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HomeMy WebLinkAbout01-1094PETITION FOR PROBATE and GRANT OF LETTERS Estate of Arthur E • Brown , Jr. also known as Deceased Social Security No. 2015-09-9053 To: Register of Wills for the County of c'ixnbarl and in the Commonwealth of Pennsylvania The petition of the undersigned respectfully represents that: Your petitioner(s), who is/are 18 years of age or older an the execut nr named in the last will of the above decedent, dated D mbar 19 , 19~_ and codicil(s) dated February 24 , 1999 (state relevant circumstances, e.g. renunciation, death of executor, etc.) Decendent was domiciled at death in ianh?rl and County, Pennsylvania, with h is last family or principal residence at 490 North 25th Strut Camg Hill (list street, number and muncipality) Decendent, then 78 years of age, died November 15 ,~47~~Q.]_-, at Hom°land Centar, 1901 N 5th~traet., Harri GYn~ra, PA Except as follows, decedent did not marry, was not divorced and did not have a child born or adopted after execution of the will offered for probate; was not the victim of a killing and was never adjudicated incompetent: Decendent at death owned property with estimated values as follows: (If domiciled in Pa.) All personal property (If not domiciled in Pa.) Personal property in Pennsylvania (If not domiciled in Pa.) Personal property in County Value of real estate in Pennsylvania situated as follows: WHEREFORE, petitioner(s) respectfully request(s) the probate of the last will and codicil(s) presented herewith and the grant of letters Testamentary (testamentary; administration c.t.a.; administration d.b.n.c.t.a.) theron. b~ ~~ x~ .~ .s G~ Nw ~~ a° m Jane M. Brave 490 North 25th Street Camp Hill, PA 17011 ,~ '1 OATH OF PERSONAL REPRESENTATIVE COMMONWEALTH OF PENNSYLVANIA ~ ss COUNTY OF CUMBERLAND The petitioner(s) above-named swear(s) or affirm(s) that the statements in the foregoing petition are true and correct to the best of the knowledge and belief of petitioner(s) and that as personal represen- tative(s) of the above decedent petitioner(s) will wenll and truly,-aid-minister the estate according to law. Sworn to or affirmed and subscribed rj~rr ~ ~~ ' ~t~ L °~-~?~- -' ~ before me this 29th day of ~ ~9 ~nni o ~o ~}~ ,~ B ^ „ ; ~, Register 810.000.00 105.805 RED' 9186 This is to certify that the information here given is correctly copied from an original certificate of death duly filed with me as Local Registrar. The original certificate will be forwarded to the State Vital Records Office for permanent filing. WARNING: It is illegal to duplicate this copy by photostat or photograph. 21-01-1094 Fee for this certificate, $2.00 ~~ Local Registrar ~ , i~; p 7884222 No. Date Nev. veT COMMONWEALTH OF PENNSYLVANIA • DEPARTMENT OF HEALTH • VITAL RECORDS CERTIFICATE OF DEATH ------" ~ SE% SGCtAL SECURITY NUMBER GATE OF DEATH rMCM. Day.'harl NAME OF DECEDENT (Fwst. Mrdb. eel ,. r E!/.' ~L rowN 1 r. :. M~ a. - - OS 3 '• ..-. ;L O AGE ILap ekerde» UNDER 1 YEAR UIIDER 1 DM DrQE OF BIRTH BIrTTrroI.ACE (Cay and PLACE OF DEATH rCt.eck «ay nne __ sea mstruclnr.a m else s,oel OTHER: M«eM ) pap Flalae • MYeAM IMOMn.IbY. 'Awl Sulaa f«egn Caxwyl HOSPITAL: ~-,/' ~ Aaaq us f / Z, !•k.r r; S bvrq ~/9 Inp.tiaa ^ ERlOUpatiaa ^ DQA ^ N~«aya L~J Raarenu ^ (SwcMl ^ Vn. ' e. ! 7. M. ' S. COUNTY OF DEATN CRY. BORO. T1AIP OF DEATH FACLLIT`r NAME IN nd nsnnawo, g,ve street and Mxnbarr WAS DECEDENT OF NISPANIC ORIGMI7 1 ~~) nlarresn ktden, BMCk, Wbila. pc. No ® YYa ^ M yes. apacly Cuban. ~1 1 Mesran. Presto Rion. Ne. tm. Y0.v h.•AJ Ne. ~J•ri r a. s. ,o. ~•.~ DECE NT'S USUAL OCCnU9PQION KIND Of BU NESSANOUSTRY YAS MMED FTORCES?a DECEDENT'S EDUCATION raHAaR~T~~ u~~ Ip w,y~y„~~na,ar~irumal (d working W~AO n~'ra w~i rabaa~l ~ r1s ® No ^ 7".13. Nk-r1.,u Mef~w3 ,2. ,a. 2~ 3 ° ~~ t ,.. r ' ,s.~o.n cr • ,,.. a ,,.. DECEDENT•sMULU+GADDRESS(sk«I.caROam.stp..zocowl Ac°~TU~NT's ,Te.sp. en / e.r•sr•e~ Did na.^rr.aaeadreww neP. `{90 A•b~t/i ZS'~ Sfreet RESIDENCE °ici°"" ~ lire n a an dher vde) torrWrp7 No. dr,cadarelMd }~G-!'r, v/ n !! ,m. G..al rAJ n~.® witlknarnwamua ~aY~ li.(,,.(i••~ ~/ MOTHER'S NAMEiFaal. Ma7Qe. Marts $,aname) ' FQHER'S E (Fkp. M,d . Lael) o. ~ dN / Iruo~RMAN~i•s~ mDADDRESesls~er.w.c.vrro,rn.sm..rPCoa.) ItKORMANT'S NAME Rypervrkt6 20e. ?a.n e r e..7 A/ tab. `/ N 2 ~ % / A1EfF10D OF DISPOSITION 0/EE OF DISPOSITION P ~ ~W: POSRION - Nam. a Campary. Cr OCIQION -Ciry/y«er, Sub, ztP Code BtAel ^ Cremation ® RarnwY kam SWa^ (Mass, DaY. Year) ^ Ea.s{ y~,•., sIJ ~ /p Cep/P.- y D«tpiom^ aow I~Prxen - 2,e. Nom • I (o ZOO ! 2,.. 2,d. ,~~ rn r ~l 17 / D 9 . 2,~ NAME ANDAOORESSOFFACNJTY(,J~ rte.%/eF{:wr.•e/ ..tie' /fl~w•ei~c. ' SIDWRURE OF FUNERAL SERVICE LICENSEE OR PERSON ACTING AS SUCH LICEN NUMBER . 72•. _ 4. 22b.F - Z~L 2x.zDO' LICENSE NUMBER Irr u/ DQE SNiNED 3 clams oay undykta tlb ppl a my knowMdga, deaN rKx«ra0 al tti tetra, dpa ano Place patW. Melt. DaY. Marl t• pryaiwn s rot w1,ilsbla N IKrra d dwtn a ($iprrekw~prd TN) O .2 ~ ~ ' caMY carve a deem. Sae. 27b. Mama 2426 must M rwrrrpete0 W ME OF DEAfMsO GATE PRONOUNCED 1 In• DaY. ~rl WAS CASE REFERRED TO ME E%AMINERICORONER4 . perpnwtropmrrowrcesdeam. `p ~+.ay FD ~^ « Irma rrlri[n GYead tM dears. Oo rot aa« Ura nroM of dyrq, such as cardiac «rrtspkpory an . shock «Mam uiura. r Approaknpe PART N: Omer agnNkant C«tAliorra antribAi^Y b deem. W 27. M11T I: Enter tM diseases, injures conrpkca ~ kaervp Detareen rtd nwNinq n tlr trrderlykrp [aura pr•m in PART 1. Lip t%Yy one cause to aaUr Wra. t orrap err AaaM ` IIIYEDIATE CAUSE IFwI I ,f 2~I I (Y\Q/ r a,seasa«condilion ~ /~ ~ ~//`-~0^~ h r O 6' C +•^tn h raarrairrgndeplrl-- a. DtIEroIORASACOrsEOUENCEOFl: T- ~ ~~,„~)~ ., fin h ~-, 11~ h ~ SeVrrereuaY ~ rnrrdeiorh e. DUE W 1OR AS A CONSEQUENCE OFI: I it arry, eadkrpbararAw t carom. En[er UNDERLYNJD r • CAUSE IUisear«ayuy e. . y~y k,op~.e„e,ya OUE ro lOR AS A CONSEQUENCE OFI: resraYrp n deaarl LAST E_ WAS AN AU1ClPSY WERE AUTOPSY FINDINGS MANNER OF DEATN GATE OF INJURY TIME Of IWURY tNJURV AT WORKS DESCRIBE I/OW INJURY OCCURRED. PERFORMED? AWIABLE PRIORro r-,/ (Mmm. Day. YSar) COMPLETN'Me OF CAUSE Npwp L7 Homicra ^ OF DFAHT we ^ No ^ ~,/ Accidea ^ Pandkra kewslpetkn ^ M. 700. YM ^ No ~J Yas ^ No ^ ~r• ^ Could ^°t Ea Mlannn°d ^ PLACE OF INJURY - Al soma. urm, great. upory. afica LOCATK7N (Seep. CMTowm. Slpal brrad'nrq, Nt. ISPenNI zs. ao.. Tor. 2M. tae- SIGNATURE AND TITLE r>F CERT~IER CEIRIFlFJ, Knack r>trrY axl •CENTN'YING PHYSII:IAN IPhys,cran cenayarq cause d deadr rlren andher drvscan Irae ponourced deals anm c«npHed meet 231 ~' Te tlr bpl el my krgwb06e. Wam occurred due b dra caua•lal and manner u crated ..................................................... 'PRONOUNCING ANU CERTIFYING PHYSICIAN IPnysrcran both yorrwrceg aeaM and cMnryrrg a cause d death To tM beet a my kmwktdgn, aaam occ«nd M the Wrra, eau, and Place. and des b tM auaa(a) and manner ae stated .......................... ^ •YEDICAL E)IAYINEpfCORONER . On the basis of a%eminetlon andlor investigation, in my opinion, death occurred at the time, data, and place, and due to the eauaa(a) and ^ ...................... manner as etstW ............................................................................ era. ISTRAR'S SIGzNATURE ANO NUMBER / / SKiNEDIMmn, DaY•,barl 271 TyPS «Prinl~ ~I _ o •~+~ or A. Ya ~ ~ N , o QaY. Year) No. 21-01-10~ Estate of ~ ~• BROwrr, JFt. - ,Deceased DECREE OF PROBATE AND GRANT OF LETTERS AND NOW NOVEMBER 30 ~K 2001 in consideration of the petition on the reverse side hereof, satisfactory proof having been presented before me, IT IS DECREED that the instrument(s) dated D~canber 19 , 1996: Codicil dated February 24 , 1999 described therein be admitted to probate and filed of record as the last will of Arthur E. Brown, Jr. ; and Letters '1°stamentary are hereby granted to Jane M. Brown FEES Probate, Letters, Etc.......... ~ 48~0.00~ ShorTt~e ificatOes~O) .......... $~Q~.Q~_ f~~DICI•L••••••• ~ ~~ 50 x-pages ~ 30 00 J~P TOTAL $ ~-~~ Filed ....NOV,,29.,,2001,,,_•,,,.,....... •- „ ,~ "wJ If r~ ~ ... o //yam\,~ • Y ~ .. ~J I !.' • F W . 4s.1 C.j ~ .~} T ~ ~ ~ ~ ~ {.ice I +~ Register of Wills Bridget M. Whitley (#33580) ATTORNEY (Sup. Ct. I.D. No.) P.O. Box 11963, Harrisburg, PA 17108-1963 ADDRESS (717) 255-8027 PHONE LAST WILL AND TESTAMENT OF ARTHUR E. BROWN. JR. I, ARTHUR E. BROWN, JR., of 490 North 25th Street, Camp Hill, Cumberland County, Pennsylvania, do hereby make this my Last Will and Testament, revoking any former Wills and Codicils made by me. FIRST: I give my tangible personal property, together with any casualty insurance coverage that I may be carrying on said tangible personal property, to my wife, Jane M. Brown, or if she does not survive me, to my children or to the survivor of them. I have complete confidence that my wife, my children, or my surviving child will carry out any written instructions that I may leave with regard to said tangible personal property. SECOND: In the event that my wife, Jane M. Brown, does not survive me by 90 days, I give all the rest and remainder of my estate, real, personal and mixed, to my issue, per stirpes, or, in default of said issue, to the issue of my wife's sister, Eleanor M. Allen, per stirpes. THIRD: If my wife, Jane M. Brown, shall survive me by 90 days, I bequeath to my Trustee, hereinafter named, IN TRUST NEVERTHELESS, cash, securities or other property in the amount specified below, to be known as the "Bypass Trust." (1) The bequest shall be $600,000, subject however, to Paragraphs (2) and (3) below. (2) The bequest shall increase or decrease, based upon the availability of my federal unified credit for estate and gift taxes and the maximum allowable federal estate tax credit for state death taxes (but only to the extent that the use of such state death tax credit does not increase the death tax payable to any state), whether due to statutory changes, lifetime gifts in excess of the federal unified estate and gift tax exemption- equivalent amounts, or any other transfer which affects the availability of my federal credits aforesaid. (3) The bequest shall decrease, even to zero, if necessary to reduce federal estate tax payable as a result of my death to zero (excluding, however, any federal estate tax due as a result of an excess retirement accumulation under Section 4980A of the Internal Revenue Code of 1986, as amended, or such similar section as may then be in effect), considering that my intention is to fund the Bypass Trust by using my available federal unified credit for estate and gift taxes and my federal estate tax credit for state death taxes and to eliminate federal estate tax on the balance of my federal taxable estate by using the federal estate tax unlimited marital deduction. FOURTH: I give, devise and bequeath the rest, residue and remainder of my estate, real and personal, to my wife, Jane M. Brown. Should she not survive me, I give, devise and bequeath such rest, residue and remainder to my Trustee, hereinafter -2- named, IN TRUST NEVERTHELESS, to be held, administered and distributed for all purposes as part of the Bypass Trust. FIFTH: The Bypass Trust shall be held, administered and distributed as follows: (1) My Trustee shall pay to or apply for the benefit of any one or more of my said wife and my issue, until division .into shares pursuant to Paragraph (5), all of the net income from the Bypass Trust, in convenient installments in such shares and proportions as my Trustee in its sole discretion shall determine, for the medical care, education, support and maintenance in reasonable comfort of my said wife and my issue, taking into consideration to the extent my Trustee deems advisable, any other income or resources of my said wife and my issue known to my Trustee, and reflecting that my wife is the primary object of my bounty. (2) Prior to division into shares pursuant to Para- graph (5), my Trustee may pay to or apply for the benefit of any one or more of my said wife and my issue such sums from the principal of the Bypass Trust in such shares and proportions as in its sole discretion shall be necessary or advisable from time to time for the medical care, education, support and maintenance in reasonable comfort of my said wife and my issue, taking into consideration to the extent my Trustee deems advisable, any other income or resources of my said wife and my issue known to my Trustee, and reflecting that my wife is the primary object of my ~~ ~~ -3- bounty. Any payment or application of benefits for a beneficiary pursuant to this Paragraph shall be charged against this Trust as a whole rather than against the ultimate distributive share of such beneficiary to whom or for whose benefit the payment is made. (3) In addition to the income and discretionary payments of principal from this Trust, there shall be paid to my said wife during her lifetime from the principal of this Trust upon her written request during the last month of each fiscal year of the Trust an amount not to exceed during such fiscal year the amount of Five Thousand Dollars ($5,000) or five percent (5~) of the aggregate value of the principal of the Bypass Trust on the last day of such fiscal year without reduction for the principal payment for such fiscal year, whichever is greater. This right of withdrawal is noncumulative, so that if my said wife does not withdraw, during such fiscal year, the full amount to which she is entitled under this Paragraph, her right to withdraw the amount not withdrawn shall lapse at the end of that fiscal year. (4) My wife shall have a special power to appoint all or any portion of the Bypass Trust during her lifetime by written document, delivered to my Trustee, referring expressly to this Article, or by Will, validly executed and attested referring expressly to this Article, among such other person or persons hereinafter named or described absolutely or in trust, as she may ~~~. -4- indicate. This special power of appointment is exercisable only in favor of a child of mine as described in this Will or to the issue of any such child. My aforesaid wife shall have no power to appoint the principal of this fund or income accumulated thereon to herself, her estate, to her creditors, or to the creditors of her estate. My Trustee may rely upon an attested Will probated in any state that otherwise meets the requirements of this Paragraph. (5) In default of the exercise of such power of appointment by my said wife, or insofar as any part of the Bypass Trust shall not be effectively appointed, then upon the death of my said wife, the entire remaining principal of the Bypass Trust, or the part of such trust not effectively appointed shall be divided into equal separate shares so as to provide one (1) share for each of my children and distributed as promptly as possible. The share provided for a deceased child of mine who shall leave issue then living shall be distributed, per stirpes, to such issue, subject only to Item SIXTH. (6) If at the time of my death, or at any later time prior to final distribution hereunder, my said wife and all my issue are deceased and no other disposition of the property is directed by this Trust, then and in that event only, the then- remaining property of this Trust, together with any undistributed income, shall be divided and paid over and distributed to the issue of my wife's sister, Eleanor M. Allen, per stirpes. ~, ~ ~~~n~ -5- SIXTH: If any beneficiary under this Last Will and Testa- ment is under thirty (30) years of age, I direct that his or her interest be held in trust by my Trustee hereinafter named, until such beneficiary reaches thirty (30) years of age. My Trustee shall apply such amounts of income and principal as it, in its sole discretion, deems proper for the support, education and welfare of such beneficiary, and may accumulate any unexpended balance of income to the extent permitted by law. Such amounts may be applied directly or may be paid to the beneficiary or to the person with whom such beneficiary resides or who has the care and control of such beneficiary, without the intervention of a guardian, and may be combined with similar trust assets con- trolled by my Trustee. My Trustee shall not be obliged to supervise or inquire into the application of such amounts by such person, and the receipt of such person shall be a complete release of my Trustee. Should the share of a beneficiary, in the sole opinion of my Trustee, be or become too small to warrant continuing such fund in trust, or should its administration be or become impractical for any other reason, my Trustee, in its sole discretion, may pay such share, absolutely, to the beneficiary, or may deposit such share in the beneficiary~s name in a savings account in a savings institution of its choosing, payable to the beneficiary at majority, which I define as twenty-one (21) years. SEVENTH: I name my wife, Jane M. Brown, as my Executrix. If she is unable or unwilling to serve, I name Dauphin Deposit C'a x'a ~ r~i,_,~•.,),~ _ Bank and Trust Company, 3045 Market Street, Camp Hill, Cumberland County, Pennsylvania, as my Executor. I direct that my Executrix or my Executor serve without bond in any jurisdiction in which called upon to act. I name Dauphin Deposit Bank and Trust Company, 3045 Mar- ket Str-eet, Camp Hill, Cumberland County, Pennsylvania, as my Trustee. I direct that my Co-Trustees or my Trustee serve without bond in any jurisdiction in which called upon to act. EIGHTH: I give to any Executor or Executors and to any Trustee or Trustees named in this Will or any Codicil hereto all of the powers now applicable by law to fiduciaries in the Common- wealth of Pennsylvania and in particular, through the Probate, Estates and Fiduciaries Code, as effective and as in effect on the date hereof, during the administration and until the comple- tion of the distribution of my estate, and until the termination of all trusts created hereunder and until the completion of the distribution of the assets of such trusts, including the power to hold and to invest in any corporate fiduciary's stock, notes, certificates of deposit, and common funds, and the power to register securities in the name of a nominee. NINTH: I direct that this Last Will and Testament control the distribution of my property irrespective of whether there are children born to me or adopted by me subsequent to the execution of this Last Will and Testament. o ~_ ~, TENTH: The words "issue" and "children" whenever used in this Last Will and Testament shall include adopted children. ELEVENTH: No interest of any beneficiary under this Will or any Codicil hereto shall be subject to anticipation or to volun- tary or involuntary alienation. TWELFTH: All estate, inheritance, succession and other death taxes imposed or payable by reason of my death, and any interest and penalties thereon, with respect to all property comprising my gross estate for death tax purposes, whether or not such property passes under this Will, shall be paid out of the residue of my estate as if such taxes were expenses of adminis- tration, without apportionment or right of reimbursement. I authorize my Executor and my Trustee to pay all such taxes at such time or times as deemed advisable. IN WITNESS WHEREOF, I have set my hand and seal on this my Last Will and Testament this 19th day of December, 1996. . ~~~-}-d2r~"` ,(SEAL) ARTHUR E. BROWN, JR. SIGNED, SEALED, PUBLISHED, and DECLARED by ARTHUR E. BROWN, JR., as and for his Last Will and Testament, on the day and year last above written, in the presence of us, who, at his request, in his presence, and in the presence of each other, all being present at the same time, have hereunto subscribed our names as witnesses: L. Gt~~.~- ~~ / ~ ;, -~i~~ f: -8- SELF-PROVING AFFIDAVIT COMMONWEALTH OF PENNSYLVANIA SS. COUNTY OF DAUPHIN . WE, ARTHUR E. BROWN, JR., and HEATH L. ALLEN KAREN B. MAY , and GARY E. FRENCH , the Testator and the witnesses, respectively, whose names are signed to the attached or foregoing instrument, being first duly sworn, do hereby declare to the undersigned authority that the Testator signed and executed the instrument as his Last Will and that he had signed willingly (or willingly directed another to sign for him), and that he executed it as his free and voluntary act for the purposes therein expressed, and that each of the witnesses, in the presence and hearing of the Testator, signed the Will as witness and to the best of his or her knowledge the Testator was at that time eighteen (18) years of age or older, of sound mind, and under no constraint or undue influence. Rr.~,w/~ ARTHUR E. BROWN, JR., Testa or ~t~' ~..~ Witness W tness ~ Witne Subscribed, sworn to, and acknowledged before me by ARTHUR E. BROWN, JR., the Testator, and subscribed and sworn to before me by HEATH L. ALLEN , KAREN B. MAY , and GARY F _ FRF.NC`~-i , witnesses, this 19th day of December, 1996. ~~~~~ otary P blic NOTARIAL SEAL wdCATHRYN C. HOLUNGER Notary Public _9_ City of Harrisburg, Dauphin County ~ Commission Expires Feb. 15, 1399 COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF REVENUE BUREAU OF INDIVIDUAL TAXES DEPT. 280601 HARRISBURG, PA 17128-0601 RECEIVED FROM: PENNSYLVANIA INHERITANCE AND ESTATE TAX OFFICIAL RECEIPT NO. CD 000855 WHITLEY BRIDGET M KEEFER,WOOD,ALLEN & RAHAL P. O. BOX 11963 HARRISBURG, PA 1 71 08-1 963 fold ESTATE INFORMATION: ssN: 2o5-os-so53 FILE NUMBER: 2101-1094 DECEDENT NAME: BROWN ARTHUR E JR DATE OF PAYMENT: 02/ 1 2/2002 POSTMARK DATE: 02/1 1 /2002 couNTY: CUMBERLAND DATE OF DEATH: 1 1 / 1 5/2001 ACN ASSESSMENT AMOUNT CONTROL NUMBER 101 ~ 515,000.00 TOTAL AMOUNT PAID: REMARKS: JANE M BROWN C/O BRIDGET M WHITLEY ESQUIRE CHECK# 2243 SEAL INITIALS: AC MARY C. LEWIS RECEIVED BY: REV-1162 EX111-961 515,000.00 REGISTER OF WILLS REGISTER OF WILLS COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF REVENUE BUREAU OF INDIVIDUAL TAXES DEPT. 280601 HARRISBURG, PA 1 7 1 28-0601 RECEIVED FROM: PENNSYLVANIA INHERITANCE AND ESTATE TAX OFFICIAL RECEIPT WHITLEY BRIDGET M KEEFER,WOOD,ALLEN & RAHAL P. O. BOX 11963 HARRISBURG, PA 17108-1963 fold ESTATE INFORMATION: ssrv: 2o5-os-so5s FILE NUMBER: 2101-1094 DECEDENT NAME: BROWN ARTHUR E JR DATE OF PAYMENT: 08/14/2002 POSTMARK DATE: 00/00/0000 COUNTY: CUMBERLAND DATE OF DEATH: 1 1 / 1 5/2001 ACN ASSESSMENT CONTROL NUMBER AMOUNT 101 ~ 51,641.43 TOTAL AMOUNT PAID: REMARKS: BRIDGET M WHITLEY ESQUIRE CHECK# 2188 SEAL INITIALS: JA RECEIVED BY: MARY C. LEWIS 51,641.43 REGISTER OF WILLS REV-1162 EX(11-96) NO. CD 001523 REGISTER OF WILLS Register of Wills of Cumberland County, Pennsylvania INVENTORY Estate of Arthur E. Brown, Jr. No. 2001-1094 also known as Date of Death 1 1 /15/2001 Deceased Social Security No. 205-09-9053 _ I, Jane M. Brown Personal Representativels) of the above Estate, deceased, verify that the items appearing in the following inventory include all of the personal assets wherever situate and all of the real estate in the Commonwealth of Pennsylvania of said Decedent, that the valuation placed opposite each item of said Inventory represents its fair value as of the date of the Decedent's death, and that Decedent owned no real estate outside of the Commonwealth of Pennsylvania except that which appears in a memorandum a1: the end of this inventory. I/We verify that the statements made in this Inventory are true and correct. I/We understand that false statements herein are made subject to the penalties of 18 Pa. C.S. Section 4904 relating to unsworn falsification to authorities. Attorney: Bridget M. Whitley I.ID. No.: 33580 Address: P.O. Box 11963 Harrisburg, PA 1 71 08-1 963 Telephone: 717-255-8027 Form RW-7 Dauphin County) -Rev. 9/92 Dated:,; ~ '" ~ 02,E NOTE: The Memorandum of real estate outside the Commonwealth of Pennsylvania may, at the election of the personal representative, include the value of each item, but such figures should not be extended into the total of the Inventory. RECEIPTS OF PRINCIPAL Estate of Arthur E Brown, Jr. Page 1 As of 11/15/2001 Assets Listed in Inventory Fiduciary (Valued as of date of death) Acquisition Value Common Stocks A T & T 3,175 Units $ 53,244.75 AT&T Wireless 1,021 Units 15,820.40 Pell South Corp. 1,996 Units 77,704.28 Norfolk Southern 7,897 Units 151,543.43 Qwest 788 Units 10,425.24 SBC Communications 3,079 Units 118,018.07 Verizon Communications 2,718 Units 136,253.34 W~=yerhaeuser Co. 1,818 Units 98,281.08 $661,290.59 Life Insurance Paid to Estate Investors Life Ins Co. of N.A. $ 25,130.13 Pz-udential Life Ins. Co. 26,471.32 51,601.45 Refunds Capital. Blue Cross Refund Homeland Center Refund $ 158.45 2,443.49 2, 601.94 TOTAL INVENTORY ----------- $715,493.98 1N THE MATTER OF THE ESTATE OF ARTHUR E. BROWN, JR., DECEASED IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PA NO. 2001-1094 INSTRUMENT OF DISCLAIMER THIS INSTRUMENT, made this ~~ day of ~ -" , 2002, by Jane M. Brown (the "Disclaimant"), WITNESSETH: THE CIRCUMSTANCES leading up to the execution of this Instrument are as follows: Arthur E. Brown, Jr. (the "Decedent"), a married man, died testate on November 15, 2001, survived by his wife, Jane M. Brown (the "Disclaimant") who duly qualified as executor (the "Executrix") of the becedent's probate estate (the "Estate") 2. The Decedent and the Disclaimant were co-owners, as tenants by the entireties, of fifteen thousand seven hundred ninety-five (15,795) shares of Norfolk Southern Corporation stock ("Norfolk Southern") 3. The Decedent's Last Will and Testament, dated December 19, 1996 (the "Will") as amended by Codicil dated February 24, 1999, provides a specific bequest of cash, securities or other property in the amount of the federal estate and gift tax unified credit equivalent, to create a non-marital trust (referred to therein as the "Bypass Trust") (the "Bypass Trust") 4. Article Fifth, Paragraph (3) of the Will grants to the Disclaimant a general power of appointment in an amount not exceeding the greater of $5,000 or five percent (5%) of the aggregate value of the Bypass Trust on the last day of each fiscal year of the Trust, exercisable during the last month of each fiscal year of the Trust (the "General Power of Appointment"). The Disclaimant desires to disclaim the General Power of Appointment. Article Fifth, Paragraph (4) of the Will grants to the Disclaimant an inter vivos and testamentary special power to appoint any portion of the Bypass Trust to or among any child ~of the Decedent, or to the issue of any such child (the "Special Power of Appointment"). The Disclaimant desires to disclaim the Special Power of Appointment. 6. The Disclaimant desires to exercise the rights granted to her in Chapter 62 of the Pennsylvania Probate, Estates and Fiduciaries Code, 20 Pa.C.S. Sections 6201-6207, to disclaim, release, and renounce, absolutely and forever, any and all of her right, title and interest in and to her survivorship interest with respect to the Decedent's undivided one-half (1 /2) interest in Norfolk Southern. 7. It is the Disclaimant's intention that this Instrument shall constitute a "qualified disclaimer" under Section 2518 of the Internal Revenue Code of 1986, as amended, and applicable Treasury Regulations issued thereunder. NOW THEREFORE, the Disclaimant, pursuant to Section 6201, et sue. of the Pennsylvania Probate, Estates and Fiduciaries Code, 20 Pa. C. S. §6201, et seg., intending to be legally bound hereby, for herself, her heirs, personal representatives, successors and assigns, does, by this Instrument, A. DISCLAIM, RELEASE AND RENOUNCE, absolutely and forever, her rights to exercise the General Power of Appointment over the Bypass Trust. B. DISCLAIM, RELEASE AND RENOUNCE, absolutely and forever, her rights to exercise the Special Power of Appointment over the Bypass Trust. -2- C. DISCLAIM, RELEASE AND RENOUNCE, absolutely and forever, any and all of her right, title and interest in and to the Decedent's undivided one-half ('/~) interest in the Norfolk Southern stock owned as tenants by the entireties, provided, however, that nothing in this Instrument shall modify, diminish or affect the beneficial interest of the Disclaimant in and to such disclaimed property which thereby passes to the Bypass Trust under the Will. AND, the Executrix hereby accepts this Instrument for the purposes expressed herein. IN WITNESS WHEREOF, and intending that this Instrument shall be delivered to the Executrix and filed of record in the Office of the Register of Wills of Cumberland County, Pennsylvania, the Disclaimant has hereunder set her hand and seal to this Instrument on the date first above written. WITNE$ JA M. BROWN Disclaimant and Executrix COMMONWEALTH OF PENNSYLVANIA COUNTY OF ss. On this, the ~ ~3-f-~ day of , 2002, before me, the undersigned officer, personally appeared Jane M. Brown, known to me (or satisfactorily proven) to be the person whose name is subscribed to the within instrument, and acknowledged that she executed the same for the purposes therein contained. In witness whereof, I hereunto set my hand and official seal. Nota Public NOTARIAL SEAL CYNTHIA J. RULE, Notary Public _ 3 _ Camp Hiil Boro., Cumberland County My Commi~sicr~ 1=r,;J~;es Jan. 24, 2004 I, ARTHUR E. BROWN, JR., of 490 North 25th Street, Camp Hill, Cumberland County, Pennsylvania, do hereby make this Sole Codicil to my Last Will and Testament dated December 19, 1996. 1. I revoke Item SEVENTH of my Last Will and Testament in .its entirety, and provide, in lieu thereof, as follows: SE~TENTH; I name my wife, Jane M. Brown, as my Executrix. If she is unable or unwilling to serve, I name my daughter, Jody B. Boland, Upper Saddle River, New Jersey, as my Executrix. If she is unable or unwilling to serve, I name my sister-in-law, Eleanor M. Allen, Camp Hill, Pennsylvania, and Dauphin Deposit Bank and Trust Company, Camp Hill, Pennsylvania, as my Co-Executors. If my sister-in-law is unable or unwill- ing to serve, I name as Co-Executor, in the following order, my brother-in-law, Heath L. Allen, my accoun- tant, Richard A. Miller, CPA, and my son, David M. Brown, named last only because my son is unlikely to be located in Central Pennsylvania. I direct that my Executor serve without bond in any jurisdiction in which called upon to act. I name as my Co-Trustees, my wife, Jane M. Brown, and Dauphin Deposit Bank and Trust Company. If my wife is unable or unwilling to serve, I name as my individ- ual Co-Trustee, my daughter, Jody B. Boland, as my Co-Trustee. If she is unable or unwilling to serve, I name as Co-Trustee, in the following order, my sister- in-law, Eleanor M. Allen, my brother-in-law, Heath L. Allen, my accountant, Richard A. Miller, and my son, David M. Brown, named last only because my son is unlikely to be located in Central Pennsylvania. In any situation involving discretionary distribution to an individual Co-Trustee or his or her issue, said discre- tion shall be exercised solely by corporate Co-Trustee. I direct that my Co-Trustees serve without bond in any jurisdiction in which called upon to act. ~. ~-~-~: _1_ 2. In all other respects, I hereby ratify, confirm and republish my Last Will and Testament dated December 19, 1996, together with this Sole Codicil, as and for my Last Will and Testament. IN WITNESS WHEREOF, I have set my hand and seal on this the Sole Codicil to my Last Will and Testament this ~ y' ~'' r3a,T of ~G~YY.tCcr~ 1999. C.~=-~r'~~ Ca ~-~''`--' ~' ( SEAL ) ARTHUR E. BROWN, JR. .SIGNED, SEALED, PUBLISHED, and DECLARED by ARTHUR E. BROWN, JR., as and for the Sole Codicil to ]Zis Last Will and Testament dated December 19, 1996, on 1=he day and year last above written, in the presence of ~ ~ us, who, at his request, in '~~~ his presence, and in the ~.. C_ presence of each other, all being present at the same t:ime, have hereunto subscribed our names as witnesses: -2- SELF-PROVING AFFIDAVIT COMMONWEALTH OF PENNSYLVANIA COUNTY OF CUMBERLAND SS. WE, ARTHUR E. BROWN, JR. , Wayne M. Pecht , Patricia D. Olyarnik and Stefanie A. Morrison t he Testator and the witnesses, respectively, whose names are signed to the attached or foregoing instrument, being first duly sworn, do hereby declare to the undersigned authority that the Testator signed and executed the instrument as the Sole Codicil to his Last Will and that he had signed willingly (or willingly directed another to sign for him), and that he executed it as his free and voluntary act for the purposes therein expressed, and that each of the witnesses, in the presence and hearing of the Testator, signed the Codicil as witness and to the best of his or her knowledge the Testator was at that time eighteen (18) years of age or older, of sound mind, and under no constraint or undue influence. ARTHUR E. BROWN, JR Testator Witne Witness Witn ss Subscribed, sworn to, and acknowledged before me by ARTHUR E. BROWN, JR., the Testator, and subscribed and sworn to before me by Wayne M. Pecht ~ Patricia D. Olyarnik and Stefanie A. Morrison witnesses, this t day of February 19 9 9 . Notarial Seal Cynthia J. Rule, Nota Camp Hill Boro, rY Public r MY Cornmissior~ Cumberland Coun Expires Jan. ?a, a ~~ j s -3- Nota y Public 1 CERTIFICATION OF NOTICE UNDER RULE 5.6(a) PJame of Decedent: Date of Death: Admin. No.: To the Register: Arthur E. Brown, Jr. November 15, 2001 21-01-1094 I certify that notice of estate administration required by Rule 5.6 of the Orphans' Court Rules was served on or mailed to the following beneficiaries of the above- captioned estate on December 11, 2001: Jane M. Brown, 490 North 25th Street, Camp Hill, PA 17011 Jody M. Boland, 109 Oak Drive, Upper Saddle River, NJ 07458 David M. Brown, 7906 Journey Lane, Springfield, VA 22153 Allfirst Trust Company of PA, Attention: Ruth Ann McMillen, 213 Market Street, Harrisburg, PA 17101 Notice has now been given to all persons entitled thereto under Rule 5.6(a). Date: December 11, 2001 ,' ~ ~~,~ ~ ~ ~~/`lam (.< Bridget ~ .Whitley, Esq. Keefer Wood Allen & Rahal, LLP P.O. Box 11963 Harrisburg, PA 17108-1963 Capacity: Counsel for Personal Representative u.... ~"'"~ :. 7 ~ ~ ~r.~~ r;~ ...: ~~... } ~ ~ N C.` C~ ~~ ~ ~ ~ ~ . ~+ .,. IMPORTANT NOTICE NOTICE OF ESTATE ADMINISTRATION THIS NOTICE DOES NOT MEAN THAT YOU WILL RECEIVE ANY MONEY OR PROPERTY FROM THIS ESTATE OR OTHERWISE Whether you will receive any money or property will be determined wholly or partly by the decedent's will. If the decedent died without a will, whether you will receive any money or property will be determined by the intestacy laws of Pennsylvania. I3EFORE THE REGISTER OF WILLS, COUNTY OF CUMBERLAND PENNSYLVANIA In re Estate of Arthur E. Brown, Jr., deceased, TO: Jane M. Brown 490 North 25t" Street Camp Hill, PA 17011 Please take notice of the death of decedent and the grant of letters to the personal representatives named below. The Decedent, Arthur E. Brown, Jr., died on the 15`" day of November, 2001, in Homeland Center, Dauphin County, Pennsylvania. The Decedent died testate (with a Will). The personal representative of the Decedent is Jane M. Brown, 490 North 25`" Street, Camp Hill, PA 17011, (717) 737-6574. The Will has been filed with the Office of the Register of Wills of Cumberland County, 1 Courthouse Square, Carlisle, PA 17013-3387. Phone number (717) 240-6345. A copy of the Will may be obtained by contacting the Register of Wills and paying the charges for duplication. :Date: December 11, 2001 ' ~- f..t ~:c-, , d~ r>; . - .` ` , :rL~ Bridget' .Whitley, Esq. ~ Keefer Wood Allen & Rahal, LLP P.O. Box 11963, Harrisburg, PA 17108 Telephone (717) 244-8027 Capacity: Counsel to Personal Representative IMPORTANT NOTICE NOTICE OF ESTATE ADMINISTRATION THIS NOTICE DOES NOT MEAN THAT YOU WILL RECEIVE ANY MONEY OR PROPERTY FROM THIS ESTATE OR OTHERWISE Whether you will receive any money or property will be determined wholly or partly by the decedent's will. If the decedent died without a will, whether you will receive any money or property will be determined by the intestacy laws of Pennsylvania. BEFORE THE REGISTER OF WILLS, COUNTY OF CUMBERLAND PENNSYLVANIA In re Estate of Arthur E. Brown, Jr., deceased, TO: Jody M. Boland 109 Oak Drive Upper Saddle River, NJ 07458 Please take notice of the death of decedent and the grant of letters to the personal representatives named below. The Decedent, Arthur E. Brown, Jr., died on the 15th day of November, 2001, in Homeland Center, Dauphin County, Pennsylvania. The Decedent died testate (with a Will). The personal representative of the Decedent is Jane M. Brown, 490 North 25th Street, Camp Hill, PA 17011, (717) 737-6574. The Will has been filed with the Office of the Register of Wills of Cumberland County, 1 Courthouse Square, Carlisle, PA 17013-3387. Phone number (717) 240-6345. A copy of the Will may be obtained by contacting the Register of Wills and paying the charges for duplication. Date: December 11, 2001 ~ - ~ ~ 4'~¢ ~~~~ ~~ %~~< < ~-Y Bridget N1. Whitley, Esq. Keefer Wood Allen & Rahal, LLP P.O. Box 11963, Harrisburg, PA 17108 Telephone (717) 244-8027 Capacity: Counsel to Personal Representative IMPORTANT NOTICE NOTICE OF ESTATE ADMINISTRATION THIS NOTICE DOES NOT MEAN THAT YOU WILL RECEIVE ANY MONEY OR PROPERTY FROM THIS ESTATE OR OTHERWISE Whether you will receive any money or property will be determined wholly or partly by the decedent's will. If the decedent died without a will, whether you will receive any money or property will be determined by the intestacy laws of Pennsylvania. BEFORE THE REGISTER OF WILLS, COUNTY OF CUMBERLAND PENNSYLVANIA In re Estate of Arthur E. Brown, Jr., deceased, TO: David M. Brown 7906 Journey Lane Springfield, VA 22153 Please take notice of the death of decedent and the grant of letters to the personal representatives named below. The Decedent, Arthur E. Brown, Jr., died on the 15`h day of November, 2001, in Homeland Center, Dauphin County, Pennsylvania. The Decedent died testate (with a Will). The personal representative of the Decedent is Jane M. Brown, 490 North 25`h Street, Camp Hill, PA 17011, (717) 737-6574. The Will has been filed with the Office of the Register of Wills of Cumberland County, 1 Courthouse Square, Carlisle, PA 17013-3387. Phone number (717) 240-6345. A copy of the Will may be obtained by contacting the Register of Wills and paying the charges for duplication. Date: December 11, 2001 - _~, . f-~ rj?~ ~.%~!~--~t-~-- Bridget~~M. Whitley, Esq. Keefer Wood Allen & Rahal, LLP P.O. Box 11963, Harrisburg, PA 17108 Telephone (717) 244-8027 Capacity: Counsel to Personal Representative IMPORTANT NOTICE NOTICE OF ESTATE ADMINISTRATION THIS NOTICE DOES NOT MEAN THAT YOU WILL RECEIVE ANY MONEY OR PROPERTY FROM THIS ESTATE OR OTHERWISE Whether you will receive any money or property will be determined wholly or partly by the decedent's will. If the decedent died without a will, whether you will receive any money or property will be determined by the intestacy laws of Pennsylvania. BEFORE THE REGISTER OF WILLS, COUNTY OF CUMBERLAND PENNSYLVANIA In re Estate of Arthur E. Brown, Jr., deceased, TO: Allfirst Trust Company of PA Attention: Ruth Ann McMillen 213 Market Street Harrisburg, PA 17101 Please take notice of the death of decedent and the grant of letters to the personal representatives named below. The Decedent, Arthur E. Brown, Jr., died on the 15th day of November, 2001, in Homeland Center, Dauphin County, Pennsylvania. The Decedent died testate (with a Will). The personal representative of the Decedent is Jane M. Brown, 490 North 25th Street, Camp Hill, PA 17011, (717) 737-6574. The Will has been filed with the Office of the Register of Wills of Cumberland County, 1 Courthouse Square, Carlisle, PA 17013-3387. Phone number (717) 240-6345. A copy of the Will may be obtained by contacting the Register of Wills and paying the charges for duplication. Date: December 11, 2001 -'~ t'`~;~f ~%~ --'~r~~-~~~~ <<- Bridget ~M. Whitley, Esq. Keefer Wood Allen & Rahal, LLP P.O. Box 11963, Hamsburg, PA 17108 Telephone (717) 244-8027 Capacity: Counsel to Personal Representative ti ~ -- i ~ p~ '~ ~ ~ . ~ ri ~ II', ~I~ ~ _~ ~ ~ 1~C~ ` ~~ ~t~'', sA4'.ru t _ ~: ~~~ ~~ '"~ 4_ ~ Yy \' i` _ _~ Q U ~ ~ ~ ~ ~ ~ a~ ~ am U C ) - ~, M ~ ~ ~ ~ ~ U o `-- '" ©- N _ U ~ ~ ~ ~ - ... ~`~+ ~ ~ ~ ~.. 'rT d J J J Q m Q ~ L T 4rWML(h0 LL ~ T ~rnr Z N T T T ~ jXa Q?m~ ~ ~°m 00 odN 3 N ~ Q ~ _ W W W W Y •. j ~~~~ REV-1500 EX + (6-00) oPPICIAL usE oNLv COMMONWEALTH OF PENNSYLVANIA REV-1500 DEPARTMENT OF REVENUE ~ -I DEPr.z8osol INHERITANCE TAX RETURN FILENUnnBEn HARRISBURG, PA 1 71 2 8-0801 RESIDENT DECEDENT 21 2001 1094 COUNTY CODE YEAR NUMBER DECEDENT'S NAME (LAST, FIRST, AND MIDDLE INITIAL) SOCIAL SECURITY NUMBER Brown, Jr., Arthur E. 205-09-9053 DECE- DENT DATE OF DEATH (MM-DD-YEAR) DATE OF BIRTH (MM-DD-YEAR) THIS RETURN MUST BE FILED IN DUPLICATE 11 /15/01 08/12/1923 WITH THE REGISTER OF WILLS (IF APPLICABLE) SURVIVING SPOUSE'S NAME (LAST, FIRST, AND MIDDLE INITIAL) SOCIAL SECURITY NUMBER Brown, Jane M. 3. Remainder Return CHECK 1. Original Return 2. Supplemental Return (date of death prior to 12-13-82) APPRO- 4. Limited Estate 4a. wture interest co mprnmise (date of tleath after 12-12-82) 5. Federal Estate Tax Return Re uired q PRIATE 6. Decedent Dietl Testate 7. Oecetlent Mainta,nedaCrving Trust (Attach copy of Will) (Attach acopy oY Trust) 0 8. Total Number of Safe De 0 p sit Boxes BLOCKS 9. Litt anon Proceeds Received 10. spouaal Poverty crea~t (date or death between ~ 11. Election tc tax under sec.sna(A) g 12-3,-9, antl t-1-95) (gttach Sch O) rNrs's~cTrari aU~r e£ eoL£t£D. a~.~. C4AAI:SP(1f~£N££ ~ caN~lD£N'1'IAI, Tax INF4RMAT[C1N ~HOt~LD uiw~~r~ri r>:s:'. NAME COMPLETE MAILI NG ADDRESS CoR- Bridget M. Whitley P.O. Box 11 963 RE FIRM NAME (If Applicable) H3I'Z'iSbUrg, PA 1 71 08-1 9 63 DENT Keefer Wood Alien & Rahal, T,ip TELEPHONE NUMBER 717-255-8027 1. Real Estate (Schedule A) (1) Nbne ,__; OFFICIALiJSE ONLY 2. Stocks and Bonds (Schedule B) (2) 661 , 290.58 3. CloselyHeltlCorporation,Partnershlpor5cle-Propriemrship(3) None 4. Mortgages & Notes Receivable (Schedule D) (4) NOrie --' 5. Cash, Bank Deposits & Miscellaneous Personal ~"~ Property (Schedule E) (5) 2, 6O1 .94 6. Jointly Owned Property (Schedule F) Separate Billing Requested (8) NOrie RECA- - PITULA- 7. Inter-Vivos Transfers & Miscellaneous TION Non-Probate Property (Schedule G or L) (7) None 8. Total Gross Assets (total Lines 1-7) (8) 663, 892.52 9. Funeral Expenses & Administrative Costs (schetlwe H)(9) 34, 152.20 10. Debts ofDecetlent,MOrtga~eLlablhties,&Llens(SChetlulel)(10) NOrie 11. Total Deductions (total Lines s & 10) (11) 34 1 52.20 12. Net Value of Estate (Line 8 minus Line 11) (12) 629, 740.32 13. Charitable and Governmental BequestslSec 9113 Trusts for which an election to tax (13) None has not been made (Schedule J) 14. Net Value Sub)ed to Tax (Line 12 minus Line 13) (14) 629, 740.32 TAX COMPU- TATION SEE INSTRUCTIONS ON PAGE 2 FOR APPLICABLE RATES 15. Amount of Llne l4 taxable at the spousal tax ate,nrtansrersuntlersen.5„6(a)(,.2) 242,387.05 x.o 0 (15> 0.00 1s. Amountnf~lne,4taxableatlmealate 387,353.27 x.o 45 (1s) 17,430.90 17. Amount of L,ne to taxable at el bung ate 0.00 X.12 (17) O, QO 18. Amount of Line ,4 taxable at collateral rate ~.OQ X.15 (18) 0,00 19. Tax Due (1s) 17, 430.90 20. ~ CHECK HERE IE YOU AR£ REQUESTING A REFUND OF AN OVERF?i4YMENT t 0 PA15001 NTE Zwss copyright zooo creatlandiNemo LP-Perme software onry Estate of: Arthur E. Brown, Jr. SUMMARY OF ALL(X.ATIONS 'IO BENEFICIARIES 21-2001-1094 Taxable at lineal rate Trust Under Will of Arthur E. Brown 387,353.27 PA REV-1500 EX (6-00) a no„ Decedent's Com late Address: - STREETADDRESS 490 North 25th Street CITY STATE ZIP Cam Hill PA 17011 Tax Payments and Credits: 1. Tax Due (Page 1 Line 19) 2. Credits/Payments A. Spousal Poverty Credit B. Prior Payments C. Discount 3. InteresUPenalty if applicable p. Interest E. Penalty 15,000.00 789.47 (1) Total Credits (A + B + C) (2) 7,430.90 15,789.47 Total Interest/Penalty (D + E) (3) Q , QQ 4. f Line 2 is greater than Line 1 + Line 3, enter the difference. This is the OVERPAYMENT. Check box on Page 1 Llne 20 to request a refuntl (q) 5. If Line ~ + Line 3 is greater than Line 2, enter the difference. This is the TAX DUE. (5) 1 , 641.43 A. Enter the interest on the tax due. (SA) Q , QQ 8. Enter the total of Line 5 + SA. This is the BALANCE DUE. (56) 1 , 641 .43 Make Check Payable to: REGISTER OF WILLS, AGENT PLEASE ANSWER THE FOLLOWING QUESTIONS BY PLACING AN "X" IN THE APPROPRIATE BLOCKS 1. Did decedent make a transfer and: Yes No a. retain the use or income of the property transferred : ...................................... . b. retain the right to designate who shall use the property transferred or its income : ................ . c. retain a reversionary interest; or ....................................................... . d. receive the promise for life of either payments, benefits or care? ............................. . 2. If death occurred after December 12, 1982, did decedent transfer property within one year of death without receiving adequate consideration? ................................................... a 3. Did decedent own an "in trust for" or payable upon death bank account or security at his or her death? .. . 4. Did decedent own an Individual Retirement Account, annuity, or other non-probate property which contains a beneficiary designation? ........................................................ IF THE ANSWER TO ANY OF THE ABOVE QUESTIONS IS YES, YOU MUST COMPLETE SCHEDULE G AND FILE IT AS PART OF THE RETURN Under penalties of perjury, I declare that I have examined this return, including accompanyying schedules and statements, and to the best of my knowledge and belief, it is true, correct and complete. Declaration of preparer other than fhe personal representative is based on information of which preparer has any knowledge. SIGNATUR PERSONS ~RESPOEFO~LING RETURN ~A~ / LL ~~A-~a~LC~ 7753 / 3~ ADDRESS "~/ See Schedule attached SIGNATURE OF PREPARER OTHER THAN REPRESENTATIVE nnTv ADDRESS ~ 210 Walnut Street, Harrisburg, PA 17108-1963 For tla[es of death on or after July t, t99a antl before January 1, 1995, the tax rate imposed on the net value of transfers tp or for the use of the surviving spouse is 3 % [)2 P. S. § 9116 (a) (1.1) (i)]. For dates of tleath on or after January i, 1995, the tax rate Is imposetl on the net value of transfers to or for the use of the surviving spouse is 0% []2 P.S. § 9116 (a) (1.1) (il)]. The statute tloec not cvemof a transfer to a surviving spouse from tax, and the statutory req ulrements for tlisclosure 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 chiltl twenty-one years of age or younger at tleath to or far the use of a natural parent, an adoptive parent, or a stepparent of the child is 0 % P2 P.S. §9116(a)(1.2)]. The tax rate imposetl on the net value of transfers to or for [he use of the tlecetlent's lineal heneficiaries is 4.5%, except as natetl In 72. P. S. § 9116(1.2) [22 P.S. § 9116(a)(1 )]. The tax rate Imposed on tM1e net value of transfers to or for the use of the tlecetlent's siblings is 12 % (]2 P.S. § 9116(a)(1.3)]. A sibling is tlefinetl, under Section 9102, as an individual who has at least one parent In common with the decetlent, whether by blood or adoption. 0 PA75002 NTF 29766 Copyright 2000 Greatlantl/Nelco LP-Forms Software Only Estate of: Arthur E. Brown, Jr. 21-2001-1094 The following person(s) are signing the return as representative(s) of the estate: Jane M. Brown 490 N. 25th Street Camp Hill, PA 17011 REV-t 503 EX + (y -97) COMMONWEALTH OF PENNSYLVANIA SCHEDULE B IN HERITANCE TAX RETURN STOCKS & BONDS RESIDENT DECEDENT ESTATE OF FILE NUMBER Arthur E. Brown, Jr. 21-2001-1094 All property ~olntly-owned with right of survivorship must be disclosed on Schedule F. ITEM I VALUE AT DATE NO. DESCRIPTION OF DEATH 1 A T & T 3,175 shares @ 16.77 CUSIP No. 001957109 2 AT&T Wireless 1,021 shares @ 15.495 CUSIP No. 00209A106 3 Bell South Corp. 1,996 shares @ 38.93 CUSIP No. 079860102 4 Qwest Communications International 788 shares @ 13.23 CUSIP No. 749121109 5 SBC Communications 3,079 shares @ 38.33 CUSIP No. 783876103 6 Verizon Communications 2,718 shares @ 50.13 CUSIP No. 92343V104 7 Weyerhaeuser Co. 1,818 shares @ $54.06 CUSIP No. 962166104 8 Norfolk Southern 7,897 shares @ 19.19 CUSIP No. 655844108 TOTAL (Also enter on line 2 Recapitl (If more space is needed, insert additional sheets of the same size) 7 CPA31 NTF locos C op yrigM Farms Software Only, 199) Nelcq Inc. 53,244.75 15,820.39 77,704.28 10,425.24 118,018.07 136,253.34 98,281.08 151,543.43 661 REV-1508 EX + (1-97) COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT SCHEDULE E CASH, BANK DEPOSITS, & MISC. PERSONAL PROPERTY ESTATE OF FILE NUMBER Arthur E. Brown, Jr. 21-2001-1094 Incwde proceeds of Iingadon ~ crate proceeds were received by the estate. All plop. lolntly-OWned with fight of survlVO~shlp roust be dlsClosed on SCh. F. ITEM VALUE AT NO. DESCRIPTION DATE OF DEATH 1 Capital Blue Cross Refund of unearned 158.45 premium 2 IHOmeland Center Refund I 2,443.49 TOTAL (Also enter on line 5 Recapitulation) ~$ 2 (If more space is needed, insert additional sheets of the same size) 7 CPA81 NTF 10908 Cop yrigh[ Forms Software Only, 199] Nelco, Inc. ( ~ REV-1511 EX + (1 -97) COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT SCHEDULE H FUNERAL EXPENSES & ADMINISTRATIVE COSTS ESTATE OF FILE NUMBER Arthur E. Brown, Jr. 21-2001-1094 Debts of decedent must be reported on Schedule I ITEM NO. DESCRIPTION AMOUNT A. FUNERAL EXPENSES: See Schedule attached Total from continuation page(s) B. ADMINISTRATIVE COSTS: 1. Personal Representative's Commissions Name of Personal Representative(s) Social Security Number(s)/EIN No. of Personal Representative(s) Street Address CiTy State Zip Year(s) Commission Paid: z. attorney Fees Name: Keefer Wood Allen & Rahal, i i p 3. Family Exemption: (If decedent's address is not the same as claimant's, attach explanation) Claimant Street Address City State Zip Relationship of Claimant to Decedent 4. Probate Fees 5. Accountant's Fees 6. Tax Return Preparer's Fees 7 Attorneys accrued and anticipated disbursements 8,088.70 0.00 25,000.00 0.00 563.50 0.00 0.00 500.00 TOTAL (Also enter on line 9 Recapitulation) $ 34 152 20 (If more space is needed, insert additional sheets of the same size) 7 CPA11 NTF 10911 Copyright Forms Software Only, 1997 Nelco, Inc. l Estate of: Arthur E. Brown, Jr. SCHIDULE H, PART A Funeral Expenses Item No. Description 1 W. Orville Kimmel Funeral Home, Inc. 2 Michal Anthony Catering 3 Market Square Presbyterian Church (pastor, musicians and custodian) 4 Rolling Green Cemetery 5 Rolling Green Cemetery TL7I'AL.(Carry fonaard to main schedule) . Page 2 21-2001-1094 Amount 1,294.00 362.70 650.00 1,569.00 4,213.00 8,088.70 REV-1513 EX+ (1-97) COMMONWEALTH OF PENNSYLVANIA SCHEDULE J INHERITANCE TAX RETURN BENEFICIARIES RESIDENT DECEDENT ESTATE OF FILE NUMBER Arthur E. Brown, Jr. 21-2001-1094 RELATIONSHIP TO DECEDENT AMOUNT OR No. NAME AND ADDRESS OF PERSON(S) RECEIVING PROPERTY Do Not Llst Trustee(s) SHARE OF ESTATE I. TAXABLE DISTRIBUTIONS (include outright spousal distributions) 1 Jane M. Brown Surviving spouse 242,387.05 490 N. 25th Street Camp Hill, PA 17011 2 Trust Under Will of Arthur E. Brown Trust Under Will 387,353.27 c/o Allfirst Trust 213 Market Street Harrisburg, PA 17101 ENTER DOLLAR AMTS. FOR DISTRIBS. SHOWN ABOVE ON LINES 15 THRO UGH 17 AS APPROPRIATE ON RE V 1500 COVER SHEET II. NON-TAXABLE DISTRIBUTIONS: A. SPOUSAL DISTRIBUTIONS UNDER SECTION 9113 FOR WHICH AN ELECTION TO TAX IS NOT BEING MADE None B. CHARITABLE AND GOVERNMENTAL DISTRIBUTIONS None TOTAL OF PART II -- ENTER TOTAL NON-TAXABLE DISTRIBUTIONS ON LINE 13 OF REV 1500 CO VER SHEET $ 0, QO ~.rn is rvlr f99ts (li more space is needed, insert additional sheets of the same size) Cop yng ht Forms Software Only, 199] Nelco, Inc. REV-1647 EX+ (g-00) COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT ESTATE OF Brown, Jr., Arthur E. crsrr~ ^ ~ M FUTURE INTEREST COMPROMISE Box 4a FILE NUMBER 21-2001-1094 This Schedule is appropriate only for estates of decedents dying aker December 12, 1982. This schedule is to be used for all future interests where the rate of tax which will be applicable when the future interest vests in possession and enjoyment cannot be established with certainty. Indicate below the type of instrument which created the future interest and attach a copy to the tax return. ® Will ^ Trust ^ Othar I. Beneficiaries NAME OF BENEFICIARY RELATIONSHIP DATE OF BIRTH AGE TO NEAREST BIRTHDAY t, Jane M. Brown Surviving Spouse 8/17/1926 75 2. 3. 4. 5. II. For decedents dying on or after July 1, 1994, if a surviving spouse exercised or intends to exercise a right of withdrawal within 9 months of the decedent's death, check the appropriate block and attach a copy of the document in which the surviving spouse exercises such withdrawal right. ^ Unlimited right of withdrawal ^ Limited right of withdrawal Disclaimed III. Explanation of Compromise Offer: The Bypass Trust created under the Last Will and Testament of the Decedent provides for the payment of all income to the surviving spouse and issue, and discretionary distribution of principal to the surviving spouse and issue. The Trustee is familiar with the income and assets of the surviving spouse, and anticipates distributing all of the income to the surviving spouse and none to issue. The Trustee does not anticipate distributing any principal to either the surviving spouse or issue during the surviving spouse's lifetime. Therefore, it is proposed to value the Bypass Trust as a life estate for the surviving spouse, remainder to children and issue. Based on the IRC Section 7520 rate for Novembe 2001 (5.07), and the age of the surviving spouse (75) the value of the surviving spouse's life estate is 38.497 of the Trust and the remainder is 61.517 of the Trust. The attached affidavit of Allfirst Trust Company of Pennsylvania is atta in further support of the proposed compromise. IV. Summary of Compromise Offer: 1. Amount of Future Interest .........................................................$ 624, 740.32 2. Value of Line 1 exempt from tax as amount passing to charities, etc. 0.00 (also include as part of total shown on Line 13 of Cover Sheet) ......$ 3. Value of Line 1 passing to spouse at appropriate tax rate Check one ^ 6%, ^ 3%, ~ o% ......................$ 242, 387.05 (also include as part of total shown on Line 15 of Cover Sheet) 4. Value of Line 1 taxable at lineal rate Check One ^ 6%, Z] 4.5% ...........................$ 387.353.27 (also include as part of total shown on Line 16 of Cover Sheet) 5. Value of Line 1 taxable at sibling rate (12°/ ) (also include as part of total shown on Line 17 of Cover Sheet) ......$ 0.00 6. Value of Line 1 taxable at collateral rate (15%) (also include as part of total shown on Line 18 of Cover Sheet) ......$ 0.00 7. Total value of Future Interest (sum of Lines 2 thru 6 must equal Line 1) ......................$ 629, 740.32 r, ched (If more space is needed, insert additional sheets of the same size) Life Estate and Rem, Valuation of Jane M. Brown's Life Estate interest in the Trust U/W of Arthur E. Brown, Jr. Transfer Date: 11/2001 §7520 Rate: 5.00% Calculation Type: One Life Principal: $629,740 Age: 75 Life Estate Remainder Factor: 0.38490 0.61510 Value: $242,386.93 $387,353.07 ESTATE OF ARTHUR E. BROWN, JR., DECEASED AFFIDAVIT OF JOHN O. CAMPBELL VICE PRESIDENT ALLFIRST TRUST COMPANY OF PENNSYLVANIA, N.A. TRUSTEE UNDER WILL OF JOHN C. RAUCH Commonwealth of Pennsylvania County of Dauphin JOHN O. CAMPBELL, Vice President, Allfirst Trust Company of Pennsylvania, N.A., Trustee under Will of Arthur E. Brown, Jr., deceased, being duly sworn according to law, deposes and says: 1. The Last Will and Testament of Arthur E. Brown, Jr. provides as follows regazding the distribution of trust income: (1) My Trustee shall pay to or apply for the benefit of any one or more of my said wife and my issue, until division into shares pursuant to Paragraph (5), all of the net income from the Bypass Trust, in convenient installments in such shares and proportions as my Trustee in its sole discretion shall determine, for the medical care, education, support and maintenance in reasonable comfort of my said wife and my issue, taking into consideration to the extent my Trustee deems advisable, any other income or resources of my said wife and my issue known to my Trustee, and reflecting that my wife is the primary object of my bounty. 2. The Last Will and Testament of Arthur E. Brown, Jr. provides as follows regarding the distribution of trust principal: (2) Prior to division into shares pursuant to Paragraph (5), my Trustee may pay to or apply for the benefit of any one or more of my said wife and my issue such sums from the principal of the Bypass Trust in such shazes and propor- tions as in its sole discretion shall be necessary or advisable from time to time for the medical care, education, support and maintenance in reasonable comfort of my said wife and my issue, taking into consideration to the extent my Trustee deems advisable, any other income or resources of my said wife and my issue known to my Trustee, and reflecting that my wife is the primary object of my bounty. Any payment or application of benefits for a beneficiary pursuant to this Paragraph shall be charged against this Trust as a whole rather than against the ultimate distributive share of such beneficiary to whom or for whose benefit the payment is made. 3. The Last Will and Testament of Arthur E. Brown, Jr., as amended by Codicil dated February 24, 1999, provides for the following appointment as Trustee: I name as my Co-Trustees, my wife, Jane M. Brown, and Dauphin Deposit Bank and Trust Company.... In any situation involving discretionary distribution to an individual Co-Trustee or his or her issue, said discretion shall be exercised solely by corporate Co-Trustee. I direct that my Co-Trustees serve without bond in any jurisdiction in which called upon to act. Allfirst Trust Company of Pennsylvania, N.A. is a subsidiary of Allfirst Bank, the successor by merger to Dauphin Deposit Bank and Trust Company. 4. We have met with Jane M. Brown to discuss our proposed administration of the Bypass Trust, and have discussed her financial circumstances and those of her immediate family, which constitute the members of the class of eligible beneficiaries of the Bypass Trust. 5. Based on what we have learned of the financial circumstances and the current needs of Jane M. Brown, and of her children and grandchildren, and pursuant to the decedent's declaration that "...my wife is the primary object of my bounty...", I would expect that periodic discretionary disbursements of whatever income is generated by the Trust would be made to Mrs. Brown. 6. Similarly, in view of the assets, income and expenses of Jane M. Brown, and of her children and grandchildren currently known to us, I do not anticipate that it will be necessary to invade the principal of the Trust in order to make distributions to any of the class of beneficia- ries during Mrs. Brown's lifetime. J i'~ /~ JIN O. CAMPBELL VICE PRESIDENT ALLFL?ST TRUST CO?~IPA[~.T`f OF PENNSYLVANIA, N.A. Sworn and subscribed to before me, on this `~'P'`" day of -- , 2002 WCCC,~.r3L~K~Ci ~ ~''!~-t~L i`Intary Public Notarial Seel My Commission expires: Deanna c. wens, naeryry Public Henlsburg, Deuphm Counry MY Commission Exphea Dec. 6. 2004 MIemDB. PsmgyManie A690cNllon Ot NOtariss LAST WILL AND TESTAMENT OF ARTHUR E. BROWN JR. I, ARTHUR E. BROWN, JR., of 490 North 25th Street, Camp Hill, Cumberland County, Pennsylvania, do hereby make this my Last Will and Testament, revoking any former Wills and Codicils made by me. FIRST: I give my tangible personal property, together with any casualty insurance coverage that I may be carrying on said tangible personal property, to my wife, Jane M. Brown, or if she does not survive me, to my children or to the survivor of them. I have complete confidence that my wife, my children, or my surviving child will carry out any written instructions that I may leave with regard to said tangible personal property. SECOND: In the event that my wife, Jane M. Brown, does not survive me by 90 days, I give all the rest and remainder of my estate, real, personal and mixed, to my issue, per stirpes, or, in default of said issue, to the issue of my wife's sister, Eleanor M. Allen, per stirpes. THIRD: If my wife, Jane M. Brown, shall survive me by 90 days, I bequeath to my Trustee, hereinafter named, IN TRUST NEVERTHELESS, cash, securities or other property in the amount specified below, to be known as the "Bypass Trust." (1) The bequest shall be $600,000, subject however, to Paragraphs (2) and (3) below. O~a.~ ~ . -_- (2) The bequest shall increase or decrease, based upon the availability of my federal unified credit for estate and gift taxes and the maximum allowable federal estate tax credit for state death taxes (but only to the extent that the use of such state death tax credit does not increase the death tax payable to any state), whether due to statutory changes, lifetime gifts in excess of the federal unified estate and gift tax exemption- equivalent amounts, or any other transfer which affects the availability of my federal credits aforesaid. (3) The bequest shall decrease, even to zero, if necessary to reduce federal estate tax payable as a result of my death to zero (excluding, however, any federal estate tax due as a result of an excess retirement accumulation under Section 4980A of the Internal Revenue Code of 1986, as amended, or such similar section as may then be in effect), considering that my intention is to fund the Bypass Trust by using my available federal unified credit for estate and gift taxes and my federal estate tax credit for state death taxes and to eliminate federal estate tax on the balance of my federal taxable estate by using the federal estate tax unlimited marital deduction. FOURTH: I give, devise and bequeath the rest, residue and remainder of my estate, real and personal, to my wife, Jane M. Brown. Should she not survive me, I give, devise and bequeath such rest, residue and remainder to my Trustee, hereinafter -2- named, IN TRUST NEVERTHELESS, to be held, administered and distributed for all purposes as part of the Bypass Trust. FIFTH: The Bypass Trust shall be held, administered and distributed as follows: (1) My Trustee shall pay to or apply for the benefit of any one or more of my said wife and my issue, until division into shares pursuant to Paragraph (5), all of the net income from the Bypass Trust, in convenient installments in such shares and proportions as my Trustee in its sole discretion shall determine, for the medical care, education, support and maintenance in reasonable comfort of my said wife and my issue, taking into consideration to the extent my Trustee deems advisable, any other income or resources of my said wife and my issue known to my Trustee, and reflecting that my wife is the primary object of my bounty. (2) Prior to division into shares pursuant to Para- graph (5), my Trustee may pay to or apply for the benefit of any one or more of my said wife and my issue such sums from the principal of the Bypass Trust in such shares and proportions as in its sole discretion shall be necessary or advisable from time to time for the medical care, education, support and maintenance in reasonable comfort of my said wife and my issue, taking into consideration to the extent my Trustee deems advisable, any other income or resources of my said wife and my issue known to my Trustee, and reflecting that my wife is the primary object of my -3- bounty. Any payment or application of benefits for a beneficiary pursuant to this Paragraph shall be charged against this Trust as a whole rather than against the ultimate distributive share of such beneficiary to whom or for whose benefit the payment is made. (3) In addition to the income and discretionary payments of principal from this Trust, there shall be paid to my said wife during her lifetime from the principal of this Trust upon her written request during the last month of each fiscal • year of the Trust an amount not to exceed during such fiscal year the amount of Five Thousand Dollars ($5,000) or five percent (5$) of the aggregate value of the principal of the Bypass Trust on the last day of such fiscal year without reduction for the principal payment for such fiscal year, whichever is greater. This right of withdrawal is noncumulative, so that if my said wife does not withdraw, during such fiscal year, the full amount to which she is entitled under this Paragraph, her right to withdraw the amount not withdrawn shall lapse at the end of that fiscal year. (4) My wife shall have a special power to appoint all or any portion of the Bypass Trust during her lifetime by written document, delivered to my Trustee, referring expressly to this Article, or by Will, validly executed and attested referring expressly to this Article, among such other person or persons hereinafter named or described absolutely or in trust, as she may c~ ~ r ~-: -4- indicate. This special power of appointment is exercisable only in favor of a child of mine as described in this Will or to the issue of any such child. My aforesaid wife shall have no power to appoint the principal of this fund or income accumulated thereon to herself, her estate, to her creditors, or to the creditors of her estate. My Trustee may rely upon an attested Will probated in any state that otherwise meets the requirements of this Paragraph. + (5) In default of the exercise of such power of appointment by my said wife, or insofar as any part of the Bypass Trust shall not be effectively appointed, then upon the death of my said wife, the entire remaining principal of the Bypass Trust, or the part of such trust not effectively appointed shall be divided into equal separate shares so as to provide one (1) share for each of my children and distributed as promptly as possible. The share provided for a deceased child of mine who shall leave issue then living shall be distributed, per stirpes, to such issue, subject only to Item SIXTH. (6) If at the time of my death, or at any later time prior to final distribution hereunder, my said wife and all my issue are deceased and no other disposition of the property is directed by this Trust, then and in that event only, the then- remaining property of this Trust, together with any undistributed income, shall be divided and paid over and distributed to the issue of my wife~s sister, Eleanor M. Allen, per stirpes. ~ ~ -5- SIXTH: If any beneficiary under this Last Will and Testa- ment is under thirty (30) years of age, I direct that his or her interest be held in trust by my Trustee hereinafter named, until such beneficiary reaches thirty (30) years of age. My Trustee shall apply such amounts of income and principal as it, in its sole discretion, deems proper for the support, education and welfare of such beneficiary, and may accumulate any unexpended balance of income to the extent permitted by law. Such amounts may be applied directly or may be paid to the beneficiary or to the person with whom such beneficiary resides or who has the care and control of such beneficiary, without the intervention of a guardian, and may be combined with similar trust assets con- trolled by my Trustee. My Trustee shall not be obliged to supervise or inquire into the application of such amounts by such person, and the receipt of such person shall be a complete release of my Trustee. Should the share of a beneficiary, in the sole opinion of my Trustee, be or become too small to warrant continuing such fund in trust, or should its administration be or become impractical for any other reason, my Trustee, in its sole discretion, may pay such share, absolutely, to the beneficiary, or may deposit such share in the beneficiary~s name in a savings account in a savings institution of its choosing, payable to the beneficiary at majority, which I define as twenty-one (21) years. SEVENTH: I name my wife, Jane M. Brown, as my Executrix. If she is unable or unwilling to serve, I name Dauphin Deposit C~-w- ~ ~~rti..ti/{~1 , -6- Bank and Trust Company, 3045 Market Street, Camp Hill, Cumberland County, Pennsylvania, as my Executor. I direct that my Executrix or my Executor serve without bond in any jurisdiction in which called upon to act. I name Dauphin Deposit Bank and Trust Company, 3045 Mar- ket Str-eet, Camp Hill, Cumberland County, Pennsylvania, as my Trustee. I direct that my Co-Trustees or my Trustee serve without bond in any jurisdiction in which called upon to act. EIGHTH: I give to any Executor or Executors and to any Trustee or Trustees named in this Will or any Codicil hereto all of the powers now applicable by law to fiduciaries in the Common- wealth of Pennsylvania and in particular, through the Probate, Estates and Fiduciaries Code, as effective and as in effect on the date hereof, during the administration and until the comple- tion of the distribution of my estate, and until the termination of all trusts created hereunder and until the completion of the distribution of the assets of such trusts, including the power to hold and to invest in any corporate fiduciary's stock, notes, certificates of deposit, and common funds, and the power to register securities in the name of a nominee. NINTH: I direct that this Last Will and Testament control the distribution of my property irrespective of whether there are children born to me or adopted by me subsequent to the execution of this Last Will and Testament. -7- TENTH: The words "issue" and "children" whenever used in this Last Will and Testament shall include adopted children. ELEVENTH: No interest of any beneficiary under this Will or any Codicil hereto shall be subject to anticipation or to volun- tary or involuntary alienation. TWELFTH: All estate, inheritance, succession and other death taxes imposed or payable by reason of my death, and any interest and penalties thereon, with respect to all property comprising my gross estate for death tax purposes, whether or not such property passes under this Will, shall be paid out of the residue of my estate as if such taxes were expenses of adminis- tration, without apportionment or right of reimbursement. I authorize my Executor and my Trustee to pay all such taxes at such time or times as deemed advisable. IN WITNESS WHEREOF, I have set my hand and seal on this my Last Will and Testament this 19th day of December, 1996. ARTyHUR~ , JR. I d~~"" tSEAL) SIGNED, SEALED, PUBLISHED, and DECLARED by ARTHUR E. BROWN, JR., as and for his Last Will and Testament, on the day and year last above written, in the presence of us, who, at his request, in his presence, and in the presence of each other, all being present at the same time, have hereunto subscribed our names as witnesses: -8- ~~~K~_ i ' SELF-PROVING AFFIDAVIT COMMONWEALTH OF PENNSYLVANIA , COUNTY OF DAUPHIN SS. WE, ARTHUR E. BROWN, JR., and HEATH L. ALLEN iC11REN B MAY , and GARY E. FRENCH ' Testator and the witnesses, respectivel the y, whose names are signed to the attached or foregoing instrument, being first duly sworn, do hereby declare to the undersigned authority that the Testator signed and executed the instrument as his Last Will and that he had signed willingly (or willingly directed another to sign for him), and that he executed it as his free and voluntary act for the purposes therein expressed, and that each of the witnesses, in the presence and hearing of the Testator, signed the Will as witness and to the best of his or her knowledge the Testator was at that time eighteen (18) years of age or older, of sound mind, and under no constraint or undue influence. ARTHUR E. BROWN, JR., Testa or `~ C~~ ///tl~~-'ip~pL~ Wetness ~-- / ~~ Wetness Witne Subscribed, sworn to, and acknowledged before me by ARTHUR E. BROWN, JR., the Testator, and subscribed and sworn to before me by HEATH L. ALLEN KAREN B. MAY ' and RARY F _ F'RFAT('T-T , witnesses, this 19th d 1996. A TRUE COPY FROM RECORD In Testimony wherof. ! heraunto set my hand and the seal of said Court a, Carlisle, Pq This~_day of ; ' ~, _ ~ 20~, r~. ;, r. r, Cterk of the pr~hans ~;;ou;t t Cumberland County ay of December, otary P blic '- NOTARIAL SEAL 'KATHRYN C. HOLLINGER Nola p _9_ City of Harrisbur ry Ublic tit Commission E pDes Ee1b. CS U~g~gg_ I, ARTHUR E. BROWN, JR., of 490 North 25th Street, Camp Hill, Cumberland County, Pennsylvania, do hereby make this Sole Codicil to my Last Will and Testament dated December 19, 1996. 1. Z revoke Item SEVENTH of my Last Will and Testament in its entirety, and provide, in lieu thereof, as follows: SEVENTH: I name my wife, Jane M. Brown, as my Executrix. If she is unable or unwilling to serve, I name my daughter, Jody B. Boland, Upper Saddle River, New Jersey, as my Executrix. If she is unable or unwilling to serve, I name my sister-in-law, Eleanor M. Allen, Camp Hill, Pennsylvania, and Dauphin Deposit Bank and Trust Company, Camp Hill, Pennsylvania, as my Co-Executors. If my sister-in-law is unable or unwill- ing to serve, I name as Co-Executor, in the following order, my brother-in-law, Heath L. Allen, my accoun- tant, Richard A. Miller, CPA, and my son, David M. Brown, named last only because my son is unlikely to be located in Central Pennsylvania. I direct that my Executor serve without bond in any jurisdiction in which called upon to act. I name as my Co-Trustees, my wife, Jane M. Brown, and Dauphin Deposit Bank and Trust Company. If my wife is unable or unwilling to serve, I name as my individ- ual Co-Trustee, my daughter, Jody B. Boland, as my Co-Trustee. If she is unable or unwilling to serve, I name as Co-Trustee, in the following order, my sister- in-law, Eleanor M. Allen, my brother-in-law, Heath L. Allen, my accountant, Richard A. Miller, and my son, David M. Brown, named last only because my son is unlikely to be located in Central Pennsylvania. In any situation involving discretionary distribution to an individual Co-Trustee or his or her issue, said discre- tion shall be exercised solely by corporate Co-Trustee. I direct that my Co-Trustees serve without bond in any jurisdiction in which called upon to act. cam- ~. k -1- ~, 2. In all other respects, I hereby ratify, confirm and republish my Last Will and Testament dated December 19, 1996, together with this Sole Codicil, as and for my Last Will and Testament. IN WITNESS WHEREOF, I have set my hand and seal on this the Sole Codicil to my Last Will and Testament this ~ ~ ~'' day of (G~r~.r ~/ , 1999. ~ _ ""' - ~a Q-fp.~.rr! Q/-' ( SEAL ) ARTHUR E. BROWN, JR. + ~ /~"f us, who, at his request, in ~ ~ ~ his presence, and in the presence of each other, all being present at the same time, have hereunto subscribed our names as witnesses: SIGNED, SEALED, PUBLISHED, and DECLARED by ARTHUR E. BROWN, JR., as and for the Sole Codicil to his Last Will and Testament dated December 19, 1996, on the day and year last above written, in the presence of -2- ,• SELF-PROVING AFFIDAVIT COMMONWEALTH OF PENNSYLVANIA SS. COUNTY OF CUMBERLAND WE, ARTHUR E. BROWN, JR., Wayne M. Pecht Patricia D. Olvarnik and Stefanie A. Morrison the Testator and the witnesses, respectively, whose names are signed to the attached or foregoing instrument, being first duly sworn, do hereby declare to the undersigned authority that the Testator signed and executed the instrument as the Sole Codicil to his Last Will and that he had signed willingly (or willingly directed another to sign for him), and that he executed it as his free and voluntary act for the purposes therein expressed, and that each of the witnesses, in the presence and hearing of the Testator, signed the Codicil as witness and to the best of his or her knowledge the Testator was at that time eighteen (18) years of age or older, of sound mind, and under no constraint or undue influence. ARTHUR E. BROWN, JR~~, Testator Witne A TRUE COPY FROyI RECORD In Testimony wherof, 1 hereunto set my hand ~[~ 1~~ (~ ~.lJw~-~"' and the seal of said CouR at Carlisle, PA ~ ~, t \y\LrXJ'~ This ~,a) _day cf (~~_: __2?D! Witness ": ri Cleric of ;he rphans Ceart ',~ Cumberland County Witn ss Subscribed, sworn to, and acknowledged before BROWN, JR., the Testator, and subscribed and by Wayne M. Pecht Patricia D. and Ste anie A. Morrison witnesses, February 1999. Notarial Seal f Cynthia J. Rule, Nota f Camp Hill Boro, ry Fublio I l My Commission Cumberland County -=xP res Jan. 24. Vin, ~sn -- __ r -3- me by ARTHUR E. sworn to before me Olyarnik this t day of Nota'y Public ~ ~ ~~ ~-6 BUREAU OF INDIVIDUAL TAXES INHERITANCE TAX DIVISION DEPT. 280601 HARRISBURG, PA 17128-0601 COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF REVENUE NOTICE OF INHERITANCE TAX APPRAISEMENT, ALLOWANCE OR DISALLOWANCE OF DEDUCTIONS AND ASSESSMENT OF TAX DATE ESTATE OF DATE OF DEATH FILE NO. COUNTY Bridget M. Whitley At~~l. ~ ACN REV-1567 EX (12-97) PC 9-30-2002 Arthur E. Brown,Jr. 11-15-2001 2101-1094 Cumberland 101 Keefer Wood Allen 8~ Rahal , LLP P O Box 11963 Amount Remitted Harrisburg Pa 17108-1963 MAKE CHECK PAYABLE AND REMIT PAYMENT TO: Register of Wills Cumberland County Courthouse Carlisle, PA 17013 CUT ALONG THIS LINE b RETAIN LOWER PORTION FOR YOUR RECORDS G -- -- -- - - -- ------- ----------------- -- ---------------------------------------------------------------------------------------------------- REV-1547 EX (05-97) PC NOTICE OF INHERITANCE TAX APPRAISEMENT, ALLOWANCE OR DISALLOWANCE OF DEDUCTIONS AND ASSESSMENT OF TAX ESTATE OF Arthur E. Brown,Jr. FILE NO. 2101-1094 ACN 101 DATE 9-30-2002 TAX RETURN WAS: (^) ACCEPTED AS FILED (®) CHANGED see attached RESERVATION CONCERNING FUTURE INTEREST -SEE REVERSE APPRAISED VALUE OF RETURN BASED ON: ORIGINAL RETURN 1. Real Estate (Schedule A) (1) 0.00 NOTE: To insure proper 2. Stocks and Bonds (Schedule B) (2) 661,290.58 credit to your account, 3. Closely Held Stock/Partnership Interest (Schedule C) (3) 0.00 submit the upper portion 4. Mortgages/Notes Receivable (Schedule D) (4) 0.00 of this form with your 5. Cash/Bank Deposits/ Misc. Personal Propertv (Schedule E) (5) 2,601.94 tax payment. 6. Jointly Owned Propertv (Schedule F) (6) 0.00 7. Transfers (Schedule G) (7) 0.00 8. Total Assets (8) 663,892.52 APPROVED DEDUCTIONS AND EXEMPTIONS: 9. Funeral Expenses/Adm. Costs/Misc. Expenses (Schedule H) (9) 34,152.20 10. Debts/Mortgage Liabilities/Liens (Schedule I) (10) 0.00 11. Total Deductions (11) 34,152.20 12. Net Value of Tax Return (12) 629,740.32 13. Charitable/Governmental Bequests; Non-elected 9113 Trusts (Schedule J) (13) 0.00 14. Net Value of Estate Subject to Tax (14) 629,740.32 NOTE: If an assessment was issued previously, lines 14, 15 and/or 16, 17 and 18 will reflect figures that include the total of ALL returns assessed to date. ASSES SMENT OF TAX: 15. Amount of Line 14 at Spousal rate (15) X .00 0.00 16. Amount of Line 14 taxable at Lineal/Class A rate (16) X .045 0.00 17. Amount of Line 14 taxable at Sibling rate (17) X .12 0.00 18. Amount of Line 14 taxable at Collateral/Class B rate (18) X .15 0.00 19. Principal Tax Due (19) 0.00 TAX CREDITS: PAYMENT RECEIPT DISCOUNT (+) DATE NUMBER INTEREST/PEN PAID - AMOUNT PAID 0.00 TOTAL TAX CREDIT 0.00 BALANCE OF TAX DUE 0.00 INTEREST 0.00 TOTAL DUE 0.00 * IF PAID AFTER DATE INDICATED, SEE REVERSE (IF TOTAL DUE IS LESS THAN $1, NO PAYMENT IS REQUIRED. FOR CALCULATION OF ADDITIONAL INTEREST. IF TOTAL DUE IS REFLECTED AS A CREDIT (CR), YOU MAY BE DUE A REFUND. SEE REVERSE SIDE OF THIS FORM FOR INSTRUCTIONS.) COMMONWEALTH OF PENNSYLVANIA BUREAU OF INDIVIDUAL TAXES DEPARTMENT OF REVENUE INHERITANCE TAX DIVISION DEPT. 280601 HARRISBURG, PA 17128-0601 NOTICE OF INHERITANCE TAX APPRAISEMENT, ALLOWANCE OR DISALLOWANCE OF DEDUCTIONS AND ASSESSMENT OF TAX REV-1547 EX (12-97) PC DATE 9-30-2002 ESTATE OF Arthur E. Brown,Jr . DATE OF DEATH 11-15-2001 FILE NO. 2101-1094 Bridget M. Whitley Atty. COUNTY Cumberland ACN 102 Keefer Wood Allen 8~ Rahal , LLP P O Box 11963 Harrisburg Pa 17108-1963 Amount Remitted MAKE CHECK PAYABLE AND REMIT PAYMENT TO: Register of Wills Cumberland County Courthouse Carlisle, PA 17013 CUT ALONG THIS LINE b RETAIN LOWER PORTION FOR YOUR RECORDS G -- -- -- - - ------------------------------------------ ------------------------------------------------------------------ REV-1547 EX (06-97) PC NOTICE OF INHERITANCE TAX APPRAISEMENT, ALLOWANCE OR ------------------------ DISALLOWANCE OF DEDUCTIONS AND ASSESSMENT OF TAX ESTATE OF Arthur E. Brown,Jr. FILE NO. 2101-1094 ACN 102 DATE 9-30-2002 TAX RETURN WAS: (~) ACCEPTED AS FILED (~) CHANGED RESERVATION CONCERNING FUTURE INTEREST SEE REVERSE APPRAISED VALUE OF RETURN BASED ON: ORIGINAL RETURN 1. Real Estate (Schedule A) (1) 0.00 NOTE: To insure proper 2. Stocks and Bonds (Schedule B) (2) 0.00 credit to your account 3. Closely Held Stock/Partnership Interest (Schedule C) (3) 0.00 , submit the upper portion 4. Mortgages/Notes Receivable (Schedule D) (4) 0.00 of this form with your 5. Cash/Bank Deposits/ Misc. Personal Property (Schedule E) (5) 0.00 tax payment. 6. Jointly Owned Property (Schedule F) (6) 0.00 7. Transfers (Schedule G) (7) 629,740.32 8. Total Assets (8) APPROVED DEDUCTIONS AND EXEMP 629,740.32 TIONS: 9. Funeral Expenses/Adm. Costs/Misc. Expenses (Schedule H) (9) 0 .00 10. Debts/Mortgage Liabilities/Liens (Schedule I) (10) 0.00 11. Total Deductions (11) 12. Net Value of Tax Return 0.00 (12) 13 Charitable/Gov r t l B 629,740.32 . e nmen a equests; Non-elected 9113 Trusts (Schedule J) (13) 14. Net Value of Estate Subject to Tax 0.00 (14) 629,740.32 NOTE: If an assessment was issued previously, lines 14, 15 and/or 16, 17 and 18 will reflect figures that include the total of ALL returns assessed to date. ASSESSMENT OF TAX: 15. Amount of Line 14 at Spousal rate 16. Amount of Line 14 taxable at Lineal/Class A rate 17. Amount of Line 14 taxable at Sibling rate 18. Amount of Line 14 taxable at Collateral/Class B rate 19. Principal Tax Due TAX CREDITS: PAYMENT RECEIPT DISCOUNT (+) DATE NUMBER INTEREST/PEN PAID - AMOUNT PAID 2-11-2002 CD000855 789.47(+) 15,000.00 8-14-2002 CD001523 1,641.43 TOTAL TAX CREDIT BALANCE OF TAX DUE INTEREST 0.00 17,430.90 (19) 17,430.90 17,430.90 0.00 0.00 ~ TOTAL DUE I 000 * IF PAID AFTER DATE INDICATED, SEE REVERSE (IF TOTAL DUE IS LESS THAN $1, NO PAYMENT IS RE FOR CALCULATION OF ADDITIONAL INTEREST. IF TOTAL DUE IS REFLECTED AS A CREDIT (CR), YpUUMAyDgE DUE A REFUND. SEE REVERSE SIDE OF THIS FORM FOR INSTRUCTION3.) (15) 242,387.05 X .00 (16) 387,353.27 X .045 (17) X .12 (18) X .15 ~7_ a ~~6 BUREAU OF INDIVIDUAL TAXES INHERITANCE TAX DIVISION DEPT. 280601 WIRRISBURG, PA 17128-0601 BRIDGET M WHITLEY KEEPER ETAL PO BOX 11963 HBG COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF REVENUE NOTICE OF DETERMINATION AND ASSESSMENT OF PENNSYLVANIA ESTATE TAX BASED ON FEDERAL ESTATE TAX RETURN REV-48} E% dFP (V1-02) DATE 10-07-2002 ESTATE OF BROWN ARTHUR E DATE OF DEATH 11-15-2001 FILE NUMBER 21 01-1094 •; ;, _ COUNTY CUMBERLAND .,_ , ~ ~, ACN 201 Amount Remitted PA 1~~Q8 MAKE CHECK PAYABLE AND REMIT PAYMENT T0: 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 ~ ---------------- --- ------------------------------------------------------------------------------- REV-483 EX AFP CO1-02) ** NOTICE OF DETERMINATION AND ASSESSMENT OF PENNSYLVANIA ESTATE TAX BASED ON FEDERAL ESTATE TAX RETURN *~ ESTATE OF BROWN ARTHUR E FILE N0.21 01-1094 ACN 201 DATE 10-07-2002 ESTATE TAX DETERMINATION 1. Credit For State Death Taxes as Verified 2. Pennsylvania Inheritance Tax Assessed tExcluding Discount and/or Interest) 3. Inheritance Tax Assessed by Other States or Territories of the United States (Excluding Discount and/or Interest) 4. Total Inheritance Tax Assessed 5. Pennsylvania Estate Tax Due TAX CREDITS: 11,989.95 16,641.43 .00 16,641.43 .00 PAYMENT DATE RECEIPT NUMBER DISCOUNT (+) INTEREST/PEN PAID C-) AMOUNT PAID ^IF PAID AFTER THIS DATE, SEE REVERSE SIDE FOR CALCULATION OF ADDITIONAL INTEREST. TOTAL TAX CREDIT .00 BALANCE OF TAX DUE .00 INTEREST AND PEN. .00 TOTAL DUE .00 (IF TOTAL DUE IS LESS THAN S1, NO PAYMENT IS REQUIRED IF TOTAL DUE IS REFLECTED AS A "CREDIT" CCR), VOU MAY BE DUE A REFUND. SEE REVERSE SIDE OF THIS FORM FOR iNSTRiirTrnuc i `~-~~~ ~ ~. COMMONWEALTH OF PENNSYLVANIA BUREAU OF INDIVIDUAL TAXES DEPARTMENT OF REVENUE INHERITANCE TAX DIVISION DEPT. 280601 INHERITANCE TAX HARRISBURG, PA 17128-0601 STATEMENT OF ACCOUNT REY-1607 E% ~FV [01-02) DATE 09-30-2002 ESTATE OF BROWN ARTHUR E DATE OF DEATH 11-15-2001 . ~;, FILE NUMBER 21 01-1094 t~_`. -' ~ ~ ~~~ ' `~~ COUNTY CUMBERLAND BRIDGET M WHITLEY ACN 102 KEEPER ETAL Amount Remitted PO BOX 11963 HBG PA 17'48 MAKE CHECK PAYABLE AND REMIT PAYMENT T0: REGISTER OF WILLS CUMBERLAND CO COURT HOUSE CARLISLE, PA 17013 NOTE: To insure proper credit to your account, submit the upper portion of this fora with your tax payment. CUT ALONG THIS LINE - RETAIN LOWER PORTION FOR YOUR RECORDS ~ ---------------------------------------------------------------------------------------------------------------- REV-1607 EX AFP (01-02) ~~~ INHERITANCE TAX STATEMENT OF ACCOUNT ~~~ ESTATE OF BROWN ARTHUR E FILE N0. 21 01-1094 ACN 102 DATE 09-30-2002 THIS STATEMENT IS PROVIDED TO ADVISE OF THE CURRENT STATUS OF THE STATED ACN IN THE NAMED ESTATE. SHOWN BELOW IS A SUMMARY OF THE PRINCIPAL TAX DUE, APPLICATION OF ALL PAYMENTS, THE CURRENT BALANCE, AND, IF APPLICABLE, A PROJECTED INTEREST FIGURE. DATE OF LAST ASSESSMENT OR RECORD ADJUSTMENT: 09-20-2002 PRINCIPAL TAX DUE: PAYMENTS CTAX CREDITS): 17,430.90 PAYMENT DATE RECEIPT NUMBER DISCOUNT (+) INTEREST/PEN PAID (-) AMOUNT PAID 02-11-2002 CD000855 789.47 15,000.00 OS-14-2002 CD001523 .00 1,641.43 TOTAL TAX CREDIT BALANCE OF TAX DUE INTEREST AND PEN. * IF PAID AFTER THIS DATE, SEE REVERSE I TOTAL DUE SIDE FOR CALCULATION OF ADDITIONAL INTEREST. ( IF TOTAL DUE IS LESS THAN Sl, NO PAYMENT IS REQUIRED. IF TOTAL DUE IS REFLECTED AS A "CREDIT" (CR), YOU MAY BE DUE A REFUND. SEE REVERSE SIDE OF THIS FORM FOR INSTRUCTIONS. ) 17,430.90 .00 .00 .00 ~7-may ~ BUREAU OF INDIVIDUAL TAXES INHERITANCE TAX DIVISION DEPT. 280601 HARRISBURG, PA 17128-0601 BRIDGET M WHITLEY KEEPER ETAL PO BOX 11963 HBG COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF REVENUE INHERITANCE TAX STATEMENT OF ACCOUNT REY-1i 07 EX iFP [O1-OY1 DATE 09-30-2002 ESTATE OF BROWN ARTHUR E DATE OF DEATH 11-15-2001 FILE NUMBER 21 01-1094 ~; ~ ~ ~ COUNTY CUMBERLAND ACN 101 Amount Remitted PA 11.08 MAKE CHECK PAYABLE AND REMIT PAYMENT T0: REGISTER OF WILLS CUMBERLAND CO COURT HOUSE CARLISLE, PA 17013 NOTE: To insure proper credit to your account, submit the upper portion of this fore with your tax payment. CUT ALONG THIS LINE - RETAIN LOWER PORTION FOR YOUR RECORDS ~ ------------------------------------------------------------------------------------------- REV-1607 EX AFP (01-02) ~** INHERITANCE TAX STATEMENT OF ACCOUNT *** ESTATE OF BROWN ARTHUR E FILE N0. 21 01-1094 ACN 101 DATE 09-30-2002 THIS STATEMENT IS PROVIDED TO ADVISE OF THE CURRENT STATUS OF THE STATED ACN IN THE NAMED ESTATE. SHOWN BELOW IS A SUMMARY OF THE PRINCIPAL TAX DUE, APPLICATION OF ALL PAYMENTS, THE CURRENT BALANCE, AND, IF APPLICABLE, A PROJECTED INTEREST FIGURE. DATE OF LAST ASSESSMENT OR RECORD ADJUSTMENT: 09-20-2002 PRINCIPAL TAX DUE: PAYMENTS (TAX CREDITS): .00 PAYMENT DATE RECEIPT NUMBER DISCOUNT (+) INTEREST/PEN PAID (-) AMOUNT PAID TOTAL TAX CREDIT BALANCE OF TAX DUE INTEREST AND PEN. ^ IF PAID AFTER THIS DATE, SEE REVERSE I TOTAL DUE SIDE FOR CALCULATION OF ADDITIONAL INTEREST. ( IF TOTAL DUE IS LESS THAN 51, NO PAYMENT IS REQUIRED. IF TOTAL DUE IS REFLECTED AS A "CREDIT" (CR), YOU MAY BE DUE A REFUND. SEE REVERSE SIDE OF THIS FORM FOR INSTRUCTIONS. ) .00 .00 .00 .00 IN THE MATTER OF THE ESTATE OF ARTHUR E. BROWN, JR., DECEASED IN THE COURT OF COMMON PLEAS ORPHANS' COURT DIVISION CUMBERLAND COUNTY, PA NO. 2001-1094 RECEIPT, RELEASE, REFUNDING AND INDEMNITY AGREEMENT CONCERNING FINAL DISTRIBUTION OF ESTATE '~- THIS INSTRUMENT, made this ~ day of , 2003, WITNESSETH: THE CIRCUMSTANCES leading up to the execution of this Instrument are as follows: 1. Arthur E. Brown, Jr. (the "Decedent"), died testate on November 15, 2001, survived by his wife, Jane M. Brown, who duly qualified as executor (the "Executor") of the Decedent's probate estate (the "Estate"). 2. Item FIRST of the Decedent's Last Will and Testament, dated December 19, 1996 (the "Will"), as amended by Codicil dated February 24, 1999, provides a specific bequest of Decedent's tangible personal property to his wife, Jane M. Brown. 3. Shortly after the Decedent's death, the Executor distributed the Decedent's tangible personal property to the named beneficiary, in satisfaction of her rights under Item FIRST of the Will. 4. Item THIRD of the Will, provides a specific bequest of cash, securities or other property in the amount of the federal estate and gift tax unified credit.equivalent, to create a non-marital trust (referred to therein as the "Bypass Trust"). r~.:.~ -1- __~ 5. Item SEVENTH of the Will, provides in part as follows: I name as my Co-Trustees, my wife, Jane M. Brown, and Dauphin Deposit Bank and Trust Company. 6. Manufacturers and Traders Trust Company, Successor by merger to Allfirst Trust Company of Pennsylvania, N.A., formerly known as Allfirst Bank, formerly known as FMB Bank, Successor by merger to Dauphin Deposit Bank and Trust Company. 7. The value of the principal and income of the Estate which has not yet been distributed to the Co-Trustees is indicated on the informal account of the Executor which is attached hereto as Exhibit A and incorporated herein by reference. 8. The Co-Trustees desires that the final distribution of the Estate be made to them without the formality of an accounting in the Orphans' Court Division of the Cumberland County Court of Common Pleas (the "Court"), and the Executor is willing to make such distribution upon the execution of this Agreement. NOW THEREFORE, in consideration of the foregoing and intending to be legally bound hereby, jointly and severally, the Co-Trustees do, for themselves, their successors and assigns, hereby agree as follows: A. The Co-Trustees waive any right which they may have under law to require that an accounting of the Estate be filed with, and approved by, the Court. B. The Co-Trustees hereby fully release and discharge the Executor, and each of the Executor's employers, employees, agents, attorneys, advisors, and counselors, and their respective heirs, legal representatives, successors and assigns, from any and all rights, claims, and actions which the Co-Trustees, on their own behalf and on behalf of their successors and assigns now have or may hereafter have against the Executor arising out of the administration of the Estate and the failure of the Executor to file an accounting of such administration with, and obtain the approval of, the Court. -2- C. The Co-Trustees acknowledges receipt from the Executor of the amounts shown on Exhibit A, Proposed Distribution to Beneficiaries, in full and complete satisfaction of any and all of their respective right, title and interest in and to the Estate. D. The Co-Trustees hereby agree to indemnify, save and hold harmless the Executor from and against any and all claims, loss, liability, or damage which the Executor may suffer or to which she maybe subjected by reason of the distribution described in this Agreement. E. The Co-Trustees covenant and agree, to the extent of the funds received by them, to refund to the Executor any amount which may hereafter be determined to have been an erroneous or excess distribution. F. The Co-Trustees consent to the Court exercising personal jurisdiction over it in any suit or action arising out of the enforcement of this Agreement. IN WITNESS WHEREOF, the Jane M. Brown and Manufacturers and Traders Trust Company, by its duly authorized representative, have executed this Agreement on the date first above written. TNES S ,~ r " JANE M. BROWN ~f, Co-Trustee ATTEST: Manufacturers and Traders Trust Company, Successor by merger to Allfirst Trust Company of Pennsylvania, N.A., formerly known as Allfirst Bank, formerly known as FMB Bank, Successor by merger to Dauphin Deposit Bank and Trust Company ,~ _ By: -3- Co-Trustee COMMONWEALTH OF PENNSYLVANIA ss. COUNTY OF On this, the ~ ~'I-day of , 2003, before me, the undersigned officer, personally appeared Jane M. Brown, known to me (or satisfactorily proven) to be the person whose name is subscribed to the within instrument, and acknowledged that she executed the same for the purposes therein contained. Irr witness whereof, I hereunto set my hand and official seal. [Notarial Seal] I~~ Public NOTARIAL SEAL CYNTHIA J. RULE, Notary Public Camp Hill Boro., Cumberland County My Commission Expires Jan. 24.2004 COMMONWEALTH OF PENNSYLVANIA COUNTY OF ~~;L~~~c~it.~r~- On this, the ~~ day of ss. G~~c,~nL,. , 2003, John O. Campbell personally appeared before me, a Notary Public of the Commonwealth of Pennsylvania, and acknowledged, to my satisfaction, that he is a Vice President of Manufacturers and Traders Trust Company, successor by merger to Allfirst Trust Company of Pennsylvania, N.A., formerly known as Allfirst Bank, formerly known as FMB Bank, successor by merger to Dauphin Deposit Bank and Trust Company, a corporation, and the person who executed the above instrument, and that he, being authorized to do so, executed the foregoing instrument on behalf of the corporation for the uses and purposes expressed in the instrument. In witness whereof, I set my hand and official seal. [Notarial Seal] Notary Public Notarial Seai Deanna L. Wells. Notary Public Harrisburg, Oau{~hin County , _ 4 _ MY Commission Expires Dec. 6, 2004 ~ fiAernber, Pennsylvania Association of Notaries SUMMARY OF ACCOUNT Estate of Arthur E Brown, Jr. For Period 11/01/2002 Through 05/31/2003 Proposed Distribution to Beneficiaries Principal Receipts Net: Gain (or Loss) on Sales or Other Dispositions Other Receipts Less Disbursements: Disbursements prior to 11/01/2002 Balance before Distributions Distributions to Beneficiaries Principal Balance on Hand For Information: Changes in Investment Holdings Income Receipts Receipts prior to 11/01/2002 Total Income LE:ss Disbursements: Income Taxes Ba=~ance before Distributions Distributions to Beneficiaries Income Balance on Hand Combined Balance on Hand Page 11-12 1-3 4 5-6 7 8-9 10 EXHIBIT A Fiduciary Acquisition Value $699, 900.33 $715,493.98 -0.83 0.00 $715,493.15 35,827.45 $679,665.70 0.00 $679,665.70 $ 10,108.39 10,418.24 20,526.63 292.00 $ 20,234.63 0.00 $ 20,234.63 $699,900.33 RECEIPTS OF PRINCIPAL Estate of Arthur E Brown, Jr. As of 05/31/2003 Assets Listed in Inventory (Valued as of date of death) Con¢non Stocks P. T & T 3,175 Units A,T&T Wireless 1,021 Units P'~ell South Corp. 1,996 Units Norfolk Southern 7,897 shares 7,897 Units Qwest Communications International 788 Units SBC Communications 3,079 Units Verizon Communications 2,718 Units 4+leyerhaeuser Co. 1,818 Units Life Insurance Paid to Estate Investors Life Ins Co. of N.A. Prudential Life Ins. Co. Policy #20 586 819 Refunds Capital Blue Cross Refund of unearned premium Homeland Center Refund $ 53,244.75 15,820.40 77,704.28 151,543.43 10,425.24 118,018.07 136,253.34 98,281.08 $ 25,130.13 26,471.32 $ 158.45 2,443.49 Page 1 Fiduciary Acquisition Value $661,290.59 51,601.45 2,601.94 EXHIBIT A Assets Listed in Inventory (Valued as of date of death) TOTAL INVENTORY RECEIPTS OF PRINCIPAL Estate of Arthur E Brown, Jr. As of 05/31/2003 Page 2 Fiduciary Acquisition Value $715,493.98 EXHIBIT A RECEIPTS OF PRINCIPAL Estate of Arthur E Brown, Jr. As of 05/31/2003 Receipts Subsequent to Inventory (Valued when received) 01/25/2002 Prudential Financial, Inc. 168 shares This stock was received in connection with the demutualization of Prudential Life Insurance Company. The stock has a zero tax basis. The IPO price was $29.50 per share. 168 Units TOTAL RECEIPTS SUBSEQUENT TO INVENTORY SUMMARY Total Inventory TOTAL RECEIPTS OF PRINCIPAL $ 0.00 Page 3 $ 0.00 $715,493.98 $715,493.98 EXHIBIT A PRINCIPAL BALANCE ON HAND Page 5 Estate of Arthur E Brown, Jr. As of 05/31/2003 Current Carrying Value ------- Value -------- Morley Market Accounts Alliance Government Reserves $ 38,613.31 $ 38,613.31 Conunon Stocks AT & T (New) 12,376.15 19,913.54 635 Units AT&T Wireless 7,933.17 15,820.40 1,021 Units Bell South Corp. 52,913.96 77,704.28 1,996 Units C;omcast 30,820.27 33,327.64 1,027 Units Norfolk Southern 7,897 shares 173,102.24 151,543.43 7,897 Units Prudential Financial, Inc. 168 shares This stock was received in connection with the demutualization of Prudential Life Insurance Company. The stock has a zero tax k>asis. The IPO price was $29.50 per share. 5,631.36 0.00 168 Units Qwest Communications International 3,538.12 10,425.24 788 Units SBC Communications 78,391.34 118,018.07 3,079 Units Verizon Communications 102,876.30 136,253.34 2,718 Units Weyerhaeuser Co. 91,590.84 98,281.08 1,818 Units EXHIBIT A PRINCIPAL BALANCE ON HAND Estate of Arthur E Brown, Jr. As of 05/31/2003 Less: Income balance on hand PRINCIPAL BALANCE ON HAND Current Value $597,787.06 20,234.63 $577,552.43 Page 6 Carrying Value $699, 900.33 20,234.63 $679, 665.70 EXHIBIT A INFORMATION SCHEDULES Estate of Arthur E Brown, Jr. For Period 11/01/2002 Through 05/31/2003 Changes in Investment Holdings A T & T 11/]_8/2002 AT& T Broadband spin-off and Merger with Comcast 11/]_8/2002 Exchange of AT&T (Old) for AT & T (New) 3,175 Units AT & T (New) 11/18/2002 Exchange of AT&T (Old) for AT & T (New) 635 Units Comcast 11/18/2002 AT& T Broadband spin-off and Merger with Comcast 1,027.11 Units 12/03/2002 AT&T Corp. reverse split Cash in lieu of fractional share 0.11 Units Page 7 $ 53,244.75 -33,331.21 -19,913.54 $ 0.00 $ 0.00 19,913.54 $ 0.00 33,331.21 -3.57 19,913.54 33,327.64 EXHIBIT A RECEIPTS OF INCOME Estate of Arthur E Brown, Jr. For Period 11/01/2002 Through 05/31/2003 Dividends A T & T 11/01/2002 Quarterly dividend AT & T (New) 02/03/2003 Quarterly dividend 05/01/2003 Quarterly dividend Alliance Government Reserves 11/15/2002 Monthly dividend 12/31/2002 Monthly dividend 01/15/2003 Monthly dividend 02/1.4/2003 Monthly dividend 03/1.4/2003 Monthly dividend 04/15/2003 Monthly dividend 05/15/2003 Monthly dividend Bell South Corp. 11/01/2002 Quarterly dividend 02/03/2003 Quarterly dividend 05/01/2003 Quarterly dividend Norfolk Southern 12/10/2002 Quarterly dividend 03/10/2003 Quarterly dividend $ 119.06 119.06 119.06 238.12 S 20.27 20.90 5.56 11.13 7.96 7.85 7.08 80.75 $ 399.20 399.20 419.16 1,217.56 $ 552.79 552.79 1,105,58 Page 8 EXHIBIT A RECEIPTS OF INCOME Page 9 Estate of Arthur E Brown, Jr. For Period 11/01/2002 Through 05/31/2003 Prudential Financial 12/18/2002 Periodic dividend $ 67.20 SBC Communications 11/01/2002 Quarterly dividend 831.33 02/03/2003 Quarterly dividend 831.33 05/01/2003 Quarterly dividend 1 023.77 --- 2,686.43 Verizon Communications 11/01/2002 Quarterly dividend $ 1,046.43 02/03/2003 Quarterly dividend 1 046.43 05/01/2003 Quarterly dividend 1'046.43 --- 3,139.29 Weyer:~aeuser Co. 12/02/2002 Quarterly dividend $ 727.20 03/03/2003 Quarterly dividend 727,20 1,454.40 Total Dividends $ 10,108.39 TOTAL RECEIPTS OF INCOME $ 10,108.39 EXHIBIT A DISBURSEMENTS OF INCOME Estate of Arthur E Brown, Jr. For Period 11/01/2002 Through 05/31/2003 Income Taxes 02/12/2003 Pennsylvania Department of Revenue Fiduciary Income Tax Return for FY 2001 TOTAL DISBURSEMENTS OF INCOME EXHIBIT A Page 10 $ 292.00 $ 292.00 PROPOSED DISTRIBUTIONS TO BENEFICIARIES Page 11 Estate of Arthur E Brown, Jr. For Period 11/01/2002 Through 05/31/2003 To: Trust U/W Arthur E. Brown, Jr. C;ash, securities or other property 04/11/2003 The beneficiary will receive a 100 interest in the estate's residue, representing a portion of the following assets: Cash $ 38,613.31 AT & T (New) 19,913.54 635 Units Current balance $19,913.54 AT&T Wireless 15,820.40 1,021 Units Current balance $15,820.40 Bell South Corp. 77,704.28 1,996 Units Current balance $77,704.28 Comcast 33,327.64 1,027 Units Current balance $33,327.64 Norfolk Southern 151,543.43 7,897 Units Current balance $151,543.43 Prudential Financial 0.00 168 Units Current balance $0.00 Qwest 10,425.24 788 Units Current balance $10,425.24 SBC Communications 118,018.07 3,079 Units Current balance $118,018.07 Verizon Communications 136,253.34 2,718 Units Current balance $136,253.34 Weyerhaeuser Co. 98,281.08 1,818 Units Current balance $98,281.08 EXHIBIT A ~ '/ ` ~~ ~ ~~ STATUS REPORT UNDER RULE 6.12 Name of Decedent: Arthur E. Brown Jr. Date of Death: November 15 2001 will No. 2001-01094 Admin. No. Pursuant to Rule 6.12 of the supreme Court Orphans' Court Rules, I report the following with respect to completion of the administra- tion of the above-captioned estate: 1. state whether administration of the estate is complete: Yes xx No 2. If the answer is No, state when the personal representative reasonably believes that the administration will be complete: 3. If the answer to No. 1 is Yes, state the following: a. Did the personal representative file a final account with the court? Yes No xx b. The separate orphans' Court No. (if any) for the person- al representative's account is: c. Did the personal representative state an account infor- mally to the parties in interest? Yes xx No d. Copies of receipts, releases, oinders and approvals of formal or informal accounts may be filed wit the Clerk of the Orphans' Court and may be attached to this report. Date: 11/10/2003 ~ ~~ Signature Bridget M. Whitley Name (Please type or print) r~ Keefer, wood, Allen & Rahal LLP 210 Walnut St., P.O. Box 11963 Harrisburg PA 17108-1963 Address (717) 255-8027 Tel. No. Capacity: Personal Representative xx Counsel for personal representative ~~- ~ y ~ BUREAU OF INDIVIDUAL TAXES INHERITANCE TAX DIVISION DEPT. 280601 HARRISBURG, PA 17128-0601 BRIDGET M WHITLEY KEEPER ETAL PO BOX 11963 HBG COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF REVENUE NOTICE OF DETERMINATION AND ASSESSMENT OF PENNSYLVANIA ESTATE TAX BASED ON FEDERAL CLOSING LETTER REY-73f E% AFP (O1-OY7 DATE 11-24-2003 ESTATE OF BROWN ARTHUR E DATE OF DEATH 11-15-2001 FILE NUMBER 21 01-1094 ._ ~ COUNTY CUMBERLAND ACN 202 Amount Remitted PA 17:108 MAKE CHECK PAYABLE AND REMIT PAYMENT T0: REGISTER OF WILLS CUMBERLAND CO COURT HOUSE CARLISLE, PA 17013 NOTE: To insure proper credit to your account, submit the upper portion of this fora with your tax payment. CUT ALONG THIS LINE - RETAIN LOWER PORTION FOR YOUR FILES -r ---------------------------------------------------------------------------------------------------------------- REV-736 EX AFP (01-02) x~ NOTICE OF DETERMINATION AND ASSESSMENT OF PENNSYLVANIA ESTATE TAX BASED ON FEDERAL CLOSING LETTER *~ ESTATE OF BROWN ARTHUR E FILE N0.21 01-1094 ACN 202 DATE 11-24-2003 ESTATE TAX DETERMINATION 1. Credit For State Death Taxes as Verified 11,989.95 2. Pennsylvania Inheritance Tax Assessed 16,641.43 (Excluding Discount and/or Interest) 3. Inheritance Tax Assessed by Other States .00 or Territories of the United States (Excluding Discount and/or Interest) 4. Total Inheritance Tax Assessed 5. Pennsylvania Estate Tax Due 6. Amount of Pennsylvania Estate Tax Previously Assessed Based on Federal Estate Tax Return 16,641.43 .00 00 7. Additional Pennsylvania Estate Tax Due .00 TAX CREDITS: PAYMENT DATE RECEIPT NUMBER DISCOUNT (+) INTEREST/PEN PAID C-) AMOUNT 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 S1, NO PAYMENT IS REQUIRED FOR CALCULATION OF ADDITIONAL INTEREST. IF TOTAL DUE IS REFLECTED AS A "CREDIT" (CR), YOU MAY BE DUE A REFUND. SEE REVERSE SIDE OF THTS FORM FoR TNSTRl1CTTnNS_] ,,. .~" CERTIFICATION OF NOTICE UNDER RULE 5.6(a) Name of Decedent: Date of Death: Admin. No.: To the Register: Arthur E. Brown, Jr. November 15, 2001 21-01-1094 I certify that notice of estate administration required by Rule 5.6 of the Orphans' Court Rules was served on or mailed to the following beneficiaries of the above- captioned estate on December 11, 2001: Jane M. Brown, 490 North 25th Street, Camp Hill, PA 17011 Jody M. Boland, 109 Oak Drive, Upper Saddle River, NJ 07458 David M. Brown, 7906 Journey Lane, Springfield, VA 22153 Allfirst Trust Company of PA, Attention: Ruth Ann McMillen, 213 Market Street, Harrisburg, PA 17101 Notice has now been given to all persons entitled thereto under Rule 5.6(a). Date: December 11, 2001 ~ ~~ Bridget .Whitley, Esq. Keefer Wood Allen & Rahal, LLP P.O. Box 11963 Harrisburg, PA 17108-1963 Capacity: Counsel for Personal Representative ..~ . ~- '~ i'^p . N ~. r ;;,`} . ~,,. .: o ~ ~ '" U '~ ~ '.~ U IMPORTANT NOTICE NOTICE OF ESTATE ADMINISTRATION THIS NOTICE DOES NOT MEAN THAT YOU WILL RECEIVE ANY MONEY OR PROPERTY FROM THIS ESTATE OR OTHERWISE Whether you will receive any money or property will be determined wholly or partly by the decedent's will. If the decedent died without a will, whether you will receive any money or property will be determined by the intestacy laws of Pennsylvania. BEFORE THE REGISTER OF WILLS, COUNTY OF CUMBERLAND PENNSYLVANIA In re Estate of Arthur E. Brown, Jr., deceased, TO: Jane M. Brown 490 North 25th Street Camp Hill, PA 17011 Please take notice of the death of decedent and the grant of letters to the personal representatives named below. The Decedent, Arthur E. Brown, Jr., died on the 15th day of November, 2001, in Homeland Center, Dauphin County, Pennsylvania. The Decedent died testate (with a Will). The personal representative of the Decedent is Jane M. Brown, 490 North 25th Street, Camp Hill, PA 17011, (717) 737-6574. The Will has been filed with the Office of the Register of Wills of Cumberland County, 1 Courthouse Square, Carlisle, PA 17013-3387. Phone number (717) 240-6345. A copy of the Will may be obtained by contacting the Register of Wills and paying the charges for duplication. -.; Date: December 11, 2001 ~~-' ~= t ~~~=- ~ ~~ ~ ~`~ ~ ~ - <%~~a~-~L~ Bridget .Whitley, Esq. Keefer Wood Allen & Rahal, LLP P.O. Box 11963, Harrisburg, PA 17108 Telephone (717) 244-8027 Capacity: Counsel to Personal Representative IMPORTANT NOTICE NOTICE OF ESTATE ADMINISTRATION THIS NOTICE DOES NOT MEAN THAT YOU WILL RECEIVE ANY MONEY OR PROPERTY FROM THIS ESTATE OR OTHERWISE Whether you will receive any money or property will be determined wholly or partly by the decedent's will. If the decedent died without a will, whether you will receive any money or property will be determined by the intestacy laws of Pennsylvania. BEFORE THE REGISTER OF WILLS, COUNTY OF CUMBERLAND PENNSYLVANIA In re Estate of Arthur E. Brown, Jr., deceased, TO: Jody M. Boland 109 Oak Drive Upper Saddle River, NJ 07458 Please take notice of the death of decedent and the grant of letters to the personal representatives named below. The Decedent, Arthur E. Brown, Jr., died on the 15th day of November, 2001, in Homeland Center, Dauphin County, Pennsylvania. The Decedent died testate (with a Will). The personal representative of the Decedent is Jane M. Brown, 490 North 25th Street, Camp Hill, PA 17011, (717) 737-6574. The Will has been filed with the Office of the Register of Wills of Cumberland County, 1 Courthouse Square, Carlisle, PA 17013-3387. Phone number (717) 240-6345. A copy of the Will may be obtained by contacting the Register of Wills and paying the charges for duplication. ;~ Date: December 1 1, 2001 ~\ ~- ~~~'~'~~ i%~~ ~%'%~~L-~~~ ~=~~~ Bridget M. Whitley, Esq. Keefer Wood Allen & Rahal, LLP P.O. Box 11963, Harrisburg, PA 17108 Telephone (717) 244-8027 Capacity: Counsel to Personal Representative r IMPORTANT NOTICE NOTICE OF ESTATE ADMINISTRATION THIS NOTICE DOES NOT MEAN THAT YOU WILL RECEIVE ANY MONEY OR PROPERTY FROM THIS ESTATE OR OTHERWISE Whether you will receive any money or property will be determined wholly or partly by the decedent's will. If the decedent died without a will, whether you will receive any money or property will be determined by the intestacy laws of Pennsylvania. BEFORE THE REGISTER OF WILLS, COUNTY OF CUMBERLAND PENNSYLVANIA In re Estate of Arthur E. Brown, Jr., deceased, TO: David M. Brown 7906 Journey Lane Springfield, VA 22153 Please take notice of the death of decedent and the grant of letters to the personal representatives named below. The Decedent, Arthur E. Brown, Jr., died on the 15th day of November, 2001, in Homeland Center, Dauphin County, Pennsylvania. The Decedent died testate (with a Will). The personal representative of the Decedent is Jane M. Brown, 490 North 25th Street, Camp Hill, PA 17011, (717) 737-6574. The Will has been filed with the Office of the Register of Wills of Cumberland County, 1 Courthouse Square, Carlisle, PA 17013-3387. Phone number (717) 240-6345. A copy of the Will may be obtained by contacting the Register of Wills and paying the charges for duplication. Date: December 11, 2001 ~`~~;: ~-f;~!-~ y1 ~ %' ~~~~-t-~' ~Bridget'-M. Whitley, Esq. Keefer Wood Allen & Rahal, LLP P.O. Box 11963, Harrisburg, PA 17108 Telephone (717) 244-8027 Capacity: Counsel to Personal Representative IMPORTANT NOTICE NOTICE OF ESTATE ADMINISTRATION THIS NOTICE DOES NOT MEAN THAT YOU WILL RECEIVE ANY MONEY OR PROPERTY FROM THIS ESTATE OR OTHERWISE Whether you will receive any money or property will be determined wholly or partly by the decedent's will. If the decedent died without a will, whether you will receive any money or property will be determined by the intestacy laws of Pennsylvania. BEFORE THE REGISTER OF WILLS, COUNTY OF CUMBERLAND PENNSYLVAr1IA In re Estate of Arthur E. Brown, Jr., deceased, TO: Allfirst Trust Company of PA Attention: Ruth Arai McMillen 213 Market Street Harrisburg, PA 17101 Please take notice of the death of decedent and the grant of letters to the personal representatives named below. The Decedent, Arthur E. Brown, Jr., died on the 15th day of November, 2001, in Homeland Center, Dauphin County, Pennsylvania. The Decedent died testate (with a Will). The personal representative of the Decedent is Jane M. Brown, 490 North 25th Street, Camp Hill, PA 17011, (717) 737-6574. The Will has been filed with the Office of the Register of Wills of Cumberland County, 1 Courthouse Square, Carlisle, PA 17013-3387. Phone number (717) 240-6345. A copy of the Will may be obtained by contacting the Register of Wills and paying the charges for duplication. ., ,. Date: December 11, 2001 .t ;"y j~`~ " r `'`~i~,.~`' Bridget .Whitley, Esq. Keefer Wood Allen & Rahal, LLP P.O. Box 11963, Harrisburg, PA 17108 Telephone (717) 244-8027 Capacity: Counsel to Personal Representative