantham, Penns~Tlvania; {1j .FIVE {5°,t,j PIJP,,CEN'I' to BETI-IESI~~~ I, ~rLISSIOhT, Harrisl~nu'g. Peiuzsyh~az»a; (xi) FIVE (5%,) PEI~,CENT tv THha PIl\TNACLE HEALTH h~OUNDl-~~I'ION, I~-Iaz~risbuz~g, Peilz~s}~l~~ailia; az~~d (iii) I?l~'E (_~~%,j PEI.UCE:~?T to HOLZ' SPIILIT IIOSI'I'hAL, C~.zz.~i}.z Hi1.1, Penn~~.~~~~rani< , to support the education oI'~~~ound care nurses; or the creation of ~z facilit~~ foz° wound care in meznor3- oI'I-Larr~r VV. Preis, azld ~'~, in honor/zilemor~- of Nuz~•se Peggi- Concini. 7 (d) I1' Urantor•s wife should not. survive Grantor. the provisions of "Trust E" shall be void. The ~~aa~°t of G~°antor's estate 1 which would have constituted "'T'rust B" steal] be distributed as i provide-d in paragraph {cj oI' this ~r•tlcle. (ej The 'executor is authorized in the Executor's exclusive and unrestricted discretion to determine «~hethei' to elect (under Section 2056(~~)(7) oI'the Internal kevenue Code of 1JSft as amended, oi° any corresponding provision of the Federal estate la~~-), to qualify- all. none or a fraction of "Truss. B" for t;he h'ederal estate to ~ n~~_arital deduction. The Executor's decision with respect to this election steal]. be binding ut:~on all persons. Only propert;~r which is ful1S> eligible for the marital deduction under Federal estate tax law shall be assigned to this Trust. Not,~vitllstancling anything to t;he contrary .contained in this ~~~ill, he Trustee shall not retain or invest in and- proper°t~- ~~-hich is or becomes unproduct;ive- Notwithstanding the provisions of paragrat~~h (b) of this Article, the Trusted shall p~•omptly pay to the Executor of Grantor's wife's estate, out of the principal of this Trust t~lpon the death of Grantor's wife, an amount equal to the estate, inheritance, transfer, succession and other death. taxes ("death taxes"), I'eder~al; scat;c-- and other, pa~~able b~= reason of the i~1c1i_ision of the value of Trust; pi°operty irr Grantor's wife's estate. This payment. shall equal the amount by which (lj th.e total of t1~ze death taxes ]?aid 1~y Grantor's wife's estate exceeds (2) the t,ota] of the death taxes ti~ hich «rould have ?~~een pa~5-al.~le if the value of the Trust propert~~ had riut been. included in her est-at.e. Grantor"s wife's Executor shall dFtc~~°nline the amount. p~~yable, and the deterrninat-wrr shall be final. The detern7i~~ation ol'the amount due shall be b~.ised u~~on values a_s t_nall~T detenniued for Fedr~ral estate tax purposes ir~_ Grantor's wife's e;~tat;e. 8 After payment- of the amount detez•nlined to be clue hereunder'. the Trustee shall. be discharged from anv further liability ~~>it;h respect to paymel_it. Grantors rife may waive her estate's right tc~ p~~~~ment under this subparagraph by Agreement, executed after Grantor•~s death; in which she specifically refex•s to this right. ARTICLE ~%I; The following provisions shall. ap~_~1~~ to the unappuinted princi~_~al of "Trust A" after the death of the survivor' of Grantor~•s husband, NANCI' RELST PREIS and Grantor: (a) Trustee shall pay over the "Ordinar~~ Distrifiution" in convenient, at least c~uarte~~ly; installments t.o G3°antor's ziephe«~, «~ILLIAM PL. GEISEL; during his lifetime. i (b) The Trustee shall also pay to Grantor's nephew. ~~'ILLIAMI~. GEISIJL, so much of the net income in eYCess of the Ordinary Distribution and so much of the principal of f.fiis Ti°t~st as the I Trustee deems necessary to meet an emergency or ineclica_1 need of ' Grantor's nephew for which ]ie has no other resources. ~~ (c) If Grant,or~s nephew, 1~~ILLIAII,I IZ. GELS ~'L, Predeceases G~•antor's siste~•, ELIZA.hE~hl~ REIST GEISEL, ~the~.~ upon the death of Gr•ani,or's nephew, i;he Trustee shall pay over the "Ordinary ~~ Distribution" in convenient, ai, ].east ciuai°tei~•ly, instalhneni;s to Gi•antor'~, sister, ELIZAhETH P~EI57' GEI_S1JL, during her lifetime. ~, Otllerv~rise> upon the death of Grantor's nephew, I,hc Trustee sh-111 disf;ribute the remaining assets of the i.~•ust. as fellows: 9 (i) TEN (10~%j PEP~.CENT to CAI\2P HILL PPvESB1'TEILIAN CHURCH, Camp Hill, Pennsyl~.~ania for ~, the purpose of supporting its day cane program; (iij TEN (10%) P +'RCEN'I' to HARRISBURG ACADEME, ~ro~~mleysburg~, Pennsylvania; (iii) TEN (7.0%) PERCEN~h to the SAL~'ATLON ARI\2~~, Hari'isk>urg~, Pennsylvania; (i_v) TEN (10%~) PERCENT, to PIKE SIRE +~~' ', PRESBi'TERIAIv' CHCTRCH, .Harrisburg, Penns~-lvania, ~' jor the maintenance and improvement of'the Boyd Building and foi the support of Downtown Daily Bread; (v) TEN C10~/0) PEP~CENTto the AMERICAN ~' RED CROSS, Harrisburg, .Pennsylvania; j (vi) .TEN (IO%) PERC ~'N~I' to the C"AMP :ETIL~L I C01121\~IliNITY I+'OUNDATION, Camp Hill, Pez~insz=lyania. ,' 1'or pu~~poses of nlaintail~ing Siebert: Pa~•k; (vii) IaIVE (~°,6) I'EI;,CI~NT to 11~1:E~SSLA;=I LOLL ~'GE, Urallthaiu, Penns~rlva~sia; (viii) Fl~'E (5%j PERCENT i;o 1~~IESSIAH ~~'LLLAGE, Grantham. Pennsylvania; 10 (ix) TES (l0~ib) I-'~ILC'ENZ' t0 IiE'I~I~L~I) ~~ IIHSSION, Harrisburg, Penns°I~~ania: (~> TENT (lU°,a) PERCEI~rT to ~I'HL PII~I~ALL~ HEALTH FUUNDATIOhT, Harrisburg; Pennsylvania; and (xi) T ~ I\1 (IU%) PI~Ii.C11~,1~TT to HOLD' SPIRIT HOSPITAL, Camp Hill; Penns5.lvania, to support the education of wound care nurses; or~ the creation of a facility for wound care in memory of Larry ~~r. Preis and in honor/mcmo~°y of Nurse Peggy Concini. ARTICLE VII: to time, with the consent of Trustee, mad- slake insurance policies on the life of Grantor subject to the terms of this Agreement, or give or otherwise transfer anv other property, real, personal oi° mixed, to Trustee, t;o be admiziisi;ered and distributed in accordance with the ~~ro~risions of this Agreemerzt. APTICL ~, V III. IVo pa~~t of the Income or principal of the property held under any Trust, created under this Agreement sl~iall be subject to attachment; levy or seizur'c by any creditor, spouse, assignee or° trustee or ~ ecei~-er in bankruptcy oj' any beneficiary prior to a~,;tua1 i°eceia_~t }~~p i;he beneiiciar~° of the income and/o~° the ~:~rincipal. Trustee shal] pay f,11e net, income ~_nd the ~~rizlcapal tc the beneficiaries specified in this Agreement, a_s their int-ei~csts may ~~ppear. without regard to ~i.ny at.l,emptc.d antici _~atioii, ~ledvin or assi rnlnc nt 1~~r any be ne 1 I ~ g ~ ~ ~ ficiar•~-, and without ~•egard to any claim tb_ereto or ataempt.ed lr,i;~, atLachn~ezil, seizure~cn° othea' process ~~_gainsl; the be~.zeficiary. CTrantor; or' any other person; from dine ~~PTICLL IS: Trustee steal] possess. among others, the following powe,~s each of which ma~~ be elercised without court, approva] and in a fiduciari- capacii,~- on1~-: I (a) To retain ant- ii~ivestmeni;s Granto~° has at her de~~th. including- specificalh~ those consisting of stock of and- barite e'en if G~°antor has named ghat balik as the Tz~us(;ee. (b) To vary- investments anti to invest in such k~onds. stocks. Motes; real estate mortgages or securities or in such ot.hei° property-, real or personal, ~~rithout. being restricted to so-called "legal I nwestments,"' and without: being limited to an5~ statute or rule of law i regarding investmentsl~y fiduciaries. An institutional Trustee shall ~ i have the power to invest n and vote securities with the i~anagernent ~ of mutual funds affiliated with that T~°ustee. i (c,) In order to divide the principal of a Trust or for ant- other pu.r'pose, including Etna). distributions, Trustee is author°ized to divide and distrik~ut.e personal propert~~ and real properi=~~ partly or wl~iull~r in kind, and to allocate specific assets among beneficiaries and Trusi,s created riet~eunder so long as the i=otal market value of and- sharE-~ is not ;' affected by the division, di.st~ribut,ion or ;.~.llocation in kind. The '1'i°ustee i is authorised to make, Join in azid co~~isuznn~al,e pari,iti_ons of lands. vohultarii~- or in~roluntal~•il~ ,including giving of nnti,ual deeds or other i obligations, with as wide power's as an individua) ovanel' in fee simple. (d j To sell eitl-ter at 7-~ ~~blic or prit~ai;e s~:~1e aia_~- 01• all rc~r~ll or hey°sonal ~a~°c,peri;5- severallti~ or in coi~;jur~ct.ion wii,h ol,her Uersoz~s, and to consummate said sale(s) b~- deed(s) or other in.strurnent(,s) t-o the ~~ i purchase~•(s), conveying a fee simple title. No pur•chaser• shall be obligated to see to the applicat,i_on of the purchase money-. or t.r~ mike inquiry ini;o the validii;y of sale(sj. The Tl•ustee is authorized to make. execute, acknowledge and deliver deeds, assignments, o~~tions o~° other. writings as necessary or convenient to cai~•ry out the po~Ters. conferred upon Trustee. (e) To nlort,gage real estate, and to make leases olreal estate. (f) To borrow money L~~orn any person; inchldir3g Tr~zstee, to pay indebtedness of a Trust. and taxes, anal to assign and pledge assets of• Gran.tor's estate or any Trust therefor. Ho~~-ever, this par~igt°aph shall riot be construed to authorize borrowing fi°orr "Tt•ust, B", ;' (g) To pay alloosts, taxes, expenses and charges in connection with the administration of a Trust, including a reasonable coy-ilpensation to agents. If an5r estate ol° inheritance taxes are ~~ai~a}ale from T~°ust Property, those taxes shall be ~.~aid liom "Trust A". '~, {hj To make distributions ol'i.ncome acrd of principal to the proper l:~eneficiaries. with or without, court order, in such manner and in such amounts as the Trustee deer~ns t~rudont and appz•opriate. (~) To exercise ~~oting z~i-ghts with ~°es~~~ect- to sec~_irit~es ~T~hich form a part of any Trust established ands ~ , to this l~greemcnf, and t-o exorcise all the powers ii~lcident 1;o the ownership oI'secur°ities. 13 ~) To unite with other' owners of pi•opert~- sinlila~~ tc~ propcrt~- subject to this Agreement i;o car~.~y out: plaits for the reorganization of any compan~r whose securities ai,e subject. t;o this Agreement. ~~ i (k) To disclaim any- illter•est, in props+~~t5- v~-hich ~w~oulcl devolve to Grantor or these Trusts by «~hatever means, including-but not limited to the folio«~ing means: as beneliciar~' under a rill, as ail appointee under the exercise of a power of appointment, as a person entitled t;o t,ahe by intestac~~> as a donee of an inter ~~ivos transfer. and as a donee under athird-party bezieficia~•5~ t;ontract. (1) To prepare, execute .and file t;ax returns of any type requi~°ed 1_~5- applicable law, and to make all tax elections authorized by law. (m) To employ custodians of propert,~~, investment or busii7ess advisors. accountants and attorneys Trustee deems appropriate, and to compensate these persons froze assets of a7iy Trust; under this Agreement, without affecting the compensation l,o which the Trustee is entitled. T1ie power to employ Linder this pro~risiou shall ~be deemed to include the power to engage the services of entii-ies affiliated with a j ,, 1 rustee. (n) 7 o divide any Trust inty t;wu or more separate 'T'rust;. so that. the inclusion ratio for purposes of the generation-shipping ~~ transfer tax shall be eithei~~ zero or ogle, in orde~° that an elect;iot~ under Section 2f~S2(aj(~) of the lnternal revenue Code may be iiiadc «~ith ~! respect; t;o o~~ie of the sepaa°ate Trusts, or for any otJ~~er reason. l4 (o) To allocate administrative expenses to income or to principal, as the Tz•ustee deems at~pi°opi•iate. However, n~~ allocation to income shall be made iI' the, e~'ect oC the allocation is to cause a reduction i~1 the amount o1' an~~ estate tax marital deduction or estate tax charitable deduction. (t~) To retain and. to purchase insurance and/or annuit~- conts•acts on or Tor the lice o1' aziy benelicia~~~~~ or any person in ~~•hich a beneficiary has ail insurable interest, ar~d t.o pay the pi~ei~~iurns from assets o.f this Trust. (q) To purchase assets from, or make loans to, the est;ai,e of the Grantor. All assets must be purchased at fair market values at the time of purchase. Any loan must be adequately secured and must 1_~ear interest at a fate pre~~ai-ling atthe timeofthe loan. The Trustee shall incw° no liabilit4rfor purchasing assets lrom the estate of the Gral~tor_ ~~ even if the property is nut the kind in «-hch Trus(;ee is aut•ho3'ized lie law to invest trust; funds. (i') To du all other acts in its judg~,»ent.~ deemed necessary or. desirable for the prope~° anal advantageous management, inirestment a~.1d disti•ibuf;ion uI'the Trusts. ~~ AP~TICL ~ S: Tl~te 7~~~ustee is authorized to distribute }~~i•incipal and/ur incuiue in any on~~ u~~• n7oi•e of the following v+~a~ s if th~~ '_CrLSteP. in I the discret,iun of the Trustee, considers the. beneficiary ti~ntable to apt~h~ dist,rihutiuns tc~ t;he beneiiciar~-'s uwn l.~est. interests, or if tlu? bF.•neficiary is under' a lc~~al ', disability: ]5 la) Di~~ectly to the benef~cia~•y; (b) To 1,he Trustee, or to anothe~~ person selected by the Trustee, as custodian under the Penns~~lvania L?z~ifoi~m Than~fel•s t~~ T12inors Act as to ~ beneficiary tu~der~ the age of twenl;y-one (`~~) Fears: (cj To a z~elative of the beneficia~~•y, i,o be exraended by that relative for the benefit of the beneficiary: or (dj Py directly applying distributions for the benefit of tl~ie ~,~ beneficiary. Hou~evci°, the provisions of this Article shall not apply to and- dist~~ibutions to Grantor's v~rife from Trust B, if the effect would be to jeopardize the marital deduction, _if made, for that Trust. AI;TICLE ~~T: 1n the a}asence of actual kno~-ledge of a breach of trust, or inforniatioil concerning a possible breach of t~•ust that would cause a reasonable person to inquire; a successor' Trustee is under no duty to examine the accounts and records of any predecessor Trustee, or to i_nyuire ini;o the acts or omissions of such predecessor. is not liable for any fa.ilur_e to seek redress for any act or~ omission of such predecessor, shall have responsibility on]~~ for ~~~roperf,y ~yhich is actually delivered to such successor h~~ such pz~edeces~scn° and shall ha~~e all of t;lu~ powe7°s conferred. upon a Trustee hei°eunder. ARTICLE AIL The ~hrust.ee. on a_n azlntial 1,asis, shall protTide each income }:~eneficiary «~ho has attained the age of eighteen (1~~) dears; and i;he Guardian of the person of any income l.~eneficia.ry Z~~lzo has not att~~~ir.~ed the age of eighteen (7 ~3j years, statemetats sho«-ing transactions each Trust. established l6 for the benefit of that beneficiai_•~T. ~Tl~ie beneficiary, or the Guar-dian of the person of . I that beneficial°v, mad' waive this z•ight: ~,a ~~eceive air ~~nnual a~,:countin~. ~hhe T~°ust~e ~~ may. at. an~~ dine, settle any account, or questions concerning the administration of ~' an~~ Trust. established hereunder; b~' agreement ~yith the then current income j l_~eneficiaries of the Trust; if legalh~ competent, ot~ if not legall3' com~.~etent, in the. ~ i 'T'rustee's sole discretion, then with the Guai°dian of the person of such beneflciar~-. ~ the iegalh~ competent spouse of such beneficiar~~, o~° the oldest- legall~~ com3:~eterrt relative of such beneficiary who would take a portion of the estai,e of the heneficiary we~~e t;he beneficial°~- to die at that time il~test.ate under the la~~rs of the ~ Commonwealth of Penns=lyania. Any agreement made hereui~der shall bind alb persons v~rho mar ever have an interest; in such Trust; and shall constitute a release and discharge of the Trustee ~yith resl.~ect to transactions disclosed in said Agreement. Nothing herein shall be construed to prechtde the Trustee from seeking_ a judicial settlement of any account. ARTICLE XIII: Any person who shall have died at the same tinge as CTrant;or, or unde~• such circumstances that the order of deaths c~~nnot be established by pl°oof, or v~thin tlli~°ty (3U) days of Grantor's death; sh~dl be ~~, deemed to have predeceased Grantor. Any person (other than Gi°antorj wlao shall ~j ~~ have died at the same time as any then recipient of income or under such ~~ circumstances that, the order of deaths cannot be estal.~lished ley ~_~roof, shall. be cleaned t,o have predeceased that beneficiary. !~RTLCLE ~I~~: Should Grantor or G3•antoi's wife; }~~~~ ~~~~:ill ol° Agreement of Trust, establish 'Trusts silnil~u° to the Trusts created udder this I Agrecmcnt~, the T~°ustee of each of the Trusts ci°eated under i-,his Agreement shall ~, have the right of merging it with any simila~• ~Trltst 1'or the same beneficiaries created by Grantor o~° Grantor's wile and operating each. of t;he merged Trusts as a single 't'rust. J7 ARTICLE ~'~~ : Grantor reserves the right t,o amend. modif~~ oz~ revoke this Ti•ust. ARTICLE ~~'L Granter makes the follov~~•ing provisions tivith respect to Trust,c.es: (a) Afi,er Grantor's death., Gr~mtoa~'s wife, NANO' RE1S'I' PPLEIS. shall. continue to serve as sole Trustee. However, she sh~:d1 have ~i;he right to appoint. a Co-Trustee and the right to appoint; the person(s) which sel:we as successor Trus~;ee iii the event of a vacancy in the office of Trustee. She shall also have t;he right to .remove any person. as Trustee or Co-Trustee, and to appoint a successor Tr~istee to set°ve in that person's place. if shedoes xiat appoint asuccessor Trustee, or i1'the person(s) so appointed are :unable or refuse to serve, ~'%~NGtTgRI~ NATIONAL TRUST COMPAN3" shall serve as T.i°ustee. After t;he death of Grantor's wife, each Trustee shat] have the power to appoint. his, her or its successor°. (b) Aftex• Grantor's death and a}ion the inability 01° refusal of Grantor°'s wile to see°ve as Cv-~hrustee, and if she has not exercised her right to appoint a successor `hrustee. ~~'1LLI~~.NI R. GEISEL shall serve as Co-Ti°ustee. ~'ILLIAIVI. Imo. GI!;l~;EL shad] have the power, i.1'serving~ as Co-Trustee, to remove az~~V izlstilutional Trustee, pl°o~-ided he appoini,s another iilstitut,ional 7~x°ustee which accepts the appoini.inent. (~:) Fach al:~poiiitinent of ~ successor Trustee shall be in wi•it,in.g and sha11 be Bled with the court in t}_~_e ,jurisdiction whic}~ is the sites of the Trust. The w~°ittelz in.st,~°unlent shawl be sig~led hy~ the person haviT.~g the power to make t;he a_ppointment,. J8 (d1 No Trustee shall be responsible fo~• the acts o~° omissions of anv oi;hei° Trustee. (e) Any Trustee mad- delegate investment and relat~~~d management. functions to the other Trustee, provided th.e other Trustee accepts delegation in writing. To t}ae e~tei~it ~~a.ccepted. the delegating Ti°ustee shall be relieved of responsihilii;y for the investliient decisions of the Tz•ustee to whom investment, and related management fiuictions were delegated. (~ A_ Trustee shall be deemed to have accepted the office of Trustee as to Trust property only to the extent it. accepts that property by written instrument delivered to the Executor of Grantor's estate. ' Should a Trustee refuse to accept property from Grani;or's Executor, the i'xecutor shall. have -the ~~ower to select another person to ser•~~c+ as Trustee, or to divide any Trustcreated by this Agreement (pursua_nt to the powers granted in AP.TICLE Ia(n)) so as to pei•~nit one 1-,erson (or persons) to sel°ve as Trustee with respect to some Trust property and ' another person (or persons) to serve as Trustee v~~ith respect to othc3• ~' T`i°ust property. I (~) The 'hrustee shall hake the right, to receive reason~il_~le compensation foi° services rendered. (}aj ~hhe Trustee shall nok lie liable or accounta~~l-e Tor an-,~ loss ~~ that naafi- ~°esult from i;l~e good i'aith exercise of'the authority gral7ted in '~ dais Agreement. 1~ (ij The Trustee is specilIc~illy relieved fi~olli the duty ~~f ding '~ bond or entering secul°itv. ` (j) Anything herein to the contrar~~ notwithstanding, '~~ whenever VANGUARD NATIONAL TRt?S~l' COl\~IPAI\~- ("VN7'C") is i~~ i acting as a Ti°ustee hereunder, the following additional prueisioirs ~', shall apply (i) VNTC, upon. its acceptance of the ti°usteeship, shall achllinisi;ei:• the 'T'rust in good faith and impartialh~ as a prudent fiduciary would, in accordance. «rith its terms and purposes and the inter°est of the '; beneficiaries. VNTG shall. not be i°equired to post }~ioi~d or ~'~ to maintain a capital reseree in excess of that required b~- j la~~c~. (ii) VNTG shall indicate its .acceptance of a 'Trust asset by specifically identif~-ing the asset on a j VNTG account sta_ten~ent. In dccidi7zg whether to accept a T3°ust asset, VNTG may take into consideration i~~hatei~er~ factors i1; then deems appropriate. including t le ~~ results of an environmental. audit, the cost. of which shall be paid by i,he Trust. if ~'N'hC refuses to accept a Trust asset, such asset, shall l,e held in separate t.rL~st 1_~~~ the j remaining Trustee or, if none. by a special Trustee who shall be ap~_~ointed by the 7~~•usi cre~.rtor or by ~~ court upon I ~~~e~t;ii,ion of. any ini,erested party; the cost of which shall be ~' paid I:~S- the Trust. ~~ (iiij The principal place of admini.stratiot~ of the ~; Trust, shall be tl~te county and state in ~~~hich tl~ie ~'NTC '~ trust office admit~risi-eying the Trust is located. All questions relating to i;he administz°ation of'the Trust shall be goeerned b~- the laws of such jurisdiction. VNTC ma~- change the principal place of administration, afte7• notice t,o the beneficiaries then eligible to i°ecoizre Trust. dish°ibutions (he~•eafter "qualified beneficiaries"). (ivj VNTC may examine the records or account of '~~ a predecessor Trustee, but it shall have no duty to take steps to redress a bt-each of .trust committed by an~~ other Trustee. ~rNTC inay compel a prececessor• Trustee to account for ot• deliver Trust assets, but. it shall ha~Te no duty to do so. ~~ (vj VNTC is specifically authorized to in~~est: iii and ~~ot;e securities with the management. of mutual funds affiliated with THE V~NGU~~P,D GI~OUY, II~C. ("~%ANGUARD"), e~~en if' such mutual fiords wit] comprise I ~~~ the entire Trust estate. In addition; VI~Tr1~C is specifically i authorized t.o engage i;he set°aices of anal transact Trust ~~ business with any VANGUARD affiliate. (vi) Trust. assets sha11 be in~~ested in accordance with tl~ic prudent investor t°ule. Vh1'1'C mat- acce~~t the ij delE>gation of I'iduciar5- ittvest,mezit, discretion front any- i individual co-trustee who so requests. ~~ (vii) The administrative non-dispositive terms of the Trust may be modified Liy ~~NTC, afi.er notice to the qualified beneficiaries and with the consent of all othe~~ Trustees then serving, in an~r manner that wih_ fui°ther ~,~ the purposes of the Thrust and not impair' or rechice anv federal or scat.e tax benefits al~~plicable to the Trust. or an~- of its beneficiai~•ies. (viii] ~rNTC may transfer its trusteeship of the ~~ Trust. to another trust company affiliated with %ANGUARD upon the terms of these provisions. after I notice to the qualified l.~eneficiaries, and with the conseni ~ of all other Trustees then serving. VNTC mar reject or j resign the trusteeship at any time. (ix) VNTC shall be entitled to receive (1) reasonable compensation for its services in accordance with its schedule of feesineffect from time to time, ~~ ~~ undiminished by payments received by VANCtUA~'tiD from i mutua} funds. in which ~h~°ust assets are invested, and (2j reimbursement for expenses properly incurred i.n ~th_e ~ administration of the Trust. including, but not limited to, ta., preparation, accounting, and. attorney lees. ARTICh~ ~~iII: '1~he initial sites of this Trust shall be Ctunl_~erland Cuunt~r, Pennsylvania. The Trustee may dei,ermine, fr~~n~i f,ime i,o t,ime to change the sii;us of airy Trust established Linder this ~lgreeanent. I}_r~~~~e~~E~~•. no change in si.l.us sha}.} be effecl;ive uni;il tivritten notice steal} have been p~°ovided to the income beneficiary of the Trust. ~~ IN tiVITNESS ~~rrHER.EOI'; HARRY ~~'. PREIS ha.s hereunto offE>>°ed her hand acid seal as Grantor and IiARI~Y ~~'. PRElS and. h;'ANCY REIST I'PLEIS have. offered their hands and seals as Trustees all on the da~~ and Year first above ~~ written. GP~ANTOIZ: ,, i ~j ~ ~ u f; .- yL /,,- , :"% ._1 (SISAL) ~, ~ 'fitness HARRY ~~ PREIS TP.USTEES: <~~ ~',/ ~~y. ,~~_ {SEAL) ~~ritn ss HARR~r ~T.'PREIS ~ ,-~.~s ~~ritnes ~ NANCY REIST PREIS (.SEA.L) COI~!tMON«`EALTH Oh PENNS~ L~~'ANIA COUi~T~I'ZT OF ~,~ j ~ SS: On i;his, the~~day of 2ou3 ,before me, a Nc~tar~~ Public, t,lie undersigned officer, persona.ll5' appeared NANCh IZELST PYtiEIS and I~ARP~" ~~1r. PP~EIS, known to me (or satisfactorih° proven] to be the persons «~hose names are Subscribed to the within instrument, and acknowledged that their executed the same for the ~w:~ ~o ~~ ; I I se~_ therein contained. IN FITNESS ~~rIIER +'OF, I hereunto sel, my notarial seal. i ~~ ~ ~--~. ~~--~- Notar~~ Public MS' Commission Expires: (SEAL) ~-~ i~loTlif~l~°;!~~E~l CYNTIiI~ J. RULE=, PaoYary Pubic Camp k~iil Botr;., C1um,e~,land Coun S CHLDULE "A" JL~l1Lo \Y<<.J~~~1LD~11v .['~~`JfJl\lJiell~d~~1~1Le1 \y~l ~L~ll' 11 ~i1p~~~i ~ 11 HARRY W. PREIS REVOCABLE TRUST FOURTH AMENDMENT made this ~ -" day of ~~~,f.- _;;~~ 20 / by Iv~gNCY R ~~ , -.~> EIST PREIS, Guardian of the Estate of ~LgRRY W. PREIS, as Grantor, and NANCY REIST PREIS, Individually as Trustee and Guardian of the Estate of HAP~RY ~V. PREIS, to Revocable Agreement of Trust of Harr~T W. Preis dated January 31, 2003. WITNESSETH: WHEREAS, Grantor established a Revocable Agreement of Trust ("Trust Agreement"j dated January 31, 2003; and WHEREAS, ARTICLE ~iV of the Trust Agreement reserves the right to Grantor to amend the Trust Agreement; and WHEREAS, Grantor made an Amendment to Revocable Agreement of Trust by Amendment dated February 13, 2003; and WHEREAS, Grantor made a second Amendment to Revocable Agreement of Trust by Second Amendment dated. November 25, 2003; and WHEREAS, Grantor made a third Amendment to Revocable Agreement of Ti°ust by Third Amendment dated August 31, 2005; and WHEREAS, Grantor was declared incompetent and NANCY PLEIST PREIS was appointed Guardian of the person and of the Estate of HARRY «~. PREIS, by order of the Court of Common Pleas of Cumberland County, Pennsylvania dated April 7, 2010; and ti~%HEREAS, NANO' REIST PREIS as Guardian of the Estate of HARRY W. PREIS desires to amend the Trust Agreement. NOW, THEREFORE, intending to be legally bound hereby, Grantor amends the Trust Agreement as follows: L ARTICLE III (b): (b) Trustee thereafter shall. if Grantor predeceases Grantor's wife, 1\?gNCY REIST PREIS, divide the remaining Trust Property, proceeds from or on account of insurance policies, and any other assets payable to Trustee (collectively the "principal") into two (2) parts, each of which shall be held in trust and constitute a separate Trust Fund, to be known as "Trust A" and "Trust B": "Trust A": There shall be placed in "Trust A" that fraction of the total principal of which the numerator shall be a sum equal to the largest amount that can pass free of Federal estate tax by reason of the applicable credit amount and the state death tax credit (provided that. the use of this credit does not require an increase in state death taxes) allowable to Grantor's estate but no other credit and after taking account. of property passing outside of this Agreement of Trust which does not qualify for the marital or charitable deduction and after taking account of charges to principal that are not allowed as deductions in computing Grantor's Federal estate tax, and of which the denominator shall be the value of the total principal. For purposes of establishing this fraction, the values finally fixed in the Federal estate tax proceeding relating to Grantor's estate shall be used. Grantor recognizes that the numerator of i,he fi action may be zero (0), in which case no property shall pass to "Trust A" and that the numerator may be affected by the action of the Executor of Grantor's estate in 2 exercising certain tax elections. If at the time of Grantor's death, the Federal Estate Tax does not exist or does not apply to Grantor's estate, the language in this Agreement shall be interpreted as if Grantor had died in `009. "Trust B": The balance of the principal not placed in "Trust A" shall be placed in "Trust B". 2. In all other respects, Grantor and Trustee hereby confirm and ratify the Harry ~%. Preis Revocable Agreement of Trust, as previously amended by Grantor. / IN V6'ITNESS WHEREOF, Grantor and Trustees have set their hands and seals this ~ day of ~'~~ , 2010 . VG'itness ~ ~ ? ~~ «'itness.~J GRANTOR: ~~ ~;~ ~~~c~ ~ ~~ ~ ~ T~~ ~ (SEAL) NANCY R IST PREIS, Guardian Estate of HARRY W. PREIS TRUSTEES: (SEAL) NANCY REIST PREIS, Guardian Estate of HARRY W. PREIS J - J- ~~ ~ ~ ~. ~ ,~ S > ~ 1 ~~-v ~~-~ ~ h s~,,~ ~, j ~ ~~~~~ (SEAL) / Witzless I~~gNCY REIST PREIS COMMOI~?WEALTH OF PENNSYLVAI~?IA C O li NTY O F ~~ On this, the ~~ da5- of ,~r1.v~.~--t' the undersigned officer, personallS- appeared NANCY REIST PREIS. known to me (or satisfactorih~ proven) to be the person whose name is subscribed to the within instrument, and acknowledged that she executed the same for the purposes therein contained. IN VGjITNESS «jHEREOF, I hereunto set my notarial seal. 1 r~ (/~ C-~.h~. Notai T Public My Commission Expires: (SEAL) COMMONWEALTH OF PEN'r:sYLVANIA NOTARIAL SEAL CYNTHIA J. RULE, Notary Fublic 1 Lemoyne Eoro., Cumberland County ~ My Commission Expires February 3, 2012 SS: 20 ~ ~` ,before me, a Notary- Public, APPOINTMENT OF CO-TRUSTEE HARRY W. PREIS REVOCABLE TRUST s~ APPOINTMENT OF CO-TRUSTEE made this ~ ~ day of ~'~2G.~~.~ 2007, by I~?ANCY REIST PREIS; Trustee of the HARRY W. PREIS REVOCABLE TRUST. WITI\?ESSETH: WHEREAS, HARRY W. PREIS as Grantor, and HARRY W. PREIS and NANCY REIST PREIS as Trustees, entered into the Harry 4V. Preis Revocable Trust by Agreement dated January 31, 2003; and V<<HEREAS, ARTICLE ~V of the Trust Agreement reserved the right to Grantor; HARRY W. PREIS, to amend the Trust Agreement; and WHEREAS, Grantor, HARRY W. PREIS, did execute amendments to the Harry fir. Preis Revocable Trust on February 13, 2003, November 25, 2003 and August 31, 2005; and ~~'HEREAS, Grantor, HARRY W. PREIS, is no longer, due to the infirmities of age, able to manage his financial affairs to his own benefit; and WHEREAS, NANCY REIST PREIS is currently serving as the sole Trustee of the Harry W. Preis Revocable Trust and desires to appoint HERSHEY TRUST COMPAl\'Y as Co-Trustee. NO~~T THEREFORE, intending to be legally bound: 1. Ant ointment. of Co-Trustee. HERSHEY TRUST COMPANY is hereby appointed Co-Trustee with NANCY REIST PREIS of the Harry W. Preis Revocable Trust. 2. HERSHEY TRUST COMPANY does hereby accept the ahl~ointment as Co-Trustee of the Harry W. Preis Revocable Trust, SUBJECT TO ALL THE TERMS OF TFLAT Trust; as amended from time to time. IN WITNESS WHEREOF, the undersigned has caused this instrument to be executed on the day and year first above written. ~// ~ ,~ W~tness ,~~ -1 l ~~ ; ;:.y l~ ~ti ~, ~ ~ mss;., hTANCY REIST PREIS Attest: By: Name: i.~}'~c;s;.rc~.~ C - K'e~-~-/ itle: 1~~ =~ t ~~ ~-~- HERSHEY TRUST COMPANY By~ Title : (~t c..E~ r'~~e.i ,~cC ~,,.~, COMMON«'EALTH OF PENNSYL~ ~~NIA ~\`~ SS: C O ti NTY O F ~~~ On this, the~~day of ~^~'l , 20 07 ,before me, a Notary Public, the undersigned officer, personally appeared NANCY REIST PREIS, known to me (or satisfactorily proven) to be the person whose name is subscribed to the within instrument, and acknowledged that. she executed the same for the purposes therein contained. IN WITNESS WHEREOF, I hereunto set my notarial seal. IC--~-~-~-. Notary Public My Commission Expires: (SEAL) COMMONWEALTH OF PENNSYLVANIA NOTARIAL SEAL CYNTHIA J. RULE, Notary Public Lemoyne Boro., Cumberland County M Commission Expires February 3, 200$ COMMO?~~~rEALTH OF PENNS~ L~%ANIA SS: COUNTI OF - C~c.~.~J/~-.~~-. On this, the ~~'~day of '<~r~u-G~~ , 20 ~~ ,before me, a Notary Public, the undersigned officer, personally appeared >~~ b-c~I' >~- ~-~~-zeJ` who acknowledged himself/herself to be the lf~ ~ ~~e~ ~'~~"`~ of HERSHEI TRUST COMPAIv'Y, and that as such tint ~' 1" /~~~d~-r~-'` ,being authorized to do so, executed the forgoing instrument for the purpose therein contained by signing the name of the corporation by himself/herself as IN WITNESS WHEREOF, I hereunto set my no vial seal. Notary P lic My Commission Expires: v ~~o~ f ~~ Z• 7 (SEAL) Natariffl Seal Lisa L. f=iergaHini, Notary Public Derry Twp., Dauphin County Nly Comnrssion Expire fJ~ay 5, 2007 ~ Member, Pennsy+va~a ~+ssMiation Of Noiaries 11 1L 11~~~1L1' d 11.1'1111 .ice V lLJ'~1Ldd V 11 ~~ ~~~y~y~~'1~1BIL,IC ~~vrlE~l~ I~~~[l~?~Y`7[y ~1~ "1I"]~L7~`II` HARRY W. PREIS REVOCABLE TRUST THIRD AMENDMENT made this ~ 1 day of ' -f- '- ~-- , 20 ~ ~ , by HARRY W. PRETS, as Grantor, and HARRY W. P~ TS and NANCY REIST PREIS, as Trustees, to Revocable Agreement of Trust of Harry ~'. Preis dated January 31, 2003. ~jITNESSETH: WHEREAS, Grantor established a Revocable Agreement of Trust ("Trust Agreement") dated January 3:1, .2003; and V~THEREAS, ARTICLE ~iV of the Trust Agreement reserves .the right. to Grantor to amend the Trust Agreement; and WHEREAS, Grantor made an Amendment to Revocable Agreement of Trust b5> Amendment dated February 13, 2003; and ~~4THEREAS, Grantor made a second Amendment to Revocable Agreement of Trust by Second Amendment dated November 25, 2003; and WHEREAS, Grantor desires to amend the Trust Agreement. NOW, THEREFORE, intending to be legall3~ bound hereby, Grantor amends the Trust Agreement as follows: 7 . Grantor hereby confirms that; the First Amendment dated February 13, 2003, to the Revocable Agreement of Trust is revoked. in its entirety. 3. Grantor hereby amends Article ~1'I (b) to provide as follows: (b) After Grantor's death and upon the inability or refusal of Grantor's wife to serve as Co-Trustee, and if' she has not exercised her right to appoint a successor Trustee, WILLL4M R. GEISEL shall serve as Co-Trustee with HERSHEY TRUST COMPANY, Hershey, Pennsylvania, or any other institutional Co-Trustee then serving. In the event of his death, inability or refusal to serve as Co-Trustee, ELYSE E. ROGERS shall serve as Co-Trustee. Any individual Co- Trustee shall have the power to remove any institutional Trustee, provided the individual Trustee first appoints another institutional Trustee which accepts the appointment. 4. In all other respects, Grantor .and Trustee hereby confirm and ratify the Harry 4~'. Preis Revocable Agreement of Trust. IN WITNESS WHEREOF, Granter and Trustees have set their hands and seals this ~ day of ~5~ , 20n~ GRANTOR: r __~ ~ ~~ itness ~ '''~ L (SEAL) HARRY W. PRELS TP~USTEES: ,J' ` Z`) -1_! /,::'Lip ~, `- % ~ ''; i ~~~ ~ (-SEAL) itness HARRY W~ PREIS ~ '• ~~'' (~ ~ j~~ ~ ~ 1 ~'.. ~_. , ~ ~, , ~,s ~.: -~ (SEAL) V~ness NANCY REIST PREIS 2 COMMONV~rEALTH OF PENNS~TLVANIA COUNTY OF ~ SS. On this, the ,"day of , 20D5 ,before me, a Notary public, the undersigned officer, personally appeared HARRY W. PREIS and NANCY REIST PREIS, known to me (or satisfactorily proven) to be the persons v~~hose names are subscribed to the within instrument, and acknowledged that they executed the same for the purposes therein contained. IN WITNESS WHEREOF, I hereunto set my notarial seal. Notary Public My Commission Expires: (SEAL) CpMMONWEALTM OF PENNSYLVANIA NOTARIAL SEAL CYNTHIA J RULE, Notary Public Camp Hill Boro., Cumberland County My Commission Expires February 3, 2D08 ~ l~ ~;` ~~s\ ~?~ d~~ ~'~I IE~s`~"~:i~ vii I~s~YOI~.' °ll.,~~ HARRY W. PREIS REVOCABLE TRUST -z SECOND AMENDMEI~TT made this ~S~~day of /' (/(/~(,C~~~ -1 20~, by HAP~RY W. PREIS, as Grantor, and HARRY W. PREIS and NANCY REIST PREIS, as Trustees, to Revocable Agreement of Trust of Harry «%. Preis dated January 31, 2003. ~'ITNESSETH: WHEREAS, Grantor established a Revocable Agreement of Trust ("Trust Agreement") dated January 31, 2003; and WHEP~EAS, ARTICLE ~V of the Trust Agreement reserves the right to Grantor to amend the Trust Agreement; and WHEREAS, Grantor made an Amendment to Revocable Agreement of Trust by Amendment. dated February 13, 2003; and WHEREAS, Grantor desires to amend the Trust Agreement. NOS', THEREFORE, intending to be legally bound hereby, Grantor amends the Trust Agreement as follows: 1. The First Amendment dated February 13, 2003, to the Revocable Agreement of Trust is hereby revoked in its entirety. 2. ARTICLE ~?I is hereby amended to provide as follows: ARTICLE VI: The following provisions shall apply to the unappointed principal of "Trust A" after the death of the survivo~° of Grantor's wife, i~~4NCY REIST PREIS and Grantor: (a) Trustee shall pay over the "Ordinary Distribution" in convenient, at least annual distributions as follows: (i) FIFTY (50%) PERCENT Grantor's nephew. WILLIAM R. GEISEL; (ii) TWENTY-FIVE (25%) PERCENT to NILA MILLER, who has been of great assistance to Grantor during his lifetime; and (iii) TWENTY-FIVE (2~°io) PERCENT to DOhTALD ~'AGNER. who has been of great. assistance to Grantor during his lifetime. On the death of one of them, the Ordinary Distribution which would have been paid to the deceased beneficiary shall be pro-rated between the surviving beneficiaries in the proportion by which they had been receiving the Ordinary Distribution. (b) The Trustee shall also pay to Grantor's nepheur, WILLIAM R. GEISEL, so much of the net income in excess of the Ordinary Distribution and so much of the principal of this Trust as the Trustee deems necessary to meet an emergency or medical need of Grantor's nephew for which he has no other resources. (c) Upon the death of the survivor of WILLIAM R. GEISEL, I~TILA MILLER, and DONALD VVAGNER, the Trust shall terminate and the Trustee shall distribute the remaining assets of the trust. as follows: (i) TEN (10%) PERCENT to CAMP HILL PRESBYTERIAN CHURCH, Camp Hill, Pennsylvania for the purpose of supporting its day care program; (ii) TEN (10%) PERCENT to MERCERSBURG ACADEMY, Mercersburg, Pennsylvania; (iii) TEN (10%) PERCEh?T to the SALVATION ARMY, Harrisburg, Pennsylvania; (iv) TEN (10%) PERCENT to PINE STREET PRESBYTERIAN CHURCH, Harrisburg, Pennsylvania, for the maintenance and improvement of the Boyd Building and for the support of Downtown Daily Bread; (v) TEN (10%) PERCENT to the AMERICAN RED CROSS, Harrisburg, Pennsylvania; (vi) TEN (10%) PERCENT to the CAMP HILL COMMUNITY FOUNDATION, Camp Hill, Pennsylvania, for purposes of maintaining Siebert Park; (vii) FIVE (5%) PERCENT to MESSIAH COLLEGE, Grantham, Pennsylvania; 3 (viii) FIFE (5%) PERCENT to MESSIAH VILLAGE, Grantham, Pennsylvania; (ix) TEN (10%) PERCENT to MTHESDA MISSION, Harrisburg; Pennsylvania; (x) TEN (10%) PERCENT to THE PINNACLE HEALTH FOUNDATION, Harrisburg, Pennsylvania; and (xi) TEN (10%) PERCENT to HOLY SPIRIT HOSPITAL, Camp Hill, Pennsylvania, to support the education of wound care nurses, or the creation of a facility for wound care in memory of Harry 4~~. Preis and in honor/memory of Nurse Peggy Concini. 2. ARTICLE ~iVI(b) is hereby amended to provide as follows: (b) After Grantor's death and upon the inability or refusal of Grantor's wife to serve as Co-Trustee, and if she has not exercised her right to appoint a successor Trustee, WILLIAM R. GEISEL shall serve as Co-Trustee with VANGUARD hT~TIOI~?AL TRUST COMPAIv'y, or any other institutional Co-Trustee then serving. In the event of his death, inability or refusal to serve as Co-Trustee, ELZ'SE E. ROGERS shall serve as Co-Trustee. Any individual Co-Trustee shall have the power to remove any institutional Trustee, provided the individual Trustee first. appoints another institutional Trustee which accepts the appointment. 3. In all other respects, Grantor and Trustee hereby confirm and ratify the Harry W. Preis Revocable Agreement of Trust. IN 4~'ITNESS WHEREOF, Grantor and Trustees have set their hands and seals this -l~ dad- of f~n~-~-~-~ . 20 ~'3 i ~~ f ~ ~~~ Witness ~ ~ I~C~ -~ Witn ss ~' 2~~ V~ritnes GRANTOR: ~'~ Y ~ ~ ( (SEAL) HARRY W. PREIS TRUSTEES: (SEAL) HARRY VS%: PREIS i~ o.~-~ ~ ~ ~~" t~~-~, s ~sEAL~ NANCY REIST PREIS COMMONWEALTH OF PEI~?NSYLVANIA SS: COUNTY OF ;~~~~'' On this, the Z-Slay of ~V~20 Q3 ,before me, a Notary Public, the undersigned officer, personally appeal°ed HARRY W. PREIS and NANCY REIST PREIS, known to me (or satisfactorily proven) to be the persons whose names are subscribed to the within instrument, and ackno~~ledged that they executed the same for the purposes therein contained. IN WITNESS WHEREOF, I hereunto set my notarial seal. Notar Public My Commission Empires: (SEAL) _..~.-- ~~ j~wJTF~RIA! SeF~:- /~Crr-Y-~VTH{{l~'1 ~i1J ~ !„~ ~; fly ~'~biic Rtc.l C11I1 } 1IIII ~JrF. JU"`"1~° )Gr1~~ ilO nliry~ Illl ._:. .__. _. ..___~.-_. I=~II~',~'~%i~i~~C~~d~~I~>>L,~~~ ~~~«~~r](~' 1I~~1E~1~'1~1~;~ ~~~'lI~' «:~~1[J~ `~T'1[~_~~~"~ ` ~[~' HARRY VV. PREIS RE~~UCABLE TRUST AMENDMENT made this ~ ~ day of ~.~~ . 20 C~ , b~~ HARRY ~~~. PREIS, as Grantor, and I-IARI~1 VG'. PREIS and NANCZ" REIST PRElS, as Trustees, to Revocable Agreement of Trust of Harry W. Pz•eis dated January 3I. 2003. «'ITNESSETH: ~~'HEREAS, Grantor established a Revocable Agreement of Trust ("'I~rust Agreement") dated. January 31, 2003; and ~~%HEREAS, ARTICLE ZV of the Trust Agreement i•esei yes the right t,o Grantor to amend the Trust Agreement; and WHEREAS, Grantor desires to amend the Trust Agreement. NO~~', TIIEREPOPtiE, intending to be Legally bound hereby; G~°antor amends the Trust Agreement as Iollows: 1. ARTICLE VI is licreby amended to provide as folio«~s: ', AR~I,ICLE ~~I: The following provisions shall apply to i;he unappointed principal of "Trust A" after the death of the survivox• of Grantor's wife, I\?~NCZ'' REIST PRELS and Grantor: (aj Trustee shall pay over the "Ordinary- Distribution's in convenient, at least quarterly-, equal shay°es to Grantors cousin, JULIA JOHNSON, of Summers, Ne«~ York; Grantor's nephew, «'ILLL~II~I R. LEIS ~'L; and Gs°antor's sister-in-law, ELIZABETH REIST GEISEL. '~ On the death of one of them, the entire Ordinary Distx°ibution shall be ~, paid in equal shares to the survivors, and nn the death of two of them, '~ the Ordinary Distribution shall be paid to the survivor. (h) The Trustee shall also pay to Grantor's cousin, JULIA JOHNSON, of Summers, New Fork, Grant;or's nephew, WILLIAM R. GEISEL, anal Grantor's sister-in-law, ELIZABETH REIST GEISEL, as are living from time to time, so much of the net income in excess of the Ordinary Distribution. and so much of the principal of this Trust. as the Trustee deems necessary to meet an emergency or medical need of Grantor's cousin, Grantor's sister-in-law, or Grantor's nephew for v~Thich he or she has no other resources. (c) Upon the death of the survivor of Grantor's cousin, Grantor's nephev~~, and Grantor's sister-in-law, the Trustee shall distribute the remaining assets of the trust as follows: '~, (i) TEN (10%) PERCENT to CAMP HILL ~'~, PRESBYTERIAN CHURCH, Camp Hill, Pennsylvania for the purpose of supporting its day care program; (ii) TEN (10%) PERCENT to :HARRISBURG CADEMY, ~~rornileysburg, Pennsylvania; (iiij TEN (10%~) PER,C ;'NT to the SAL~rATION ARMY, Harrisburg, Pennsylvania; (iv) TENT (10°io) PERCENT to PINE STPLEET PRESBZ'TERIAN CHURCH, Harrisburg, Pennsylvania. '~ fur the maintenance and improvement oi• the Board j Building and for the support of Downtown Daily Bread; (v) TEN (L0%) PEP,,CENT to the AMERIC ~N RED CPLOSS, Hari°isburg; Pennsylvania; (vi) TEN (10%) PERCENT to the CA1~2P HILL COMMtTNIT1~ FOtTND ~TION, Camp .Hill, Pennsylvania, ~~; for purposes of maintaining Siebert Park; (vii) FIVE. (5°ii,) PERCENT to MESSIAH COLLEGE, Grantham; Pennsylvania; (viii) FIVE (5%) PERCENT to 1VIESSI ~H VILLAGE, Grantham, Pennsylvania; (ix) TEN (10%) PERCENT to BETHESDA ~~~ MISSION, Harrisburg, Pennsylvania; (~) TEN (IO°io) PERCENT to ~hHE PINNI~CLE ~, H ~ ALTH FOUNDATION, Harrisburg, Pennsylvania; and ~~ (~i) TEN (IO%) PERCENT t,o HOLZr SPIRIrI' ~, HOSPITAL, Camp Hill, Pennsylvania, to suppoi°t the education of wound care nurses, or• the creation of a ~,~ facility fo~° wound care in memory of Harm- ~~r. Preis and I in honer/memory of Nurse Peggy Concini. 3 2. ARTICLE X~'I(ti) is hereby amended t:o provide as f'oll~~ws: (b) After Grant;or's death and upon the inability or refusal of Grantor's v<~ife to serve as Co-Trustee, and if she has not exercised her right to appoint a successor Trustee, WILLIAM P~. GEISEL shall serve as Co-Trustee with VANGUARD NATIONAL TRt1ST COMPANY . of° any other institutional Co-Ti°ustee then serving. In the event off' his death, inability or i°efusal to serve as Co-Trustee, ELYSE E. P~OGERS shall serve as Co-Trustee. Any individual Co-Trustee shall have t1~e power to remove any- institutional Trustee, provided the individual Trustee first appoints another institutional Trustee which accepts the appointment. 3. In all other respects; Grantor and Trustee hereby confirm and ratify the Hari°y W. Preis Revocable Agreement of Trust. IN V~rITNESS WHEREOF, Grantor and Trustees have set their hands and seals this ~ ~ day of ~Q , 20 G GRANTOR: 1 ~~ \ ` ~~i~itness ,~~ , ~~~~~ ~~ Fitness «'itness HARRY ~~T. ~'REIS TRUSTEES: '' /~~` /G` (SEAL) HAP~RY ~~'. PREIS NANCY REIST PREIS COI\~IMON~'EALTH OF PENNS~rL~'ANIA SS: COLTNTI 01~~ ~~..Wr--~r'~..~'c,~~ On this, the ~'~ da5~ of ~--~~ , 20 ~~~, before me, a Notar~~ Public, the undersigned officer, personall~r appeared HARRY" «'. PREIS and NANO REIST PREIS, known to me (or satisfactorihr proven) to be the persons whose names are subscribed to the within instrument, and acknowledged that they- executed the ~I same for the purposes therein contained. !~ IN «'ITNESS ~~HEREOF, I hereunto set mfr notarial seal. \; - ~ ~ ,LJw,,..~.~ Notaz•y Public `} NIy Commission Expires: (SEAL) -, - r r~~ _er ~+~~ .., ~ ~ ~~,..,, ,r,~;, :' - IN THE COURT OF COMMON PLEAS OF CUMBERL_~ND COUNTY, PENNSYLVANIA ORPHANS' COURT DIVISION IN RE: PREIS TRUST A NO. DISCLAIMER The undersigned, NANCI' REIST PREIS, being the surviving spouse of HARRY V~j. PREIS, intending to be legally bound, makes the following disclaimer: Disclaimant hereby disclaims the right to receive an annual payout from PREIS TRUST A under the Revocable Agreement of Trust of Harry VP. Preis dated January 31, 2003 based on the unitrust calculation of four (4%) percent of the average of the fair market value of the Trust, only to the extent it exceeds the net fiduciary accounting income of the Trust as determined under applicable provisions of Penns5=lvania law. Disclaimant hereby specifically retains the right to receive the net fiduciary accounting income, as calculated in accordance with Pennsylvania law, and the right to receive principal as necessary for the Disclaimant's proper support, maintenance and health care. This Disclaimer is irrevocable and unqualified. IN WITN SS WHEREOF, the undersigned has set her hand and seal this /.3 day of ~,,~_ , 2012. { <~ J Witne ~s 1'1 ~ n c~ C~ ~.J-, ~'~~-~ S NANCY REIST PREIS ---~ - r - - --~ ~.- ~ •.. ..__ E _ & ~ :- r ~~ _ ~`~ . - btmm~"' . PrcSY cra..,.-.^+nca"~i+ic*%'~; w+n„~:imn .~ .. ~._ ... ~ ~ ~se~,!„za~''~:aaC+;.>,y ~6nu+,~~rKVUS+., H.ARR`' N' PREIS i Account Market Value ' Stock Price as o' Total Market n~o9/201o value $40.530 $11,753.76 The aggregate amount paid to all Trust Beneficiaries in this distribution is $155,5?9,185.12. Invest©r 113 '. E3o~s seas s5os ~, 201 G Dividend Summary Recorc Date ~ Tota! Trust Dividenc per ter ~ T I t Curren: Distribut ol i ! rust n es Interests l 11/09/2010 290.OOD0 j $6.74 $214.66 Prio• Yea Payable Date l Tax Withhelc ! Net Distribution Dtstributior 12/14/2010 ~ $O.DO ~ $214.60 ~ $214.60 For inquiries about your account, you may visit www.bnymellon.comjshareowner/equityaccess, or call 1-806-649- Trust Beneficiary Infnnnation You may purchase or sell shares of MetLife, Inc. common stocM, through the MetLife Policyholder Trust (the "Trust"j, free of any commissions or other fees, under the MetLife Purchase and Sale Program, as amended. A copy o' the brochure describing the program is available on the Internet at www.metlife.com by selecting Investor Relations and then the Shareholder Services information page, or by calking the number fisted above. You are permitted to transfer your Trust Interests only in the circumstances described in the brochure. You may aisc Instruct that all (but not less than all) of your shares of MetLife, inc. common stocY. held by the Trust be withdrawn from the Trust. InformaLOn regarding your withdrawal rights may be found in the Purchase and Sale brochure or by calling the number listed above. 002857's G3 An annual shareholders' meeting to elect members of the Bc Directors of MetLife, inc. and for the transaction of otner ousu expected to be held on April 2fi, 2011- Tne oeadiine for sub shareholder proposals for conslderabon at this meeUna Is Novem 2010. A copy of MetLife. Int.'s annual report and proxy statement available tree o` charge on or before March 31, 2011, along wilt MetLifs, Inc. and Trust filings under federal securities laws, (i) internal at www.Metlife.com by selecting About MetLifs, Co Governance, under Related !mks, (iij by wnLng to MetLife. Inc., c/ Mellon Shareowner Services. PG Box 35£i447, Pittsburgh, PA 152E or (iii} by calling the number fisted above. These and other SEC tilt MetLife antl the Trust are aisc available on the Internet at wwwsec Please Nate: Imp®rtant 210 Tax i. ofarrnation I~ie' FORM 1099-DIV. U.S. TlaX INF©RM~TI©EV FOR 2Q~0 OMB NO.1545-011 DIVIDENDS/Dl5TR18Ul IUIVS COPY B FOR RECIPIENT RECIPIENT'S TOTAL ORDINARI' IDENTIFICATION NUMBER DIVIDENDS QUALIFIED DIVIDEfJDS FEDERAL INCOME TAX wIT - eor. 1H y 18 aor l sox c I $d oG 208-24-0893 I $214.60 $214.66 • PAYER'S NAME PAYER'S FEDERAL IDENTIFICATION NUMBER BNY MELLON SHAREOWNER SERVICES AS , CUSTODIAN OF THE METLI FE POLICYHOLDER TRUST 51-6516987 SECURITY DESCRIPTION TO WHOM PAID TRUST INTERESTS ~ HARRY Vd PREIS REPORTED BY 480 N 25TH ST THE RANK (1F NSW Y CAMP HILL PA. 17011-2101 MELLON 480 WASHINGT01~ BOULEVARD JERSEY CITY, NJ 07 ENEPOE~TANT 2Q1 Q TAX INF®E'~ATIC7N FOP, INrORMATIOIJ REGARDING THE ABOVE. CALL 1-&00-Cr T'nis is inlpor'~n+ tar I~torn-~aho ,Inc is d°ins furnisl cc Ic th_ Internal Feve nue Service- -, ~ ~-. ". ~~. ~ ~ - °~ ~ t! yoc arc requir~G tc 111 s renlrr e n>gliyenee p ualt,: of och e- sanctlor. maq be ~ ~ ~ ~i I I_ ~~' imposed on you i! rhi~ inr_ome Is taxabl! and ihr IR~ oeterrn tries that r has not beef ! r ~~: i t ,,, ~ ~ ~-~ ~~' ' ~~ reported. ~,„~. ~n~. i. ,. .,.i ,. ,. i,. _,. a, Jr~ar. 1 ~ ._ '. ..,. ~ ~1_ ..- r i^ ~ rn .r 4: _ gip:, I ~ ~ ,.I ... ~, r. ,-.L ., „~I , .,_ _ 5- r, a_,,Iti ,,.+~~=.. Nomin e.,. _ _. .i, ... I a i ,.. ,. ,.. 1.. is tr- t .., , I, . ~_ _, ~ ~ J.il~~J , i, ,rfi. 4(J -..'tl/f' I, , d= ) i. JI'. ~:'I r. ~I _ n r.~i-r _ ,, 1,.. ~.I ,I ~ ,. ,r... ~, ) ~i" .. -._,.., _ ._ ~~ _ . ~',.,, t ~ l'!!'. , .._ _ :~.](1' I. i (- i .~.. ' ~- ~ ~ _ Lit, I. <Ifr 14J'. 'J4 ,...it.~\ '.In %II .,f .~ ln~ 1 J•If.l,fi ,i, i, i_Ifl' ~f 4 F F ll Jlc ar ( 1 '. I rr ~~n / ~~` ~?}~+ q ' - ~~~ ~ ~ ~ EE ' ~it#Y ~ $~ u ~. ~ ~; L - ~' : _. R 1 t lei Y 1' ,. « !4 H i W: i Q , _. E' '~ f. / p' f I Y I -- G i [ -.F~ J' - eM ~ 4 E E ~ [ I 1 :.: F { r . r . -.' -1 !J Estate Valuation Date of Death: 07/22/2011 Valuation Date: 07/22/2011 Processing Date: 08/10/2011 Estate of: Harry W. Preis Account: Harry W. Preis IRA Report Type: Date of Death Number of Securities: 4 File ID: Preis, Harry IRA 1306 Shares Security Mean &/or Div & Int Security or Par Description High/Ask Low/Bid Adj'ments Accruals Value 1) 100 ALPS ETF TR (00162Q866) ALERIAN MLP NYSE Arca Equities Exchange 07/22/2011 16.12000 16.07000 H/L 16.095000 1,609.50 2) 100 CONSOLIDATED EDISON CO N Y INC (209111707) PFD $5 New York Stock Exchange 07/22/2011 98.2.0000 97.30000 H/L 97.750000 9,775.00 1.25 E 07/11 R 07/13 P 08/01/11 125.00 3) 364 ISHARES TR (464288596) BARCLYS GOVT CR NYSE Arca Equities Exchange 07/22/2011 109.66000 109.37400 H/L 109.517000 39,864.19 4) 277.912 VANGUARD FIXED INCOME SECS FD (922031836) STRM INVGRA AD Mutual Fund (as quoted by NASDAQ) 07/22/2011 10.77000 Mkt 10.770000 2,993.11 Total Value: $54,241.80 Total Accrual: $125.00 Total: $54,366.80 Page 1 This report was produced with EstateVal, a product of Estate Valuations & Pricing Systems, Inc. If you have questions, please contact EVP Systems at (818) 313-6300 or www.evpsys.com. (Revision 7.1.0) G _ __ TRUST AGREEMENT THIS TRUST AGREEMENT, is made this Z ~ day of7~-M ,•w~e., , 2007, between Harry V4'. Preis of Cumberland County, Pennsylvania, (hereafter referred to as "the Settlor"), and HERSHEY TRUST COMPANI', of Hershey, Pennsylvania, (hereafter referred to as "the Trustee") Trust Property. The S ettlor hereby transfers and delivers to the Trustee the property listed on Schedule "A" attached hereto, to have and to hold the same, and any other property which the Trustee may, pursuant to any of the provisions hereof, at any time thereafter hold or acquire, in trust, for the uses and puzToses and upon the terms and conditions herein. At all times the property including any investments and reinvestments and any earnings thereon shall be subject to the tern-zs and conditions of the Individual Retirement Plan Trust Account sponsored by Hershey Trust Company (the "Plan") 2. Dispositive Provision. The Trustee shall pay the net income and principal to the Settlor or such other person or entity as the Settlor may from time to time direct, in accordance with the following. (A) During the lifetime of the Settlor the Trustee shall pay to or for the use of the Settlor such amounts from the income or principal of the trust as the Settlor may request subject to the provisions of subsections (C) and (D) of this Article. Any income not distributed or expended may be accumulated and invested in the same manner as the principal of the trust estate. Additionally, the Tz-ustee may pay to the Settlor or apply directly for the use of the Settlor, such amounts from income or principal of the trust as the Tz-ustee, in its sole discretion, shall deternune to be appropriate for the Settlor's welfare, comfortable support, and maintenance subject to the provisions of subsections (C) and (D) of this Article. (B) Whenever income or principal is to be paid to a person under a legal disability, or to a person not adjudicated incapacitated, but who by reason of illness or mental or physical disability in the Tz-ustee's sole opinion, is unable to properly administer such payments, payment may be made (i) directly to such beneficiary; (ii) to the legally appointed guardian or attorney in fact of the beneficiary; (iii) to some near relative of the beneficiary entnisted with the care of the beneficiary, to be applied for flee sole use of the beneficiary; or (iv) dis-ectly to those furnishing services to the beneficiary. The receipt of any of the foregoing shall be a complete discharge to the Trustee, which shall not be bound to see to the application of any such payment. The opinion of the Trustee with regard to the disability or capacity of any beneficiary hereunder is binding, in the absence of medical evaluations to the contrary, and the Trustee shall not be held liable for the exercise of its discretion in this matter, absent gross negligence. (C) Notwithstanding any provision of this agreement to the contrary, the distribution of the income and principal of the trust shall be made in accordance with Section 408(a)(6) of the Internal Revenue Code of 1986, as amended (the "Code") and the regulations thereunder, the provisions of which are herein incorporated by reference. (D) The Settlor's entire interest in this trust must be, or begin to be, distributed not later than the Settlor's required beginning date, April 1 following the calendar year in which the Settlor reaches age 70'/z. By that date and in addition to the other rights of withdrawal of the Settlor, the Settlor may elect in a manner acceptable to the Trustee, to have the balance in the trust account distributed in: (i) A single sum; or (ii) Payments over a period not longer than the life of the Settlor or the joint lives of the Settlor and his or her designated beneficiary. (E) If the Settlor dies before his or her entire interest is distributed to him or her, the remaining interest shall be distributed in accordance with the Beneficiary Designation then in effect, which is attached hereto as Exhibit "B" and which is incorporated herein by reference. All such Payments shall be made in accordance with the terms and conditions of the Plan. 2 3. Investment Restrictions. (A) The Trustee shall invest and manage the property held in the trust as a prudent investor would, by considering the purposes, terms and other circumstances of the gust and pursuing an over all investment strategy reasonably suited to the trust. The Trustee may invest in every kind ofproperty and type of investment, including, but not limited, mutual funds and similar investnents, consistent with applicable law except as restricted under subsections (C) and (D) of this article. The Trustee shall reasonably diversify investments, unless the Trustee reasonably deternunes that it is in the interests of the beneficiaries not to diversify, taking into account the purposes, terms, and other circumstances of the trust and the requirements of applicable law. (B) The Trustee shall exercise reasonable care, skill and caution in making and implementing investment and management decisions. The Trustee may invest in any conunon trust fund or collective trust fund containing only investments authorized for fiduciaries, established and maintained by the Trustee which is in conformity with applicable law. (C) The Trustee shall not invest in life insurance contracts, nor may the assets of the Trust be con~nningled with other property except in a con-imon trust fund or con-unon investment fund as authorized under subsection (B) above. (D) The Trustee may not invest in collectibles except for certain gold, silver and platinum coins, coins issued under the laws of any state, and certain bullion. 4. Investment Objectives. The Settlor may from time to time provide the Trustee with investment objectives as set forth in writing. The Trustee shall endeavor to follow such investment objectives conul7unicated to it by Settlor. 3 5. Powers. Without regard to any legal restrictions otherwise applicable and subject to the terms of this .Agreement and the Plan, the Trustee and its successors are authorized and empowered in their soie and absolute discretion to exercise the following powers as well as any other powers conferred by law: (A) To retain, whether originally a part of the trust estate or subsequently acquired, and to purchase or otherwise acquire and then retain, any property, without diversification as to land and amount. (B) To transfer, sell, exchange, partition, lease, mortgage, pledge, give options upon or otherwise dispose of any property at any time held by them, at public or private sale or otherwise, for cash or other consideration or on credit, and upon such terms and conditions, with or without security, and for such price as it may deternune. (C) To hold any part of the trust estate in cash or uninvested for any period deemed advisable. (D) To pay, extend, renew, modify or compronuse, upon such terms as it may deternune, and upon such evidence as it may deem sufficient, any obligations or claim, including taxes, either in favor of or against the trust estate. (E) To register any securities at any time in its name as Trustee, or in nominee registration, with or without indicating the trust character of the securities so registered. (F) With Respect to any securities held hereunder, to vote upon any proposition or election at any meeting of the person or entity issuing such securities, and to grant proxies, discretionary or otherwise, to vote at any such meeting, to exercise conversion, subscription or other rights, and to receive or hold any new securities issued as a result of any reorganization, readjustment, merger, voting trust, consolidation, exchange or exercise or conversion, subscription or other rights and generally to take all action with respect to any such securities as could be take by the absolute owner thereof. 4 (G) To make distributions in cash, (H) To invest in common trust funds, collective funds, or mutual funds managed by the Trustee. 6. Prohibited Transactions. Irrespective of any provision to the contrary in this Agreement, the Trustee shall not engage in any transaction which it lalows, or has reason to lazow, that such transaction constitutes: (A) a sale or exchange, or leasing, of any property between a plan and a disqualified person; (B) a lending of money or other extension of credit between a plan and a disqualified person; (C) a furnishing of goods, services, or facilities between a plan and a disqualified person; (D) a transfer to, or use by or for the benefit of, a disqualified person of the income or assets of a plan; (E) an act by a disqualified person who is a fiduciary whereby he deals with the income or assets of a plan in his own interest or for his own account; or (F) a receipt of any consideration for his own personal account by any disqualified person who is a fiduciary from any party dealing with the plan in connection with a transaction involving the income or assets of the plan. 7. Authorized Parties. The Settlor may from time to time, by appropriate action, appoint one or more individuals to conul~unicate its orders, requests, instructions, and. directions regarding the payment of income or principal, investment goals and objectives, or any other pertinent matter, to the Trustee. Any such 5 designation shall be in a writing signed by the Settlor. The Trustee shall be indenuzified and held harmless in acting in reliance on any conununication or direction from such appointed persons. 8. Periodic Statements and Accounting. The Trustee shall provide statements of assets and transactions to the Settlor quarterly, or upon such other schedule as the Trustee and the Settlor may agree. Additionally, the Trustee may at any time render an informal account to the Settlor, whose acceptance and approval shall be final, binding and conclusive upon the Settlor, his or her personal representatives and assigns. The Trustee may also render a judicial account at its discretion. The expense of such accounting shall be borne by the Settlor. If the Settlor does not pay such expenses to the Trustee, the Trustee may charge such expenses to the trust. The Trustee shall also annually furnish to the Settlor a report containing all necessary information for use in the preparation of state and federal income tax returns. 9. Provisions Pertaining to the Trustee. No change in name of the Trustee nor any merger of its corporate powers with another corporation shall affect its appointment or powers hereunder. The Trustee, or any of its successors, may at any time resign upon thirty (30) days written notice to the Settlor or his representative. In this agreement, whenever reference is made to the Trustee, such reference shall be deemed to include not only the Trustee expressly named herein, but also any substitutes and successors at any time acting hereunder, and all rights and powers given in this agreement to the Trustee shall be vested in substitute and successor trustees. 10. Amendment and Revocation. This Agreement may be revoked in whole or in part by the Settlor upon thirty (30) days written notice to the Trustee. This Agreement maybe amended by the Settlor at any time provided that such amendment shall be acceptable to the Trustee. 1 1. Resignation of Trustee. The Trustee may resign without stating cause by delivering notice to the Settlor. Such resignation shall be effective thirty (30) days after it is mailed by the Trustee. The Settlor shall thereafter designate a successor Trustee and in the absence of such designation, the Trustee may designate a successor corporate Trustee to serve as successor. Any transfer to the successor Trustee shall be treated as a trustee to trustee transfer or rollover, as the case may be and as required by the Code, unless directed otherwise by the Settlor, 6 12. Compensation of the Trustee. The Trustee shall be entitled to receive compensation in accordance with its schedule of compensation in effect at the time services are rendered. The Trustee shall also be entitled to reimbursement of reasonable expenses incurred in the administration of the Trust. 13. Security. No bond or other security shall be required of the Trustee in this or any other i urisdiction. 14. Situs. This Agreement of Trust has been delivered to and accepted by the Trustee in the Conunonwealth of Pennsylvania and shall be governed in all respects by the laws of said Commonwealth and the Code. IN WITNESS HEREOF, this Agreement has been executed by the Settlor and the Trustee on the date first above written. V~TITNESS: ATTEST Settlor HERSHEY TRUST COMPAI~TY Assistant Secretary ice Presiders ru facer COMMONWEALTH OF PENNSYLVANIA COU?~'TY OF DAUPHIN SS: On the ~ day of , 20 0`~ ,before me, the su scriber, a Notary, Public in and for the Conunonwe~;alt and County aforesaid, personally appeared, G/l~k Lt) ~ i~Jl.-P.L1~ of C~h,A~1L~QWY~ ((~~~- P~A , Settlor herein, who executed the same for the purposes u~ therein contained. Witness my hand and Notarial Seal the day and year aforesaid. COMMONWEALTH pF PENNSYLVANIA Notarial Seal '~--~ Sherry A. Chapn-~an. Notary Public Derry Twp.. D~;uphin County Notary Pu is My Commission Expires Mar. 30, 2070 Member, Pennsylvania Association of Notaries COMMONWEALTH OF PENNSYLVANIA COUNTY OF DAUPHIN SS: On the ~~day of , 20~, before me, the subscriber, a N tary Public in and for the Conunonwealth and County aforesaid, pers nally appeared, , la~own to me (or satisfactorily proven) to be the f HERSHEY TRUST COMPANY and authorized to execute this document for the purposes t erein contained. Witness my hand and Notarial Seal the day and year aforesaid. Notary Pu c COMMONWEALTH OF PENNSYLVANIA Notarial Seal Sherry A. Chapman, Notary Public Derry Twp., Dauphin County My Commission Expires Mar. 30, 2010 Member, Pennsylvania Association of Notaries Schedule A Slzaf°es Asset Short 1~'ame 10,000 FNMA 5.300% 02/26/10 33,768.15 Temporary Investment Fund 100 Con Edison $5.00 Ser A Pfd 100 Wells Fargo Cap IV 7% Pfd SCHEDULE B See Attached INDIVIDUAL RETIREMENT ACCOUNT BENEFICIARY FORM ACCOUNT NUMBER 840 In the event of my death prior to the date on which my benefit payments begin, I designate the following as my Primary Beneficiary(ies) under the terms of my Individual Retirement Account. Name and Address of Beneficiary(ies): Nancy R Preis Social Security Number: 89-24-0871 480 North 25'h Street Camp Hill PA 17011-2101 Narne and Address of Beneficiary(ies): Narne and Address of Beneficiary{ies): Birth Date: 1124/24 Relationship: Spouse Social Security Number: Birth Date: Relationship: Social Security Number: Birth Date: Relationship: The above person(s) shall also be my Primary Beneficiary(ies) should I die after commencing to receive benefits from the Plan. in such case, my Beneficiary(ies) will receive benefits under the payment options established by Internal Revenue Service Regulations. If my Primary Beneficiary(ies) is(are) deceased at my death, or if my Primary Beneficiary(ies) die(s) before all benefits are paid, I designate the following as my Alternate Beneficiary(ies) under the terms of my Individual Retirement Account. Name and Address of Beneficiary(ies): The Reist Preis Fourx3ation Name and Address of Beneficiary(ies): Social Security Number: Birth Date: Relationship: Social Security Number: Birth Date: Relationship: Name and Address of Beneficiary(ies): Social Security Number: Birth Date: Relationship: This Beneficiary Form replaces any previous form with an earlier date. Y1 ~A.n~ 2 ~ n r~1 ~ r Date ` Signature When anon-spouse Beneficiary is named, spouse consent is required in Community Property States, including but not limited to AZ, CA, HI, ID, LA, MI, NV, NM, TX, VVA, WI. I hereby agree and consent to the Beneficiary set forth above, and along with my agreement and consent, do hereby transmute to my spouse all my community property interest in the IRA described above that 1 may have. I acknowledge my right to one-half of all community property in the Account and voluntarily elect to relinquish my rights to the community property interest in the Account. Date Signature of Participant=s Spouse ACCEPTED BY CUSTODIAN/TRUSTEE: -2G -- C7 ~ `\ _ Date Au orized ign ur (K:\Forms\IRA Docs\irabene ~-6-2~06.frm -rev. 1/06) _._ _ ~ ,. _, - _-, J ~14i~ 4 -.~ L,_~ ~>~ItE' i~'..Iti}~i~B}~„~'1'~01si„]t}~v?~I .~a~~5~ .~,_ ii TeRes, ~ s ~e reae_- __ ~- _ - - - - I. _ ~ t '~; "l~ "~ ~~-yL _ ~~; c ~~~ ~, ~t ,. ~. ~=>"!3;"'=J»~?'3-v~v~~< a:,:1~ra~ :;iii ~ ~'t~ ~L%'~~-~ ~~:~.3~4~L~~~~ '- _ ~~ '^y-`-_ . ~~ ~ _,_ X~~~8~11E~ :~ s ,.,,.~, , u ~, ~ .- - ge0DDD90D.D2~a0~ :.-~ -x3`OD03~,38,~?~,;~r^ . '-~.v.i.ivuv~an~luuruu.R~~IAUO.IfJi(A9N~'; ShiHyu'fNd'rAN0.7s' ~+.(^` ___--_-__.-____- -__ _ - - ~- t ~ ~1 _ ~~ --- --- _ 'B {dt~~~v.: ~ Y~iaY~I EXS+1ef~~~P ~1'^~4~~HVF1Gi]~-4f irB~1'i 'iYo1S1 AyM4~~'7S:'i~ ~~ ~~~1 ~ ~ ~.. ryl.4 c- ?' . -: - 1 +' j '''` , y~ ~ jlr 4 9.: ".I_e F~ ~l_,~'1~~r~~.L 9\~F^k 1 ~ It FF _ Gr ~ . `~ y~--`•--'`' \ __- - - ------~ a u~ ~ ~i ~~. L~4 si Lfv.~ ~ u ~ ~ ~~ ~~. ~a~~.~~ - ._ ,~,~~_~i ~~~ T~N~ =-AMA ~' '~- .~ -~ j OOC~G~0002~.0~ ~ x`4000343;85 ~ ?~f^ xA~. ~.: ~k'sn(1t,IS ~3a~Cro-~ ~`_`~--'- ~"~~ ~•~Y~re - .. ~ .~kx1;.,v.+AV•=", ~.,..;.GizL~~.~.,,"'°" ¢u15 "5:44' n.BNC7w y' d ""-:., u ~ .~!sraaivudvt!anv~N;mn~uak~r,NXV titM~R(rdkal "~~~~~~~~ ~~~~YA L'~~ ~~'~llY.dC~~'CY/~'L~. :T~~ib l~ ~~~~~C':~6~~ 5rI ~r"~Pt~! 11E l~i,''~ ~'.~xV'~1~p1,'~~~i€378u La~:i r ~. ~~ .~,° _. ~~i ~ ~ J~ ~~' I~~T~Kr "..G ~ASi ~. ~~o ~ i=~o~ -G v~.p,~ nnre ~! ^~ .. _ L~ - y :,~~. i a~ ~a ~ ~ '~ '~ ~ T ~~'+~8b~~EE _ ~, s s~00D09000 `?~:0 ~ ~ ~r5000 34 386 ?.3ii® .uvhA~.~i"+Aa - ~ ~ -'t•"'""~;~'~rrawar.~ ~ra~N,~a;~;dt~?~'~n, yyansyic'X~~u~~ino~r~x7xs~*tmxn =x ~~~x ,s~•S'dnb"'.'PV,'S~Fwawx.ka`ranrt,°~L':.,f~..Y~.rt 3ta`. Calculated Value of Your Paper Savings Bond(s) Calculated Value of Your Paper Savings Bond(s) Page 1 of 1 Calculator Results for Redemption Date 07/2011 Total Price Total Vaiue Totai Interest YTD Interest $15,000.00 $39,456.00 $24 456.00 $780.00 Bonds: 1-3 of 3 Serial # Series Denam Issue Next Final Date Accrual Maturity Issue Price interest Lnierest Rate Value X3438673EE EE $10,000 10/1992 10/2011 10/2022 $5,000.00 $8,152.00 4.00% $13,152.00 X3438672EE EE $10,000 10/1992 10/2011 10/2022 $5,000.00 $8,152.00 4.00% $13,152.00 X3438671EE EE $10,000 10/1992 10/2011 10/2022 $5,000.00 $8,152.00 4.00% $13,152.00 Totals for 3 Bonds $15,000.00 $24,456.00 $39,456.00 Notes NI Not Issued NE Not eligible for payment P5 Includes 3 month interest penalty MA Matured and not earnin interest http://www.treasurydirect.gov/BC/SBCPrice 10/10/201 l Harry VV. Preis & Nancy Reist Preis Tr UA 01-3i-2003 Harry W. Preis Rev. Trust 480 N 25th St Camp Hill, PA 17011-2101 Page > 1 of •~ ; ~~... ,~ ~ Vanguard Reporfifor!07/221201:1 Flagship Services: 800-345-1344 Joseph Menter extension 151 98 Total report value: $603,912.14 (Total report value includes any accrued dividends.) !Harry W. Preis,Nancy Reis4 Preis,;UA 01-31-2003'Harry W. Preis Rev.Tiiust -Trust-Account_ Account value summary Name Admiral Trsy Money Mkt PA Tax-Exempt Money Mkt Short-Term Invest-Gr Adm ` Doesn't include accrued dividends. L Fund & Account j Date j ;Price Per'. Number ~ Opened Shares j Share 0011-09964455747 07/01/2009 53,015.9501 $1.00 0063-09964455747 ~', 04/09/2003 ~, 143,887.955 $1 .00' 0539-09964455747 ~ 05/1412010', 37,726.896', $10.77'. Value" ~ $53,015.95 $143,887.95 $406,318.67 '. Accrued Dividends $0.32 $0.87 $688.38 Totals $603,222.57 $689.57 1893555962 11 /02/2011 08:16:49 Q ~; M 0 ~ ~ O D m m C O a ii m m G C r c c a' ~. G fi 4 ~ ' m w ~` ~ ~ x ~r ~, ~o a L C C U <- U 4 - ~ U _ c~ U G L o ~° o c o 0 o N C ~ ~ N N N N O O - ~ N ~ ti N N C ti ti ~ ti in in O o O o O O '~ , r ' ~n ~~ v - o c 0 o 0 0 0 . 0' v r"ry. m ~ b O O O T ` O ~ N N / ~ N O t l Y O V ~ M r~ M' ~ F, N ~ M U ~ ~. j Q j N O O C G O N CO ~"~ r r . (7 LL7 N ~ ~C O ~ V' V tl') N Q N O 4 i~ N C 1~ V N CD 07 to CO Q N Q N N ~ N T N m O (D ~ ! ~ C _ N ~ C ~ .` O O O O O O O O C O O O ~ _ O O C O O C O O ~ N ~fl N N ~ 0 O O N ~ u 'i (D (D t(J O O [G N N (n N e-- N r W M O N h ti.: g O z z ~ ~' U ~ ~ i~ c O ~ U `-~ U ~ Q h`i ^i a C W U ~? ~ ~ U " •• d Q ~ ti ~ ~ C ~ O E g ~ ~ - o 0 ~ z z J G ~ ~ ~ 4 ~ ` ~ ~ m ~ ~ z z ~ V ti '~.:. ~/+ N O M M ~ ~i O p O O ~ m ~' rY v in ~ ~ ~ V a O ~ C O C d ~ p O N N m m ^~ U I O C O C O /j o ~~\'jI~`' Date of Death: 07/22/2011 ~ Valuation Date: 07/22/2011 Processing Date: 08/03/2011 Estate Valuation Estate of: Harry W. Preis Account: Harry W. Preis TUA Report Type: Date of Death Number of Securities: 29 File ID: Preis, Harry TUA 0463 Shares Security Mean &/or Div & Int Security or Par Description High/Ask Low/Bid Adj'ments Accruals Value 1) ~ 2650 AT~T INC (002068102) COM New York Stock Exchange 07/22/2011 30.36000 29.82000 H/L 30.090000 ~ 79,738.50 0.43 E 07/06 R 07/08 P 08/01/11 1,139.50 2) ~ 1600 ABBOTT LABS (002824100) COM New York Stock Exchange 07/22/2011 53.02600 52.67000 H/L 52.84 8000 ~ 84,556.80 0.48 E 07/13 R 07/15 P 08/15/11 768.00 3) . 2500 ALTRIA GROUP INC (02209S103) COM New York Stock Exchange 07/22/2011 26.63000 26.24000 H/L 26.435000 ~ 66,087.50 4) ,1000 AUTOMATIC DATA PROCESSING INC (053015103) COM The NASDAQ Stock Market LLC 07/22/2011 53.43000 52.91000 H/L 53.170000 ~ 53,170.00 5) 50000 BRISTOL TWP PA Financial Times DTD: 07/20/2010 07/22/2011 Int: 04/01/2011 3CH DIST (110290JZ7) Interactive Data Mat: 04/01/2015 2.25 103.32700 Mkt 103.327000 .51,663.50 to 07/22/2011 346.88 6) 50000 CHELTENHAM TWP PA SCH DIST (163501SX8) -~ Financial Times Interactive Data DTD: 10/06/2009 Mat: 09/15/2016 2.5% 07/22/2011 103.75400 Mkt 103.754000 ~ 51,877.00 Int: 03/15/2011 to 07/22/2011 440.97 Page 1 This report was produced with EstateVal, a product of Estate Valuations & Pricing Systems, Inc. If you have questions, please contact EVP Systems at (818) 313-6300 or www.evpsys.com. (Revision 7.1.0) Date of Death: 07/22/2011 Valuation Date: 07/22/2011 Processing Date: 08/03/2011 Shares Security or Par Description High/Ask Low/Bid Estate of: Harry W. Preis Account: Harry W. Preis TUA Report Type: Date of Death Number of Securities: 29 File ID: Preis, Harry TUA 0463 Mean &/or Div & Int Security Adj'ments Accruals Value 7} _ 2000 COLLATE PALMOLIVE CO (194162103) COM New York Stock Exchange 07/22/2011 88.42000 87.45000 H/L 87.935000 0.580000 E 07/22 R 07/26 P 08/15+10.580000 88.515000 g) /1000 EXELON CORP (30161N101) COM New York Stock Exchange 07/22/2011 44.07000 43.61000 H/L 43.840000 g) ~ 1000 EXXON MOBIL CORP (302316102) COM New York Stock Exchange 07/22/2011 85.41000 84.54000 H/L 84.975000 10) ~ 50000 FEDERAL FARM CR BKS (31331J6P3) Government/Agency {Dealer Quotations) DTD: 12/28/2010 Mat: 12/28/2015 2.45% 07/22/2011 100.93750 Mkt 100.937500 Int: 06/28/2011 to 07/22/2011 11) ~ 432 FRONTIER COMMUNICATIONS CORP (35906A108) COM New York Stock Exchange 07/22/2011 7.87000 7.71000 H/L 7.790000 12) 4230.019 FUNDAMENTAL INVS INC (360802821) CL F2 SHS Mutual Fund (as quoted by NASDAQ) 07/22/2011 39.07000 Mkt 39.070000 Page 2 177,030.00 43,840.00 .~ 84,975.00 50,468.75 81.67 -` 3,365.28 ~ 165,266.84 This report was produced with EstateVal, a product of Estate Valuations & Pricing Systems, Inc. If you have questions, please contact EVP Systems at (818) 313-6300 or www.evpsys.com. (Revision 7.1.0) Date of Death: 07/22/2011 Estate of: Harry W. Preis Valuation Date: 07/22/2011 Account: Harry W. Preis TUA Processin g Date: 08/03/2011 Report Type: Date of Death Numbe r of Securities: 29 File ID: Pr eis, Harry TUA 0463 Sha res Security Mean &/or Div & Int Security or Par Description High/Ask Low/Bid Adj'ments Accruals Value 13) 5000 GENERAL ELECTRIC CO (369604103) COM New York Stock Exchange 07/22/2011 19.53000 18.95000 H/L 19.240000 96,200.00 0.15 E 06/16 R 06/20 P 07/25/11 750.00 14} i 50000 GE CAPITAL INTERNOTES (36966R4R4) Financial Times Interactive Data DTD: 10/14/2009 Mat: 10/15/2016 4.25a 07/22/2011 103.83640 Mkt 103.836400 ~ 51,918.20 Int: 04/15/2011 to 07/22/2011 572.57 15) ~ 1730 KRAFT FOODS INC (50075N104) CL A New York Stock Exchange 07/22/2011 35.58000 35.37000 H/L 35.475000 61,371.75 16) / 25000 LANCASTER PA AREA SWR AUTH REV (514288GD5) Financial Times Interactive Data DTD: 10/15/2002 Mat: 04/01/2012 3.4% 07/22/2011 100.19000 Mkt ~ 100.190000 25,047.50 Int: 04/01/2011 to 07/22/2011 262.08 17) 500 MARKET VECTORS ETF TR (57060U472) / MTNOR METALS NYSE Arca Equities Exchange 07/22/2011 25.88000 25.51000 H/L 25.695000 ~ 12,847.50 18) 6682 OLD REP INTL CORP (680223104) COM New York Stock Exchange 07/22/2011 11.20500 10.66000 H/L 10.932500 ~ 73,050.97 19) 700 PPL CORP (693517106) ~ COM New York Stock Exchange 07/22/2011 28.12000 27.92000 H/L 28.020000 i 19,614.00 Page 3 This report was produced with EstateVal, a product of Estate Valuations & Pricing Systems, Inc. If you have questions, please contact EVP Systems at (818) 313-6300 or www.evpsys.com. (Revision 7.1.0) Date of Death: 07/22/2011 Estate of• Harry W. Preis Valuation Date: 07/22/2011 Account• Harry W. Preis TUA Processing Date: 08/03/2011 Report Type• Date of Death Number of Securities: 29 File ID: Preis, Harry TUA 0463 Shares Security Mean &/or Div & Int Security or Par Description High/Ask Low/Bid Adj'ments Accruals Value 20) 1300 PEPSICO INC (713448108) ~ COM New York Stock Exchange 07/22/2011 66.25000 65.24000 H/L 65.745000 /85,468.50 21) ~ 2500 PHILIP MORRIS INTL INC (718172109) COM New York Stock Exchange 07/22/2011 72.26000 71.30000 H/L 71.780000 179,450.00 22) ""' 1000 PLUM CREEK TIMBER CO INC (729251108) COM New York Stock Exchange 07/22/2011 41.24000 40.59000 H/L 40.915000 40,915.00 23) , 300 SPDR GOLD TRUST (78463V107) GOLD SHS NYSE Arca Equities Exchange 07/22/2011 156.56000 155.68000 H/L 156.120000 ,~ 46,836.00 24) ~ 7520 SARA LEE CORP (803111103) COM New York Stock Exchange 07/22/2011 19.70000 19.54000 H/L 19.620000 ~ 147,542.40 25) 500 SUNOCO LOGISTICS PRTNRS L P (86764L108) COM UNITS New York Stock Exchange 07/22/2011 84.99000 84.31000 H/L 84.650000 ~ 42,325.00 26) 9362.298 VANGUARD FIXED INCOME SECS FD (922031836) STRM INVGRA AD Mutual Fund (as quoted by NASDAQ) 07/22/2011 10.77000 Mkt 10.770000 100,831.95 Page 4 This report was produced with EstateVal, a product of Estate Valuations & Pricing Systems, Inc. If you have questions, please contact EVP Systems at (818) 313-6300 or www.evpsys.com. (Revision 7.1.0) Date of Death: 07/22/2011 Valuation Date: 07/22/2011 Processing Date: 08/03/2011 Estate of: Harry W. Preis Account: Harry W. Preis TUA Report Type: Date of Death Number of Securities: 29 File ID: Preis, Harry TUA 0463 Shares Security Mean &/or Div & Int Security or Par Description High/Ask Low/Bid Adj'ments Accruals Value 27) 1800 VERIZON COMMUNICATIONS INC (92343V104) 1 COM New York Stock Exchange 07/22/2011 37.17000 36.43000 H/L 36.800000 0.4875 E 07/06 R 07/08 P 08/01/11 28) 1400 WAL MART STORES INC (931142103) COM New York Stock Exchange 07/22/2011 54.72000 54.25000 H/L 54.485000 29) / 25000 WEST SHORE PA S~ Financial Times DTD: 03/15/2009 07/22/2011 Int: 05/15/2011 Total Value: Total Accrual: Total: $2,069,492.18 ~H DIST (955819PH4) Interactive Data Mat: 11/15/2014 2.5~ 104.63900 Mkt 104.639000 to 07/22/2011 Page 5 i 877.50 66,240.00 ~ 76,279.00 ~ 26,159.75 116.32 $2,064,136.69 $5,355.49 This report was produced with EstateVal, a product of Estate Valuations & Pricing Systems, Inc. If you have questions, please contact EVP Systems at (818) 313-6300 or www.evpsys.com. (Revision 7.1.0) Estate of Harry W. Preis '' - ' _ -- - - -- _- Valuation of Preis Investment Company as of July 22,-2011 '___ _ _ _- ___ s: 2011, the assets were as o ow As of July 22, ----- - _ - - Y----- ----------- __ Value as -------'r- - -- - ---;------ --- -_--- ~ -- --- - ~ of 7/22/2011 -- - --- ----- -- - -~----r-- - ---- ecking Account - ank Ch ~ _ B izens Cit -+ _ _ T__ 69,707.88 _ _ _ _ Assets at Bryn Mawr Trust Company: -- - ~ _ ___ _ _ ~ 2 000 shs Alps Etf Tr ------ ~-- - 7 32,190.00 -- -- --- -~ - -- 4,650 ~ shs IAT&T Inc _ _ _ ~ _ j _ __ 1_3.9,918.50 rior to death _~ -~ !Dividend declared P - - 1,999.50 -- - -- - - - ---~ --a-- 1,200shs ',Altria Group Inc _ _ ___ ~ - '~ ___31,722.00 5,000'1 !American Express Centurion Mtn 2 - -- ~ _ 26,328.12 __ _ _ Interest accrued to date of death 366.14 ~ 2,500',shs 'Blackrock Enhanced Eqt D~Tr__~_ __ ~~ ____ _ _ ~~ 22,612.50 _ 000Ishs Bristol Myers Squibb Co ~ ~ 2 I ~ 58,965.00 __ , - -Dividend declared prior to death I ~ ~ j ~ 660.00 __ 0,000 ~I Central Dauphin PA Sch Dist__ I _ 5 - ', ___ __ _ _ - I dtd 3/15/2005 mat 12/01/2011 3.75% % - ~ __ _~_ _5.0,438.00 '~ Interest accrued to date of death T _ ~! 212.50_ Ch tra iers Valley PA Sch Dist ~ 50,00 I i ' _ _ _ ' at 10/15/2011 3.75% ~ dtd 5/15/2004 m ~ 50,360.00 _ _ ~~~Interest accrued to date of death _ _ ' ___ 505.20 I _ 2,000 shs~Chevron Corp New _ ~ ~ ~ ~ __ ' I 218,480.00 ' '~,__ Claysburg Kimmel PA Sch Dist 5,000' ~~dtd 3/15/2008 mat 01/15/2012 4%~ _ ~ _ _ __ _ _ ~- 5,080.46 _ of death Interest accrued to date - 1 ~ -i---- _ ~I _ 3.88 - -- - _ _ Ishs tConsolidated Edison Co NY Inc Pfd $5 __ 200 I _ I _ ___ 19, 550.00 I I Dividend declared prior to death ~ - --- - --- _ '~ !-- ~ 250.00 - _ - -- j ----- ---- John Deere Cap Corp Corenote 10 ~__ dtd 1/20!2011 mat 1/15/2014 1.6% I 101,562.50 Interest accrued to date of death I ~ _ _ _ 31._12 _ --- ~ !Derry Twp PA Sch Dist 50,000 - -- 1 _ I _ _ _ _ ____ _ _- I - _-_ _ __ -- - -- ° ~ , __f dtd 2/16/2011 mat 11/15/20 18 2.75 /o , I ~ ~ - - - ~ - - - ' 50,924.00 T -- - - ----- --- ;Interest accrued to date of death ~ -_ j _ 255.90 _ _ - ~ - - - 50,0001 Federal Farm Cr Bks _ i --- -y- 1__.. -- -~ o ' dtd 12/28/2010 mat 12/28/2015 2.45 /o , - - --- -_ -_ `_ 50,468.76 - -- --- ___ _ ___ _ _ __ - T --- ----- 'Interest accrued to date of death j i, ____ - --- - ----x------ 240!,shs ,Frontier Communications Corp_ __ __. - _ ~ _ _ _ _1,86_9_._6_0_ ---- GE Ca ital Internotes 75,000 r __ p -_ _ - - ~- ---- ------ ~- ; --- -- -- ° dtd 10/14/2009 mat 10/15/2016 4.25/0 ~, 77,877.30 ___ {Interest accrued to date of death -r---- -- --- -- - __ ~ 858.86 ----- - - ~_ -- fi--- , __ -, ~- --- _-_ Estate of Harry W. Preis __ ' _ I _ - _ _ Valuation of Preis Investment Com an as of Jul 22, 2011 continued --- - -- -- p _ y Y ~--? ~- -- -;-- --- -- - -- % - - __ ~ ! Value as ---T- --- -- - --- - _ --- - - ~ - -- - _- - -- - - of 7/22/2011 -- -- n Be i 50,000 Goldman Sachs Grp Inc Mt ~- - - T - - - -- ° _-_ - - -- _ ; _ dtd 12/22/2010 mat 12/15/2017 4.2 /o .~ - _ - - 50 562.50 , r-------- ---- - __ to date_ of death ~, d ~nterest accrue _ - --- I T - - 40.84 T- _- -- _ _ ~ --__----~_ _ 2000 shs Heinz H J Co _ ! ___ ~ ~ ~ ~ ~ '' ~~ ~ ~ _ 108,140.00 , ' ___ Hermitage PA Sch Dist 50,000': ' _ t _ _ _ _ __ _ _ ___ dtd 8/01/2005 mat 9/01/2011 3.3% I ~, _ I '' 50,015.00 T--- -- -- --~-- f_death_ o date o t Interest accrued ~ 783.76 _ _ _ ING Groep N V ~ 1 00 shs I 23,695.50 _ _ 1,000'shs jJPMorgan Chase Cap XXIV Pfd Cap Secs X I _ - __ ; 25,871.00 T - __ ;Kiski PA Area Sch Dist ` i _ 50,000 j ~ i _ _ ~ ___ _ _ ___ _ ~~ ' dtd 3/15/2003 mat 03/01/2012 3.7%% ', _- - ~ 50,914.00 - -r Interest accrued to date of death ~_ j 72_4.58 1,5 0 hs ,Kraft Foods Inc Cl A _ ~ _ - I, 53,212.50 25,0001 (Lehigh Cnty PA ~_ --- --~-- dtd 8/15/2004 mat 11/15/2013 3.7% ~__ 26,480.50 ~~ '~~Interest accrued to date of death ~ j _ I, -_172.16 _ 50,000' Meadville PA _ I T _ _ ____ dtd 7/30/2009 mat 10/01/2014 3% _ '% _ _ 52, 796.00 Interest accrued to date of death _ ~ ----r 462.50 ----- - - rt 25,000 'Northern Tioga Sch Dist PA ~ --~-~--- 25% _~ i ~ _ 112 50 26 ~ dtd 6/01/2008 mat 03/01/2014 3. ~ . , iiInterest accrued to date of death _ -_~ _ ~ _ -_ __ r 318.22 r --- - - 25, 0 i Perkiomen V Sch Dist PA i _ _ _ _ _ _ T - ~ -- ° ~ ~I dtd 11/01/2005 mat 03/01/2012 3 ~, 50,855.50 - _ (Interest accrued to date of death - - ~ ~---- 646.26 - - -- -- -~----p - - - -- ---~ 500 shs ' Phili Morris Intl Inc ! __ _ _ -- - l - - -- ~ ---- _ ~ -- 35,890.00 _ _ - ~ ~ 2 OOO :shs .Plum Creek Timber Co Inc -- ----~ -- - ' ~ - 81, 830.00 - - ----- _ -- -- ~ 1 ~QEP Res Inc 3,625 shs _%_ ~ 160 968.12 ~ ___ _ _ _ _ _ _ __ _ 4,000 ~ sh_ s uestar Cor I, ~ Q- p- -. - l ~, __- ___ 74,240.00 P 50, Y - - -~ ~ - __- - -- - --- --- _ _-__ ----- ° ~ 011 2.75 /0 _~_~dtd 3/15 2009 mat 0/1 - -- -- -- = ~ i - ~ ~ ~---__ ~ 50,154.50 ~__ - - ----- ' Interest accrued to date of death - -- - ~ ~, T 370.48 _ _ - -~- - -- 2,893.896;shs Vanguard Fixed Income Secs Fd ! i -- 77,787.92 - - -- -- - - ---- ------T - ---- - - - -_ ~ ~, Inflt Prt Admr _ - l _ _- i _ - _ ___ _ ~ _ _ _ -- - -- - g -- cs Fd - ' 16 406.118 j shs ',Van uard Fixed Income Se _ - - -' -- _ _ , ~ - ~ --+ Strm Inv ra Ad g - ~ - -- -- -- , I ~ ! 176,693.90 - - -- Estate of Harry W. Preis ---------- -------------- Valuation of Preis Investment Company as of July 22, 2011 continued ^___ ~_ ~' _ _ _ _ __~ 1 -- - - ~ Value as - of 7/22/2011 ~ ~ - --- - -- ---- r ~_- - 1,0001,shs ~,Verizon Communications Inc - ------ 36,800.00 _ _ __ - T~Dividend declared prior to death ! 487.50 ; Wallenpaupack PA Area Sch Dist ~ !, 35,000 ___ _ --- - --7---- idtd 10/15/2005 mat 0!0_1/2012 3.3% ____ ~ __ _ 36,005.56 __ ! .Interest accrued to date of death I 452.38 , 50,000 I i West Donegal Twp Auth PA Swr R i _ ____ ' _ _ ____ _ __ _ ' dtd 7/15/2005 mat 11/15/2013 3.55% ~ ~- +- 50,064.50 _ -- - Interest accrued to date of death ~ ~ ~ 330.34 - - i I Munifund '~ --- ---- ------ --- -- - _--- _ Principal ~ ~ _ ~ ~ 43,940.93 - - j Income _ ~ 5,145.79 Savings Bonds: _~~_ _ _ U.S. ___ ___ _ 30,000 _ i, U.S. Savings Bonds Series EE ! __ _ __ - - ___ _ ~; issued 7/1992 I 4_0,_2_3__6.00 30,000 'U.S. Savings Bonds Series EE _ - - issued 2/1993 I I __ 38,6.76.00 Vanguard: I 37,824.58 - --~ shs 'iAdmiral Trsy Money Market ~ __~ --- i - ~ 37,824.58 - - ---- , i - - - - - - !TOTAL ! i ~~~ i - ~---- i -- 2, 482, 981.20 ------ ~ -------- - --- ~ - - - - --- - I - -- - -- ~~ -r- ~ - --- -- - `-- - ---- - - -- ------ i i i - - -~- - --- -~- -- -- - -t - -- -- -- - -- 1 --- ---F - -- - - -- - - ~ - ~ ~ I -- - - _ ------ - --- _ ----- - -- _ - r-- - I - --- ---~---- - ---- i I j fi - i -- - -- _ ~ -r - -- i ~ ~ ° ompany I, Decedent caned 3,799 of 7,598 shares, or 50% of the C 1,241,490.60 Law Offices of ROBERT C. SAIDIS DANIEL L. SULLIVAN ELYSE E. ROGERS JOHN A. FEICII'I'EL DEAN E. REYNOSA TODD F. TRUNTZ MARYLOU MATAS SEAN M. SHULTZ HANNAH WHITE-GIBSON SAIDIS, SULLIVAN & ROGERS A PROFESSIONAL CORPORATION 635 NORTH 12TH STREET, SUITE 400 LEMOYNE, PENNSYLVANIA 17043 TELEPHONE: (717) 612-5800 - FACSIMILIE (717) 612-5805 EMAIL: attorney9ssr-attorne, s~ com www.ssr-attorneys.com March 19, 2012 717-612-5801 CERTIFIED MAIL R/R/R Register of Wills of Cumberland County One Courthouse Square Carlisle, PA 17013 CARLISLE OFFICE: 26 WEST HIGH STREET CARLISLE, PA 17013 TELEPHONE: (717)243-6222 FACSIMILE: (717)243-6486 Of Coiensel JOHN E. SLIKE STEPHEN L. GROSE REPLY TO LEMOYNE erogers@ssr-attornevs.com Re: Harry W. Preis ~_3 " Date of Death: July 22, 2011 z ~ `- ~=; Dear Sir/Madam: ~- ~ ~ ""- - 1, Enclosed herewith please find the following: ~~~' ~~ :-== ~+ ~ ro r ~~ 1. Pennsylvania Inheritance Tax Return (in duplicate); and s' cn 2 Check in the amount of $15 for your filing fees. Please note this is anon-probate inheritance tax return. The Federal Estate Tax Return has been filed directly with the Pennsylvania Department of Revenue. Please stamp and return the enclosed extra copy of this letter. A return envelope is enclosed for your use. If you have any questions or require additional information, please do not hesitate to contact me. cj r Enclosures Sincerely yours, ~~ Elyse E. Rogers cc: Nancy R. Preis *~ ~ I ` TA~ I ~~'~`;~ ~ <.~ . . ~ ~ r ~ ~ .``.1.~ ls ~ ~ i~{~ ~i ~ ~~ ~ ' +.7 ~3 d fl ~i ~.f . . ~ ~' ' ~ Q~l~"1 L~ ~i.~~! ~ • k iti a i .~ (y ~~p ~-y~ /, ~ .~~ 1.~~N!t~~"~`/+~~~1 <<~?, r 4"S .C ~• ~,. ~~ ,n ~, ....~ r- ----- '~- N O "'~'-- O O ~--- D --------~- p "~ fU ~M Q ~ ~ N ~ ~~ M ~ ~ N ~I ~ ~ ¢~ U ~ s y ~ ~ r-1 T ~~,, N O ~ ~ o -~ ~ ~ ~ ~ .. z ~ P-+ v~ u, o ~, ~ m ~ ~ ~ 'gin ~ ~ ~ O U O H