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Home My WebLink About03-22-12Reset PETITION FOR GRANT OF LETTERS REGISTER OF WILLS OF CUMBERLAND COUNTY, PENNSYLVANIA Petitioner(s) named below, who is/are 18 years of age or older, apply(ies) for Letters as specified below, and in support thereof aver(s) the following and respectfully request(s) the grant of Letters in the appropriate form: Decedent's Information _ Name: Elizabeth Blanche Sellens File No: ~ ~ - \ ~- - C..J ;j~.`~~ a/k/a: E. Blanche Sellens (Assigned by Register) a/k/a: a/k/a: Social Security No: 486-70-1378 Date of Death: September 12, 2011 Age at death: 83 Decedent was domiciled at death in Cumberland County, pennsylvania (state) with his/her last principal residence at 8 Moore Circle 17015 Carlisle South Middleton Townshi Cumberland Street address, Post Office and Zip Code City, Township or Borough County Decedent died at Muskoka AI>;onauin Healthcare-SMMH Site Bracebridee Ontario N/A Canada Street address, Post Office and Zip Code City, Township or Borough County State Estimate of value of decedent's property at death: If domiciled in Pennsylvania ............................ All personal property $ 100,000.00 If not domiciled in Pennsy!vania ........................ Personal property in Pennsylvania $ If not domiciled in Pennsy!vania ........................ Personal property in County $ Value of real estate in Pennsylvania ......................................................... $ ~ ~~ TOTAL ESTIMATED VALUE.... $ 100.000 00 Real estate in Pennsylvania situated at: (Attach additional sheets. iJ7tecessary.) Street address, Post Office and Zip Code City, Township or Borough County A. Petition for Probate and Grant of Letters Testamentary Petitioner(s) aver(s) he/she/they is/are the Executor(s) named in the last Will of the Decedent, dated July 3, 2008, and Codicil(s) thereto dated N/A State relevant circumstances (eg, renunciation, death of executor, etc.) Except as follows: after the execution ofthe instrument(s) offered for probate Decedent did not marry, was not divorced, was clot a party to a pending divorce proceeding wherein the grounds for divorce had been established as defined in 23 Pa. C.S. § 3323(g), and did not have a child born or adopted; and Decedent was neither the victim of a killing nor ever adjudicated an incapacitated person. NO EXCEPTIONS ~ EXCEPTIONS B. Petition for Grant of Letters of Administration (If applicable) c. t. a., d.b.n., d.b.n.c.t.a., pendente lite, durante absentia, durante minoritate If Administration, c.t.a. or t~b.n.c.t.a., enter date of Will in Section A above and complete list of heirs. Except as follows: Decedent was not a party to a pending divorce proceeding wherein the grounds for divorce had been established as defined in 23 Pa. C.S. § 3323(g) and was neither the victim of a killing nor ever adjudicated an incapacitated person. NO EXCEPTIONS ~ EXCEPTIONS Petitioner(s), after a proper search has/have ascertained that Decedent left no Will and was survived by the following spouse (ifany) and heirs (attach additional sheets, ifnecessary): Name Relationshi Address `'-O r~ C1 S rte- %~' .~ Cn ~ f V ~~ O4~ •• f L. Y. r,~7 ~.~ -?', -. t { ~~ r-r~ _~ Tl Form RW-02 rev. !0/11/2011 Page 1 of 2 Oath of Personal Representative COMMONWEALTH OF PENNSYLVANIA COUNTY OF CUMBERLAND } } SS: } `' c :',!_ ! i Petitioner(s) Printed Name Petitioner(s) Printed Ad , Morle E. Sellens 8 Moore Circle Carlisle PA 17015 Q~P~~~S "~'' `~~ r ~l The Petitioner(s) above-named swear(s) or affirm(s) the statements in the foregoing Petition are true and correct to the best of the knowledge and belief of Petitioner(sl and that, as Personal Representative(s) of the Del:edent, the etitione d truly administer the estate accord' g to 1 ,; ., Sworn to or affirmed and subscribed before Date ~ "d. 020 me this .~ ~ day of L~ 6~~C '1, ~1 2 Date By - ~~~~ Q E ~~ ~',~ ti /I~(',~ Date For the Register Date BOND Required: ®YES ~ NO FEES: Letters ...................... $ 210.00 ( 6) Short Certificate(s)...... 24.00 ( )Renunciation(s)........ . ( )Codicil(s) ............ . ( )Affidavit(s)........... . Bond ........................ Commission ................. . Other ,,,,,.,, Cl~lLl ....... r ~ } , Automation Fee .............. . 5.00 JCS Fee . .................... 23.50 TOTAL ..................... $ -~H~3A- -~ `" C) To the Register of Wills: Please enter my appearance by my signature below: Attorney Si ure: Printed Name: Robert R. Church, Es Supreme Court ID Number: #40385 Firm Name: Keefer Wood Allen & Rahal, LLP Address: p.0. Box 11963 Harrithurg_ PA 17108-19fi~ (717)255-8059 (7171255-8050 rrhnrchCa)kPefPr~s~nnri nnm ~~ v DECREE OF THE REGISTER Estate of Elizabeth Blanche Sellens File No: ~ ~ - ~ ~ - ~; =~ , j~ a/k/a: E. Blanche Sellens AND NOW, '~l, (A +(~ ~,~ ~) ' , in consideration of the foregoing Petition, satisfactory proof having been presented before me, IT IS DECREED that Letters Testamentary are hereby granted to Morley E. Sellens, Executor in the above estate and (if applicable) that the instrument(s) dated lulu 3, 2008 described in the Petition be admitted to probate and filed of record as the last Will (and Codicil(s)) of Decedent. ,~ -~ P Register of Wills -- Form RW-02 rev. !0/11/201 / ~ ~ ~ ~~~~~ ~~~r~ ~~ ~~ P ge 2-of 2 ".~ , _ - , ._ .... ~J Reynolds Funeral Home "Turner Chapel" a division of W. Bruce Turner Holdings Ltd. 1 Mary Street Bracebridge, ON P1L 2B6 `'`.1? ~~i,~R 22 R~ 3~ 4~ CLERK QF ORPHAiV'S COURT Funeral Director's Certificate of Death Name: Elizabeth Blanche Sellens S.I.N.: 480 732 650 Date of Death: September 12, 2011 Place of Death: Muskoka Algonquin Healthcare-SMMH Site, Bracebridge, Ontario Date of Service: September 14, 2011 Informant Name: Address: Relationship as Disclosed: Morley Sellens 8 Moore Circle,Carlisle, PA, 170 15 Husband with Cremation following at Innisvale Crematorium, Thornton, Ontario This is to certify the above information has been taken from our records and to the best of our knowledge is true and correct. Dated at Bracebridge, ON this 14 day of September 2011. Reynolds Funeral Home "Turner Chapel" `\ I . a t , n ,~ ~ •, .- O f _, -= r» C'~ LAST WILL AND TESTAMENT OF ~•' b r ' ' `' ~ =? rri r n) -- ' ~ ; ELIZABETH BLANCHE SELLENS ~`' C~, O ---~ <~;-' c-=? a/k/a E BLANCHE SELLENS ~-"~ __` . , {, ,., ~= _ ,~.~ ~ I, ELIZABETH BLANCHE SELLENS, a/k/a E. BLANCHE SELLENS, of South Middleton Township, Cumberland County, Pennsylvania, do hereby make this my Last Will and Testament, revoking any former Wills and Codicils made by me. FIRST: Family Information. I am married to Morley E. Sellens, and all references to my husband in this Will are to him. I have two children: Joan Louise Sellens (born August 25, 1962); and Charles Robert Sellens (born August 25, 1957). These persons are described in this Will as "my children," or as "a child of mine." Any person born to a child of mine is described in this Will as such child's "issue" and/or as "my issue." I direct that no adopted person shall benefit hereunder as my issue or as issue of any child or more remote descendant of mine. SECOND: Tangible Personal Property. I give all my tangible personal property and household effects of every kind including but not limited to furniture, appliances, furnishings, pictures, silverware, china, glass, books, jewelry, wearing apparel, boats, automobiles, and other vehicles, and all policies of fire, burglary, property damage, and other insurance on or in connection with the use of such property to my husband if he shall survive me. If my husband does not survive me, I give said property to such of my children who survive me, in approximately equal shares; provided, however, the issue of a deceased child who survives me shall take per stirpes the share their parent would have taken had he or she survived me. If my issue do not agree to the division of the property among themselves, my Executor shall make such division among them, the decision of my Executor to be in all respects binding on my children and my issue. I may leave a written list disposing of certain items of my tangible Page 1 ~ '~ • ' ~ ~ personal property. I request that my husband, my children, my issue and my Executor abide by any such memorandum. If no written list is found and properly identified by my Executor within thirty (30) days after the probate of my Will, it shall be presumed that there is no such statement or list. Any subsequently discovered list shall be ignored. If any beneficiary hereunder is a minor, my Executor may distribute such minor's share outright to such minor or for such minor's use to any person with whom such minor is residing or who has the care or control of such minor without further responsibility and the receipt of the person to whom it is distributed shall be a complete discharge of my Executor. Any tangible personal property not distributed shall be sold, and the proceeds added to my residuary estate to pass as hereafter described. THIRD: Residue. I give, devise and bequeath all the rest, residue and remainder of my property, both real and personal, of whatever kind and wherever located, that I own or to which I am entitled at the time of my death, as follows: (1) If my husband, Morley E. Sellens, survives me, to my husband outright. (2) If my husband, Morley E. Sellens, does not survive me, or if he disclaims or renounces any property, or if any property otherwise passes to my Trustee, whether by operation of law, beneficiary designation, conveyance or otherwise, I give and bequeath any and all such property to my Trustee, in trust, to hold, administer and distribute the same in accordance with the Bypass Trust set forth below. FOURTH: Bypass Trust. The Bypass Trust shall be held, administered and distributed as follows: (1) The Corporate Co-Trustee shall pay to or apply for the benefit of my husband during his lifetime all the net income from the Bypass Trust in convenient installments, but no less frequently than annually. Page 2 ~~'-,~~, (2) In addition, the Corporate Co-Trustee may pay to or apply for the benefit of my husband such sums from the principal of the Bypass Trust as in the Corporate Co- Trustee's sole and absolute discretion shall be necessary or advisable from time to time for any purpose whatsoever, with special emphasis upon her medical care, comfortable maintenance and support, taking into consideration to the extent the Corporate Co-Trustee deems advisable any other income or resources of my husband known to the Corporate Co-Trustee, considering that my husband's needs and benefit are of primary concern to me. I direct the Corporate Co-Trustee to be generous in considering the needs and requests of my husband. (3) My husband shall have a testamentary limited power to appoint all or any portion of the Bypass Trust to or among any child or issue of mine, or to a Qualified Marital Trust (as hereinafter defined) for the surviving spouse of any such child or issue of mine. This testamentary limited power of appointment shall be exercisable by my husband's Last Will, validly executed and attested, and duly admitted to probate in any jurisdiction, provided that such Will contains an express reference to this trust or power of appointment. My husband shall have no power to appoint the principal of the Bypass Trust or any income accumulated thereon to himself, his estate, to his creditors, or to the creditors of the estate. My Trustee may rely upon an attested Will probated in any jurisdiction that otherwise meets the requirements of this paragraph. (4) For the purposes of this Will, a "Qualified Marital Trust" shall mean an irrevocable trust established either by inter-vivos trust agreement or by the validly executed and attested Last Will of the possessor of a special power of appointment conferred by my Will, provided that such Qualified Marital Trust distributes all of the income from such trust, at least annually, to such surviving spouse beneficiary, for his or her lifetime. If the creator of such Qualified Marital Trust wishes to so provide in the governing instrument, the Qualified Marital Page 3 ~~. Trust may also grant discretionary benefits from the principal thereof for the reasonable support, maintenance and health care of such surviving spouse beneficiary. Upon the death of such surviving spouse/beneficiary, the then-remaining assets of such Qualified Marital Trust shall be paid to my Trustee, with the same to be added to and held, administered and distributed as part of the trust shares for my then-living child(ren), if any, otherwise for the trust shares of my then- living issue, per stirpes. It is my desire that any Qualified Marital Trust shall be eligible for the federal estate tax marital deduction as qualified terminable interest property and I direct that the provisions of this paragraph shall be so interpreted. In the event of any uncertainty or dispute over whether a trust constitutes a Qualified Marital Trust, the determination of the Corporate Co- Trustee shall be conclusive for all purposes. (5) In default of the exercise of the foregoing limited power of appointment by my husband, or insofar as any part of the Bypass Trust shall not be effectively appointed, then, upon the death of my said husband, or upon my death if my husband does not survive me, the entire remaining property of the Bypass Trust (including any undistributed income), or the part of such trust not effectively appointed, shall be divided into equal separate shares in order to provide one (1) share for each then-living child of mine and one (1) share for each deceased child of mine who shall leave issue then living. The separate share provided for a living child of mine shall be held, administered and distributed as provided in Article FIFTH below. The separate share provided for a deceased child of mine who shall leave issue then living shall be distributed per stirpes to such issue, subject to the continuing trust protection provided in Article SEVENTH below for underage beneficiaries. FIFTH: Following the death of my husband, the separate share of the Bypass Trust for each living child of mine shall be held, administered and distributed as follows: Page 4 ~' ' , (1) The Corporate Co-Trustee shall pay to or apply for the benefit of my child, during such child's lifetime, all of the net income in convenient installments and so much of the principal of such child's share of the Bypass Trust as the Corporate Co-Trustee in its sole and absolute discretion shall determine to be necessary or advisable for such child's medical care, education, support and maintenance in reasonable comfort, taking into consideration, to the extent the Corporate Co-Trustee deems advisable, any other income or resources of my child known to the Corporate Co-Trustee. I encourage, but do not require, the Corporate Co-Trustee to be generous in considering the needs and requests of my child. My primary concern is for the lifetime comfort and financial security of my child; the interests of more remote beneficiaries shall be secondary, even if the trust property shall become substantially depleted during my child's lifetime. In the sole discretion of the Corporate Co-Trustee the investment and distribution powers provided in this Will may also be used to acquire a principal residence for a child of mine, or to assist such child of mine in acquiring a business in which he or she is an active participant. (2) Upon the death of a child of mine, the Corporate Co-Trustee may pay from such deceased child's share of the Bypass Trust the expenses of his or her last illness, and funeral and burial expenses, if his or her estate should be inadequate or inappropriate for such purpose. (3) Upon the death of a child of mine, provided he/she is survived by living issue, the entire remaining principal of such deceased child's share, or the part of such share not effectively appointed, shall be divided into equal separate shares, per stirpes, for the then-living issue of such deceased child of mine. All such shares shall be distributed to such issue subject, nevertheless, to the continuing trust protection provided for underage beneficiaries in Article SEVENTH below. Page 5 !~.~-~ ' (4) If a child of mine dies without living issue, the entire remaining principal of such deceased child's share of the Bypass Trust shall be added to the trust share(s) of my other living child(ren) or more remote descendants, with the same to be held, administered and distributed for all purposes as a part thereof. (5) My sole surviving child shall have a testamentary limited power to appoint all or any portion of the Bypass Trust in favor of such child's issue, whether outright or in trust, or to a Qualified Marital Trust for the lifetime benefit of the surviving spouse of such sole surviving child of mine, or upon similar terms for the spouse of any such issue, as such sole surviving child of mine may direct by his/her Last Will, validly executed and attested and refer- ring expressly to this trust or power of appointment. My sole surviving child shall have no power to appoint the principal of his/her share of the Bypass Trust or the income accumulated thereon to him/herself, his/her estate, to his/her creditors, or to the creditors of his/her estate. My Trustee may rely upon an attested Will probated in any jurisdiction that otherwise meets the requirements of this paragraph. SIXTH: If, at the time of my death, or at any later time prior to termination and final distribution of the Bypass Trust, my husband, my children, and all my issue are deceased and no other disposition of such property is provided herein, then and in that event only, such then- remaining trust property, together with any undistributed income, shall be distributed as follows: (1) Ten percent (10%) to the Society for the Prevention of Cruelty to Animals, Muskoka Branch, of Bracebridge, Ontario, Canada, without restriction as to use. (2) Thirty percent (30%) to Saint Joseph School of Nursing, of Hamilton, Ontario, Canada, in memory of the Class of 1951, with the same to be used for such school's Page 6 /~~ ~ 1 ~ ~ auxiliary scholarship program, or for other similar purposes if that use shall be or become impractical of fulfillment. (3) Thirty percent (30%) to the School of Business, of Queen's University, of Kingston, Ontario, Canada, in memory of the Class of Commerce of 1952, without restriction as to use. (4) Thirty percent (30%) to the American Cancer Society, of Atlanta, Georgia, to be used for cancer research. (5) If any organization designated to receive any distribution herein is not an organization described in Sections 170(b)(1)(A), 170(c), 2055(a) and 2522(a) of the Internal Revenue Code of 1986, as amended (the "Code"), or otherwise so qualified under Article XXI(5) of the US-Canada Income Tax Treaty (or such similar provision in effect from time to time), at the time when any principal or income hereof is to be distributed to such organization, then the Corporate Co-Trustee shall distribute such principal or income designated for such organization to one or more organizations then described in Sections 170(b)(1)(A), 170(c), 2055(a) and 2522(a) of the Code, or otherwise so qualified under Article XXI(5) of the US-Canada Income Tax Treaty (or such similar provision in effect from time to time), as the Corporate Co-Trustee shall select in its sole discretion. In exercising such discretion, the Corporate Co-Trustee shall select one or more qualified organizations that, insofar as possible, fulfill the general mission and purpose, in the same general geographic area, as those organizations described above. In the event of any uncertainty or dispute, the determination of the Corporate Co-Trustee shall be conclusive for all purposes. SEVENTH: If any share hereunder becomes distributable to a beneficiary who has not attained the age of twenty-five (25) years, then such share shall immediately vest in such Page 7 ~~ beneficiary, but notwithstanding the provisions herein, my Trustee shall retain possession of such share in trust for such beneficiary until such beneficiary attains the age of twenty-five (25) years, using so much of the net income and principal of such share as my Trustee deems necessary to provide for the proper medical care, education, support and maintenance in reasonable comfort of such beneficiary, taking into consideration to the extent my Trustee deems advisable any other income or resources of such beneficiary or his or her parents known to my Trustee. Any income not so paid or applied shall be accumulated and added to principal. Such beneficiary's share shall be paid over and distributed to such beneficiary upon attaining the age of twenty-five (25) years, or if he or she shall sooner die, to his or her executors or estate. I recommend that my Trustee consider distributing all income from such share to such beneficiary when such beneficiary attains the age of twenty-one (21) years. My Trustee shall have with respect to each share so retained all the powers and discretions had with respect to the trusts created herein generally. My Trustee is also empowered, in its sole and absolute discretion, to distribute all or part of such property to a custodian (selected by my Trustee) for such beneficiary under the terms of the Pennsylvania Uniform Transfers to Minors Act. EIGHTH: With the exception of my husband, who shall be presumed to have predeceased me in the event of our simultaneous deaths (or if the order of our deaths cannot be determined with certainty), no beneficiary shall benefit hereunder unless he/she survives me by thirty (30) days. NINTH: (1) I name my husband, Morley E. Sellens, as my Executor. If he shall be unable or unwilling to serve in such capacity, then my daughter, Joan Louise Sellens, and Manufacturers and Traders Trust Company shall be my alternate Co-Executors. I direct that my Executor and my alternate Co-Executors, and their successors and substitutes, herein referred to Page 8 ~~~~1: collectively as my Executor regardless of number or gender, serve without bond in any jurisdic- tion in which called upon to act. (2) I name my husband, Morley E. Sellens, and Manufacturers and Traders Trust Company as my Co-Trustees. I direct that my Co-Trustees, and their successors and substitutes, herein referred to collectively as my Trustee regardless of number or gender, serve without bond in any jurisdiction in which called upon to act. (3) If my husband shall be unable or unwilling to serve in a fiduciary capacity, then my daughter, Joan Louise Sellens, shall serve jointly in such fiduciary capacity with Manufacturers and Traders Trust Company, or its successors. During his lifetime my husband may remove or replace any corporate fiduciary at any time by the designation of another qualified bank or trust company to serve in such capacity. Such successor or substitute Corporate Co- Trustee shall be designated in a written instrument signed by my husband, or if he is unable to act, and subject, nevertheless, to the conditions imposed by subparagraph (9) below, signed by my daughter, Joan Louise Sellens, or if she is unable to act, then by my son Charles Robert Sellens, or if he is unable to act, by the court having jurisdiction over the probate of my estate. Subject to the requirements of the Pennsylvania Uniform Trust Code, the situs of any trust herein maybe transferred to the situs of such successor or substitute Corporate Co-Trustee by designa- tion in the written instrument aforesaid. Any such written instruments shall be retained by my Trustee as part of the records of the Trust. (4) After the death of my husband, each child of mine shall serve as a Co- Trustee with Manufacturers and Traders Trust Company, or its successors, as Co-Trustees of such child's separate share of the Bypass Trust. Each such child of mine is empowered to remove and replace, from time to time, the Corporate Co-Trustee of his trust share, and to change Page 9 the situs thereof, by the execution of a written instrument designating some other situs and/or another qualified bank or trust company to serve in such capacity as substitute Corporate Co-Trustee. (5) With the exception of my husband, who shall serve without compensation, all other persons or corporate fiduciaries serving as a Co-Executor and/or Co-Trustee hereunder shall be entitled to receive separate and reasonable compensation for their services, as well as to receive reimbursement for reasonable expenses incurred. For any corporate fiduciary its regularly-published fee schedule shall be presumed to constitute such reasonable compensation. (6) No rule of law against self-dealing, divided loyalty, or conflict of interest shall be applied to render any transaction effected by any of the above-described fiduciaries void, voidable, or otherwise subject to attack solely for violation of such rule, nor shall such fiduciaries incur any liability, nor shall any fiduciary's commissions for acting hereunder be reduced, solely for violation of such rule. Any transaction which involves self-dealing, divided loyalty, or conflict of interest by such fiduciaries shall be judged by the rules of law which would apply to the same transaction at arm's length between strangers free of any element ofself-dealing, divided loyalty, or conflict of interest. Thus, by way of illustration and not of limitation, all such fiduciaries under this Will, including their successors and substitutes, are authorized, without giving any notice required by statute, to: (a) Employ and compensate any fiduciary or any affiliate as broker, agent, or professional advisor for any purpose. (b) Borrow from the commercial department of any corporate fiduciary or any affiliate at current interest rates. Page 10 ~~~~~. (c) Buy, retain, and sell any debt or equity security issued or underwritten by any corporate fiduciary or any affiliate and any debt security secured, supported, and/or otherwise enhanced by a letter of credit issued by any corporate fiduciary or any affiliate. (d) Buy, retain and sell any security of any investment company or trust registered under the Investment Company Act of 1940 to which any corporate fiduciary or any affiliate renders services for compensation. (e) Buy property from or sell property to any beneficiary or fiduciary acting hereunder or otherwise on arm's length terms. (f) For purposes of this Will an "affiliate" means any entity which owns, directly or indirectly, an interest in any corporate fiduciary, any entity in which any corporate fiduciary owns an interest, directly or indirectly, and any entity in common control with any corporate fiduciary. (7) Without the permission of any court, any fiduciary acting hereunder may resign by a written instrument filed with the permanent records hereunder, with the same to be effective (a) after thirty days' written notice to each adult income beneficiary and (b) a successor corporate fiduciary's execution of acceptance of appointment to act hereunder following such resignation. Any successor corporate fiduciary maybe located in any country or jurisdiction and shall be appointed by the then acting fiduciaries, including the corporate fiduciary who wishes to resign, even if such corporate fiduciary is then acting alone. (8) In the event of any dispute or disagreement between my Co-Executors and/or Co-Trustees, I direct that the decision of the Corporate Co-Executor and/or the Corporate Co-Trustee shall be conclusive for all purposes. Page 11 ~` ~ ~~ (9) The provisions for the removal and replacement of any corporate fiduciary provided in subparagraph (3) of this Article to the contrary notwithstanding, if the Corporate Co- Trustee reasonably determines that any power to remove and replace a corporate fiduciary is being exercised by a child of mine in order to coerce the Corporate Co-Trustee into a course of action that is unwise or not in the best interests of the Trust, for any reason, I authorize the Corporate Co-Trustee to continue in such capacity until the court having jurisdiction over the probate of my estate has determined that such change of corporate fiduciaries is advisable in the circumstances. I exonerate the Corporate Co-Trustee for the good faith exercise of its powers and discretions under this subparagraph. TENTH: No person who at any time is acting as a Co-Trustee (if any) hereunder shall have any power or obligation to participate in or to exercise any discretionary authority that I have given to my Trustee to pay principal or income to such person, or for his or her benefit or in relief of his or her legal obligations. Such discretionary authority shall be exercised solely by the Corporate Co-Trustee. ELEVENTH: (1) I give to any Executor and to any Trustee named in this Will or any Codicil hereto or to any successor or substitute Executor or Trustee all of the powers enumerated in this Will and all of the powers applicable by law to fiduciaries in the Commonwealth of Pennsylvania and in particular through the Pennsylvania Probate, Estates and Fiduciaries Code, as effective and as in effect on the date of my death, during the administration and until the completion of the distribution of my estate, and until the termination of all trusts created in this Will or any Codicil hereto and until the completion of the distribution of the assets of such trusts. I direct that all such powers shall be construed in the broadest possible manner and shall be exer- cisable without court authorization. Page 12 `'~~ ~ , (2) In determining the federal estate and income tax liabilities of my estate, my Executor shall have discretion to select the valuation date and to determine whether any or all of the allowable administration expenses in my estate shall be used as federal estate tax deductions or as federal income tax deductions and shall have the discretion to file a joint income tax return with my husband. (3) If at any time any trust created hereunder (or any share thereof if any trust shall have been divided into shares) shall be of such value that, in the opinion of the Corporate Co-Trustee, the administration expense of holding the assets contained therein in trust is not justified, the Corporate Co-Trustee, in its absolute discretion, may terminate such trust and distribute the trust property to the person or persons then entitled to receive or have the benefit of the income therefrom or the legal representative of such person. If there is more than one income beneficiary, the Corporate Co-Trustee shall make such distribution to such income beneficiaries in the proportion in which they are beneficiaries or if no proportion is designated in equal shares to such beneficiaries. (4) My Executor and Trustee are authorized and empowered to acquire and to retain, either permanently or for such period of time as my Executor or Trustee may determine, any assets, including non-income-producing real estate and the capital stock of any closely held corporation, whether such assets are or are not of the character approved or authorized by law for investment by fiduciaries and whether such assets do or do not represent an overconcentration in one investment. (5) My Executor and my Trustee are authorized and empowered to disclaim any interest, in whole or in part, of which I, my Executor, or my Trustee, maybe the beneficiary, devisee, or legatee, by executing an appropriate instrument (in accordance with Section 2518 of Page 13 ~y~~~2~. the Internal Revenue Code of 1986, as amended (the "Code"), or such similar section as may then be in effect). (6) My Executor and Trustee are authorized and empowered to sell at public or private sale, or exchange, and to encumber or lease, for any period of time, any real or personal property and to give options to buy or lease any such property. Additionally, my Executor and Trustee are authorized and empowered to compromise claims, to borrow from anyone (including a fiduciary hereunder) and to pledge property as security therefor, to make loans to and to buy property from anyone (including a fiduciary or beneficiary hereunder); provided that any such loans shall be adequately secured and at a fair interest rate. (7) My Executor and Trustee are authorized and empowered to allocate property, charges on property, receipts and income among and between principal or income, or partly to each, without regard to any law defining principal and income. (8) I recommend that my Executor allocate my GST Exemption, as hereafter defined, to transfers made by me prior to or at my death in a manner which, in the opinion of my Executor, is most likely to eliminate GST Tax on such transfers. I further recommend that any remaining GST Exemption next be allocated to the Bypass Trust, to the maximum extent possible to completely exempt the Bypass Trust from the GST Tax as in effect at the time of my death. If the amount of my GST Exemption is not sufficient to completely exempt the Bypass Trust, then my Executor is authorized and directed to decrease the amounts otherwise passing to the Bypass Trust and to instead distribute such property outright to my husband or children, as the case maybe, in order to eliminate completely any GST Tax on property otherwise passing to the Bypass Trust or to my beneficiaries. Page 14 `~~ J ~r (9) The Corporate Co-Trustee is authorized and empowered to merge any trust created hereunder with any other trust or trusts created by me, or by my husband under Will or Trust Agreement, if the terms of such trusts are then substantially similar and held for the primary benefit of the same person(s). (10) If any GST Tax imposed by Chapter 13 of the Code would otherwise apply to any trust or share hereunder, in such case the Corporate Co-Trustee is authorized to confer upon any beneficiary hereunder a testamentary general power of appointment in favor of the creditors of such beneficiary's estate, which power shall be exercisable only by specific reference thereto in such beneficiary's Will. TWELFTH: (1) My Trustee may hold any property distributed to it hereunder, whether by my Executor or otherwise, in one or more separate trusts, either on identical terms or, to the extent that the terms of the trust are severable into distinctly separate shares, on terms reflecting such separate shares. Furthermore, my Executor may, by an instrument in writing delivered to my Trustee, direct my Trustee to hold a specified portion of a trust created hereunder as a separate trust. Any such direction shall be effective as of the date of my death. (2) My Trustee may, at anytime and from time to time, divide any trust hereunder into two or more separate trusts (based on the fair market value of the trust assets at the time of such division) and combine two or more trusts hereunder with substantially identical terms (whether or not such trusts were previously separate from one trust). (3) If a trust is held as, or divided into, separate trusts, my Executor or my Trustee, as the case maybe, may, at any time prior to a combination of such trusts, (a) make different tax elections (including the allocation of my GST Exemption) with respect to each separate trust, (b) expend principal and exercise any other discretionary powers with respect to Page 15 such separate trusts differently, (c) invest such separate trusts differently, and (d) take all other actions consistent with such trusts being separate entities. (4) I anticipate that my Executor or my Trustee, as the case maybe, may hold property as one or more separate trusts or divide trusts hereunder for both tax and administrative reasons. (5) I exonerate my Executor and my Trustee from any liability arising from any exercise or failure to exercise these powers, provided the actions (or inactions) of my Executor or my Trustee are taken in good faith. THIRTEENTH: No interest of any beneficiary under this Will, any Codicil hereto, or any trust created herein, shall be subject to anticipation or to voluntary or involuntary alienation. FOURTEENTH: For purposes of this Will, my "available GST Exemption" means the generation-skipping transfer tax exemption provided in Section 2631 of the Code, in effect at the time of my death reduced by the aggregate of (a) the amount, if any, of my exemption allocated to lifetime transfers of mine by me or by operation of law, and (b) the amount, if any, I have specifically allocated to other property of my gross estate for federal estate tax purposes. FIFTEENTH: (1) All estate, inheritance, succession and other death taxes imposed or payable by reason of my death, and any interest and penalties thereon, with respect to all property passing under this Will (excepting, however, GST Tax imposed by Chapter 13 of the Code), shall be paid out of the residue of my estate as if such taxes were expenses of administration, without apportionment or right of reimbursement. Any such taxes not so payable shall be apportioned as provided by Pennsylvania law and paid from such non-probate property unless my Executor, in my Executor's sole discretion, determines that it is advisable or appropriate to pay such taxes from the residue of my estate. I encourage, but do not require, my Executor to pay all such taxes Page 16 ~ t attributable to my retirement benefits (as defined below) which pass directly to my children as the designated beneficiaries thereof. I further authorize my Executor or my Trustee to make any equitable adjustments that they may deem advisable or appropriate in order to more justly allocate the burden of taxes on property passing otherwise than by this Will. I also authorize my Executor and my Trustee to pay all such taxes at such time or times as deemed advisable. (2) My Executor and Trustee are authorized, with regard to any federal estate tax imposed upon my estate by the United States with respect to property which passes to my surviving spouse, to elect any available benefits which may exist under any US-Canada Tax Treaties or other agreements of any sort between the United States and Canada to obtain the full benefits of any allowable federal estate tax marital deduction under the laws of the United States. Further, with regard to any such election, my Executor and Trustee are also authorized, in their discretion, to irrevocably waive the benefits of any federal estate tax marital deduction which would be allowed under the laws of the United States on my federal estate tax return for which a qualified domestic trust election could be made under the laws of the United States. I further authorize my Executor and Trustee to make any and all advisable or necessary elections in order to take full advantage of any provision in the US-Canada Tax Treaties or other agreements to provide maximum tax relief for the surviving spouse and/or to provide maximum relief from applicable taxes for any trust created herein and its beneficiaries. SIXTEENTH: The following provisions concern any retirement benefits that may become distributable to my Executor or Trustee (whether directly or through my estate) by reason of my death. As used herein, "retirement benefits" means amounts held in or payable pursuant to a plan (of whatever type) qualified under Section 401 of the Code, or an individual retirement arrangement under Section 408 or 408A of the Code, or a tax sheltered annuity under Section ~ ~ > Page 17 ~ , 403 of the Code, or any other benefit plan subject to the distribution rules of Section 401(a)(9) of the Code, or the corresponding provisions of any subsequent federal tax law. (1) My Executor or Trustee may exercise any right to determine the manner and timing of payment of retirement benefits that is available to the recipient of the benefits, provided that as to any retirement benefits payable to the Bypass Trust, if the method of distribution does not result in the payment to the trust of all of the net income of a plan or account at least annually, my Executor or Trustee shall withdraw from the plan or account at least annually all of the net income thereof not otherwise distributed and distribute it to my husband, so that income of a plan or account shall constitute income of the Bypass Trust and shall be paid at least annually to my husband. However, if at any time the income from my pension plan or retirement account exceeds the minimum distribution amount thereunder, my Executor or Trustee, in lieu of distributing such income to my husband, may notify my husband that he has a right to demand the distribution of such income, if and to the extent that such a right to demand the distribution of income complies the requirements of Rev. Rul. 2000-2. (2) Any required minimum distributions from my pension plan or retirement account shall be treated as income for trust accounting purposes. (3) My Executor or Trustee shall be authorized to identify and designate the person who, pursuant to the regulations under Section 401(a)(9) of the Code, is the "designated beneficiary" whose life expectancy maybe used to measure payments to any trust. (4) Except in circumstances where no other funds are available for such purposes, no retirement benefits shall be used to pay taxes, debts and expenses of my estate if doing so would be deemed to materially reduce the payout period of any pension plan or retirement account. Page 18 ~~~, (5) If my husband shall survive me and retirement benefits are distributable to my Executor or Trustee either directly or through my estate (other than by reason of disclaimers by my husband), the Corporate Co-Executor or the Corporate Co-Trustee shall be authorized, but not required, to distribute the right to all or part of such benefits outright to my husband, or to disclaim all or part of such benefits, and any benefits so disclaimed shall be payable to my husband outright, and my husband may exercise any right to determine the manner and timing of payment of such distributed or disclaimed benefits that is available to the recipient of the benefits. In exercising this discretionary power, the Corporate Co-Executor or the Corporate Co- Trustee may, but need not, consider solely the needs and desires of my husband and not those of any other beneficiary. It is my hope that the Corporate Co-Executor or the Corporate Co-Trustee will consider distributing or disclaiming if my husband wishes to "roll over" the benefits to an individual retirement arrangement and such distribution or disclaimer will help effectuate the rollover, but this precatory expression shall not limit the discretion of the Corporate Co-Executor or the Corporate Co-Trustee and it is not meant to direct a distribution or disclaimer even if my husband wishes to "roll over" the benefits. [THIS SPACE INTENTIONALLY LEFT BLANK] Page 19~, (6) My Executor and Trustee shall comply with all requirements set forth in the Code and regulations thereunder now or hereafter in effect applicable to the designation of a trust as the beneficiary of retirement benefits. IN WITNESS WHEREOF, I have set my hand and seal on this my Last Will and Testament this 3~d day of July, 2008. ~~ ~~ ~ ~ ~.c%!~i ~ ~?EAL) E. LANCHE SE ENS SIGNED, SEALED, PUBLISHED, and DECLARED by E. BLANCHE SELLENS as and for her Last Will and Testament, on the day and year last above written, in the presence of us, who, at her request, in her presence, and in the presence of each other, all being present at the same time, have hereunto subscribed our names as witnesses: Page 20 ~: SELF-PROVING AFFIDAVIT COMMONWEALTH OF PENNSYLVANIA SS. COUNTY OF CUMBERLAND WE, E. BLANCHE SELLENS, and ~ ~ , ~u C ~~ ,and v~i~ c- + ~ I ~ ~ ~_ ~~ '~, ,the Testatrix an the witnesses, respectively, whose names are signed to the attached or foregoing instrument, being first duly sworn, do hereby declare to the undersigned authority that the Testatrix signed and executed the instrument as her Last Will and that she had signed willingly (willingly directed another to sign for her), and that she executed it as her free and voluntary act for the purposes therein expressed, and that each of the witnesses, in the presence and hearing of the Testatrix, signed the Will as witness and to the best of his or her knowledge the Testatrix was at that time eighteen (18) years of age or older, of sound mind, and under no constraint or undue influence. E. BLANCHES LENS, Testatrix W rtness ' ~ ~,.. Witness Subscribed, sworn to, and acknowledged before me by E. BLANCHE SELLENS, the Testatrix, and subscribed and sworn to before me by ~ `~ rv° ~+ 5 ~- ~'~~ ~ ~ ~- ~ ,and rCo~ ~ K- ~ , ('.4~u.r ~ (,~ r, witnesses, this 3rd day of July, 2008. ,; ~ , ~f Notary Public CCU"'>~iVlt~l+J_l•~cALTH OF PENNS'YLWANIA Notarial Seal Gwndofyn E. Kiilian, Notary Public Ca~i~sle E3oro, tiumberland County ~ r~;y C;omrnission Expires Nov. 22, 2008 P.4embar, Ferinsylvania Association Of Notaries Page 21