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HomeMy WebLinkAbout04-0991PNCA'Dv soRs PO Box 308 Camp Hill PA 17011 Tel: 717 730-2265 November 2, 2004 Register of Wills Cumberland County South Hanover Street Carlisle, PA 17013 Re: George N. Wade Date of Death 8/4/04 Non-Probate Estate Dear Register of Wills: On behalf of the Corporate Trustee of the above-referenced decedent, I enclose a check in the amount of $59,850.00 for payment on account of Pennsylvania Inheritance Tax. This payment will yield a 5% discount in the amount of $3,1 $0.00 for a total credit towards the Pennsylvania Inheritance Tax in the amount of $63,000. Please send us the usual customary receipt at your earliest convenience. Sincerely, Assistant Vice President Enclosure: LJL/jmh A member of The PNC Financial Services Group 4242 Cadisle Pike Camp Hill Pennsylvania 17011 COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF REVENUE BUREAU OF ~NDIVIDUAL TAXES DEPT 280601 HARRISBURG, PA 17128-0601 RECEIVED FROM: PENNSYLVANIA INHERITANCE AND ESTATE TAX OFFICIAL RECEIPT NO. CD 004572 PNC ADVISORS PO BOX 308 CAMP HILL, PA 17011 ........ told ESTATE INFORMATION: SSN: 191-18-2915 FILE NUMBER: 2104-0991 DECEDENT NAME: WADE GEORGE N JR DATE OF PAYMENT: 11/O2/2OO4 11/02/2004 POSTMARK DATE: COUNTY: CUMBERLAND DATE OF DEATH: 08/04/2004 ACN ASSESSMENT CONTROL NUMBER AMOUNT 101 I $59,850.00 TOTAL AMOUNT PAID: $59,850.00 REMARKS: SEAL CHECK//01188906 INITIALS: JA RECEIVED BY: GLENDA FARNER STRASBAUGH REGISTER OF WILLS REGISTER OF WILLS ~ f-" . ., ~~.) ~ PNCAuVlSORS ~ Box 308 Camp Hill P A 17001-0308 (717) 730-2265 1-800-846-2265, Ext. 2265 May 3, 2005 Register of Wills Cumberland County South Hanover St. Carlisle PA 17013 Re: George N. Wade Jr. Date of Death: August 4, 2004 File #21-04-0991 Dear Register: On behalf of the Corporate Trustee of the above-referenced estate, I enclose a cashier's check in the amount of $1 ,450.23 for the balance due of Pennsylvania Inheritance Tax. Also enclosed please find a copy of the 706 filed with the Internal Revenue Service along with a check in the amount of$15.00 for filing fees. Kindly acknowledge receipt of the enclosed by stamping and returning the accompanying copy of this letter to me in the envelope provided. Please send us the customary receipt at your earliest convenience. Sincerely, ~~ Assistant Vice President Estate Administrator Enclosures A member of The PNC Financial Services Group 4242 Carlisle Pike Camp Hill Pennsylvania 17011 COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF REVENUE BUREAU OF INDIVIDUAL TAXES DEPT 280601 HARRISBURG, PA 17128-0601 REV-1162 EX(11-96) RECEIVED FROM: PENNSYLVANIA INHERITANCE AND ESTATE TAX OFFICIAL RECEIPT PNC ADVISORS PO BOX 308 CAMP HILL, PA 17011 u_u_u fold ESTATE INFORMATION: SSN: 191-18-2915 FILE NUMBER: 2104-0991 DECEDENT NAME: WADE GEORGE N JR DATE OF PAYMENT: 05/03/2005 POSTMARK DATE: 05/03/2005 COUNTY: CUMBERLAND DATE OF DEATH: 08/04/2004 NO. CD 005282 ACN ASSESSMENT CONTROL NUMBER AMOUNT 101 I $1,450.23 I I I I I I I I TOTAL AMOUNT PAID: $1,450.23 REMARKS: PNC BANK NA CHECK# 01198942 SEAL INITIALS: VZ RECEIVED BY: REGISTER OF WILLS GLENDA FARNER STRASBAUGH REGISTER OF WILLS REV-1500 EX (6-00) OFFICIAL USE ONLY COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF REVENUE DEPT. 280601 HARRISBURG, PA 17128-0601 REV-1500 INHERITANCE TAX RETURN RESIDENT DECEDENT FILE NUMBER 21 04 0991 OOUNTY CODE YEAR NUMBER I- Z W C W o W C DECEDENTS NAME (LAST, FIRST, AND MIDDLE INITIAL) WADE, JR. GEORGE DATE OF DEATH (MM-DD-YEAR) DATE OF BIRTH (MM-DD-YEAR) 8/4/2004 11/25/1917 (IF APPLICABLE) SURVIVING SPOUSE'S NAME (LAST, FIRST, AND MIDDLE INITIAL) BETTY G. WADE REGISTER OF WILLS N SOCIAL SECURITY NUMBER 191-18-2915 THIS RETURN MUST BE FILED IN DUPLICATE WITH THE W too :ll::!Ul (.)O::ll: wD-(.) J:OO (.) 0:..1 D-lD D- c( 00 1. Original Retum D 4. Limited Estate D 6. Decedent Died Testate (Attach copy of Will) D 9. Litigation Proceeds Received D 2. Supplemental Return D 3. Remainder Retum (date of death prior to 12-13-82) D 4a. Future Interest Compromise (date of death after 12-12-82) 00 5. Federal Estate Tax Return Required 00 7. Decedent Maintained a Living Trust (Attach copy of Trust) _ 8. Total Number of Safe Deposit Boxes D 10. Spousal Poverty Credit (date of death between 12-31-91 and 1-1-95) D 11. Election to tax under Sec. 9113(A) (Allach Sch 0) t- Z W C Z o D- en w a: a: o u THIS SECTION MUST13E COMPLiETED;~LiLi CORRESPONDENCE ANDCONF'DENTIALrAXINFORM~TION SHOULD BE DIRECTED TO: NAME COMPLETE MAILING ADDRESS LINDA LUNDBERG, ASSISTANT VICE PRESIDENT 4242 CARLISLE PIKE, P.O. BOX 308 FIRM NAME (If Applicable) PNC BANK N.A. TELEPHONE NUMBER 717-730-2265 CAMP HILL, PA 17011 1. Real Estate (Schedule A) 0.00 0.00 0.00 0.00 461.88 0.00 OFFICIAL USE 6Ni:y (1) (2) :. ,., 2. Stocks and Bonds (Schedule B) 3. Closely Held Corporation, Partnership or Sole-Proprietorship (3) 4. Mortgages & Notes Receivable (Schedule D) 5. Cash, Bank Deposits & Miscellaneous Personal Property (Schedule E) (4) (5) z o i= <( -' ::) l- ii: <( o w a: 6. Jointly Owned Property (Schedule F) (6) o Separate Billing Requested 7. Inter-Vivos Transfers & Miscellaneous Non-Probate Property (7) (Schedule G or L) co 2,267,731.68 9. Funeral Expenses & Administrative Costs (Schedule H) (9) (8) 41,539.47 3,173.54 2,268,193.56 8. Total Gross Assets (total Lines 1-7) 10. Debts of Decedent, Mortgage Liabilities, & Liens (Schedule I) (10) 11. Total Deductions (total Lines 9 & 10) 44,713.01 2,223,480.55 791,253.23 (11) 12. Net Value of Estate (Line 8 minus Line 11) 13. Charitable and Governmental Bequests/See 9113 Trusts for which an election to tax has not been made (Schedule J) (12) (13) 14. Net Value Subject to Tax (Line 12 minus Line 13) 1,432,227.32 (14) SEE INSTRUCTIONS ON REVERSE SIDE FOR APPLICABLE RATES 1 5. Amount of Line 14 taxable at the spousal tax z rate, or transfers under Sec. 9116 (a)(1.2) o ~ 16. Amount of Line 14 taxable at lineal rate too :) g; 17. Amount of Line 14 taxable at sibling rate o (.) 18. Amount of Line 14 taxable at collateral rate >< ~ 19. Tax Due 20. 0 0.00 x.O ~(15) x.O 45 (16) 0.00 64,450.23 0.00 1,432,227.32 0.00 0.00 x .12 (17) 0.00 x .15 (18) 64,450.23 (19) CHECK HERE IF YOU ARE REQUESTING A REFUND OF AN OVERPAYMENT > > BE SURE TO ANSWER ALL QUESTIONS ON REVERSE SIDE AND RECHECK MATH < < 3W4645 1.000 ece ents ample e ress: STREET ADDRESS 10 TEAL ROAD CUMBERLAND COUNTY, PA CITY I STATE I ZIP MECHANICSBORG 17050- o d I t Add 'C Tax Payments and Credits: 1. Tax Due (Page 1 Line 19) 2. Credits/Payments A. Spousal Poverty Credit 8. Prior Payments C. Discount (1) 0.00 59,850.00 3,150.00 Total Credits (A + 8 + C) (2) 3. Interest/Penalty if applicable D. Interest E. Penalty 0.00 0.00 Total Interest/Penalty (D + E) (3) 4. If Line 2 is greater than Line 1 + Line 3, enter the difference. This is the OVERPAYMENT. Check box on Page 1 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) A. Enter the interest on the tax due. (SA) 8. Enter the total of Line 5 + SA. This is the BALANCE DUE. (58) Make Check Pa able to: REGISTER OF WILLS, AGENT 64,450.23 63,000.00 0.00 0.00 1,450.23 0.00 1,450.23 PLEASE ANSWER THE FOLLOWING QUESTIONS BY PLACING AN "X" IN THE APPROPRIATE BLOCKS Yes [K] [K] D D without receiving adequate consideration? . . . . . . . . . . . . . . . . . . . . . . . . . . .. D 3. Did decedent own an 'in trust for' or payable upon death bank account or security at his or her death? D 4. Did decedent own an Individual Retirement Account, annuity, or other non-probate property which contains a beneficiary designation? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. D []I IF THE ANSWER TO ANY OF THE ABOVE QUESTIONS IS YES, YOU MUST COMPLETE SCHEDULE G AND FILE IT AS PART OF THE RETURN. Under penalties of pe~ury, I declare that I have examined this return. including accompanying schedules and statements, and to the best of my knowledge and belief, it is true. correct and complete. Declaration of preparer other than the personal representative is based on all information of which preparer has any knowledge. SIGNATURE OF PERSON RESPONSIBLE FOR FILlN R 1 . Did decedent make a transfer and: a. retain the use or income of the property transferred;. . . . . . . . . . . . . . . b. retain the right to designate who shall use the property transferred or its income; . c. retain a reversionary interest; or ... . . . . . . . . . . . . . . . . . . . . . d. receive the promise for life of either payments, benefits or care? . . . . . . . . . 2. If death occurred after December 12, 1982, did decedent transfer property within one year of death PNC BANK N,A., TRUSTEE BY: ADDRESS No D D []l []l D!l Qg DATE s- -OS SIGNATURE OF PREPARER OTHER THAN REPRESENTATIVE DATE ADDRESS For dates of death on or after July 1, 1994 and before January 1, 1995, the tax rate imposed on the net value of transfers to or for the use of the surviving spouse is 3% [72 P.S. ~ 9916 (a) (1.1) (i)]. For dates of death on or after January 1, 1995, the tax rate imposed on the net value of transfers to or for the use of the surviving spouse is 0% [72 P.S. ~ 9116 (a) (1.1) (ii)] The statute does not exempt a transfer to a surviving spouse frorn 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 twenty-one 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% [72 P.S. ~ 9116(a)(1.2)]. The tax rate imposed on the net value of transfers to or for the use of the decedent's lineal beneficiaries is 4.5%, except as noted in 72 P.S. ~ 9116(1.2) [72 P.S. ~9116(a)(1)]. The tax rate imposed on the net value of transfers to or for the use of the decedent's siblings is 12% (72 P.S. ~ 9116(a)(1.3)]. A sibling is defined, under Section 9102, as an individual who has at least one parent in common with the decedent, whether by blood or adoption. 3W4646 1.000 EST ATE OF: GEORGe N. WADE JR. 191-18-2915 ATTACHMENT TO PA FORM REV-1500 DECEDENT DIED TEST ATE BUT HIS WILL WAS NOT PROBATED SINCE ALL OF THE DECEDENT'S ASSETS WERE HELD EITHER IN JOINT NAMES WITH HIS WIFE, BETTY G. WADE, OR OWNED/ PAY ABLE BY OR TO THE DECEDENT'S REVOCABLE DEED OF TRUST. PNC BANK N.A. IS FILING THIS TAX RETURN IN THEIR CAPACITY AS TRUSTEE OF THE DECEDENT'S REVOCABLE DEED OF TRUST AND PARTY IN POCESSION OF THE DECEDENT'S ASSETS. ACTING EXECUTOR'S NAME AND ADDRESS: NAME ADDRESS PNC BANK N.A 4242 CARLISLE PIKE P.O. BOX 308 CAMP HILL, PA 17011 TAXID 22-11464430 REV-1502 EX + (6-98) COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT SCHEDULE A REAL ESTATE ESTATE OF FILE NUMBER GEORGE N. WADE, JR. 21 04 0991 All real property owned solely or as a tenant In common must be reported at fair market value. Fair market value is defined as the price at which property would be exchanged between a willing buyer and a willing seller, neither being compelled to buy or sell, both having reasonable knowledge of the relevant facts. Real property which Is Jointly-owned with right of survivorship must be disclosed on Schedule F. ITEM NUMBER 1. DESCRIPTION VALUE AT DATE OF DEATH 3W4695 1.000 TOTAL (Also enter on line 1, Recapitulation) (If more space is needed, insert additional sheets of the same size) $ 0.00 REV-1503 EX + (6-98) COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT ESTATE OF SCHEDULE B STOCKS & BONDS FILE NUMBER GEORGE N. WADE, JR. 21 04 0991 All property Jointly-owned with right of survivorship must be disclosed on Schedule F. ITEM NUMBER DESCRIPTION VALUE AT DATE OF DEATH 1. 3W46961.000 TOTAL (Also enter on line 2, Recapitulation) $ (If more space is needed, insert additional sheets of the same size) 0.00 REV-1507 EX + (6-98) COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETIJRN RESIDENT DECEDENT ESTATE OF GEORGE N. WADE, JR. SCHEDULE D MORTGAGES & NOTES RECEIVABLE FILE NUMBER 21 04 0991 All property jolntly-owned with right of survivorship must be disclosed on Schedule F. ITEM NUMBER DESCRIPTION VALUE AT DATE OF DEATH TOTAL (Also enter on line 4, Recapitulation) $ 0.00 3W46AC 1.000 (If more space is needed, insert additional sheets of same size) REV-1508 EX + (6-98) COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETIJRN RESIDENT DECEDENT SCHEDULE E CASH, BANK DEPOSITS, & MISC. PERSONAL PROPERTY ESTATE OF GEORGE N. WADE, JR. FILE NUMBER 21 04 0991 Include the proceeds of litigation and the date the proceeds were received by the estate. All property Jolntly-owned with the right of survivorship must be disclosed on Schedule F. ITEM NUMBER DESCRIPTION VALUE AT DATE OF DEATH 1 CAPITAL BLUE CROSS REFUND OF MEDICAL INSURANCE PREMIUM 192.88 2 COMMONWEALTH OF PENNSYLVANIA 2004 SEPARATE PENNSYLVANIA STATE INDIVIDUAL INCOME TAX REFUND . 269.00 3 FOR INFORMATIONAL PURPOSES ONLY: GEORGE N. WADE JR. WAS AN INCOME BENEFICIARY OF THE GEORGE N. WADE INDENTURE OF TRUST DATED JULY 18, 1958 AND AMENDED ON MAY, 16, 1969, APRIL 8, 1971, AND DECEMBER 26, 1972, PNC BANK N.A. FORMERLY CUMBERLAND COUNTY NATIONAL BANK AND TRUST COMPANY SUBSTITUTE TRUSTEE, A COPY OF WHICH IS SUBMITTED HEREWITH. DECEDENT POSSESSED NO RIGHTS TO OR POWERS OVER PRINCIPAL AND THIS INTEREST IS BEING DISCLOSED FOR INFORMATIONAL PURPOSES ONLY. 0.00 3W46AD 1.000 TOTAL (Also enter on line 5 Recaoitulationl $ (If more space is needed, insert additional sheets of the same size) 461.88 REV.1509 EX + (6.981 COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT ESTATE OF GEORGE N. WADE, JR. SCHEDULE F JOINTLY-OWNED PROPERTY FILE NUMBER 21 04 0991 If an asset was made joint within one year of the decedent's date of death, it must be reported on Schedule G. SURVIVING JOINTTENANT(S) NAME ADDRESS RELATIONSHIP TO DECEDENT A. B. c. JOINTL V-OWNED PROPERTY: LEITER DATE DESCRIPTION OF PROPERTY %OF DATE OF DEATH ITEM FORJOINT MADE INCLUDE NAME OF FINANCIAL INSTITUTION AN:! BAN<. ACCOLNT DATE OF DEATH DECD'S VALUE OF r-.a..MEEA OR SIMILAR IDENTIFYIf\K3 MJMBER. ATTACH DEED FOR NUMBER TENANT JOINT JOINTLY+B.DREAL ESTATE VALUE OF ASSET INTEREST DECEDENrSINTEREST 1. A. TOTAL (Also enter on line 6 ReC'-'lnitulationl $ 0.00 (If more space is needed, insert additional sheets of the same size) 3W46AE 1.000 REV-1510 EX + (6-98) SCHEDULE G INTER-VIVOS TRANSFERS & MISC. NON-PROBATE PROPERTY COMMONWEALTH OF PENNSYL VANIA INHERITANCE TAX RETURN RESIDENT DECEDENT ESTATE OF GEORGE N. WADE, JR. FILE NUMBER 04 21 0991 This schedule must be completed and filed if the answer to any of questions 1 through 4 on the reverse side of the REV-1500 COVER SHEET is yes. ITEM NUMBEF 1. DESCRIPTION OF PROPERTY I~TI-€Ni\\EOFTrETRANSFEREE, THEIR RELATIONSHP TO DECEDENT ANJ Tl-EDATEOF1RANSFER ATTACH A COPY OF n.E DEED FOR REAL ESTATE DATE OF DEATH VALUE OF ASSET % OF DECD'S INTEREST EXCLUSION (IF I'PPLlCABLE\ TAXABLE VALUE REVOCABLE TRUST AGREEMENT DATED APRIL 6, 1995 AND AMENDED JANUARY 17, 2001 BETWEEN GEORGE N. WADE JR., SETTLOR AND PNC BANK N.A. TRUSTEE, A COpy OF WHICH IS SUBMITTED HEREWITH. THE ASSETS ARE VALUED AS OF AUGUST 4, 2004, DATE OF DEATH PER THE ATTACHED ESTATE TAX SECURITIES VALUATION STATEMENT. 2,126,166.40 100.000 0.00 2,126,166.40 2 SELF DIRECTED REVOCABLE TRUST AGREEMENT DATED APRIL 6, 1995 BETWEEN GEORGE N. WADE JR., SETTLOR, PNC BANK N.A. AND BETTY G. WADE, TRUSTEES, A COpy OF WHICH IS SUBMITTED HEREWITH. THE ASSETS ARE VALUED AS OF AUGUST 4, 2004 ~TEOFDEATHPERTHEATT~HED RIDER. 141,565.28 100.000 0.00 141,565.28 TOTAL (Also enter on line 7, Recapitulation) $ 2,267,731.68 (If more space is needed, insert additional sheets of the same size) 3W46AF 1.000 ESTATE OF: GEORGEN. wADEJR SCHEDULE G, TRANSFERS DURING DECEDENTS LIFE, PAGE 2 ITEM NO. DESCRIPTION 2. THE ASSETS OF THE SELF DIRECTED REVOCABLE TRUST AGREEMENT DATED APRIL 6, 1995 OF GEORGE N. WADE JR. AS OF AUGUST 4, 2004 ARE AS FOLLOWS: PNC BANK N.A. CHECKING ACCOUNT # 5140066258 BALANCE AS OF 08/04/04 ACCRUED INTEREST TO 08/04/04 TOT AL 08/04/04 VALUE PER ATTACHED VALUATION LETTER FROM PNC BANK N.A 84,799.26 16.02 PAINTINGS VALUE AS OF 08/04/04 PER ATTACHED VALUATION LETTER FROM THE ART ASSOCIATION OF HARRSIBURG TOTAL 08/04/04 VALUE OF TRUST 191-18-2915 AMOUNT 84,815.28 56,750.00 141,565.28 REV-1511 EX + (12-99) SCHEDULE H FUNERAL EXPENSES & ADMINISTRATIVE COSTS COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT ESTATE OF GEORGE N. WADE, JR. ITEM NUMBER A. B. 2. Debts of decedent must be reported on Schedule I. DESCRIPTION 1. FUNERAL EXPENSES: MYERS-HARNER FUNERAL HOME INC. FUNERAL EXPENSES Total fram continuation pages 1. ADMINISTRATIVE COSTS: Personal Representative's Commissions Name of Personal Representative(s) PNC BANK N .A. Social Security Number(s) / EIN Number of Personal Representative(s) 221-14-6430 Street Address 4242 CARLISLE PIKE, P.O. BOX 308 City CAMP HILL State PA Zip 17011 Year(s) Commission Paid: Attorney Fees 3. Family Exemption: (If decedent's address is not the same as claimant's, attach explanation) Claimant Street Address City State Zip 4. Probate Fees Relationship of Claimant to Decedent 5. Accountant's Fees 7. 6. Tax Return Preparer's Fees 1 3W46AG 1.000 BETTY G. WADE REIMBURSEMENT FOR ARTWORK APPRAISAL BY ART ASSOCIATION OF HARRISBURG FILE NUMBER 21 04 0991 TOTAL (Also enter on line 9, Recapitulation) (If more space is needed, insert additional sheets of the same size) $ AMOUNT 2,452.00 338.59 23,700.00 15,000.00 48.88 41,539.47 Estate of: GEORGE N. WADE, JR. J:tem No. 2 Description TRINITY EVANGELICAL LUTHERAN CHURCH FUNERAL LUNCHEON Schedule H part 1 (Page . I Amount 338.59 Total (Carry forward to main schedule) 338.59 REV-1512 EX + (6-98) COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT ESTATE OF GEORGE N. WADE, JR. SCHEDULE I DEBTS OF DECEDENT, MORTGAGE LIABILITIES, & LIENS FILE NUMBER 04 21 0991 Include unreimbursed medical expenses. ITEM NUMBER 1. DESCRIPTION VALUE AT DATE OF DEATH PNC BANK N.A. ACCRUED TRUSTEES FEE 1,531.92 2 DEBRA BASESHORE WIEST 2004 PERSONAL PER CAPITA TAX 9.80 3 DEBRA BASESHORE WIEST 50% OF 2004 REAL ESTATE TAXES ON DECEDENTS RESIDENCE 1,623.12 4 ASSOCIATED CARDIOLOGISTS MEDICAL SERVICES 8.70 3W46AH 1.000 TOTAL (Also enter on line 10, Recapitulation) $ (If more space is needed, insert additional sheets of the same size) 3,173.54 REV.1513 EX+ (9-00) COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT ESTATE OF GEORGE N. WADE, JR. SCHEDULE J BENEFICIARIES FILE NUMBER 21 04 0991 NUMBER I NAME AND ADDRESS OF PERSON(S) RECEIVING PROPER1Y TAXABLE DISTRIBUTIONS [include outright spousal distributions, and transfers under Sec. 9116 (a) (1.2)] RELATIONSHIP TO DECEDENT Do Not List Trustee(s) AMOUNT OR SHARE OF ESTATE 1 GEORGE N. WADE III 160 SHAYS ST AMHERST, MA 01002 SEE ATTACHED RIDER Son 716,113.66 2 BETH O. WADE 1112 PARK AVENUE, APT. 9A NEW YORK, NY 10128 SEE ATTACHED RIDER Daughter 716,113.66 ENTER DOLLAR AMOUNTS FOR DISTRIBUTIONS SHOWN f>.SOVE ON LINES 15 THROUGH 1 B, AS APPROPRIATE, ON REV-1500 COVER SHEET II NON.TAXABLE DISTRIBUTIONS: A SPOUSAL DISTRIBUTIONS UNDER SECTION 9113 FOR WHICH AN ELECTION TO TAX IS NOT BEING MADE 1 THE GEORGE N. WADE JR. MARITAL TRUST PER SCHEDULE B, PART B OF DECEDENT'S DEED OF TRUST DATED APRIL 6, 1995 AS AMENDED ON JANUARY 27, 2001. AMOUNT ATTRIBUTABLE TO TAXABLE ASSETS PER ATTACHED RIDER. 734,503.23 Total fram continuation pages B. CHARITABLE AND GOVERNMENTAL DISTRIBUTIONS 56,750.00 3W46AI1.000 TOT AL OF PART II - ENTER TOTAL NON-TAXABLE DISTRIBUTIONS ON LINE 13 OF REV.1500 COVER SHEET <If more space is needed, insert additional sheets of the same size) $ 791,253.23 Schedule J part 2 A (Paw 2) Estate of: GEORGE N. WADE, JR. Xtem No. Description Amount 2 BETTY G. WADE PAINTXNGS PER ATTACHED RXDER TO THE GEORGE N. WADE JR. SELF DIRECTED REVOCABLE TRUST DATED APRXL 6, 1995. 56,750.00 Total (Carry forward to main schedule) 56,750.00 ESTATE OF: GEORGEN. wADEJR .r.lLE NUMBER 21-04-0991 ATTACHMENT TO SCHEDULE J, BENEFICIARIES TAXABLE DISTRIBUTIONS - SCHEDULE J, PART I 1. GEORGE N. WADE III 716,113.66 * *50% OF CREDIT SHELTER AMOUNT AS FOLLOWS: TAXABLE CREDIT SHELTER AMOUNT PER ATTACHED RIDER $ 1,432,227.32 X 50% = $ 716,113.66 2. BETH O. WADE 716,113.66 * *50% OF CREDIT SHELTER AMOUNT AS FOLLOWS: TAXABLE CREDIT SHELTER AMOUNT PER ATTACHED RIDER $ 1,432,227.32 X 50% = $ 716,113.66 NON-TAXABLE DISTRIBUTIONS - SCHEDULE J, PART II A.SPOUSAL DISTRIBUTIONS UNDER SECTION 9113 FOR WHICH AN ELECTION TO TAXIS NOT BEING MADE. 1. THE GEORGE N WADE JR. MARITAL TRUST AMOUNT ATTRIBUTABLE TO TAXABLE ASSETS PER ATTACHED SCHEDULE 0 AND ATTACHED RIDER. 734,503.23 2. BETTY G. WADE - PAINTINGS 56,750.00 REV.1649 EX+ (1-97) COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT ESTATE OF FILE NUMBER GEORGE N. WADE, JR. 21 04 0991 Do not complete this schedule unless the estate Is making the election to tax assets under Section 9113(A) of the Inheritance & Estate Tax Act. II the election applies to more than one trust or similar arrangement, a separate form must be filed for each trust. This election applies to the GEORGE N. WADE JR. MARITAL TR. Trust (marital, residual, A, B, By-pass, Unified Credit, etc.) If a trust or similar arrangement meets the requirements of Section 9113(A), and: a. The trust or similar arrangement is listed in Schedule 0, and b. The value of the trust or similar arrangement is entered in whole or in part as an asset on Schedule 0, then the transferor's personal representative may specifically identify the trust (all or a fractional portion or percentage) to be included in the election to have such trust or similar property treated as a taxable transfer in this estate. If less than the entire value of the trust or similar property is included as a taxable transfer on Schedule 0, the personal representative shall be considered to have made the election only as to a fraction of the trust or similar arrangement. The numerator of this fraction Is equal to the amount of the trust or similar arranaement included as a taxable asset on Schedule O. The denominator is equal to the total value of the trust or similar arranaement. SCHEDULE 0 ELECTION UNDER SEC. 9113(A) POUSAL DISTRIBUTI N PART A: Enter the description and value of all interests, both taxable and non-taxable, regardless of location, which pass to the decedent's survivina SDouse under a Section 9113(A\ trust or similar arranaement. DESCRIPllON VALUE GEORGE N. WADE JR. MARITAL TRUST PER SCHEDULE B, PART B OF DECEDENT'S DEED OF TRUST DATED APRIL 6, 1995 AS AMENDED ON JANUARY 27, 2001. AMOUNT ATRIBUTABLE TO TAXABLE ASSETS. 734,503.23 GEORGE N. WADE JR. MARITAL TRUST - AMOUNT ATTRIBUTABLE TO LIFE INSURANCE. 38,421.24 Part A Total $ 772,924.47 PART B: Enter the description and value of all interests included in Part A for which the Section 9113 A\ election to tax is beinn made. DESCRIPllON VALUE GEORGE N. WADE JR. MARITAL TRUST PER SCHEDULE B, PART B OF DECEDENT'S DEED OF TRUST DATED APRIL 6, 1995 AS AMENDED ON JANUARY 27, 2001. AMOUNT ATTRIBUTABLE TO LIFE INSURANCE 38,421.24 SEE ATTACHED RIDER 3W46E2 1.000 Part B Total $ (II more space is needed, insert additional sheets of the same size) 38,421.24 ESTATE OF: GEORGEN. vvADEJR ru.,E NUMBER 21-04-0991 A TT ACHEMENT TO P A SCHEDULE J, BENEFICIARIES AND SCHEDLUE 0, ELECTION UNDER SECTION 9113(A) (SPOUSAL DISTRIBUTIONS) CALCULATION OF CREDIT SHELTER AND MARITAL TRUST PORTION ALLOCABLE TO PROCEEDS OF LIFE INSURANCE TOTAL GROSS P A TAXABLE ASSETS PLUS: LIFE INSURANCE PAYABLE TO DECEDENT'S TRUST TOT AL GROSS P A EST ATE ASSETS 2,268,193.56 104.246.81 2,372, 440.37 GROSS EST ATE PER FEDERAL EST ATE TAX RETURN LESS: QUALIFIED JOINT PROPERTY REFORTED ON FORM 706 TOT AL GROSS P A EST ATE ASSETS 2,567,733.87 195,293.50 2,372,440.37 GROSS CREDIT SHELTER PART OF ESTATE 1,537,096.77 LESS DEDUCTIONS NOT REPORTED ON EST ATE TAX RETURN EXECUTOR'S FEES ATTORNEY FEES ADMINISTRATION EXPENSES TOTAL 23,700.00 15,000.00 343.88 39,043.88 GROSS PA TAX SHELTER PECUNIARY AMOUNT LESS AMOUNT FUNDED WITH LIFE INSURANCE FROM PAGE 2 TAXABLE PA TAX SHELTER AMOUNT 1,498,052.89 65 R25 57 1,432,227.32 GROSS MARITAL TRUST PART OF EST ATE TOTAL GROSS PA ASSETS FROM ABOVE LESS GROSS PA TAX SHELTER AMOUNT FROM ABOVE GROSS P A MARIT AL TRUST AMOUNT FOR CALCULATION PURPOSES 2,372,440.37 1,498,052.89 874,387.48 PORTION OF CREDIT SHELTER AND MARITAL TUST REPRESENTED BY LIFE INSURANCE 104,246.81 2,372,440.37 ::: 4.394075% EST ATE OF: GEORGE N. VV ADE JR hLE NUMBER 21-04-0991 ATTACHEMENT TO PA SCHEDULE J, BENEFICIARIES AND SCHEDLUE 0, ELECTION UNDER SECTION 9113(A) (SPOUSAL DISTRIBUTIONS) AMOUNT OF CREDIT SHELTER PORTION OF EST ATE FUNDED BY LIFE INSURANCE * 1,498,052.89 X 4.394075% ::: 65,825.57 AMOUNT OF MARITAL TRUST PORTION OF EST ATE FUNDED BY LIFE INSURANCE 874,387.48 X 4.394075% ::: 38,421.24 CALCULATION OF PA MARITAL TRUST GROSS PA TAXABLE ESTATE 2,268,193.56 LESS: PA DEDUCTIBLE EXPENSES PA TAXABLE CREDIT SHELTER AMOUNT FROM PAGE 1 PERSONAL PROPERTY DISTRIBTUED TO SPOUSE 44,713.01 1,432,227.32 56,750.00 TOTAL MARTIAL TRUST TAXABLE ASSETS 1.533,690.33 734,503.23 MARITAL TRUST LIFE INSURANCE ASSETS FROM ABOVE TOTAL PA MARITAL TRUST AMOUNT 38,421.24 772,924.47 * THE CREDIT SHELTER PART OF THE ESTATE WILL BE DISTRIBUTED OUTRIGHT EQUALLY AMONG GEORGE N. WADE III AND BETH O. WADE, CHILDREN OF THE DECEDENT BECAUSE THEY OBT AlNED THE AGE OF THIRTY FIVE AS STIPULATED IN THE TRUST AGREEMENT. .~~\ ~~ ~~ 0...... G _ _ ~J .. .,J oJ ..I ,. day ot ,~./--;- /// f JY ~:ld l:ietwi~Il C~iORGt: N. WA:.:)~, res1d.1og 1n the Borough of 0iO~A~~ ELll, T HI.,) r N ..J ;; 1': T U :-:.~ v f r R U ~ r ;::~d., th1a / l{ -' ,l.. ...; rLi.J 'JOUi:ty, c:n.:.3ylvan1.a (herei:'.after :t:1~cn~d to as "'3lilttlor"), :lf1Q J ,.; .:Jl"iP;'.}''Y, a banking institution or9~t1i.zed under th8 i..aw i of ~~() CO ~~L- ~'J-. i t!l4. ';of!l:7)or.'ri&alth at Pannoylvania and having its pr111c1paloffice 1n Harr1.ibW'lJ, .....;S.l.&~tl1n ,-,v'Jl~t)', ?~nnliylv4nUl (herawafter referred to ai> "Tru.tae .,); 'Iv 1TlII~~i:TH: .. 'It. Hik~, the aettlor ~",1rIU to traaaf_ and deUver to the trustee ;;ertain proputy and a.emUs. nere1wter cieacr1bed f" the purpoae ot aeatin; a voluntary' revooable Uv1n; uuat; AAG 'to ~, the Truata. bas avreea to accept tha Kid proparty and aecur1- tiea lAnd AJ4Y :luoh ~operty which may henMtter' be UaJ.9l18ci to it by the .,ettJ.cx- and to holci the Mme aDd CIae JI'OC4le4S and income tbanot upon tn. tnlat hereby creac.d. NOW, THE1U1'OIE, 1D consideraUon of the conDllZlta here1n cornal.oed and. the aUrA of OM Dollar ($1.00) by the Truatee 1A baacl p&1cl at aad befCll"8 tn. 13n..aU:1~ awi deUvery of theaa pre..nta, the receipt whereof 1& bar_by acknowleclgecl, the .;>>ettlor ba. granted, coaveyecl, .',igned, Nt oyw aDd cIeUYered anei by the.. pre..nts doel gran.t, conny, allivn, set over and deUver unto the Trustee sU his r1ght, Utle and lnterelt 1n aDd tD the property anet aecurlt1.. ...cr1bed. in .Jcbed\de "AM j which, >>lgaed by the O)attlor, 1. att.aclutd her. to and made pu't hereof togelb.v wtth the .ppurteaancea &Ad all tM ..tate anti ri9hta of the dettlGr thereto. TO HAVE AND TO HOLD .u and a1n9ular ~ .boY. granted dascribed property and s.cwt.ies unto the H1d. Tn&.~e and allY JlI'operty anclsecur1U.. wbich may nlSlre&fter De asai;nec:l. devised or bequeathed, IN nUst, NEVtRtHELESS, for the followi n9 purpose. and use i, and "Abject to the terms, eOlUi1t1ona, powers aila agreementa hereinafter set fortb. ARTICLE I .. ~~t1on 1: The Trustee .ha,U Daft tDa 1'0'--, autbor1ty aDd dla..- tiOn to hold all QI' any of the truat aatata in the fana a.. cMrac:tar of llI'operty in which the same shall be reeetved by it, tndadil19 any shar.. of tile c:aptW stock of the Truatee or wh1cb lIlay berNttal' be ...19MCl, dev1aecl at .....aUuMi CD it. ;iec:t1on 2~ The Trustee aball Dave pow. and a"thority at an.y time and from Ume to tim., 1a 1ta cUs<<eUoD and without other authar1ty aad wttho"t or'der of any COlll't, to ..U, JIIlfftY. 1..... traDJ5fer. .xcAaDge aDd. c:Uspo.. of any or all of the real .atate or ,..aonal property wtl1GA, 1& allY planner or at allY UIae, may be cr beco.. a part of tM tnUt e.tata. without aay lwbiUty oa tU part of any party to or with wbo. &81' ~ aal.a. convey..., 1eaae. tnIIlaf.... .xe..... or other cltapoa1t1oa may be .... to UuiWre a. to die expeC1e,aay ~ CIIf tile autbm1ty of tbe Trua.. to effect tP ...., or ....110 tile proper .ppUoatlOll 01 tIl. coaa1cleraUoD therefor or the proceeds ar reatala tMrefroa. MY IUob 1M... 1a tM uaol"g dlacreUon of the TnaatH, may be for a tena extencllrl. beyoDd tbe tena1IIaUoa of tba trUat, aDd ift. allY aucb e..nt .. d1str1b1&tlOll of tal. !rust Eatata aball be macl. aubJect to aU of the c..a, provl.lou aU co..uUou of uy auob 1..... The IN.te. ...y -a- co...truct or l;;;rect improvements or cnange me cr&ua~tar 01 exi.Un; 1mproveraent& upon any lands 1n wtuClltne truat t:,tata O'WI'Ui or no1d.a &~1Y whole or part1&l ~at.&te or lnterest as, whell and 1.n sueb mAlUl.er as the TrualeG &n.all ct.em advant&g(iou& and for th; beat i;.weit ot tile truat e~t&til, and may pay CAe coat of tnli c:onalrUO- t10n or =r~Ctioal of a.l.Y liuab 1mprovementii. or of a1~Y change in tn. cbuactar of cx1at1n; !mproveme..t.i, o..t of the carlN- or lncom. ot UlIiI t:f\lat ~.t&Ut. or in part out of COrpUli and 1n put out ot i,.com& ana. 1n such propc:ll"t1ona .. the Truatee in ita .. absolute dbcraUOn, snail d.t;m to be foIquitable. AAy action taken by the Ttuatee rel6pec:t1nq any aueh 1mprovementa ex' chanQt: 1A 1mJ1rOVelllenta. or tne payment of tne COit tnGlflitof, ahall be in the abaoblte <i1aaetton 01 my tru.tee. and ahall not be ,u.bj~ct to quc;;~t1oa 01' ttxcepUOn in any manner wb.ataoever. ~ cJ) '0,..,,\ ~tict1On 3; The Truauhi ai1all nave powar. utbor1ty anA ci1s<<et1on ~ ~'6'\ ~ tJ:J\''D tD 1Ave Ilt the Jlroc~uHia of an)' sale of m.a uuat ~.tat8. cr u)' put thereof, ana allJ other money. wb.iata, ., reaMn of any cJrcumatance. may then be in it. po.....ton aDd at the time betal ..y 1Uit be cllatfib"table. 1a liUCIl .h..... of .tocJu, bo.a, note., lecur1t1ea or other real 01 pc'aonal properties, of wbataoewr cb.aracter, 1Ac1ud1n9 ah..... ., lb. capit.' stock of the Tnlste4J. .a tIl. Truatee aban us. ..1&- abla, ancliD .ny eXCDaR9. of the tNat ..tate. << allY part tbareof. tRe Tnl.tee ..y accept such .we. of .tooks, bond... notaa. .ecurtt1a. 01' other real or per.oual property, of wnataoev.. obaraotar, ln~ciin9 ahares of the capltal stock of tha tru.ta.. .. it shall de.. aclvtaable. Tbe TNatee .ball not be coaflned to lapl inv..tIMnta .. now or hereafter d.-fin.d by law. There .hall be no obllptJOD upon the. Truatee to maintain any CU"....Ui_lion iA tM In....tme.ta of tH truat eata... it bet... .1' 1nt.8at1On aAG directiOn Uiat 1t1 Jw1....t .. to me DUaber aDd obara._ of lDft.tmSllta -3- l., '..vnicnfrom tlC1t:: to tim~ th~ trust eatate shall be 1~.8"'''' I~_" '-_ . ~ ueu "'" ac&olute :;;.d ~ol1cll.l~lve, and in no cfVl&nt shall the !rlolst88 ~ >>uhject to Any 114blllty ar ~urcnar;a by reason of any want or faUuca ot d1v6ra1tlcation w1tA re.lNlet to'tAe investments of the trloust Cilstate, or by reason of An.y d.epracJ.aUOa 111 valua of aay ~~MZS of ~~ck, bonds, note~, sacur1tlliia or other real ell' P8taoDAl SIC'Opeftp, at wnatsoever character, In.cludlnq 3bares of the capital stock of the tnu_., .WIj~:.'~ r.~ld. by the 'rr..lstca. The Trustae from Ume to Ume ..y detllr'al1na .ather on investments shall be charged to principal or It&QO.e t or .ppon1oaed be~ ... ,')&ct1on 4: Tnti Trustee :shall have power, alltaortty aDei ~I""~~'f: at tiny time an~ trom time to time, 10 borrow .lBoney 1n 8Gb &lIGUla ad -.oa ...w"f-ti. , -. .~ term. as 1t sbail deem prudent, and for the repaycullt of tbe ....y ao bo....... . j'~; _.. 4. . :..:~-: may b1nci the trUat ..tate by' the execul10D of .'lOA obl1QaUoaa uul ou..r nM_~'~' . ~.:. .. ;...~.,~ lndebteci.n... and by the impo.lt101\ of '~Qb l1ana upOD the rul or penoMl "'J~~;:~~~ ':"-;'~I€ ot the truat a.tate, or any put thereof, aa theTru.te. aAa1l elM. aclvllul.e. _.:.'{'.~ '''';'f~~.~ ~ ,;...=at..a ._ lihaU b. no obllptiOD or llabWty upon any party fro. whoa any auoh a.... MY.~"j~~~ be bom>weQ to IJuiaIno .. to IIl8 ~"""Y u:.....c .. tIl8 ..-- '" aM 1I~~:~t ...~~ effect the aame, or to a.. to the application of the aOMya 10 ~Clt~_. . "''':t:~~_ . ." <:'..;(~~i~ Sect10n 5t Uul... aDd to the ...at Gat the .....__.. ........... ~:;' ..... -.- .... l . ....;. '':'" :.::~ of law may otberwts. apeo1flcally requ.tre, the followtal sMIllie ......... U4-.':' ...!t~ . "'~~ .~"-"~'.~ and Dot iDeo.. (a) AU dWid"D4a clHlered ....a CGqI<<&ta .... paya1:de otberwu. thaft ill caabJ (b) AU proflta r.a11aecl froa ~'*.. .toak .1.... ...i" ~; -x .j..........:: .'. :i ;. . .~ upon 1ta ""., 01' UPOD tM ..1. or di.....UO. of .. t..1l1DI J u....l... .-i:ii ;..':'ti.... or otllerwue ho'Wsoevc-r, UTeSp8ctlve of ~ iarm or character ot Ill~cb. profits, whe~r in c..h, ;jacuriU.a or otherw1ae how- ::iOeveri and. (e) All .Jt~re& of .tock 01. wb4uoever cla.. or cncuacter received by me Trustee 111 COIlD.cUOD with or .a a part of any reOl9aniuUon or recap1tallutton of any corporaUOn, or any rec.laa~1fication of the capital atock of aDY corporaUon. ~ .;)ecUon 6: It 1a my intention tnat the Tna.tee aball hAve full power. authority and cUscret10u to deal with any situatlon which may arlle reapecUlUI the trust estate, or any part thereof, 111 such manner a. it ab&ll deem advlab1e and tor the best ~,tere.ta of baa 'nult estate, aDd, therefore, I dJrect that the Truatae aAall have a8 full power. authority &Del cl1aCl'etlon in r8C)ard to the truat aatate and evwy part thereof .. !fit were the actual owner Uutrtlof. r.;;:>'Vr$} deet10n 71 111 the exerciae of .a1cl powera. authar1t1e a and cl1acre- ~ ~,~~ 60'...... dona, the Truate. 1.1 autb&:lr1&e4 &Ael empower.d to lUke, ..(;Ute, ack.nowledv. and deliver all such deecla, bill. of ..18, 1....., note., raGItIJ...., instniments of pled.. and othar docwaellta of wllauCHver c:b&ra.c\llr, ancl1D do 01' oa~.. to be clone all .\lCD. other matter. and tAlA,., .a by.J.t may be cieema4 necalNry or proper to effactu.&t8 any 01 a\lOA pow.., authar1U.. au c:iUcrat1ou. llae trustee, tA Lta abao- lata dtacret1Oll, by proxy, powv at attor..y or other iDalNlUDt, of wutaoll"" character. lIlay dele.a. to any otk.. peraoA or peraous, ..1aatad or approved by the trua.e, tba exerc:i.. of UIe voUn, r!lAta or PO"" wtW:h are Qf may M ..reiNbl. by th. Tnaatae upoa or wldl r..pect to any sbar.s of .to_ 01' other .ecurlUea of -1- wnat.soev~r character ~ il held by the Tr\l&t~~. ~itctJ.on 8& The TNstlle may employ and reUl1a allon attorneys, aC,Jent8 and r.p-e.~ntativea from time to time e.. it .hall dee. nace.sary for the proper adm1niatration of the trust ~state. and to fix anci pay the coapenaaUOn of all a\ICa attOrney.. avant. and repruentattvea and all such expeaae. a. the Trustee shall deem nec...ary to 1ncur 1n cOIlJlectJon with.. aclJll1Il1..aUon of the tru.t. However, the Tnut.. shall not be l1able tor any MVI.ct, Om..ton or WfOl\9dol..... of auch coun.al CI' a..Du, provid11!lf rea.onable can alul11 have been aurc1aed 1A the1r ..1ecUoll, and to the ext.at Ulat any ~vtciu.al Uab&Uty 1. lmpoaed upon the Trustee other than for it. OWlS acm&al frawi or w1Wu1 .....UIlce, the Truatee .h.aU be indemnified out 01 the pdnc1pal of tbl. 'mut. fa. TrutH. if and whenever it may be cieeaecl aciv1aa>>1e. .. IDOIre OODvenient 10 to clo, ..y cau.e auy .h.... of atock, .ecuriue. or otlwr property of what.CMWI' cbaracter GOuU1tuUnv pan of the tru.t ..tate to be takeA Gr ..ad in U. name of ita aomiHe, with full power and awtkorlty ill aua nomtM. to nee!". and receipt for aU hlonae tiler.lrom. All taxa. e. GOYenDaental c........ of wMtaoever char.ow, 1eY1e4 01" a......el upon or payU1a by the Tn... wttta ......at to the corpa. or laaoa. of tM truat ..ta~. u.cl all ........ 01 tIae aU1A1.traUOu of tII. w.t, 11lc1l1d.1q tM ",.Daat1oll of tile Tnulte. ..Mi .ucIa attcrnleya, aV.llu ar other repr....taU... .. fro. U.e to tt.. it aU11 d... UGe.NJy to ..~ or retUD, and a1l1at8N.t papble oa acecNat of allY 1IldebtedDea. .11.~UU.. Gontract8d, 1Do\ll'l'ecl or uawaecl by tJae tna.~e. .ball be pas.a out of ttw taco... of lb. ha' ...., uale.. tIl. 'fru"., 1Ia ita abaowl8 dt...- dOll, aball ca... CUt \lad. the .....a.,.. .U or .... JNII't. tlwreof .tuNW eClU1t- ably be paJd CMlt of die GO".. of tAut ..a, ....... fta .....uo. of tM tN.... a. " :~ to whetner any iucn taxa., Gov.-nm.utal charg.., expenae. and lntel'.lIt ahoul4 bti paid ou.t of oorp\&a of th. trust ..tata, or ailould be 4pport101l84 betw.en lncOlH ~ru:i "acp\i.a. .;inaU b<<i Unal and conc1u.1ve \lJK)R all putt.. 1Aterefi~d 1n th. trut a.nd aual! not be Iiw>Ject to objllcUoQ or excepUoXl 1a any lII&DJ1er ell' prooee41q wbat- i lIoevec. .)e.ct10A 91 S~ttlor mAY at any time p1aQf. tlw ....ta of tbJ.. tnuI t as ..curity tor perliiOnAl laM 01' indebtedne.. without baviDQ the INun, con.Utu.. <<I ~ perU.l revocaUon of thla tnaat a.ad any 8UCA ......tatlMu.. r.....n1n; Wlpaitlat tU death at .,ett1clr' DlAY be nt,.u by tU Trulilt... Jection 10& TIl. rrv.Uhi ahall PAY fraa 1M carpua of thb tn&.t ..tate such F.deral Ea.a taxea.. rean."lftAia traut.laI1er1taAce taxa. wbiG. may 01' ahall ..... due aM payaAle at tae a.ttlGr'. lIutll In accordance with th. proytaioRa 01 Settlor'. Laat Y,.-W and T..ta..at. r.lard1e.. sf wlletaer tU tax 1. 1apoaeci 1IJOB tile ~.ot tb1a hat eatate .. otIlerwiae. U awe...ay, taw 'fIutae ..,. alao pay to tM iDatal' of the ~ttlar fro. oorpu allY .... GI' .... ueclM Dr tM ....... to pal' fueral expe..... ubta ol Dececlant ud AOnUl ...."i.traUOa ooau. "..tiOn 111 U ..y of the pr1Ac1pal beco.a. tUatr1butahle, the tnaa.. aay cU.trUNta the ....1a k11kl or in caata, or partlY' ill k1n.cl ell' in casta. ijacrt10ll 1:& , 'I.. !rutH aAUl .ft cae,.... lID &lloaatll to lAaO.. ... to cl1....... all dl..-.. .......... QOa ... at .. beler. b. of .. "U~"r"""'."''' tat......... '-1111. '!I1t1.JIII..,...... ...... ... ~H" ...1tTlI~""',,""'IIII..1T' ....1 .... ..Ill.... ..&J.II _... ...__~... ell I....... ..... - ........ _........ ....._a lit. .........., _..,.............. .~.M"."" .>tl. _ MII--r" ... ..Il...... . .,"Ip.... ... 'flu.... 111 f~ 1.... U.. *1F'R" . .... .. ... ... ___ . _ tel rV'ltI *1 .......... tile _1ft ,.... ..... ,.r* ......... "'''1 Ie llJU<llnt .. . .~. ..... lftlW... ... .---"j~ 111M 1'1), ~_.. ... .. '1-1-. .. ,...t__. "J_ ...... .Ir..~ "'..... tIlLI.V--._... A- IN 1\J1lk. ~I.l'.. ,...1tI1l.-.. .......1 ... .... k.., ..,- I J.. .. '""-f1".. ~\fw" .....a ---....IIT T......... -II." IIA" A.... frll fl........ _. . I. "T "1 r 141.. ...JI'........ . lh1.j ".ill,. tel Tt'r. .....'111-1.. III I J 9U,,60. 1_1JI .. lilT r- N..... ''''-Mli''__ .......IJlJIT ... .............11 ~I.. ..,. 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"..,. ii', ::,., H :'. ;::,:'ci':';~;~:';;i> I.. . --'--. ,._... J n ~.1II111. --11 1111... fttt I r.. ';':;":~~;~":\i/:~"<:J.::,~,. . _" . 2:>;$.i:f,};::::I~i:'<~,:.. 1ft I 1_.,...... ';:,\~f~;.tf' 'C'~;H;"', .... ,_:.''t:'~?:~:i~i'f''i;i It. J. ~~ T Jl. ~I~~~~k~;"'{"i' , j.,.:' ,}~~ wftJII... . <;. "~i ;~~~1;;;\i;r2f')/ . :1 .t ....&..-....~~.,: '~t\90f",,. c.;:t.....~:,' " "" ,... , , Ei'::~?~F~;~iP;4t~;!';:;, '~~:[~\U~tlt' -.:., ".' ).'ir ..j.....,. ;.t '. --::';' :tijt~.;~";~'.:i0..~..~~~,~N'I TO I~~D~r~tIRE OFT~S'I . .';~I",",.~f~"~""'Ol.'''' :i.,:",~O~IED JULY 1"" 19,,8 . . '" 7 ~~~j.~~it1~i.~~~~:t.~~:~~k ~j. ..',. ,. jfl-...,r.:~",.,_.:.s,,:.'.;:'~i;. , "~1~~:;f:t ,"''1''~;., ':'i'~~ ,..r:f,'f,.~,;~:';;:~.~' ..., f . . ',-~j'f~~t"'RECITALS .-',. .. '.:~. q:t~:'- ,"".' :.... ~. ;~~ --~ 1;;~'"t~:i/~(~>;;"::,~~': , '. ."'Z;<"; ":' t'/"\~l.:'.:.OnJuly 13. 1958, George i:l.ll.~de, hereinafter referred .. rrl0'i.~~:~:~~;_1~:~:~~':-~ -t ~:'/ ~- '._ ~~ '.!~' :::' ~. I-' " Settlor","by:~n Incienture o.f, 'I,rust created, a 'nUBt of which the Uarrisburg ~">.::~~f~--":,-,~,:~,,,,-~~,~,,-;,,~:,~..t..,.~j;-'~~,:,:..' .~f ,A......:.,. ";',, '.:'" ':'''~:'~ }:'U$,t:.Company (now'The COlllll\onwea1th ~lational Bank) was Trustee. ",{~?::,;;: '. ,j', ,off. ,f,: - , 7,. ;:'..' . ; ';"". 1>!J.. . .;. ~ . 2. : ..Section 40f Article II of the aforesaid Trust reserved to '".' " ,.4 ,ca.'Settlorj;ne authority to revoke, modify or amend said Indenture in' .... ,\,1. '5:,::'-~.-,.' :~/~ ..~.- .~ - . ~:.~! 1"~~~~,~;'~::d.~~ .' r' . . ,!';: ":d:.'~, _ ~l~hole or in part by a written memorandum signed by the Settlor to that :', ;:;. :: :::'ii:' :;1"t:~;.: ~t:-' . .. '. 'i.,;-.:: ,~ffec:-t, said revocation, modification or amendment' to 'become effective ,4_: ::upon ~elivery to the Trustee. 3. Pursuant to the aforesaid authority Settlor, on ~~y 16, .~ ' 1969, ~ici modify and amend said Trust naming the Cumberland County ~~ational ..Bank and 'Irus t Company, Trus tee 0 f the aforesaid 'Irus t, and said Bank is ", ~ ; ;- now acting in its capacity as said Trustee, .and did furtaer amend said Trust .. . c t ~. '" : i 1: ' >> ~ ,....u J .,., 't"" \.. .... ,!> ~ l:: c ."t ~:s 'h, ~ ;;, lI# C" 0 "t' " ": ~ 't-i ~~ ..... .", .,,4. 41'" . ,JI:" ..- jr" ~ ~ ......lCJt= & 0 ., '" Co.. _ . "",.. v' II. ",.- -Q .. >-- .: :, i ;Z IIQ, April 8, 1971. 4. Settlor desires further to amend said Indenture of Trust in respec ts . AHENDMEN'IS : I, ;! ..." nds said Trust Indenture as follows: Pursuant to the aforesaid authority, Settlor hereby modifies and 1. Article III, Sections 2 and 3 of the aforesaid Indenture of Trust are amended to read as fo],lows: I Section 2: Should the Settlor die during the continuance of t~is Trust, and should the Settlor's wife, ~~iA RUTH WADE, be then livin~. the Trustee snall, after making all~wance for the taxes and other charges in - 1 - ',',I~,:,~,~~;~l,JL,;~,r,r~,'~,t,',~r,:t'a,c:;;~";,,ce,wl~~ SocClo,e .l.Oof Article 1, pay the,eet lecOIIIOquarterly ,~r ~ft";,,er .:,~.;~{<;' :>f~~':':~>: to or ,for tbe benetit of the said ~'UA R1.rIa WADE for and during the term of ~ler _?-'j '~'_~--;~'7., ..' ;..;." -: j ~,-.~"~.:""':: ' . ,j'" ;;, '. natural life. Upon ,the death of A."rnA RtiTli WADE, the sum of FIVE T'riOtJSAl~D DOLLABS I~,,, .).. ~~: 0, Ur" ,,', '> :" ($5,000.00) shall'be paid over an" distributed to TlUNI'IY EVANGELICAL LlJ'IHER,A!; l~'~~":'''-",,:,~:.,,:,;:,'''::_.,::.';~''~~" ,(',;'"~ t4.~' ;'" _' . . i,' ":c~~t~~}Mii"c}.~'rCHUI1CH,'Of Camp 'Hill ,Pennsylvania, the sum of SEYEN THOUS~ID FIVE til.JlIDBED DOLLARS J~!~~~~: ~~~,,'.1...,T*'~""1'_~i':~i t";i;~'?'>'~"';;"';'~~:":~"~"'}_' .',i . -'. .:! "", .':' J'-, ,t ,:,;;;"r-" :1.($ 7 ,500.00) shall be paid over to or for the use or- benefi t of BETTY G. WADE if : t\r~J>,;~1\~~n:l~;.'t~:e 'l;~~S sed t~e wUe Or widow of OEORlZ N. WADE, JR.. end the sun of ';:'~:'~:'~~~';;~#~~~~~:'i:I~ . niOUSAND DOLLARS ($5,000.00) .hall be pa1d over'co or for the 'u.. or 'benefit I . :<"_:h:':;:-h~,:Jf'.r~":";:~.-:M:;~tif?~t~~:.1,::::::~~~L'L:: ~ ",'. ~.t .l ;: ,': . ,1 '~~:~ ," >' ~ - "." ;;~ f. :-:~ ~'>,,,,, '~,l:. ., .. ,;::::::;,l,,':)tS:;:('i'~.ofERLA JAYl~E W~E COOPER currently residing nea~ Slippery Rock, Butler County ~ ;.i~,:':::,~.:1t:. ";_;::'~-,:~;f:~:;~~~~~~~'" ;t.~.~,.:..." """- :'~~ --\~; .' . :' ",' . ~. . '~}~ ...~ f.' ' '~, ';"" +:';,;;::';:,);".~ennsylvania if she, is then living, and the net income from the remaining principal ~.. ,. .. shall be paid quarterly or oftener to or for the benefit of the Settlor's son, , and be divided into two equal parts, one for each of Settlor's grandchildreu, not, this Trust shall continue GEORGE N.. WADE, JR., if h~ be then GEORGE N. WADE, III, and BETH OWEN WADE NELSON. The net income from each of these Trusts shall be paid'over and distributed to that grandchild for which said part has been set aside until said grandchild reaches age thirty-five (35) years, at which time the principal of said part together with all undistributed or accumulated income shall be paid over and distributed to said grandchild. If any such grandchild dies before distribution of the principal as aforesaid but I leaves children to survive, the Trust shall continue for the benefit of said children, per stirpes, the distribution of principal to each as the age of twenty-one (21) years is attained. If no such child survives a beneficiary, the remaining principal of the part set aside for that beneficiary shall be paid over and distributed equally to the other Trust or to the beneficiaries of any such Trust theretofore terminated. ~ \ ~. v.......~", Section 3: ~, vS''-? ~~: o~rust and should Settlor's wife, ANNA RU'IH WADE, not be then living or have ~JC -<-;7 g, '- ~~ died and presumed, under the terms of the Settlor's Last Will and Testament, cJi? .~', not to have survived the Settlor, the sum of FIVE T'dOUSAND DOLLARS ($5,0001000) ~ Should the Settlor die during the continuance of this shall be paid to TRINITY EVANGELICAL LUrriER&~ ChURQi, of Camp Hill. Pennsylvania, the sum of SEVEN TUOUSMm FIVE HUNDRED DOLLARS ($7,500.00) shall be paid over to or for the use or benefit of BETTY G. WADE if she is then living and the wife ,'~j~~~~t{~,OfG~9ROE "::')" '., ,-; ',,J'''s~lall oe paid over to or for the use or benefit of ElU.A JAYNE WADE COOPER ,.,t;,.:,<t\;'.;:;:;~" " . ' ,::~4!,":i/":~:'i:lY,currently ,residing near Slippery Rock, Butler County Pennsylvania if, she ia.. then itl~;iI,~\T::<~~<~'~lt~.X,~~~~,'wnQ ,~~e 'net income front the remaining principfil of this Trust Est3te . ~:~~trJ~~~':'~_~'_" _ . _,',: .~. ~ c. "."A. . ~. _.. q~;;,;;;,f3\(\t:;.H:~p.lus"pequ~sts, toit,~der the Settlor's Last Will and 'testament shall b~, paid ~;~~;~"~~;~'1'yj,~,t~:;<(i:\:'~..d .;." {" . . . ". ' '~:;~:;:.i;quarterl::C?r(~ften~r:_to or: for the benefit of the Settlor's son, GEORGE N.: l-lADE, ;. '!?":'r!',fqf ,. ':'J;<":, '~"", J " R. ,. 'if he' be . then 11 ving and if not. this Trust shall continue and be d:l. vided"" '\"':':~;'. ,<",It!-3.''Nrf ..\:"',..",','"l-""'I':".'.-..";"....,.<',.",.'.11'.lJl.",..,, ,. ." ...'.. .,' ".~" ",.' . ~< .,' ..~~,,:ti;r;,~:;{'~ti~i~to~~l7o equal "parts ,'tone ;'foreach of Settlor's' grandchildren. GEORGEN. l-lADE, III, ;"';.':;,.~}~~t<(~i';~':~' .;.:.;i;: '.:' ,'r .... _ ,. ': . ..'.' ': " :'/"';")';:' :,i;!,~-'.c'and 'BETh OWE4{ WADE NELSON' The net income from each of these Trusts shall be :!~,~\:,:,;i::';~,)~.~:J;,.,," '~~A';" ",0;;/' ,:,', ." , >-~";;:,!",;:;~." paioover and distributed to that grandchild for which said part has been set ,'.' ,;'..(.,. . d ,.,,!, . ._ . ~. .... t~ADE. JR., and the sum of FIVE :> ,)US~~D DOLLARS ($5,000.00) - -"I" .~ ;. aside until said granachilq reaches ase thirty-five (35) years, at which 'time , the principal of said part together with all undistributed or accumulated income shall be paid over and distributed to said grandchild. If any such grandchild, dies before distribution of the,principal as aforesaid but leaves children to survive. the Trust shall continue for the'benefit of said children, per stirpes, the distribution of principal to each as the age of twenty-one (21) years is attained. If no such child survives a beneficiary, the remaining principal of the part set aside for that beneficiary shall be paid over and distributed equally to the other Trust or to the beneficiaries of any such Trust there- to fore terminated. In all other respects, the aforesaid Indenture of Trust is hereby ratified and confirmed. IN WITNESS WHEREOF, the parties h~reto have caused this Agreement to be executed this ~.. C, day of , 1972. WITNESS: ) . --~ ~:Z/~,-x.~.k J I~/~~ (SEAL) "SETTLOR" g?(j?9k1411. ~, Secretary CUMBERLA1\D COUNTY NATIONAL BANK AND TRUST C01-1P ANY "~/~ ~ ,,- By a ~?/- . .2f.r- ;// ~ President I ATTEST: A:lE~D!:E!,:r TO I::iiE:.iTi::aE OF TF.l,;Sr UATEi) JliLY 18 t 195 at, lJEnIl:Ei; GEOItcr: :~, ;rAilE Aim ::i.l\.RISol;~',G TRl,;ST CO~fPA.\iY '" (~Oi~, THE CO:::~ONWEALTH ~ATIONAL DANK) RECITALS: ....;." , 1.,. ,On ~uly 18, 1958, George N. Wade, hereinafter referred to aa Trust creat.ed a Trust. of which the iiarris- Trust Company (now The Commonwealth t;ational Bank) was Trustee. : I ,: 2. ,Section 4 of Article II of the aforesaid Trust rese~ed to the Settlor the authority to revoke, modify or amend said Indenture in . whole or in part by a written memorandum signed by the Settlor to that effect, said revocation, modification or amendment to become effective upon delivery to the Trustee. 3. Pursuant to the aforesaid authority Settlor, on 1969, did modify and amend said Trust naming the Cumberland County National 3ank and Trust Company, Trustee of the aforesaid Trust, and said Bank is now acting in its capacity as said Trustee. 4. Settlor desires further to amend said Indenture of Trust in certain respects. AHEi~m-1ENTS : Pursuant to the aforesaid authority, Settlor hereby modifies and amends said Trust Indenture as follows: 1. Article I, Section 3 is amended to include in the powers of I the TrusteeJ the power to invest in or retain not only shares of the capital stock of the corporate Trustee but shares of a One Bank Holding Company owning or having an interest in the corporate Trustee. 9 ~', YiiII ... ' ;, 'N~;~~: ." ~;;;:it. . ~~ ,,1ous1Y )I!~~ ",,~>/'f.' ;;,:i;_~~~ ~:. l~"all o~her reS~ee~S. the sfore.atd tn..n~o" of ~r05t as ~re- 1e herebY tattfted and eanftr=ed. l~~lT'~SScwaE~F. the ~ar~tes here~o hSVO....ed thtS.Agre..en~ ". , ;;",~' . '.' . '. 1911." '.': d' ~ day of ~ -'.' , ,.,"' ., .... ,. , . . ,.., (sEAL) ~ ;' ..J:','../ ~.L t ~.._.<~ ... 'p .- . .,~:-~?GE.!!'~ --- ,,' ..' "settl.O~" . '- , :~ ,: ," .. C\JM>>E.~AND comtI'l NA't1.0NAL $AN~ AND 'tltCS't CO}\P AN"i L /,.- .4,' . j .',,<,?,_- 4,' .' "- _{c',' ~- "'t'Cus tee" ~'t't'Es't : , ....-t.. \tit .. lI<IfIIlt .....JffJIIt ""', . e ,~._,"'O\I Is a".' .,.4 ........... ,.t" of ~"" or,gl." ,..~"~. ..,'., ..e<:.~e4. ,_ co< ....eo';~. .,.M' .._ too<<ol ..', .o<..~. ~"', r;v;;Y.i-~ ~ . ,.~~...t' ; .,,..;, ~., ,..,,, , .,. . ,'.' ~ ~ J , . "j'" ; , ;.:~,., .. .' . OF PENNSYLV~IA 5S. : ".. ,., c" , , -\.. On the day of . 1971, 'before mei , ;..;' ' ' , came the above-named GEORGE N. WADE, satisfactorily proven to me to be, "'~" .. .... -'":'- "',; sllbscriber, a Nota~ Public in md for said Commonwealth. and, County, ;"r';'; f",.... " ./. .....'t_; ..::~ '. the person whose name is subscribed to the within instrument. and to th~ Indenture of Trust amended thereby, and acknowledged both of same to be h~s act and deed., and desired that the same might be recorded as such. a WITNESS my hand and. Notarial S~al. , - , Notary Public Notar< ""k",_ C.!"" Hill. {\,~b~l!alld ~ur:tY M1 Ccm:m3;;ion E.';lires S'iJr.-~! : 24.13' : Hy Commission Expires: .1 (OFFICIAL SEAL) I ~~!>. ~~~ S"p'I' 'I AMENDMENT TO INDENTURE OP TRUST DATED JULY 18, 1955, BE'l'WEEN. GEORGE N. WADE AND BAlUlISBUllG TRUST COMPAltY (NOW THl!: IWUtISBUIG NATIONAL BAR AND TRUST COMPANY) , '- ' " ..; , .'. .~ ',,:.... '5.... f'-,,!.--i, , . tt~.~ . t:,RECITALS: .to. --'~'.J~:'" . "" :;-:__ ~ ..,.or , .' '; :;, , . ' 0" 1. : ;On July lS, 1955, ~,~:.:. ... . ~.t'! . , ';.,',' : .~ . \.-:.....- Geo~g. N. Wade, hereinaft.r referred to a. " ;:':,~'Settlor" ,by an Indenture of T~t created a Trust of which the Harrisburg Trust Company (now The Harrisburg National Bank and Trust Company), is Trustee. . !,4 . t. 2. Section 4 .of Article II of the aforesaid Trust res~ned to ~he Settlor the authority to revoke, modify or amend said Indenture 111 whole or'.1I1 part by a written memorandum signed by the Settlor to that effect, said revo- ~ cation, modification or amendment to become effective upon delivery to the Trustee. 3. George N. Wade, Settlor, desires to amend said Indenture 111 certa1l1 respects. AMENDMENTS: Pursuant to the aforesaid authority, Settlor hereby modifies and amends said Trust Indenture as follows: 1. Effective upon the acceptance by the Cumberland County National Bank and Trust Company of this 8mendllent and the delivery of same to Th. Barris- burg National Bank and Trust Company, the Trustee of the aforesaid Trust shall become Cumberland County National Bank and Trust Company, of Bew Cumberland, Pennsylvania, which Trustee shall have all of the rights, powers, privileges, I duties ad responsibilities of the former Trustee, and the duties and resp01lsi- bilities of The Harrisburg National Bank and Trust Company in relation thereto ,,\~?~~;}. ' Company .ai~,pf'th"assets,~eld by it .. Tru.~t.. under.~d,Indellture of Trust. 'v' '{~ '~:~fi;~7~!<i~!11~'t{;''WJft.F;,J;0,?,:)j~, , . ;~~~'l~;:;<';f,,;.;r~~f<:~;"'~~~'ihff;" ,-";',,. - .;!~{t,j~i');;'~2 .:EArticl~ I ~;' Seet101l83 act 7 are ..Del.cleo' jO'1nelucl.':I.n the;' r~ . L .../,~:-:.'~'i;:'''~<~'q>''.::';1~'->.,~.);:'j:.c~,. ';\~"")'~~:;._'H':; ~~~.. ;...., - '.. :-~. <,'-" -._....,., t owara of the, Trustee the' power and authority to reta1D. or acquire .toek of , .';'s''':~.i~ '~;'~~i~,:>t, . ,;,.,,~~:::;~ ",p",~,; rf"""~ -' " ,. . ,'j .. ";,;;' : :iZ,' . '.,-.(" ';"'5:; ", ~::~~':'.}':r",]~; ~i:s;;.~.~,,~~rpor~t~~:,~t~. an~ to vote saU stock escept that ,ill ~he election of ..:.,. ~\,:, ;,;. ." ,~. '.' .. . . , ceaae and it s~ll deliver to c.abe~land County National Bank and Trust .~ -; ~~,. ..~ .," .,~~ :" ! .f'> : ;~'''.;''~)';':':';t~'r,'~;"Directors of said corporate Trustee, said stock shall be voted as directed ./";':,;:'~F~' :it~;'i::'-"~"\ .t~~;... '. i ~':'-- , .:-;:- by the person or persons then entitled to all or part of the 'trust income. 3. . Article III, Section. 2 and 3 of the aforesaid Indenture of Trust are amended to read as follows: Section 2: ShOuld the Settlor clie during the continuance of this 'trust, and should the Settlor's Wife, ANNA JWTII WADE, be then liting, the Trustee shall, after 1IUlking allcNance for the taxes and other charges in accordance with Section 10 of Article I, pay the net income quarterly or oftener to the said ANNA lUJTIl WADE for and daring the, term of her natural life. Upon the death of ANNA 1lUTIl WADE, the suill of fiVE 'tHOUSAND DOLLARS ($5,000.00) shall be paid over and distributed to TRIHn'Y EVANGELICAL LtnBEllAN C1lUI.CH, of Camp Bill, Pennsylvania, and the net inc:cae from,the r--i"ing priDcipal shall be paid quarterly or oftener to the SeUlor's son, GEOBGE N. WADE, JR., if he be then living and if not, to Settlor'. daughter-in-law, GEOIGIA OWEN WADE, if she is living and is the widow of the Settlor'. son, GEOBGE N. WADE, JR. If neither is living or if GEORGIA OWEII VADE does not survive GEORGE N. WADE, JR., as his widow, or remarries after ha91ng survived him as auch, this Trustdulll continue and be divided into two ~qul parts, one for each of settlor's grand- children, GEORGE N. WADE, III, and BETH OWEN WADE. The net income from eacH of these 'trusts shall be paid over aad distributed to that grandchild for which said part has been set aside until said grandchild reaches age thirty-five (35) years, at which time the principal of said part together with all undistributed or accumulated income shall be paid ove~ and distributed to said grandchild. If any such grandchild dies before distribution of the principal as aforesaid .~~.;./, : . ~j~~ ~.", I -f .' ", ..,~: ,-;':;(I..~':' ,'~lF;:';' ~ji~; . ~r}:~~~~,'l.X }~;~~\;;_: . :"::1t:~ . ~: ':',; ; ~ 'l-"_\;-'~ ~~': '!, ~ 11 . ~ . ,.'In all 'othe1: n.pects. the aforesaid Indentu1:e of Trost is hereby " , ,,~p:': '<::,~~;:'.\";:~~' '"tt.. " '.; '_.~"'~: " ) .5,,- l } L --....J:. t,-: /.~ .L.) o..J..' ~. ..- r ATTEST: iC.. .... --- '----'T'~-' -- . -.-.,. .'- ,/ " . /" .- -~--W;-WADE CUMBEBLAND COtnrlY NATIONAL BANK ANDTlWST COHPANY :~~. BY" '-., Secretary . lit 41",~ ... tile t'04"qoint f.a tr.. u4 c.,.'. e~~l of the orfgfnal 1"str~. ~'" i 1 e1'tecuted.fn our PO~r.il':":!<~~. ~~r our control and unre~~~~4. 8,: I.''': ,a-!" J .,~ l- 6'1 ~. Aatho~f~ed'S1..ature . :"~~--(SEAL) f "SETTLOJt~' , fi~~ Acceptance by: THE IWUUSBUBG NATIONAL BANK AND TlWST CmfPANY President By: 'JrA~ H c&~ 7~ P1:es1deut I . _'~, t., .' ":.' .... ::,,; ~. ~ ':, _ . . >.:It~:":':",i I (~ 't:t ''- """"">""""(':'\",1",.'91" _ I . day of', 11 L '-- . ""'.. ~'~:">""" ~ .,..<\;jr1;;:'~_, ;l.; ~ ..' ..... ~.' :, I '. ""C';:'" d . , ':,. be~~~e_me'~~,c~~scr~~~r;.;.a ~otary Public 111 and for:s~d "Co1ImoI1wealth and .'')..:5' ,..-t.i";" '.~' .... """:.'.!;::.:-' ~~ I '" .1,'-,. CpMKONWEALTll or PENNSYLVANIA t',. ;-~, ',}\ (?; l=l<, to,. t\'~0 " . -..~. >.J; "";.;. ~ '~ ., . . SS.: I 1" ., '~ . Or: ,./" j;i'-'..~ . . , 1969, I County, caae the above-l1Ul8dGEOIGE N~ WADE" aatiafactorUy proven to 118 to be the person whose l1..e is subscribed to the v1th1a iIlatrulll81lt, ~ to ~~ Indenture of Trust amel1ded. thereby, &I1d aclalowledled both of same to be hi. act end deed, and desired that the same 1Il11htbe recorded as such. WITNESS my band and Notarial ~eal. (ornCIAL SEAL) , i t--l., -'V\,"'-<...k.. , L J tle f-- \.,f1,~ ,Notary Public Ny Commiss1011 Expires: NOT~~Y ?:':3~.!C My CCr.:~ilSj~r. E.4.~';,1 Mar.1I 3.. :.:, j tamp Hi:~ f'a. l~lImb,liIJnd COU!;:, I N I I ! i I I " I I I i I I " : I ~ ~ :;:I 0 ICI . 0 Itl . -.:t . 00 II 0 s . :~ " GI -.:t C'Il Itl Gr:I .. " 0 0 ICI ItI 0 GI 0 0 0 0 Gr:I 0 0 ICI .... 0 II) II) 0 0 In . . . . . . . . . . . r:~ \0 I'd 0 C'Il . . . 0 0 r-. . " C'Il C'l ICI II) " GI C'l C'Il It! I GI N " N (It . GI 0 0 In C'Il .. .. .. .. .. .. .. .. .. .. .. . ~ C'l II) 0 N C'Il GI ICI r-. ~ . 0 " . 1O 0 C'Il 0 " " . 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' "it 'tt \ \1/'11 \ ~~ , Pi \ Is ~~\ , , i\ "" ill = II \~ ~1 \ \ is ~ ,U 1 1 l .... , Ill"" \ ~II ~. , ; - . , . ~')jCi lCJ5 TABLE OF CONTEN~ TO TRUST\ AGREEMENT DATED V (., , 1995 BETWEEN GEORGE No WADE, ~Ro, AS SETTLOR AND PNC BANK, NoA., AS TRUSTEE ADMINISTRATIVE PART . 0 0 0 . 0 0 . . . . . . 0 0 0 . . . . 0 . . . . . . . . . . . . . . . 0 . . . . 0 . . . 0 . .. 1 Article I Addition of Property to Trust ........................... 0 . . 0 . . .. 1 Article II Reservation of Rights ........................................ 1 Article rn Principal and Income Disbursement .. . . . . . . . . . . . . . 0 . . . . . 0 . 0 0 0 0 . o. 2 Article IV Premiums on Policies . 0 0 0 0 0 0 . . 0 . . . . . . . ... . . . . . . 0 . . 0 0 0 0 0 . 0 . 0 . . 0 2 Article V Amendment and Revocation 0 . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0 . . 0 . .. 2 Article VI Litigation to Enforce I)olicics, Collect Claims . 0 . . 0 . . . . . . . 0 . . . 0 . 0 . . 0 ., 2 Article vn Powers of Trustee 0 0 0 . 0 0 . . . 0 0 0 . . . . . . . . 0 . 0 . . . . . . . . . . . 0 . 0 . . o. 2 Ao RETAIN ASSETS 0 0 . . 0 0 . . 0 . . 0 . . . . . . . . . . . . 0 0 . . 0 . . 0 0 0 0 0 0 . . . o. 2 B. DISPOSE OF PROPERTY 0 0 0 0 . . . . 0 . . 0 . 0 . 0 0 . 0 0 . . 0 . . . . . . 0 0 0 . 0 . .. 2 Co AUTHORIZED INVESTMENTS . . 0 . . . . . . . . 0 . . 0 0 . . . 0 . . 0 . 0 . 0 . 0 0 . .. 3 Do REGISTER SECURITIES 00......... 0 . . . . . . . . . . . . . . . . . 0 0 . . 0 . .. 3 Eo LOANS; ADVANCES. . . . 0 . . . . 0 . . . . . . . . . . 0 . . . . . . . . . . . . . . 0 . . 0 0 3 F. RETENTION IN CASH. . 0 .00 . . . . . . . . . . . . . . 0 . 0 . . . . 0 . . . . . .0. . .. 3 Go BORROW MONEY 0.. 0 . . . . . 0 . . . . . . . . 0 0 0 . 0 0 . . . . . . 0 . 0 0 0 . . 0 . . 0 3 Ho VOTE SECURITIES . . . 0 0 0 . . . . . . . . . . . . . . . . . . . . . . . . 0 . . 0 . . . . . .. 3 I. ALLOCATE RECEIPTS, EXPENSES ... 0 . . . . . 0 . . . . . . . . 0 . . . . .00 . 0 .. 3 J. DISTRIBUTE CASH OR KIND, NON-PRORATA ..........000.0..0.0.0 3 Ko CONSOLIDATED FUND 0 0 0 . . 0 . . . . . . . 0 . 0 0 . . . 0 . . 0 0 . . . 0 . 0 0 0 0 . o. 4 L. COMPROMISE CLAIMS . . . 0 . . . . . . . . . . . . . . . . . . . . . . . . . . . 0 0 . . 0 .. 4 M. ENGAGE EXPERTS 0..................0........0... 0 . 0 . . 0 .. 4 No PRINCIPAL TO MINOR.. . . . . . 0 0 . . . . . . . . . . 0 . . . 0 . . . 00.00.0000. 4 00 PROHIBITION AGAINST SALE . 0 . 0 0 0 . . 0 . 0 . . 0 . 0 . . . . . 0 . . . . 0 0 0 . 0 0 0 4 Po FACILITY OF PAYMENT. 000. . . 0 . . . . . . . . 0 . . 0 .0. . . 0 . . . . 0 .0. . . 0 4 Qo VESTING . 0 0 0 . 0 0 . . 0 0 0 0 0 . 0 0 0 . 0 . . . . 0 . 0 0 . . 0 0 . 0 0 . 0 0 0 . 0 0 . . 0 0 0 4 Ro TERMINATION 0... 0 . 0 0 0 0 . 0 . . . . 0 . . . . 0 . . . . . . . . . . . . 0 . 0 . 0 0 . . 0 4 S. ADOPTED CHILDREN INCLUDED 0... 0 0 0 0 . . . 0 . . . . . 0 . . . 0 0 . . 0 . 0 . 0 4 To BUSINESS AUTHORITY 0 . 0 . . . . . . . . . . . . . . . . . . . . . . . 0 0 0 . 0 . . . . . . 0 5 U. DISCRETIONARY POWER o. . . . 0 0 . . . . . 0 . . 0 0 0 0 0 . 0 0 . . 0 . 00' 0 0 0 0 .. 5 V. POWERS THROUGH FINAL DISTRIBUTION .0.......000....0.00.0.. 5 Wo ALLOCATION OF ASSETS ... 0 . 0 0 . 0 0 . . . . . . . . . 0 . . 0 0 0 0 . . . 0 . . 0 o. 5 X. PROTECTION OF MARITAL DEDUCfION . 0 0 0 . 0 0 0 . 0 0 . . 0 0 0 . 0 . . . . . 0 0 5 Yo EMPLOYEE BENEFIT ELECTION 0 0 0 . . 0 . 0 . . . . 0 0 . 0 . 0 0 . 0 0 . 0 0 . . . 0 . 0 5 Zo EDUCATION DEFINED 0 . 0 0 . . . 0 0 . . . . . . . . . 0 0 . . . . . . 0 0 . 0 0 . . 0 . . . 0 5 AA. OCCUPANCY OF RESIDENCE . . . . . . . . . 0 0 0 . 0 . . . . . . 0 0 0 . . . . . 0 . . 0 5 BB. LIMITATION ON TRUSTEE POWER . 0 . . . 0 . 0 0 . . . 0 0 0 . 0 0 0 0 . . 0 0 . 0 o. 5 CCo CONSULTATION WITH OTHERS 00000000. 0 . 0 000. 0 . .000. 0 . 0 0 . o. 6 DDo GENERATION SKIPPING 0 0 . . . . . . . . . . 0 . . . . 0 . . . . . . 0 . . . . . 0 . 0 . ., 6 EEo RESERVES 0 0 0 0 0 0 . 0 0 0 0 0 0 0 0 0 0 . . . 0 . 0 . . . 0 . 0 . . . . . . 0 0 0 0 0 0 0 . o. 7 FFo TRUSTEE'S POWER TO AMEND 0 0 0 0 . . 0 0 . . . . 0 0 0 . . . . 000.0000000. 7 Article vrn Applicable Law 0 0 . 0 0 0 0 . 0 0 0 0 . . . . 0 . 0 . . . 0 0 0 . . 0 . . 0 0 . 0 . . . . 0 . 0 . 0 7 Article IX Receipt of Policies . 0 . 0 . . 0 . . . . . . . 0 . . . . . . . . 0 . . . . . . . . . . 0 0 . 0 . . . .. 7 Article X Trustee's Compensation ................. 0 0 . 0 . . 0 . 0 0 . . . . . . 0 0 0 . .. 7 Article XI Resignation of Trustee . . 0 . . . . 0 . . . 0 . . 0 . . 0 . . . . 0 . . . 0 0 . 0 0 0 0 0 0 0 0 0 .. 7 Article XII Removal of Trustee 0 0 . 0 0 . . . . . 0 . . 0 0 . . 0 . . . . . . . . 0 0 . . 0 0 0 0 0 0 . . 0 .. 8 SCIIEDULE "A" 0 0 . . 0 0 0 . . . 0 0 0 0 . 0 0 0 0 0 . 0 0 . . . . . . . 0 . . . . . 0 0 . . . 0 0 0 0 0 . 0 . . . 0 . 0 . 10 LIST OF THE LIFE INSURANCE POLICIES 0" 0 . . . . . 0 0 . 0 0 . 0 0 0 0 . 0 . 0 0 0 . . 0 o. 10 .. '" t ,. J ... 1 .J oj 1 J. .. "'"' .... J f t ( ( I C 4 , 4 t '...' . .. . TRUST AGREEMENT THIS AGREEMENT Is made Ims h day of ~J . , 1995, by and between GEORGE N. WADE, JR., (hereinafter called "Settlor") and.PN BANK, N.A., (herem after called "Trustee"). I. BACKGROUND: Settlor has caused this Trust to be funded by the transfer and assignment of certain property to Trustee, and/or by naming Trustee as beneficiary of certain life insurance policies. The Settlor may also cause other property to be deposited for the uses and purposes of this Trust. The property and/or insurance policies may be listed for convenience in detail in Schedule "A" attached to this Trust, and made a part hereof. The Trust is composed of two parts, an Administrative Part and a Dispositive Part. The Trust may be amended. ADMINISTRATIVE PART ll. AGREEMENT: Settlor creates this Trust on the following terms and conditions: Article I Addition of Property to Trust Settlor reserves the right to add to this Trust any policies of insurance issued on Settlor's life and any other property and/or securities whether such addition be made by the Settlor or any other person. The proceeds of any such policies of insurance or any additional property and/or securities so acquired shall be held on the same terms of trust as if originally a part of the Trust. Article II Res~atioD of Rights (Insurance) Settlor reserves 10 Settlor, during Settlor's life, all payments, dividends, surrender value privileges and benefits of any kind which may accrue on account of any of the aforesaid policies of insurance, and the right at any time to assign, pledge or use said policies, or any of them, or to change the beneficiary thereof, or to borrow money thereon, without the consent, approval or joinder of the Trustee, or any beneficiary hereunder. The Trust shall be operative only as to the proceeds of such of the policies as in terms may be due and payable to the Trustee at the time of the death of the Settlor or thereafter, after deduction of all charges against the policies by way of advances, loans, premiums or otherwise. Such proceeds shall be principal. The receipt of the Trustee for such proceeds shall release the insurance companies from liability on the policies. (Other Properly) As to assets added to the Trust during the lifetime of the Settlor, and by the Settlor, the Settlor reserves to Settlor, during Settlor's life, the right to withdraw or direct payment of principal or income, and to direct Trustee to make such investments as Settlor desires, as well as the right to approve, in advance, any investInents Trustee selects. Subject to these powers of Settlor, Trustee may pay principal or income for the support or welfare of Settlor. As to assets added to the Trust by a person or entity other than Settlor, Trustee shall, during the lifetime of Settlor, in Trustee's sole discretion, pay so much of the income and/or principal as Trustee deems necessary, for the benefit of Settlor and/or the issue of Settlor and for the support, maintenance, health, and safety of Settlor, or the issue of Settlor. All accumulated or undistributed income shall be added to principal hereunder. Article III I)rincipal and Income Disbursement Upon Settlor's death, the Trustee shall disburse the income and principal of the Trust Estate in the mamter set forth in dctail in Schedule "B" attached hereto. Article IV Premiums on Policies Trustee is not obligated to pay any premiums or assessments on policies of insurance and shall be under no obligation in respect to the policies other than for the safc-keeping thereof, except to the extent otherwise expressly agreed to herein, if the policies are deposited herewith. Article V Amendment and Revocation Settlor may by a writing, delivered to the Trustee: (a) amend, modify or alter this Agreement, in whole or in part, provided that the duties, powers and liabilities of the Trustee shall not be changed without its written consent; (b) revoke this Agreement in whole or in part; provided, however, that the rights of Settlor under (a) and (b) shall not apply to any assets added to the Trust by a person other than Settlor. Article VI Litigation to Enforce l)olicies, Collect Claims The Trustee may institute any proceedings at law or in equity in order to enforce the payment of insurance policies or the collection of other property, and may do and perform any and all other acts and things which may be necessary to do so. Trustee shall not, exccpt at its option, enter into or maintain any litigation to enforce the payment of said policies, or collect such property until it shall have been indcmnified to its satisfaction against all expenses and liabilities to which it may, in its judgment, be subjected by any such action on its part. The Trustee is authorized to compromise and adjust claims arising out of the insurancc policics or any of them or other property, upon such terms and conditions as it may deem just, and the decision of the Trustee shall be binding and conclusive upon all persons and corporations interested therein, all without nccessity for court approval. Article VII Powers of Trustee Except as othcrwisc specifically provided herein, and in addition to the powers grantcd Trustee by law, (all of which shall be exercised by Trustee without posting bond or furnishing sureties in this or any other jurisdiction), the Trustee shall hold and manage the fund, when so collected, together with such other property as may be acquired, during the existence of this Trust, all of which property will hcreinaftcr be referred to as the "Trust Estate~', or "Trust" being any trust or trusts created herein or in Schedule "B" hereof, upon the following terms and conditions and with the following powers and authorities: A. RETAIN ASSETS: To retain all or any part of thc trust in the form in which it was acquired as long as it deems advisable; B. DISPOSE OF PROPERTY: To sell, exchange, partition, lease, option, or otherwise dispose of any property or part thereof, re~ or personal, which may at any time form part of this Trnst Estate at public or private sale for such purposes and upon such terms, including sales on credit with or without security, in such 2 '0. manner and at such prices as it may determine, including the right to lease real estate for periods in excess of five years and for a term expiring after the termination of any trust, and including the right to deal in real estate ventures as a general or limited partner. In the event of a sale, exchange, partition, lease or option of any of the property of this Trust Estate, there shall be no liability on the part of the purchaser or purchasers to see to the application of the purchase money, but the same shall be held and disposed of by such purchaser or purchasers free and clear of any of the provisions of any trust created hereby; C. AUTHORIZED INVESTMENTS: To invest or reinvest the Trust Estate in any property, real or personal, of any kind or nature, including stocks, bonds, mortgages, other securities and common trust funds of the Corporate Trustee, if any, without being limited or restricted to investments as now or may hereafter bc prescribed for trustees by law including the right to acquire, sell or retain stock in the Corporate Trustee. Trustee may invest, reinvest, buy, sell or trade options, puts, calls, or any other type of financial instrument, the nature of which need uot be coutcmplatcd or in existence at the timc this trust is created. D. REGISTER SECURmF..S: To register securities in its name as Trustee or iu the nanle of any nominee or to take and keep the same unregistered and retain them or any part thereof in such condition that they will pass by delivery without disclosing the fact that the property is held in a fiduciary capacity; E. LOANS; ADVANCES: To make any loans, or advances either secured or unsecured in such amounts, upon such terms, at such rates of interest and to such persons, firms, corporations or the executor or administrator of Settlor's Estate or the Estate of Settlor's spouse or otherwise to facilitate such estate administration without interest and without reimbursement for the purpose of the payment of taxes, debts and administration expenses; provided, however, that any benefits from a qualified employee benefit plan received by the Trustee shall not be used for the payment of such taxes, debts or expenses, if uot includible in Settlor's gross estate for federal estate tax purposes nor funds otherwise eligible for the Marital Deduction; F. RETENTION IN CASH: To retain for reasonable periods the principal or corpus, or any part thereof of this Trust Estate in the form of cash; G. BORROW MONEY: To borrow money for any purpose on any terms in connection with the administration of or investment in assets of this Trnst Estate; execute promissory notes or other obligations for the amounts so borrowed and secure the payment of any amounts so borrowed by mortgage or pledge of any real or personal property which may at any time form a part of this Trust Estate; H. VOTE SECURITIES: To vote any securities upon any proposition or election at any meeting and to grant proxies, discretionary or otherwise; to join in or become a part of any reorganization, readjustment, merger, voting trust, consolidation or exchange and to deposit any such securities with any committee, depository, trustee or otherwise and to payout of this Trust Estate any fees, expenses and assessments, incurred in connection therewith and to charge the same to principal or income as Trustee may see fit; to exercise conversion, subscription or other rights, or to sell or abandon such rights and to receive and hold any new securities issued as a result of such reorganization, rcadjustment, mcrger, voting trust, consolidation, exchange or e~ercise of subscription, conversion or other rights; and generally take all action in respect to any such securities as Trustee might or could do as absolute owner thereof; to vote any stock in the corporate trustce; I. ALLOCATE RECEIPTS, EXPENSES: In Trustee's discretion, to allocate to either principal or income or between them any and aU taxes (especially capital gains taxes) or receipts or expenses which Trustee may be required to pay on behalf of this Trust Estate, but in no event shall the income of any marital deduction trust created herein be reduced by the exercise of this power. J. DISTRIBUTE CASH OR KIND, NON-PRORATA: To divide or distributc, whcuevcr it is required or permitted, this Trust. Estate and to make such division or distribution in kind or in money or partly in kind and partly in money, and' the judgment of the Trustee as to the value of the different itcms shall be 3 conclusive and final upon the beneficiaries; to make non-prorata distributions of assets in kind; K. CONSOLIDATED FUND: To hold and administer the trusts created hereby in one or more consolidated funds in whole or in part in which the separate trusts or funds shall have an undivided interest; L. COMPROMISE CLAIMS: To compromise claims, on such terms and conditions as Trustee, in Trustee's sole and exclusive discretion, deems appropriate without obtaining court approval thereof. M. ENGAGE EXPERTS: To engage aitorueys, investment counsel, accountants, agents and such other persons as it may deem advisable in the administration of this Trust Estate and to make such payment therefor as it may deem reasonable and to charge the expenses thereof to income or principal as it may determine and to delegate to such persons any discretion which it may deem proper. The Trustee shall not be liable for any negligence, omission or wrongdoing of such counselor agents, providing reasonable care was exercised in their selection; N. PRINCIPAL TO MINOR: If the principal of any trust is payable to a person or persons under the age of twenty-one (21) years, the Trustee shall continue the term of said trust as to said person or persons under the age of twenty-one (21) years, until he, she or they attain twenty-one (21) years of age, meanwhile paying over to the person under the age of twenty-one (21) years, or for their use and benefit, the proportionate share of the net income of said trust; O. PROHIBITION AGAINST SALE: No title in any Trust Estate, or in the income accruing therefrom, or in its accumulation shall vest in any beneficiary, and no beneficiary shall have the right or power to transfer, assign, anticipate, or encumber his or her interest in said Trust E<;tate, or in the income therefrom, prior to the actual distribution thereof by the Trustee to said beneficiary. Further neither the income nor the principal of any Trust Estate shall be liable in any manner, in the possession of the Trustee for the debts, contracts, or engagements of any beneficiary. P. FACILITY OF PAYMENT: Should the principal or income or both of this or any Trust be payable to any person as to whom the Trustee has actual knowledge of a court adjudication of incompetency, or incapacity, or who the Trustee determines, in the discretion of Trustee, is unable to act effectively on his or her own behalf in financial matters, then Trustee shall have the right to use such principal or income to pay to such beneficiary, or for the benefit of such beneficiary, but nothing herein shall be deemed to impair the duty of Trustee to pay income to Settlor's spouse under any trust herein qualifying for the marital deduction (if created hcrein), unless Settlor's spouse is declared legally incompetcnt. Q. VESTING: No trust created herein, or by exercise of a power of appointment hereunder, shall continue for more than twenty-one (21) years after the death of the last to die of Settlor and the beneficiaries in being at the date of Settlor's death. Any property still held in trust at the expiration of that period shall immediately vest in and be distributed to the person or persons then entitled to receive or have the benefit of the income therefrom in the proportions in which they arc entitled thereto, or if their interests are indefinite, then in equal shares, per stirpes. R. TERMINATION: If at any time during the term of this Trust, Trustee determines, in its sole discretion, that the corpus of the Trust has become too small to be practical, or uneconomical to continue, then Trustee may distribute the corpus of the Trust estate to the then income beneficiary or beneficiaries in accordance with the portions of income to which each beneficiary is entitlcd, or if such portions are not specifically set forth herein, then in such amounts as it deems appropriate. S. ADOPTED CHILDREN INCLUDED: The words "child, childrcn or issue or descendants" as used in this Trust, shall include adopted children and adopted grandchildren, and children or grandchildren born 4 . # . ~ ' or adopted after the date of this Trust, unless expressty stated to the contrary. T. BUSINESS AUTHORITY: If the Trust Estate includes any interest which the Settlor had in a business at the time of Settlor's death, whether the saJae is a sole proprietorship, a partnership or a corporation in which Settlor owned all or a substantial portion of the stock, the Trustee is authorized to continue the business, without order of court, until such time as it deems it advisable to sell, liquidate or distribute the same in kind. Trustee shall have all rights and powers in amnection with the business as the Settlor had when living, including by way of example and not limitation, the powers to operate or join in the operation thereof as a going concern, to form or re-form a general or limited partaership, to incorporate or re-incorporate and to liquidate or selI the same or any part thereof, all as it deems advisable for the best interests of the Trust Estate and of the beneficiaries thereof, without any liability for loss resulting from the operation of said business except where such loss is the result of gross negligence or fraud on the part of the Trustee. The Trustee shall be cntitled to receive for its services in connection with said business, such additional compensation as may be commensurate therewith. U. DISCRETIONARY POWER: In exercising discretionary powers granted to Trustee under this Trust, Trustee may give due regard to the assets and mcome of the beneficiary, other than assets and benefits under any trust created hereunder. v. POWERS THROUGH FINAL DISTRIBUTION: All powers and authorities granted to Trustee hereunder shall be fully exercisable by Trustee throup and including final distribution of assets hereunder, evcn though the Trost may have terminated earlier. W. ALLOCATION OF ASSETS: Trustee may allocate assets among the beneficiaries (including any trust hereunder) without regard to the income tax basis of any such assets. X. PROTECTION OF MARITAL DEDUCTION: Notwithstanding anything to the contrary hcrein or in Schedule "B" hereof, no power, authority or discrdion given to Trustee hereunder or in Schedule "B" hereof shall be construed in any manner which shall result ill a disallowance of the marital deduction for any trust created for the benefit of my spouse, otherwise eligible for the marital deduction, if created hereunder, and any such power or authority which is construed to have such effect is void, hereby revoked, and to no effect, as if not set forth herein, in Trustee's discretion. Y. EMPLOYEE BENEFIT ELECI10N: Tmstee, in addition to all powers grantcd by law, is hereby authorized 10 make such election in connection with -settlements under employee benefit plans in which Settlor has an interest as Trustee deems most advantageous under all the circumstances. z. EDUCATION DEFINED: The word "education" as use in this Trust shall mean and include, but not be limited to primary, secondary, collegiate and/or post-graduate education in private or parochial school, college, trade school or graduate school. It is Settlor"s intention in granting Trustee the power to expend funds for "education" that the word "education" be interpmed broadly by Trustee. AA. OCCUPANCY OF RESIDENCE: To permit any beneficiary or beneficiaries to occupy rent free any residence constituting a part of the assets of a h1Ist for such beneficiary or beneficiaries and to pay the real estate taxes thereon, expenses of maintaining said residence in suitable repair and condition and hazard insurance premiums on the residence; provided, h~ver, the Trustee shall not exercise this power in any way which would deprive Settlor's spouse of the beneficial enjoyment of Part "B" and such spouse shall have the right to limit, restrict or terminate the Trustee's exercise of this power if it interferes with such beneficial enjoyment. BU. LIMITATION ON TRUSTEE POWER: No person at any time acting as a Trustee hereunder 5 shall have any power or obligation to participate in any discretionary authority Settlor has given to Trustee to pay the income or principal to such person or for his or her benefit or in relief of his or her legal obligations. Further, no Trustee who is a beneficiary of onc of the trusts, or who is Icgally obligatcd to support a beneficiary, shall ever participate in (i) the exercise of, or dedsion not to exercise, any discretion to pay income or principal to, or to apply income or principal for the benefit of, any beneficiary (including discretion to allocate funds among a group of beneficiaries and discretion to accumulate income), (ii) the determination whethcr a bcncficiary is disabled, (Hi) the dccision to end any trust, (iv) thc cxercise of discrction to allocatc receipts or expenses between principal and income, (v) decisions to exercise tax options, (vi) a decision to make payments to aid in the settlement of my estate, (v.ii) the selection of a custodian for a minor's property, (viii) the selection of the property to be allocated to the marital deduction trust, (ix) the decision to combine or divide trusts, or (x) the amendment of the trust by a Trustee hereunder. CC. CONSULTATION WITH OTHERS: Trustee is dirccted to consult with Settlor's spouse in connection with any investment of the Trust. DD. GENERATION SKIPPING: In my Trustee's sole discretion to allocate such exemptions as are available as to the generation skipping transfer tax to any property, to exclude any property from that allocation and to make all related allocations thereto. No beneficiary shall have any claim against my Trustee for cxcrcising or not cxercising such allocation powers as granted herein. Further, Trustee is authorized to divide any trust created hereunder into two separate trusts so that the inclusion ratio for generation skipping transfer tax purposes shall be either zero or one for each such separate trust. Any such separate trust shall have the identical provisions as the original trust. If trusts are created, the Trustec may, at any time prior to a combination of such trusts: (1) make different tax elections (including the allocation of Settlor's available generation-skipping tax exemption from the federal generation-skipping transfer tax) with respect to each separate trust; (2) expend principal and exercise any other discretionary powers with respect to such separate trusts differently; (3) invest such separate trusts differently; and (4) take all other actions consistent with such trusts being separate entities. Further, the donee of any power of appointment with rcspcct to auy trust so divided may exercise such powcr differcutly with rcspcct to thc scparatc trusts crcatcd by the division. Settlor exonerates Trustee from any liability arising from any exercise or failure to exercise these powers, providcd the actions (or inactions) of Trustee are taken in good faith. If Trustee exercises the special election provided by Section 2652(a)(3) of the Internal Revenue Code, as amended, as to this Trust, Settlor authorizes Trustee in its .sole discretion at any time prior to the funding of the trust by an instrument filed with the trust records to divide the trust property into two fractional share trusts, one based upon Settlor's generation skipping transfer exemption allocated to the trust and the second being the balance of the trust property. If a trust hereunder would be partially exempt from generation-skipping tax by reason of an allocation of generation-skipping tax exemption to it, before the allocation the Trustee, in its discretion, may divide the trust into two separate trusts of equal or unequal value, to permit allocation of the exemption solely to one trust which will be entirely exempt from generation-skipping tax. In addition, if a trust hereunderis entirely exempt or entirely non-exempt from generation-skipping tax and adding property to the trust would partially subject it to generation-skipping tax, the Trustee, in its discretion, may hold that property as a separate trust in lieu of making the addition. Except as otherwise provided in this instrument, the trusts created herein shall have the same terms and conditions, but the Trustee shall not make discretionary distributions from the income or principal of the exempt trust to beneficiaries who are non-skip persons so long as any readily marketable assets remain in trust other than the exempt trust. Upon division or distribution of an exempt trust and a non-exempt or partially exempt trust held 6 ... .... hereunder, the Trustee, in its discretion, may allocate property from the exempt trust first to a share from which a generation-skipping transfer is more likely to occur. EE. RESERVES: To maintain reasonable reserves for depreciation, depletion, amortization and obsolescence. FF. TRUSTEE'S POWER TO AMEND: Trustee shall have the power in its sole discretion, by an instrument filed with the trust records to amend the dispositive or administrative provisions of this indenture (including the provisions relating to the trustee); provided tbat only descendants of the grantor (or their estates) or charitable organizations described in Sections 2055(a) and 2522(a) of the Internal Revenue Code, as amended, shall be beneficiaries and the grantor shall not be given any right or power with respect to the trust property. Further, Trustee shall not exercise this. power in such a way that a trust otherwise eligible for the marital deduction, or otherwise eligible as a qualified domestic trust does not qualify as such. Article VIll Applicable Law This Trust has been accepted in the State of Pennsylvania and shall in all respects be governed by the laws of that State. Article IX Receipt of Policies Settlor, by joining in the execution of this instrument acknowledges (unless otherwise specified in writing) that Settlor has retained custody and possession of the insurance policies, if any, described on Schedule "A" attached hereto and made a part hereof. Article X Trustee's Compensation The compensation payable to Trustee shall be the compensation due, in accordance with the fee schedule of Trustee, at the time Trustee renders services hereunder, but if Trustee has no such fee schedule, then such compensation shall be reasonable. Article XI Resignation of Trustee Trustee may resign by giving written notice thereof to the Settlor, if living, or if Settlor is not living then to Settlor's spouse, or if Settlor's spouse is nOlliving, by notice to Settlor's children, even if those children be minors, specifying a date, not less than thirty (30) days from the date of the notice, on which Trustee shall be deemed to have resigned. Upon such date, Trustee shall be deemed to have resigned, and upon delivery of the assets of the Trust to the Successor Corporate Trustee appointed as described below, shall be free of any further duty to Settlor or the beneficiaries or the Successor Corporate Trustee hereunder, except for past acts or conduct of Trustee. A Successor Corporate Trustee, a corporation, bank or trust company, qualified under the laws of the Commonwealth of Pennsylvania or the United States of America to act as Trustee shall be appointed as follows: 1. By Settlor, if then alive. 2. If Settlor is not then alive, then Settlor's spouse shall select the Successor Corporate Trustee. 3. If neither Settlor nor Settlor's spouse are alive, then such selection shall be made by majority vote of the income beneficiary or beneficiaries of the trust, who are twenty-one (21) years of age or older. 4. If Settlor and Settlo;'s spouse are nolliving, and there are no income bcneficiaries of the agc of 7 twenty-one (21) years or older, or if the appropriate person above fails so to select a Successor Corporate Trustee, within ten days after notice of resignation is given, then and in such events the Orphans' Court Division of the Court of Common Pleas of the County in which this Trust has its situs shall select a Successor Corporate Trustee having the qualifications listed above. Any Successor Corporate Trustee so selected shall serve on the same terms and conditions, and with the same powers and duties as if originally appointed. Article XU Removal of Trustee Settlor's spouse sball have the right, by written notice to Trustee, to remove the Trustee. If Settlor's spouse so removes the Trustee, then Settlor's oldest issue shall have the authority to name a successor trustee to serve on the same terms and conditions as set forth herein. Any such successor trustee shall be a corporation or national bank authorized to exerdse trust powers in the Commonwealth of Pennsylvania. IN WITNESS WHEREOF, the Settlor, GEORGE N. WADE, JR., and Trustee, PNC BANK, N.A., have signed this Trust the day and year first above written. Signed, sealed and delivered in the nee of: {). J,W PNC ~ANK. N .A. ATIEST: '2.//0 ~ I / BY~~A....~ (Corporate Seal) 8 .... . . COMMONWEALTH OF PENNSYLVANIA: COUNTY OF ~ On tb. (P rtJ day of ~ 1995, befme me, Ibe sobscriber, a Notary Poblic io and for said Commonwealth and Co nty, came the above-named GEORGE N. WADE, JR., satisfactorily proven to me to be the person whose name is subscribed to the within instrument, and acknowledged the above Agreement to be his act and deed, and desired the same might be recorded as such. WITNESS my hand and Notarial Seal. NOTARIAL SEAL JUDY A. IMES, Notary Public Harn~bu.rg, Dauphin County My CommIsSIon Expires Sept 8, 1997 COMMONWEALTH OF PENNSYLVANIA: COUNTY OF~ On the b t!::. day of said Commonwealth and County, acknowledged himself to be the he as such officer being authorized to do so, executed the foregoin nstrument for the purpose therein contained by signing the name of the corporation by himself as such officer. IN WITNESS WHEREOF, I have hereunto s My NOTARI1IL SEAL JUDY A. iMES, Notary Public Ham~bu.rg, Dauohin Count My Com~sron Expires Sept. 8, ~997 9 , ' : ' SCHEDULE "A" LIST OF THE LIFE INSURANCE POLICmS AND/OR PROPERTY DEPOSITED WITH PNC BANK, N.A. UNDER REVOCABLE TRUST AGREEMENT WITH GEORGE N. WADE, JR. $1.00 10 .. , 110 0.", : DISPOSITIVE PART SCHEDULE "B" PLAN OF DISTRIBUTION OF TRUST ESTATE OF GEORGE N. WADE, JR. UNDER AGREEMENT DATED , 1995 Trustee shall divide the Trust Estate (including but not limited to any and all property received by Trustee prior to Settlor's death, under Settlor's Last Will and Testament, proceeds of life insurance, and all other property forming a corpus hereof, before the payment of inheritance, estate or succession taxes, whether such taxes are paid from this trust or any other source), into two (2) parts, one "Family" or "Credit Shelter", Part "A" and the second "Marital", Part "B", in the following manner, and each to be held on the following terms and conditions: PART "A" A. Amount; Composition: Part "A," the "Family" or "Credit Shelter" part, shall be such amonnt, if any, as when added to other property passing outside of this Trust Agreement (which is included in Settlor's gross estate for federal estate tax purposes and does not qualify for the marital or charitable deduction) wj]J produce a federal estate tax in Settlor's estate, prior to the use of such credits, equal to the total of the available unified credit and the credit for state death taxes (other than those imposed solely to obtain the credit under Section 2011 of the Internal Revenue Code). This amount shall be \.'Omputed before payment of death taxes and may be satisfied with cash or with assets in kind at their market value at the date of distribution. Property ineligible for the marital deduction or excludable from Settlor's gross estate shall be allocated to this part, even if such allocation results in an overfunding. TERMS OF D1STRIBUfION Part "A" shall be held by Settlor's Trustee, on the terms and conditions as follows: 1. Trustee may, in Trustee's uncontrolled discretion, if a corporate Trustee, or, if an individual Trustee, shall payor advance to Settlor's executor administration expenses and estate and inheritance taxes (including the supplemental estate tax on certain qualified plan benefits, but not including any generation skipping transfer tax imposed on a direct skip), and other expense to facilitate the administration of Settlor's estate, with respect to property or interests subject to taxation by reason of Settlor's death, and whether passing under Settlor's will, or otherwise, without apportionment, and without reimbursement from the principal hereof. During Wife's Lifetime 2. Trustee, in its discretion, may pay the income and such portion of the principal of this Trust as Trustee decides from time to time for the support of Settlor's Wife and to maintain the standard of living to which Settlor's Wife has become accustomed and for the support, maintenance, housing, medical or nursing care of Settlor's Wife, and for the issue of Settlor, as hereafter defined, for similar purposes, in Trustee's sole discretion. 3. If Settlor's Wife is .l!ving on the last day of a calendar year, Settlor's Wife shall have the right, at 11 . ;., ..... : ,. .... \ any time on that day, to withdraw the greater of Five Thousand Dollars ($5,000.00) or five per cent (5%) of the then aggregate value of principal of the Trust, by written notice to the Trustee, and the Trust shall terminate as to such amount withdrawn. This right shall be exercisable annually, and is not cumulative. Upon and After Wife's Death 4. Upon the death of Settlor's Wife, this Trust shall terminate, and Trustee shall pay, absolutely and free of Trust the sum of one 1Dlllion dollars ($1,000,000) one-half to Settlor's son, GEORGE N. WADE, Ill, and one-half to Settlor's daughter, BETH W. NELSON, but if one is not then living to his or her issue, or if no issue are then surviving to the survivor or his or her issue. The remaining principal and. accumulated income of the Trust Estate shall be distributed in equal shares to separate trusts, one for each then living child of Settlor and Settlor's Wife (or issue of a deceased child). For all purposes herein, unless the context expressly requires otherwise, the phrase "Settlor's issue", "Settlor's child" or "Settlor's children" shall be interpreted to apply to each of the children or issue of Settlor and Settlor's Wife, without distinction between parents. As to each such separate trust, Trustee shall distribute as much of the income, accumulated income and principal of each such separate trust as follows: (a) Trustee shall distribute as much of the income, accumulated income and principal of each such separate trust as Trustee, in its sole discretion may, from time to time, think advisable for the support, maintenance, and education of the issue of Settlor, for whom the Trust has been created or during illness or emergency or any other like needs of such issue. These payments shall either be made directly to them or any of them by Trustee or else paid to the person with whom such issue resides or to whom control or care of such issue has been entrusted, or else applied diredJy for their own benefit by Trustee, all without the intervention of a guardian. (b) Upon the expiration of two (2) years from the date each trust is funded, Trustee shall pay ten per cent (10%) of the principal of such trust, absolutely and free of trust, to Settlor's and Settlor's Wife then living child for whom the trust was created and this trust shall terminate as to such portion so distributed; (c) Upon the expiration of two (2) additional years from the date each trust is funded, Trustee shall likewise distribute forty per cent (40%)of the then principal of the trust as set forth above; (d) Upon the expiration of six (6) years from the date each trust is funded, each trust shall terminate and the principal and any accumulated income thereof shall be paid absolutely and free of trust to Settlor's child or Settlor's Wife's child for whom created, or issue of a deceased child for whom a trust was created. If a child dies before tennillation, or if all issue of a deceased child do not survive to termination, then the trust for such shall be held for the issue of the deceased child, as set forth above, but if none then survive, the trust shall be divided into a number equal to the then existing trusts and paid to each such trust and held and distributed as if originally a part thereof. L~1iI~..... r . to.. fa 1&. t r Wit It"" eON _t t:N;lJ of th,. .;:;- '9 'i1I.!i 1 ll'!":Jt,.---. d~i, ..~Cu\ A , ~~. .Co.', .11 VVl j;/tJ'..Stt$.\ti ~~~ o~r Ch~t' ) .... . . ""n 1'0 /lnd \llt"t'''~d. 11 ~~ ,:Z'./.2e; "'" . ~ Aut....t.... I....*-- .. , . . ,-. " ~ -.. : ~ . PART "B" B. Part "B," the "Marital Part" shall consist of the remainder of the Trust Estate. Part "B" shall be paid, distributed and/or held in further trust by Trustee on the following terms and conditions: Distribution of Income and Principal; Withdrawals 1. Settlor's Wife shall be entitled to all of the income from Part "B", payable in quarterly or more frequent installments as Settlor's Wife determines for her lifetime. 2. Trustee may use all or such part of the principal for the benefit of Settlor's Wife, to maintain the standard of living of Settlor's Wife or for the health. support and maintenance of Settlor's Wife, as Trustee determines, and, only in the discretion of any corporalre Trustee, for the comfort of Settlor's Wife. Distributioo Upon Wife's Death 3. On the death of Settlor's Wife or if she does not survive Settlor, this trust shall terminate and Trustee shall pay the accumulated income if any !o the estate of Settlor's Wife, and the principal shall be held io further trust on the terms and conditions set forth in paragraph A. 4 of this Schedule "B", as a part of Part "A", and as if originally a part thereof. c. Trustee shall pay any increase in federal estate or inheritance taxes or administration expenses in the estate of Setllor's Wife caused by the inclusion of this Marital Trust or Part "B" for tax purposes in the estate of Setllor's Wife, from principal of Part liB". Trustee may rely upon a written statement from the executor of Selllor's Wife as to the amount of such tax or expense. D. Settlor's Wife shall have the right to compel Trustee to invest in income-producing property, as to investments in Part "B". E. In the event Settlor's Wife and Settlor should die under circumstances which render the order of their deaths uncertain, for the purposes of this Trust it shall be conclusively presumed that Settlor's Wife survived Settlor. ln such event, however, or in the evaJt that Settlor's Wife shall die within six (6) months of the date of Settlor's death, (in lieu of the amount above specified), Part liB" shall consist of that amount (but no more) of the principal held hereunder (without deduction for estate or inheritance taxes) which must be added to the value of all other property for which the marital deduction is allowed, in order to give Settlor's estate a marital deduction which would result in the lowest total of federal estate tax on Settlor's estate and Settlor's Wife's estate. Such amount shall be determined on toe assumption that Settlor's Wife died after Settlor on the date of Selllor's death and that Settlor's Wife's estate was valued as of the date upon (and in the manner in) which Settlor's estate is valued for federal estate tax purposes. GEOR EN. WADE, JR. Lf/'Irs- 13 'fr ,)1- '" -00\ - ~ \ ~'\~S AMENDMENT TO TRUST II created by GEORGE N. WADE, JR, with PNC BANK, N A Dated April 6, 1995 Dated: 1- I 7 ':;2-0 ej I ,2000 PNC BANK, N A Re: Trust Agreement dated Apri/6, 1995 between GEORGE N. WADE, .JR. as Settlor and PNC BANK, N A as Trustee. Gentlemen: Pursuant to the rights reserved to GEORGE N. WADE, JR. under Article yea) of this Trust, GEORGE N. WADE, JR. wishes to and does hereby amend this Trust as set forth in this AMENDMENT TO TRUST. In all respects, other than those specifically set forth herein, the terms and conditions of the above Trust are ratified and confirmed, in their entirety. There shall be added to Article VII, a new subparagraph GG.,as follows: , "GG. CONCERNING SELF-DEALING: No rule oflaw against self-dealing, divided loyalty, or conflict of interest shall be applied to render any transaction effected by the Trustees void, voidable, or otherwise subject to attack solely for violation of such rule, nor shall the Trustees incur any liability, nor shall any Trustee'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 the Trustees shall be judged by the rules ofIaw which would apply to the same transaction at arm's length between strangers free of any element of self-dealing, divided loyalty, or conflict of interest. Thus, by way of illustration and not ofIimitation, all Trustees are authorized, without giving any notice required by statute, to: (1) Employ and compensate any Trustee or any affiliate as broker, agent, or professional advisor for any purpose. (2) Borrow from the commercial department of any corporate Trustee or any affiliate at current interest rates. (3) Buy, retain, and sell any debt or equity security issued or underwritten by any corporate Trustee or any affiliate and any debt security secured, supported, and/or otherwise enhanced by a letter of credit issued by any corporate Trustee or any affiliate. C~\My files\WP Client N-Z\WADEJR\2000 planning\LETTER amendment.ga~g~w~d " (4) Buy, retain, and sell any security of any investment company or trust registered under the Investment Company Act of 1940 to which any corporate Trustee or any affiliate renders services for compensation. (5) Buy any property from or sell property to any beneficiary or Trustee acting hereunder or otherwise on arm's length terms. An "affiliate" means any entity which owns, directly or indirectly, an interest in any corporate Trustee, any entity in which ,any corporate Trustee owns an interest, directly or indirectly, and any entity in common control with any corporate Trustee." Also, Schedule "B", "Plan of Distribution of Trust Estate of GEORGE N. WADE, JR. Under Agreement dated April 5, 1995" is deleted in its entirety and the attached Schedule liB" is substituted in its place. Very tnlly yours, ACCEPTED this I(day of v~ PNC BANK, N A BY:~ ,/1 CL - President , 2001. ~---7' J1/ /f/ ~ GEORGEN. WADE, JR. (~ ~ .~-- . ,___ 4, ..... ~... tad .. -'''vv .. fa .. be c~1 0' tile O"f f.... Co.4-h.l 6~ll executed If nil t~.t~~.t ......1_ . l't Our .... · ~vcr our cont J ~v~~~'.~~p 'r: PIIe:r= .... I.d ....._.. ~~[~:: .~ COMMONWEALTH OF PENNSYL VANIA: SS: COUNTY OF DAUPIIIN: c:!L/~~~/,64c-/ . A V'~;IIP" / On the /'7 day of ......... 0/.1~~ ' ~, before me, the subscriber, a Notary Public in and fo~ said Commonwealth and C y, came the above-named GEORGE N. WADE, JR., satisfactorily proven to me to be the person whose name is subscribed to the within instrument and acknowledged the above instrument to be her/his act and deed, and desired the same might be recorded as such. WITNESS my hand and Notari ifARIAL SEAL DENISE C. SULLENBERGER, Notary Public -Hampden Twp.. Cumberland County My Commission Expires Nov. 22. 2004 amendment. george.~ 2 of 5 My Commission Expires: C:\My files\WP Client N-Z\WADEJR\2000 planning\LETTER SCHEDULE "B" PLAN OF DISTRIBUTION OF TRUST EST ATE OF GEORGE N. WADE, JR. UNDER AGREEMENT DATED April 6, 1995 Trustee shall divide the Trust Estate (including but not limited to any and all property received by Trustee prior to Settlor's death, under Settlor's Last Will and Testament, proceeds of life insurance, and all other property forming a corpus hereof, before the payment of inheritance, Estate or succession taxes, whether such taxes are paid from this trust or any other source), into two (2) parts, one "Family" or "Credit Shelter", Part II A" and the second "Marital ", Part "B ", in the following manner, and each to be held on the following tenns and conditions: PART "A" A. Amount; Composition: Part ItA, II the "Family" or "Credit Shelter" part, shall be such amount, nany, as when added to other property passing outside of this Trust Agreement (which is included in Settlor's gross Estate for federal Estate tax purposes and does not qualify for the marital or charitable deduction) will produce a federal Estate tax in Settlor's Estate, prior to the use of such credits, equal to the total of the available unified credit and the credit for state death taxes (other than those imposed solely to obtain the credit under Section 2011 of the Internal Revenue Code). This amount shall be computed before payment of death taxes and may be satisfied with cash or with assets in kind at their market value at the date of distribution. Property ineligible for the marital deduction or excludable from Settlor's gross Estate shall be allocated to this part, even if such allocation results in an overfunding. TERMS OF DISTRIBUTION Part "A" shall be held by Settlor's Trustee, on the terms and conditions as follows: 1. Trustee may, in Trustee's uncontrolled discretion, if a corporate Trustee, or, if an individual Trustee, shall payor advance to Settlor's executor administration expenses and Estate and inheritance taxes (including the supplemental Estate tax on certain qualified plan benefits, but not including any generation skipping transfer tax imposed on a direct skip), and other expense to facilitate the administration of Settlor's Estate, with respect to property or interests subject to taxation by reason of Settlor's death, and whether passing under Settlor's will, or otherwise, without apportionment, and without reimbursement from the principal hereof 2. Trustee shall distribute any tangible personal property, including automobiles, to Settlor's spouse, and pay and distribute the entire remaining principal of this Trust, absolutely and free of trust, and per stirpes, to Settlor's children, Beth Nelson, and George N. Wade, Jr. However, if either of Settlor's children shall disclaim all or a part of this gift, or any interest in Settlor's estate, or this Trust Estate, then such disclaimed interest shall pass as follows: a. Each disclaimer shall be in writing and shall be delivered to Trustee. A disclaimer by the personal representative of a deceased beneficiary, the properly authorized attorney in fact of a beneficiary, or the guardian of an incompetent beneficiary shall have the same effect as a disclaimer C:\My files\WP Client N-Z\WADEJR\2000 planning\LETTER amendment.george.~~ 3 of 5 . ( by the beneficiary. b. The disclaimed interest shall be disposed of, and the provisions of any Will or Trust which relate to the disclaimed interest shall be administered, as though the beneficiary did not survive Settlor. However, if either of Settlor's children should disclaim any part of this Trust Estate, and if the disclaimer is a "qualified disclaimer" within the meaning of Section 2518 of the Internal Revenue Code, the part which Settlor's child disclaims shall be held in a separate trust and administered and disposed of as follows: (1) All of the net income shall be distributed to the issue of Settlor's son, George N. Wade, III, or Trustee shall apply such income for the benefit of the issue of Settlor's son, George N. Wade, III, in quarterly or more frequent installments, and in such shares as Trustee shall determine. (2) Trustee may distribute to anyone or more of the issue of Settlor's son, George N. Wade, III, or apply for his her or their benefit, as much of the principal of this trust as the Trustee in its sole discretion, from time to time consider advisable for the health, maintenance education housing and support the issue of Settlor's son, George N. Wade, III. (3) Upon the death of Settlor's son, George N. Wade, III, or if he does not survive Settlor, the trust shall terminate, and the principal and any undistributed income then remaining, if any, shall be distributed, ABSOLUTELY AND FREE OF FURTHER TRUST, to the issue of George N. Wade, III, per stirpes. PART "B" B. Part "B" shall consist of the remainder of the Trust Estate. Part "B" shall be paid and held in further trust by Trustee on the following terms and conditions: 1. Settlor's spouse shall be entitled to all of the income from Part "B", payable in quarterly or more frequent installments as Settlor's spouse determines. 2. No person shall have power to appoint any part of the property making up Part "B" to any person, other than to Settlors spouse, during the life of Settlor's spouse. 3. The income interest created for the benefit of Settlor's spouse hereunder is intended to qualify as a qualified income interest, and the property making up Part "B" is intended to constitute qualified terminable interest property under Internal Revenue Code Section 2056 (b )(7) and (8), or such like section as is enacted from time to time. 4. During the life of Settlor's spouse, Trustee shall have the right to invade the principal of this Trust, and use such principal, but for the exclusive benefit of Settlor's spouse, for maintaining the standard of living to which Settlor's spouse has become accustomed, and for the maintenance, medical needs, or hospital or.nursing and support of Settlor's spouse. ON THE death of Settlor's spouse, or if she does not survive Settlor, then this trust shall C:\My fi1e:s\WP Client N-Z\WADEJR\2000 planning\LETTER amendment.george.~4of 5 , terminate, and Trustee shall pay the accumulated income and principal absolutely to Settlor's children, Beth Nelson, and George N. Wade, Jr., per stirpes. However, if either of Settlor's children shall disclaim all or a part of this gift, or any interest in Settlor's estate, or this Trust Estate, then such disclaimed interest shall pass as follows: 1. Each disclaimer shall be in writing and shall be delivered to Trustee. A disclaimer by the personal representative of a deceased beneficiary, the properly authorized attorney in fact of a beneficiary, or the guardian of an incompetent beneficiary shall have the same effect as a disclaimer by the beneficiary. 2. The disclaimed interest shall be disposed of, and the provisions of any Will or Trust which relate to the disclaimed interest shall be administered, as though the beneficiary did not survive Settlor. However, if either of Settlor's children should disclaim any part of this Trust Estate, and if the disclaimer is a "qualified disclaimer" within the meaning of Section 2518 of the Internal Revenue Code, the part which Settlor's child disclaims shall be held in a separate trust and administered and disposed of as follows: (1) All of the net income shall be distributed to the issue of Settlor's son, George N. Wade, III, or Trustee shall apply such income for the benefit of the issue of Settlor's son, George N. Wade, III, in quarterly or more frequent installments, and in such shares as Trustee shall determine. (2) Trustee may distribute to anyone or more of the issue of Settlor's son, George N. Wade, m, or apply for his her or their benefit, as much of the principal of this trust as the Trustee in its sole discretion, from time to time consider advisable for the health, maintenance and support the issue of Settlor's son, George N. Wade, III,. (3) Upon the death of Settlors son, George N. Wade, Ill, or if he does not survive Settlor, the trust shall terminate, and the principal and any undistributed income then remaining, if any, shall be distributed, ABSOLUTELY AND FREE OF FURTHER TRUST, to the issue of George N . Wade, III, per stirpes. C. Settlor's spouse shall have the right to compel Trustee to invest in income-producing property, as to investments in Part "B". D. In the event Settlor's spouse and Settlor should die under circumstances which render the order of their deaths uncertain, for the purposes of this Trust it shall be conclusively presumed that Settlor's spouse survived Settlor. In such event, however, (in lieu of the amount above specified), Part "B" shall consist ofthat amount (but no more) of the principal held hereunder (without deduction for estate or inheritance taxes) which must be added to the value of all other property for which the marital deduction is allowed, in order to give Settlor's estate a marital deduction which would result in the lowest total offederal estate tax on Settlor's estate and Settlor's spouse's estate. Such amount shall be determined on the assumption that Settlor's spouse died after Settlor on the date of Settlor's death and that Settlor's spouse's estate was valued as of the date upon (and in the manner in) which Settlor's estate is valued for 'federal estate tax purposes. / GEORGE N. WADE, JR. 1-/7~~ c: \My files\WP Client N-Z\WADEJR\2000 plannina\LETTER am~ntim...n+-. no.,.....,.. --' C -~ C 5 cL r- IJ ,'/1.. tc?8tJ TRUST AGREEMENT THIS AGREEMENT is made this ~ day of ~rr I ,1995, by and be1weeo GEORGE N. WADE, JR., (hereinafter called "Settlor"), and GEO EN. WADE, JR., (hereinafter called "Trustee"). BACKGROUND: Settlor hereby causes this Trust to be funded by the transfer and assignment of certain property to Trustee. The Settlor may also cause other property to be deposited for the uses and purposes of this Trust at a later date. The property is listed in detail in Schedule" A" attached to this Trust, and made a part hereof. AGREEMENT: Settlor creates this Trust on the following terms and conditions: ARTICLE I. ADDITION OF PROPERTY TO TRUST Settlor reserves the right to add to this Trust property and/or securities by gift, devise, bequest or otherwise howsoever, whether such addition be made by the Settlor or any other person. Such additional property and/or securities so acquired shall be held on the same terms of trust and with like force and effect as if this property and/or securities had originally constituted a part of the Trust. ARTICLE II. ADMINISTRATION DURING SETTLOR'S LIFETIME During Settlor's lifetime, Trustee shall administer the trust estate as folJows: (a) Payments to Settlor. Trustee shall pay any of the income from the trust estate to Settlor, or to other persons designated by Settlor, that Settlor may from time to time request. In addition, Trustee shall pay to Settlor any part or all of the principal of the trust estate that Settlor requests in a writing delivered to Trustee prior to Settlor's death. (b) Incapacity or Incompetency of Settlor. If Settlor is determined to be incapacitated or disabled as provided in Article IV, Trustee shall, for the duration of such incapacity, pay to or apply for the benefit of Settlor, and of Settlor's spouse and other dependents, any sums from the income or principal of the trust estate that Trustee, in its absolute discretion, deems necessary or advisable for the care, support, and maintenance and for any other purposes that Trustee considers necessary to provide for the needs and requirements of SeUlor, and Settlor's spouse and other dependents, taking. into consideration the standard of living to which they are accustomed at that time. These payments may include direct payments to any landlord, hotel keeper or hospital; for services rendered in connection with any medical, nursing, or dental care; for services rendered in furnishing food, clothing, transportation, legal or accounting services, or any other required services, provided that Trustee receives proper substantiation by those performing the services; and for the preparation of returns and payment of any and all taxes which Settlor or Settlor's spouse may be obligated to pay under any applicable state or federal laws. Payment or use of any portion of the income or principal of the trust estate for any of the purposes expressed above is not to be questioned by any person or court. 1 ARTICLE III. PRINCIPAL AND INCOME DISBURSEMENT Upon Settlor's death, the Trustee shall disburse the income and principal of the Trust Estate in the manner set forth in detail in Schedule "B" attached hereto. ARTICLE IV. DISABILITY OF SETTLOR If Settlor becomes incapacitated, disabled, and/or unable to act effectively on his own behalf in matters concerning this Trust, then and in such event any duly appointed attorney in fact for Settlor is hereby empowered, on behalf of Settlor to exercise all rights of Settlor in and under this Trust, except for the right to amend or revoke this Trust. ARTICLE V. AMENDMENT AND REVOCATION It is agreed that the Settlor may by a writing, delivered to the Trustee, (a) amend, modify or alter this Agreement, in whole or in part, provided that the duties, powers and liability of the Trustee, shall not be changed without its written consent; (b) revoke this Agreement in whole or in part. ARTICLE VI. LITIGATION TO COLLECT CLAIMS The Trustee may institute any proceedings at law or in equity in order to enforce the collection of debts owed to the Trust, and may do and perform any and all other acts and things which may be necessary for the purpose of collecting such property. Trustee shall not, except at its option, enter into or maintain any litigation to collect such property until it shall bave been indemnified to its satisfaction against all expenses and liabilities to which it may, in its judgment, be subjected by any such action on its part. The Trustee is authorized to compromise and adjust claims arising out of the Trust property, upon such terms and conditions as it may deem just, and the decision of the Trustee shall be binding and conclusive upon all persons and corporations interested therein, all without necessity for court approval. ARTICLE VII. POWERS OF TRUSTEE Except as otherwise specifically provided herein, and in addition to the powers granted Trustee by law, all of which shall be exercised by Trustee without posting bond or furnishing sureties in this or any other jurisdiction, the Trustee shall hold and manage the fund, when so collected, together with such other property as may be acquired, during the existence of this Trust, all of which said property will hereinafter be referred to as the "Trust Estate", or "Trusf' said term meaning the principal and income of any trust or trusts created herein or in Schedule "B" hereof,. upon the following terms and conditions and with the following powers and authorities: . 2 A. To take, hold or retain all or any part of the trust hereby created in the form of which it may be . acquired as long as it deems advisable and to receive all the income, increments, rents and profits therefrom;'- B. Subject to Settlor's reserved rights herein to se)), exchange, partition,lease, option, or otherwise dispose of any property or part tbereof, real or personal, which may at any time form part of this Trust Estate at public or private sale for such purposes and upon such terms, including sales on credit with or without security, in such manner and at sucb prices as it may determine, including the right to lease real estate for periods in excess of five years and for a term expiring after the termination of any trust, and including tbe right to deal in real estate ventures as a general or limited partner. In the .event of a sale, exchange, partition, lease or option of any of the property of this Trust Estate, there shall be no liability 00 the part of tbe purchaser or purcbasers to see to the application of the purchase money, but the same shall be held and disposed of by such purchaser or purchasers free and clear of any of tbe provisions of any trust created hereby; C. Subject to Settlor's reserved rights herein to invest or reinvest the Trust Estate in any property, real or personal, of any kind or nature, including stocks, bonds, mortgages, otber securities and common trust funds of the Corporate Trustee without being limited or restricted to investments as now or may hereafter be prescribed for trustees by the laws of the Commonwealth of Pennsylvania. or any other state, including the right to acquire, se)) or retain stock in the Corporate Trustee. Trustee may invest, reinvest, buy, seJ1 or trade options, puts, calls, or any other type of financial instrument, the nature of which need not be contemplated or in existence at the time this trust is created. D. To cause securities which may from time to time comprise any part of this Trust Estate to be registered in its name as Trustee or in the name of any nominee or to take and keep the same unregistered and retain them or any part tbereof in such condition that they wi)) pass by delivery without disclosing the fact that the property is held in a fiduciary capacity; E. To make any loans, either secured or unsecured in such amounts, upon such terms, at such rates of interest and to such persons, firms, corporations or tbe executor or administrator of Settlor's Estate witbout interest and without reimbursement for the purpose of the payment of taxes, debts and administration expenses. F. To retain the principal or corpus, or any part tbereof of this Trust Estate in tbe form of cash; G. To VOle, in respect to any securities which may at any time form a part of this Trust Estate, upon any proposition or election at any meeting and to grant proxies, discretionary or otherwise; to vote at any such meeting; to join in or become a part of any reorganization, readjustment, merger, voting trust, consolidation or exchange and to deposit any sucb securities with any committee, depository, trustee or otherwise and to payout of this Trust Estate any fees, expenses, and assessments, incurred in connection therewith and to charge the same to principal or income as Trustee may see fit; to exercise conversion, subscription or other rights, or to se)) or abandon such rights and to receive and hold any new securities issued as a result of sucb reorganization, readjustment, merger voting trust, consolidation, exchange or exercise of subscription, conversion or other rights; and generally take all action in respect to any such securities as Trustee might or could do as absolute owner thereof; to vote any stock in tbe corporate trustee,if any, except that in the election of directors of said corporate trustee said stock sbalJ be voted as directed by Settlor, or if not, Settlor's oldest child. H. In Trustee's discretion to allocate to either principal or income or between them any and all taxes. (especially capital gains taxes) or receipts or expenses which Trustee may be required to pay on behalf of this Trust Estate. . I. To divide or distribute, whenever it is required or permitted, this Trust Estate and to make such division or distribution in kind or in money or partly in kind and partly in money, and that for such purposes the judgment of the Trustee as to the value of the different items shall be conclusive and final upon the beneficiaries; Trustee may make non pro-rata distributions. 3 J. To hold and administer the trusts created hereby in one or more consolidated funds in whole or in. part in which the separate trusts or funds shall have an undivided interest; K. To compromise claims, on such terms and conditions as Trustee, in Trustee's sole and exclusive discretion, deems appropriate without obtaining court approval therefor. L. To engage attorneys, investment counsel, accountants, agents and such other persons as it may deem advisable in the administration of this Trust Estate and to make such payment therefor as it may deem reasonable and to charge the expenses thereof to income or principal as it may determine and to delegate to such persons any discretion which it may deem proper. The Trustee shall not be liable for any negligence, omission or wrongdoing of such counselor agents, providing reasonable care was exercised in their selection; M. If the principal of any trust is payable to a person or persons under the age of twenty-one (21) years, the Trustee shall continue the term of said trust as to said person or persons under the age of twenty-one (21) years, until he, she or they attain twenty-one (21) years of age, paying over to said person under the age of twenty-one (21) years, or for their use and benefit, the proportionate share of the net income of said trust; N. No title in any Trust Estate, or in the income accruing therefrom, or in its accumulation shall vest in any beneficiary, and no beneficiary shall have the right or power to transfer, assign, anticipate, or encumber his or her interest in said Trust Estate, or in lhe income therefrom, prior to the actual distribution thereof by the Trustee to said beneficiary. Further neither the income nor the principal of any Trust Estate shall be liable in any manner, in the possession of the Trustee for the debts, contracts or engagements of any beneficiary. O. Should the principal or income or both of this or any Trust be payable to any person as to whom the Trustee has actual knowledge of a court adjudication of incompetency, or incapacity, or who the Trustee determines, in the discretion of Trustee, is unable to act effectively on his or her own behalf in financial matters, then Trustee shall have the right to use such principal or income to pay to such beneficiary, or for the benefit of such beneficiary. P..No trust created herein, or by exercise of a power of appointment hereunder, shall continue for more than twenty-one (21) years after the death of the last to die of Settlor and the beneficiaries in being at the date of Settlor's death. Any property still held in trust at the expiration of that period shall immediately vest in and be distributed to the person or persons then entitled to receive or have the benefit of the income therefrom in the proportions in which they are entitled thereto, or if their interests are indefinite, then in equal shares, per stirpes. Q. If at any time during the term of this Trust, Trustee determines, in its sole discretion, that the corpus of the Trust has become too small to be practicable, or uneconomical to continue, then Trustee may distribute the corpus of the Trust estate to the then income beneficiary or beneficiaries in accordance with the portions of income to which each beneficiary is entitled, or if such portions are not specifically set forth herein, then in such amounts as it deems appropriate. R. The words "child, children or issue or descendants" as used in this Trust, shall include adopted children and adopted grandchildren, and children or grandchildren boru or adopted after the date of this Trust, unless expressly stated to the contrary. S. All powers and authorities granted to Trustee hereunder shall be fuJJy exercisabl.e by Trustee through and including final distribution of assets hereunder, even though the Trust may have terminated theretofore. T. To maintain reasonable reserves for depreciation, depletion, amortization and obsolescence. 4 U. In Trustee's sole discretion to allocate such exemptions as are available as to the generation skipping transfer tax to any property, to include any property from that allocation and to make all related allocations thereto. No beneficiary shall have any claim against Trustee for e~ercising such allocation powers as granted herein. . V. No person at any time acting as a Trustee hereunder shall have any power or obligation to participate in any discretionary authority Settlor has given to Trustee to pay the income or principal to such person or for his or her benefit or in relief of his or her legal obligations.. . Further, no Trustee who is a beneficiary of one of the trusts, or who is legally obligated to support a beneficiary, shall ever participate in (i) the exercise of, or decision not to exercise, any discretion to pay income or principal to, or to apply income or principal for the benefit of, any beneficiary (including discretion to allocate funds among a group of beneficiaries and discretion to accumUlate income), (ii) the determination whether a beneficiary is disabled, (Hi) the decision to end any trust, (iv) the exercise of discretion to allocate receipts or expenses between principal and income, (v) decisions to exercise tax options, (vi) a decision to make payments to aid in the settlement of my estate, (vii) the selection of a custodian for a minor's property, (viii) the selection of the property to be allocated to the marital deduction trust, (ix) the decision to combine or divide trusts, or (x) the amendment of the trust by a Trustee hereunder. ARTICLE VIII. APPLICABLE LAW This Trust has been accepted in the State of Pennsylvania and shall in all respects be governed by the laws of that State. ARTICLE IX. TRUSTEE'S COMPENSATION . Compensation payable to Trustee shall be the compensation due, in accordance with the fee schedule of Trustee, at the time Trustee renders services hereunder, but if Trustee has no such fee schedule, then such compensation shall be reasonable. ARTICLE X. SUCCESSOR TRUSTEE Upon the death, resignation or inability to act of the Trustee, then settlor hereby names Settlor's spouse, or Settlor's spouse's designee, as Successor Trustee, (or the designee of the Successor), to serve, also without bond, in this or any other jurisdiction and without further order of court. ARTICLE XI. REAL ESTATE CONTRIBUTED BY SEITLOR Notwithstanding any other provisions contained in the body hereof, no real estate forming a part of the Trust Estate which has been contributed hereto by Settlor, or proceeds or income or other benefit from such real estate COntributed by Settlor shall .be distributed or eligible to be distributed to a beneficiary to whom the 5 distribution would have generated a Real Estate Transfer Tax being payable upon the transfer of the real estate " to the Trust by Grantor. It is Settlor's intention that the contribution of real estate hereto by Settlor shall be free from real estate transfer taxes. Further, any real estate contributed by Settlor to the Trust Estate, or proceeds or income or other benefit from such real estate contributed by-Settlor shall be distributed, during Settlor's life, solely for the benefit of Settlor. Upon Settlor's death, such real estate, or proceeds or income or other benefit from such real estate contributed by Settlor shall be held by Trustee for the exclusive benefit of Settlor's spouse, during her lifetime and, upon her death, or if she predeceases Settlor, shall be distributed, absolutely and free of trust to Settlor's issue. IN WITNESS WHEREOF, the Settlor, and Trustee, have signed this Trust the day and year first above written. ~ 4:::z.~. (SEAL) Signed, sealed and delivered in the presence of: (2/yJ;; . 'J' "Trustee" ..~ b. ".l!I:.,i,t;. '"'* hl6flf. I .'~; .It.~ ., .' 1Jt' th 0, ,.; . , .' ~Jrtc:Dted. h. ',,~ 0.... COtItl"t\ i , .', " ,PI( lut f~..t... , '~ , .,.,... .... . ;~, . 'c..-. .,..... -'horb;;-~ .,.. -, ~a , ~ 'It','...lll.ll'.. , 6 COMMONWEALTH OF PENNSYL VANIA: ss: COUNTY OF DAUPHIN: /d- ~ On the CO - day of , 1995, before me, the subscriber, a Notary Public in and for said Commonwealth and Co nty, came the above-named GEORGE N. WADE, JR., satisfactorily proven to me to be the person whose name is subscribed to the within instrument, and acknowledged the above Agreement to be his/her act and deed, and desired the same might be recorded as such. WITNESS my hand and Notarial Seal. Commission Expires: NOTARIAL SEAL JUDY ~. IMES. Notary Public M Harn~,,~rg. Dauphin County Y Comm!ss!OJ'l Expires Sept. 8, 1997 COMMONWEALTH OF PENNSYLVANIA: SS: COUNTY OF DAUPHIN: _ ~ ~ On the & - day of . , 1995, before me, the subscriber, a Notary Public in and for said Commonwealth and Cou y, came the above-named GEORGE N. WADE, IR., satisfactorily proven to me to be the person whose name is subscribed to the within instrument, and acknowledged the above Agreement to be his/her act and deed, and desired the same might be recorded as such. WITNESS my hand and Notarial Seal. .-..'..." .-~ My r#ffARfM.IEAL . ~ A.-'M;S, Notary flubffC efflsb;if9. p~!)"r~;n County . iiiissjo~ E:.:.. :> ::/'it 8, 1997 --. ..... 7 st-i-r SCHEDULE "A" UST OF PROPERTY DEPOSITED WITH GEORGE N . WADE, JR. UNDER REVOCABLE TRUST AGREEMENT WITH GEORGE N. WADE, JR. One Dollar ($1.00) 'Dfer TILf{ 5' ;/ f) (1\ --- 8 SCHEDULE "B" PLAN OF DISTRIBUTION OF TRUST ESTATE OF GEORGE N. WADE, .JR. UNDER AGREEMENT DATED , 1995 Upon Settlor's death this Trust shall terminate and Trustee shall distribute all tangible personal property being a part of the Trust Estate to Settlor's spouse, BElTY J. WADE, but if she is not then Jiving to Settlor's issue, in as equal shares as practicable. Upon Settlor's death, Trustee shall distribute the res~~~~ainder of the Trust Estate to that Trustee under the Trust Agreement created by Settlor with ~~ as Trustee dated ~, c. - 9'''~ . ,1995, subject to the provisions of Article XI hereof. . fl ~. '-f-/~ / ~ r o G PNC13AN< September 7, 2004 Ms. JudyHaftJ Hampden - PNC Advisors UI-U600-03-6 Camp Hill, PA 17011 RE: Estate of George N Wade (Deceased) SSN: 191-18-2915 000: 08-04-2004 IScp Dear Ms. Hafti: In response to your request for Date ofDea1h balances for the customer noted above, our records show the following: Checking Account Account #5140066258 Established 01-01-1978 II< GEORGEN WADE TRUST BETIY G WADE TIEE DOD balance: $84,799.26 + $16.02 accrued interest The account opened 01-01-1978, Betty G Wade was added at trustee on 01-12-2004. Please note that this office only provides date of death balances for deposit accounts (IRAs. CDs, Checking and Savings accounts). We do Dot process aDY financial transactions or provide statements. lfyou need assistance with any of these items, please call1-888-PNC-BANK (1-888-762-2265) or stop by your local PNC Bank branch office. Sincerely, ~ ;:l_~ Erica L Schlegel }-800-762-1775 P7-PFSC-04-F 500 First Ave. Pittsburgh PA 15219 Member FDIC DOB Balance Accrued Interest Total DID Value 84,799.26 16.02 84,815.28 TOTAL P.01 4 __ ~.~ /~_ ~ '\ l:t.:<.. ", ~ . -;1 ,':-:, J' 1"-- ,~~l.~_~_~.:,"..o:'~ ,I.J-+).JJ...,:. t!l~ >r Jil _ .:~,"":'..:"t~ ~~ BOARD Of DIRECTORS Sleven C. Courtney Cllllir of II~ Beard S. Geoffrey McDowell Via Ch4i,.""m Cayle Roberts-Howell TMISllrtT Judy Hepford Strmtlry 1. Stephen Feinour, Esq. Ugtll Counsel Earl Blust Susan L Burruss Cary A. Christie Sylvia Y. Coslow Dr.l<athleen R. Knmer Renee lieu" Linda Luke Karen C. Miles David J. Morrison Nancy O'HaUoran Desiree A. I'ettus lbomas E. I'otler Linda Rhinehart Jea/Ule H. Schmedlen Byron J. Wood STAff Carrie Nicholas- Wissler-Thomas Prrsidml s"ks Gallery Manag..... Terrie Tedeschi Hosev CUrdlor . Kim Bowie 0.." of IIIe S.'hool Randall MUler m Wtb",asltT Marilyn Kay McKee Gallery Msislanl ART ASSVCIATION OF HARRISBURG · 21 NORTH FRONT STREET .. ... .... . -.. -.. School an4 Galleries Harrisburg, Pennsylvania 17101 Phone (717) 236-1432 FAX (717) 236-6631 . ARTASSOCOFHBG.com PNCBANK RECEIVED September 28, 2004 Mrs. George Wade 10 Teal Rd. " Mechanicsburg,PA 17050 Dear Mrs. Wade: OCT 1 2 Z004" IM&T CPA The following are my apprqisal values of your late husband's paintings. As I mentioned In our conversation this morning, I divided the work into genres or series, counted the number of paintings in each group and assigned an average value to each piece in the group. Within each genre, of course, some pieces would be more valuable or saleable than others, but the overall quality of the work is quite astonishing. Mr. Wade was a very talented artist. 28 unframed watercolours of children @ $150.............$4200.00 33 framed watercolours of children @ $250.;................8250.00 1 watercolour lake scene...................... ............. ......... ..150.00 1 snow scene with old house, watercolour......................150.00 3 assorted animal paintings (cat, lions, dog)...................300.00 22 polo and fox-hunting scenes in watercolourjoil @$500.......... 11,000.00 38 Civil War scenes, various media @ $500...............19,000.00 19 Western scenes, various media,@$450...................8550.00 15 portrayals of horses, watercolour,@200..................3000.00 11 portrayals of figures in scenes @$150.....................1650.00 1 large oil of stable with mules, figures..........................150.00 Portrait of Will Rogers.. .................~.......... ............... ~.. ..150.00 1 oil painting of sailing ship.................... ............... .......200.00 Total value.........$56, 750.00 As I said today, I believe Mr. Wade's Civil War paintings would make a fine exhibit atour National Civil War Museum. If you had prints made of some of them, you could sell these and still retain the originals for your family. I enjoyed viewing the collection...it is wonderful, life-affirming artwork, filled with vitality and enthusiasm. Harrisburg's First Fine Arts Organization ~ "'J "'n,,,..I"'" 70.,,,, .. .. ~--~~., . . . ~ . ~ .. . .' . ... .-... -.. ..... -. ---.--. ~_.'._.- ._.~_._. -'-_.~~. ._-_. ..... --. .... ..-......-,.--....-. I feel very honoured to have been able to see all of Mr. Wade's paintings, and I also enjoyed meeting you and your son. Please let me know if I can be of any help with approaching Mr. Hicks at the Civil War Museum when I return from Scotland. I will be back at the Art Association on Oct. 18. w~g"rj!s) Carrie Wissle~~as President COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF REVENUE _~ ~--'''C rNOTICE OF DETERMINATION AND BUREAU OF INDIVIOUAL T~i,')~u Uri"l'vc. \_i;-ASSESSMENT OF PENNSYLVANIA INHERITAIICE TAX DIVISIDN . J - r.-, ESTATE TAX BASED ON FEDERAL PO BOX 280601 . - I HARRISBUIlt PA I7IZ8-0601 ESTATE TAX RETURN *' REV-483 EX AFP (06-05) r'! =C'f or '..-'C._._' , .., O:T' LINDA LUNDB~~" PNC BANK NA PO BOX 308 CAMP HILL PA 17011 DATE ESTATE OF DATE OF DEATH FILE NUMBER COUNTY ACN 07-25-2005 WADE 08-04-2004 21 04-0991 CUMBERLAND 201 APPEAL DATE: 09-23-2005 (See reverse side under Ohjection.) AMount ReMitted I MAKE CHECK PAYABLE AND REMIT PAYMENT TO: GEORGE ZOGS JUt. 22 Pii 2: 08 REGISTER OF WILLS CUMBERLAND CO COURT HOUSE CARLISLE, PA 17013 NOTE: To insure proper credit to ~our account, sub. it the upper portion of this form with your t.x paYMent. CUT ALONG THIS LINE -+ RETAIN LOWER PORTION FOR YOUR FILES +- REY=4si-Ex-AFP-coi=osi----;;-NOTICE-OF-DETERMINATioN-AND-ASSESSMENT----------------------- OF PENNSYLVANIA ESTATE TAX BASED ON FEDERAL ESTATE TAX RETURN .. ESTATE OF WADE GEORGE FILE NO.21 04-0991 ACN 201 DATE 07-25-2005 ESTATE TAX DETERMrNATrON 1. Credit For State Death Taxes as Verified .00 2. Pennsylvania Inheritance Tax Assessed (Excluding Discount and/or Interest) 61.300.23 3. Inheritance Tax Assessed by Other States or Territories of the United States (Excluding Discount and/or Interest) .00 5. Pennsylvania Estate Tax Due 61.300.23 .00 4. Total Inheritance Tax Assessed TAX CREDITS: PAYMENT RECEIPT DISCOUNT (+) AMOUNT PAID DATE NUMBER INTEREST/PEN PAID (-) TOTAL TAX CREDIT .00 BALANCE OF TAX DUE .00 INTEREST AND PEN. .00 TOTAL DUE I .00 -IF PAID AFTER THIS DATE, SEE REVERSE SIDE (IF TOTAL DUE IS LESS THAN $1, NO PAYHENT IS REQUIRED FOR CALCULATION OF ADDITIONAL INTEREST. IF TDTAL DUE IS REFLECTED AS A "CREDIT" (CR), YOU IlAY BE DUE A REFUND. SEE REVERSE SIDE OF TNIS FOHN FOR INSTRUCTIONS. ) ~v. 07-25-2005 WADE 08-04-2004 21 04-0991 CUMBERLAND 101 APPEAL DATE: 09-23-2005 ( See reverse side under Objections) Amount Remitted I I MAKE CHECK PAYABLE AND REMIT PAYMENT TO: REGISTER OF WILLS CUMBERLAND CO COURT HOUSE CARLISLE, PA 17013 CUT ALONG THIS LINE _ RETAIN LOWER PORTION FOR YOUR RECORDS _ REy:is47-Ex-AFP-io3:osi-NOTICE-OF-INHERITANCE-TAX-APPRAIsEMENT:-ALLONANCE-OR--------------- DISALLOWANCE OF DEDUCTIONS AND ASSESSMENT OF TAX GEORGE FILE NO. 21 04-0991 ACN 101 COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF REVENUE NOTICE OF INHERITANCE TAX BUREAU OF INDIVIDUAL T~:"'n~n nr-r0r: ~RAISEHENT, ALLOIlANCE OR DISALLOWANCE INHERITANCE TAX DIVISION I. ._'L~,-. '.-.:--' v. V,_ '-'OF DEDUCTIONS AND ASSESSMENT OF TAX PO BOX lBD601 . . , ,,", HARRISBURG PA 171Z8-0601 ?OQ5 JI~!!~ 22 Pi' 2: 27 DATE ESTATE OF DATE OF DEATH FILE NUMBER COUNTY ACN f'f r:TI{ nc n~r--::.- ." ._' LINDA LUNI)IlERG.. PNC BANK Nil PO BOX 308 CAMP HILL lr:, PA 17011 ESTATE OF WADE *' REV-1547 EX AFP (06-05) GEORGE TAX RETURN liAS: I X I ACCEPTED AS FILED I CHANGED DATE 07-25-2005 I~ an assessment was issued previously, lines 14, 15 and/or 16, 17, 18 and 19 will r~lect ~igures that include the total o~ abb returns assessed to date. ASSESSMENT OF TAX: IS. Amount of Line 14 at Spousal rat. 16. Amount of Line 14 taxable at Lineal/Class A rat. 17. Amount of Line 14 at Sibling rat. 18. Amount of Line 14 taxable at CoII.teral/Class 8 rat. 19. Principal Tax Due RESERVATION CONCERNING FUTURE INTEREST - SEE REVERSE APPRAISED VALUE OF RETURN BASED ON: ORIGINAL RETURN 1. Real Est.t. (Schedule A) 2. Stocks and Bonds (Schedule Bl 3. Closely Held Stock/Partnership Interest (Schedule C) 4. Hortgagas/Notes Receivable (Schedule D) 5. Cash/Bank Deposits/Misc. PersonBl Property (Schedule E) 6. Jointly Dwnod Property ISchedule FI 7. Transfers (Schedule G) 8. Total Assets III 121 131 141 151 161 171 .00 .00 .00 .00 461.88 .00 2,267.731.68 IBI APPROVED DEDUCTIONS AND EXEMPTIONS: 9. Funeral Expenses/Ad.. Costs/Misc. Expenses (Schedule H) 10. Debts/Mortgage Liabilities/Liens (Schedule I) 11. Total Deductions 12. Net Value of Tax Return 13. Charitable/Gove~tal BequastSj Non-elected 9113 Trusts (Schedule ~) 14. Net Value of Estate Subject to Tax 191 1101 41,539.47 3.173.54 1111 1121 1131 1141 NOTE: 1151 .00 X 00 = 1161 1,432,227.32 X 045 = 117l .00 X 12 = llBI .00 X 15 = 1191= AHDUNT PAID 59,850.00 1,450.23 DATE 11-02-2004 05-03-2005 NUHBER CD004572 CD005282 INTEREST/PEN PAID I-I 3,150.00 .00 ~ TOTAL TAX CREDIT BALANCE OF TAX DUE INTEREST AND PEN. TOTAL DUE . IF PAID AFTER DATE INDICATED, SEE REVERSE FDR CALCULATION OF ADDITIONAL INTEREST. NOTE: To insure proper credit to your account, sub.it the upper portion of this for. with your tax payment. 2,268,193.56 44 713 01 2,223,480.55 791,253.23 1,432,227.32 .00 64,450.23 .00 .00 64,450.23 64,450.23 .00 .00 .00 IF TDTAL DUE IS LESS THAN $1, NO PAYHENT IS REQUIRED. IF TDTAL DUE IS REFLECTED AS A "CREDIT" ICRI, YDU HAY BE DUE A REFUND. SEE REVERSE SIDE OF THIS FORM FDR INSTRUCTIONS. I NOTICE OF DETERMINATION AND ASSESSMENT OF PENNSYLVANIA ESTATE TAX BASED ON FEDERAL CLOSING LETTER DATE ESTATE OF DATE OF DEATH FILE NUMBER COUNTY ACN *' COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF REVENUE _ rrl"'- rv: ;Qi,-.,nry-' \ 0\-r-" \- '. II BUREAU OF INDIVIDUA!RIi~JSL'[U \J\ '.,v..., ,,~ INHERITANCE TAX DIVISION .- .-,'-~ '.' " PO BOX Z80601 . . " HARRISBURG PA 171Z8-0601 REV-1S' EX AFP 10'-051 'In'''' LlIl);} \ 0 lilt',!! HI: 05 r'1; I"..... " , , LINDA LUNDB~RG PNC BANK N'A PO BOX 308 CAMP HILL PA 17011 11-07-2005 WADE 08-04-2004 21 04-0991 CUMBERLAND 202 APPEAL DATE: 01-06-2006 (See reverse side under Objections) Amount Remitted I MAKE CHECK PAYABLE AND GEORGE I REMIT PAYMENT TO: REGISTER OF WILLS CUMBERLAND CO COURT HOUSE CARLISLE, PA 17013 NOTE: To insure proper credit to your account, submit the upper portion of this form with your tax payment. CUT ALONG THIS LINE -+ RETAIN LOWER PORTION FOR YOUR FILES +- RE-V:736--EX-~FP--foi~-02l-----.iE-NO-ffcE--OF--DETE-RMiN~fiifN-ANiD-AS-SESS1iENT----------------------------- OF PENNSYLVANIA ESTATE TAX BASED ON FEDERAL CLOSING LETTER .. ESTATE OF WADE GEORGE FILE NO.21 04-0991 ACN 202 DATE 11-07-2005 ESTATE TAX DETERMINATION 1. Credit For State Death Taxes as Verified .00 2. Pennsylvania Inheritance Tax Assessed (Excluding Discount and/or Interest) 61,300.23 3. Inheritance Tax Assessed by Other States or Territories of the United States (Excluding Discount and/or Interest) .00 4. Total Inheritance Tax Assessed 61.300.23 5. Pennsylvania Estate Tax Due .00 6. Amount of Pennsylvania Estate Tax Previously Assessed Based on Federal Estate Tax Return .00 7. Additional Pennsylvania Estate Tax Due .00 TAX CREDITS: PAYMENT RECEIPT DISCOUNT (+) AMOUNT PAID DATE NUMBER INTEREST/PEN PAID (-) TOTAL TAX CREDIT .00 BALANCE OF TAX DUE .00 INTEREST AND PEN. .00 TOTAL DUE .00 -IF PAID AFTER THIS DATE, SEE REVERSE SIDE (IF TOTAL DUE IS LESS THAN $1, NO PAYHENT IS REQUIRED FOR CALCULATION OF ADDITIONAL INTEREST. IF TOTAL DUE IS REFLECTED AS A "CREDIT" (CR), YOU HAY BE DUE A REFUND. SEE REVERSE SIDE OF THIS FORH FOR INSTRUCTIONS.) Gut"