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HomeMy WebLinkAbout03-16-06 PETITION FOR PROBATE and GRANT OF LETTERS Estate of M. EUGENE MILLER, JR. late of the North Middleton Township, Cumberland County, Pennsylvania, Deceased Social Security No. 162-36-7572 No. 21-06- 01-3(P To: Register of Wills for the County of Cumberland in the Commonwealth of Pennsylvania The petition of the undersigned respectfully represents that: Your petitioner is 18 years of age or older and the executrix named in the last will of the above decedent, dated April 16, 1999. Decedent was domiciled at death in Cumberland County, Pennsylvania, with his last family or principal residence at 450 McClures Gap Road, Carlisle, Pennsylvania 17013. Decedent, then 62 years of age, died December 14,2005, at Carlisle Regional Medical Center, Carlisle, Pennsylvania 17013. 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 an incapacitated person. Decedent at death owned property with estimated values as follows: (If domiciled in Pa.) All personal property (I f not domiciled in Pa.) Personal property in P A (Ifnot domiciled in Pa.) Personal property in County Value of real estate in Pennsylvania situated as follows: None, other than as tenant by the entirety $30.000.00 $ $ $ WHEREFORE, petitioner respectfully requests the probate of the last will presented herewith and the. grant of letters testamentary thereon. ' . . Signature and Residence of Petitioner ~~/ 71. ?n J~d K thryn MIller 450 McClures Gap Road Carlisle, P A 17013 i") \_.~...;,t OATH OF PERSONAL REPRESENTATIVE COMMONWEALTH OF PENNSYL VANIA ) ) SS: COUNTY OF CUMBERLAND ) The petitioner above-named swears or affirms that the statements in the foregoing petition are true and correct to the best of the knowledge and belief of petitioner and that as personal representative of the above decedent petitioner will well and truly administer the estate according to law. ~t(~ lJ ~ K hryn . iller Sworn to or affirmed and subscribed before me this / {p f h day of March, 2006 , ~ ~ -::ftOJUA -4;1J>~ Registe!j!UA ~ ~ No. 21-06- Estate of M. Eugene Miller, Jr., Deceased DECREE OF PROBATE AND GRANT OF LETTERS AND NOW ~ 1& I h , 2006, in consideration of the petition on the reverse side hereof, satisfactory proof having been presented before me, IT IS DECREED that the instrument dated April16, 1999, described therein be admitted to probate and filed of record as the last will ofM. Eugene Miller, Jr.; and Letters Testamentary are hereby granted to Kathryn N. Miller. ~~ '-1tiJJLt{ ~t1d/'O~ Register of Wili~ In;J&;;;;;:J/!t~~L1j t#t h~ Wayn~ade, Esquire 15712 ATTORNEY (Sup. Ct. LD. No.) 53 West Pomfret Street Carlisle, Pennsylvania 17013 ADDRESS 717 -243-0220 PHONE FEES Probate, Letters, Etc. . . .$ qo, 00 Short Certificate(s) .~. . $ Wi J J D ICP. . $ 1'..@nuncu~tlon . . . . . . . . f. DO /5,00 10,00 aulo TOTAL $ 5.00 $ 1:2. 8', 00 Filed:711.t:~~. (&, 2{)OIo Thi ~ 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 perOlanent filing. WARNING: It is illegal to duplicate this copy by photostat or photograph. Fee for this certificate, $6.00 P I 12045371 No. 2\.'~.... ~. ~tu-~~ Local Registrar DEe 1 7 2005 Date r..~)' C~:i Hl05.144 Rev. 1/91 COMMONWEALTH OF PENNSYLVANIA · DEPARTMENT OF HEALTH · VITAL RECORDS CERTIFICATE OF DEATH (Coroner) TYPE/PRINT IN PERMANENT BLACK INK #30-140 SEX 2. Male STATE FILE NUMBEfI SOCIAL SECURITY NUMBER 3. DATE OF DEATH (Monlh. Day, Year) 4. December 14, 2005 BIRTHPLACE (City and PLACE OF DEATH (Check only one - see instructions on OIhe, side) Slate or Foreign Counlry) HOSPITAL: OTHER: Bedford, PA Inpatient 0Cl ~~:,g 0 7. ... FACILITY NAME (II nOl insl~ution. give streel and number) Medical Center =~y}O RACE - American Indian, Black. WMe, etc. (Specify) 10. White SURVIVING SPOUSE (If w~e. give maiden name) MARITAL STATUS - Married Nevar Married. Widowed. Divorced (Spec~) Married Kathryn NfiieIjr.' N lWP. Cumberland 17d.D =;'=~:;'':~Of MOTHERt8~i~~' M~~~~~'1~a) 19. INFORMANT'S MAILING ADDRESS (Street, CitylTown, Slale. Zip Code) PA 17013 . 450 McClure Gap Road, Carlisle LOCAI'ION - CltylTown. Slate, Zip Code 17b. Coun o w r/) ::l ~ :l 4( 2005 DATE PRONOUNCED DEAD (Month, Day. Year) 24. 11 : OS p" M. 25. December 14, 2005 27. PART I: Enter the diseases, injuries or complications which caused the death. Do nol enler the mode of dying, such as cardiac or respiratory arrest. shock Of heart failure. List only one cause on each line. Probable Pulmonar Embolism DUE TO (OR AS A CONSEQUENCE OF): b. DUE TO (OR AS A CONSEQUENCE OF): DUE TO (OR AS A CONSEQUENCE OF): d. WERE AUTOPSY FINDINGS AVAILABLE PRIOR TO COMPlETION OF CAUSE OF DEATH? MANNER OF DEATH DATE OF INJURY (Month, Day, 'rtlar) c' /001'0. 22c. 23b. 23c. WAS CASE REFERRED TO MEDICAL EXAMINER/CORONER? YesJ( NoD 28. lApproximate ,Interval be_n I onset and death PART II: Other significant conditions contribUting to death, but not resulting in the underlying cause given in PART I. CABG No 0 Accident Pending Investigation o o 308. 30b. M. O PLACE OF INJURY - At home, farm. street, factory, office building, etc. (SpecifY) 309. . o o Natural Homicide Yes 0 NO~ Yes D 2". 28b. CERTIFIER (Check only one) 'CERTIF'tING PHYSICIAN (Physician certifying cause 01 death when anolher physician has pronounced death and completed Item 23) To the best of my knowledge, death occurred due 10 \he cause(s) and manner as stated. . . . . . . . - , . . . . . . . . . - - . . . . . . . . . . . . . . . . .. . . . - . . . . . . . . . . Could not be determined Suicide 29. I- Z W @ lrl o u.. o w :::E 01( z . PRONOUNCING AND CERTIFYING PHYSICIAN (Physician both pronouncing dealh and C8flifying 10 cause of death) To the best of my knowledge, death occurred allhe lime, date. end place. and due 10 the cause(s) and mannerss slated.. . . , . . . . . . . . . . . . . . . . . . . . . "MEDICAL EXAMINER/CORONER On the ba.l. of examination and/or Inve.tlgatlon, In my opinion, death occurred al the time. date, and place. and due to the cause(s) and manner as steted.. . . _ . . . . . . . . . . . . . . . . . - . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . , . . . . . . . 31a. REGISTRAR'S SIGNro-URE AND NUMBER~ . ~ 33. ~~. ~~~~ R.d ~I llO I o Coroner DATE SIGNED (Month. Day. Year] o 3lc. 31d. December 1 b, 2005 NAME AND ADDRESS OF PERSON WHO COMPLETED CAUSE OF DEATH (Item 27) Type orPrtnl Michael L. Norris, Coroner ~ 6375 Basehore Road, Suite #1 ~ n. Mechanicsburg, Pa. 17050 Oro-E ALEO (Month, Day, Year) 34. \ 0.S- II .. . LAST WILL AND TESTAMENT I, M. EUGENE MILLER, JR., of the Township of North Middleton, County of Cumberland, Commonwealth of Pennsylvania, being of sound and disposing mind, memory and understanding, do make, publish and declare this as and for my Last Will and Testament, hereby revoking and making void all former wills and codicils by me at anytime heretofore made. FIRST. I order and direct that all my just debts and funeral expenses be paid by my personal representative or representatives, hereinafter named, as soon as conveniently may be done after my decease. SECOND. If my wife, KATHRYN N. MILLER, should fail to survive me, I authorize my personal representative or representatives hereinafter named to distribute, in accordance with his or her discretion, items of tangible personal property from my Estate in accordance with any of my wishes expressed in writing. Such tangible personal property shall be restricted to common personal possessions and shall not include cash, bank books, stock certificates, bonds or the like unless otherwise expressly stated in my said written wishes. In the event of any conflict between my said written wishes and this my Last Will and Testament, this shall control. In the event of any cash bequests in my said wishes expressed in writing, I hereby authorize my personal representative or representatives hereinafter named to distribute the bequests to any minor legatees by WAYNEF. SHADE Attorney at Law 53 West Pomfret Street Carlisle, Pennsylvania 17013 making distribution directly to any parent or legal guardian of the minor legatee. In the event of my failure to leave a list, I order and direct that all of my said tangible personal property, other than as specifically bequeathed herein, be liquidated and distributed as part of my residuary Estate. In the event of the failure of any of the legatees, designated in any of my said written wishes, to survive me, I order and direct that their bequests be idated and distributed as part of my residuary Estate. In the event of the failure of any of the legatees to survive me, nothing herein shall be interpreted to prevent my personal representative or representatives hereinafter named from selling any of the items, which would have passed to those legatees, to my other legatees at fair market value. In the event of a dispute as to any aspects of the list, I order and direct that any such disputed tangible personal property be liquidated and distributed as part of my residuary Estate. THIRD. In the event that my wife should fail to survive me, I give, devise and bequeath the residue of my Estate, real, personal and mixed, whatsoever and wheresoever situate unto such of my issue who shall survive me, in equal shares, by representation and not per capita. FOURTH. In the event that my wife should survive me, I give, devise and bequeath assets from my residuary estate to my wife, valued as of the date allocated or distributed, selected by the Trustee, equal in value to an amount which, when added to the final estate tax value of all other property included in any gross estate which passes to my wife and which qualifies for the federal estate tax marital deduction, will entitle my Estate to the minimum federal estate tax marital deduction, allowable in determining the federal WAYNEF. SHADE Attorney at Law estate tax payable by reason of my death, necessary to reduce my taxable estate to an 53 West Pomfret Street Carlisle, Pennsylvania 17013 -2- . . , amount on which no federal estate tax is due and the federal unified credit available to my Estate is fully utilized; provided that the aforesaid devise and bequest to my wife shall be satisfied only from assets qualifying for the marital deduction. I give, devise and bequeath the remaining portion of my residuary estate, ereinafter referred to as the "Residuary Trust", to my wife, in trust, to be held, administered and distributed by the Trustee, as follows: A. PAYMENT AND DISTRIBUTION OF RESIDUARY TRUST Payment of Income and Principal to Wife (1) The Trustee shall pay to or apply for the benefit of my wife during her lifetime all of the net income of the Residuary Trust in monthly or in other convenient installments, but in no event less often than annually. If at anytime in the discretion of the Trustee my wife should be in need of additional funds for her proper maintenance and support, and if the trust estate of the Marital Trust, if any, is entirely exhausted, then the Trustee, in addition to the income payments hereinabove provided, shall in the discretion of the Trustee pay to or apply for the benefit of my wife such amounts from the principal of the Residuary Trust, up to the whole thereof, as the Trustee from time to time may deem advisable. Division of Trust Estate (2) On the death of my wife, the Trustee shall divide the trust estate of the Residuary Trust into as many equal shares as there are children of mine then living and WAYNEF. SHADE Attorney at Law 53 West Pomfret Street Carlisle, Pennsylvania 17013 -3- ri WAYNEF. SHADE Attorney at Law 53 West Pomfret Street Carlisle, Pennsylvania 17013 children of mine then deceased but leaving issue then living. Each share shall constitute and be held, administered and distributed by the Trustee as a separate Trust. ( a) One equal share shall be set aside for the benefit of each of my children who may then be living and shall constitute the trust estate of such child's Trust. (b) One equal share shall be set aside for the benefit of the issue of each of my deceased children who leave issue then living and shall constitute the trust estate of the Trust for such issue. Distribution of Trust Estate (3) The Trustee shall apply and distribute the net income and principal of each of the shares of the trust estate, as follows: (a) Until a beneficiary shall reach the age of twenty-two (22) years, the Trustee shall pay to or apply for the benefit of the beneficiary in monthly or other convenient installments so much of the net income from his or her share of the trust estate, up to the whole thereof, as the Trustee in its discretion deems advisable for the beneficiary's proper care, support, maintenance and education. At the end of each year the Trustee shall accumulate and add to the principal of each beneficiary's share of the trust estate the balance, if any, of the said net income. -4- WAYNE F. SHADE Attorney at Law 53 West Pomfret Street Carlisle, Pennsylvania 17013 (b) If at anytime in the discretion of the Trustee, a beneficiary shall be in need of funds for his or her proper care, support, maintenance and education, the Trustee shall in its discretion, in addition to the payments hereinabove provided, pay to or apply for the benefit of such beneficiary such amounts from the principal of his or her share of the trust estate, up to the whole thereof, as the Trustee may from time to time deem advisable. (c) When a beneficiary shall attain the age of twenty-two (22) years, the Trustee shall distribute to such beneficiary all of the balance of his or her share of the trust estate. (d) If any beneficiary for whom a share of the trust estate has been set aside should fail to survive to distribution of the full balance of his or her trust estate, then on the death of such beneficiary, all of the balance of such deceased beneficiary's share of the trust estate shall be added equally to the shares and partial shares set aside for the benefit of my other children and the issue of any deceased child of mine. As to distribution to the share of a previously deceased child, it shall be by representation and not per capita. -5- Maximum Duration of Trust (4) All of the Trusts established herein shall in any event terminate on the expiration of twenty-one (21) years after the death of the last survivor of all my children in being at the time of my death. Definitions (5) The following terms, as used in this my Last Will and Testament, shall be defined, as follows: WAYNE F. SHADE Attorney at Law 53 West Pomfret Street Carlisle, Pennsylvania 17013 (a) The term "children" includes adopted children and any who may hereafter be born. (b) The term "issue" means lawful blood descendants in the first, second or any other degree of consanguinity of the ancestor designated, and includes legally adopted children. ( c) All references to the "Trust" or the "trust estate" unless otherwise specifically provided herein, refer, in the event of separate Trusts herein, to each of the separate Trusts herein provided, respectively, and the trust estate of each Trust. (d) The term "education" includes both college and post- graduate study at any accredited institution of the beneficiary's choice for any period of time that in the judgment of the Trustee is advantageous to the beneficiary; the Trustee shall provide adequate -6- amounts for all related living and travel expenses of the beneficiary within reasonable limits. Beneficiaries' Other Means of Support (6) The Trustee in exercising its discretionary authority with respect to the payment of income or principal of the trust estate to any beneficiary shall take into consideration any income or other resources available to such beneficiary from sources outside of this Trust that may be known to the Trustee. The Trustee may accept as final and conclusive the written statement of the beneficiary receiving payment as to other available income or resources. The determination of the Trustee with respect to the advisability of making payments out of income or principal to any beneficiary shall be conclusive on all persons interested in the Trust. Benefits to Guardian and Family (7) The Trustee is hereby specifically authorized to distribute to any person nominated in this my Last Will and Testament and serving as Guardian of the person of any beneficiary of this Trust until the beneficiary shall reach the age of eighteen (18) years to utilize such funds from this Trust as are reasonably necessary to offset any economic burdens occasioned to the Guardian by virtue of acting in such capacity. By way of illustration and not of limitation, I expressly authorize expenditure of funds from this Trust to expand, enlarge or remodel the existing home of the Guardian or to purchase a larger home, if reasonably required, in order to permit all of the beneficiaries of this WAYNEF. SHADE Attorney at Law Trust while they are under the age of eighteen (18) years to reside with such Guardian in 53 West Pomfret Street Carlisle, Pennsylvania 17013 -7- comfort. The reasonableness of the need to enlarge the Guardian's present home or to purchase a larger one, as the case may be, shall depend in part on the number and ages of children for whom the Guardian of the person is required to care (including his or her own children) and the amount of the principal of this Trust. Funds from this Trust may so be utilized to pay any increases in living expenses occasioned by such Guardianship, including, but not limited to, increases in homeowners' fire and casualty insurance, property taxes incurred by remodeling or expansion of said Guardian's home or the purchase of a new home, utility bills and food bills. It is my intention that the foregoing powers may be exercised by the said Trustee without prior Court approval and without further responsibility to the beneficiaries, their parents or to any other person or persons taking care of the minor beneficiaries. Incapacity of Beneficiary (8) If at anytime any beneficiary entitled to receive income or principal from the trust estate shall be a minor or an incapacitated person or a person whom the Trustee shall deem unable to handle funds properly or wisely ifpaid directly to the beneficiary, the Trustee in its discretion may make payments in anyone or more of the following ways: (a) Directly to the beneficiary; (b) To the natural guardian or legally appointed guardian of the person or estate of the beneficiary; or ( c) By making expenditures directly for the care, support, WAYNEF. SHADE Attorney at Law 53 West Pomfret Street Carlisle, Pennsylvania 17013 maintenance or education of the beneficiary. -8- The Trustee shall not be required to see to the application of any funds paid or applied in any of the aforementioned ways and the receipt of the payee shall be full acquittance to the Trustee. The decision of the Trustee as to which of the aforementioned thods should be used in making payments shall be conclusive and binding on all parties concerned. Undistributed Payments to Succeeding Beneficiary (9) Upon termination of the right of any beneficiary to receive payments from net income or principal hereunder, all such payments accrued or undistributed by the Trustee at the date of such termination shall be distributed to the beneficiary next entitled to the successive interest by the terms of this my Last Will and Testament. Conflicting Claims (10) Whenever there are conflicting claims as to the person entitled to any payment or distribution from the trust estate, the Trustee may in its discretion withhold without payment of interest all or any part of any disputed payment or distribution until the matter has been finally adjudicated by the appropriate court. Alienation and Attachment of Beneficiary's Interest (11) No beneficiary or remainderman of any Trust shall have any right or power, except as otherwise specified, to sell, transfer, assign, pledge, mortgage, alienate or hypothecate his or her interest in the principal or income of the trust estate in any manner whatsoever. To the fullest extent of the law, the interest of each and every beneficiary WAYNE F. SHADE Attorney at Law and remainderman shall not be subject to the claims of any of his or her creditors or liable 53 West Pomfret Street Carlisle, Pennsylvania 1 70 13 -9- o attachment, execution, bankruptcy proceedings or any other legal process. The Trustee shall pay, disburse and distribute principal and income of the trust estate only in the , manner provided for in this my Last Will and Testament and not on any attempted transfer or assignment, whether oral or written, of any beneficiary or remainderman or by Distribution of Trust Assets by Executor (12) If on termination of the administration of my probate estate there has been no distribution in trust to the Trustee and events have occurred which would require the Trustee under the terms of this my Last Will and Testament to make immediate distribution of my entire estate, my personal representative shall perform all of the acts necessary to complete such distribution and for that purpose shall have all the powers granted herein to the Trustee. B. GENERAL ADMINISTRATIVE POWERS OF THE TRUSTEE In order to carry out the purposes of any Trust established in this my Last Will and Testament, the Trustee, in addition to all other powers and discretions granted herein or by law, shall have the following powers and discretions, subject to any limitations specified elsewhere herein: Retain Assets (1) To continue to hold any and all property received by the Trustee or subsequently added to the trust estate or acquired pursuant to proper authority including WAYNE F. SHADE Attorney at Law 53 West Pomfret Street Carlisle, Pennsylvania 17013 shares of Trustee's own stock and stock in any corporation controlling, controlled by or -10- under common control with the Trustee if and as long as the Trustee, in exercising reasonable prudence, discretion and intelligence, shall consider that the retention is in the best interests of the Trust; provided, however, that unproductive property shall not be retained as an asset of the Trust for more than a reasonable time during the lifetime of my wife without the written consent of my wife. Investments (2) To invest and reinvest in every kind of property, real, personal or mixed, and every kind of investment, specifically including, but not by way of limitation, corporate obligations of every kind, and stocks, preferred or common, which persons of prudence, discretion and intelligence acquire for their own accounts, including any common trust fund administered by the Trustee pursuant to the Uniform Common Trust Fund Act. Management of Securities (3) To exercise, respecting securities held in the trust estate, all the rights, powers and privileges of an owner, including, but not limited to, the powers to vote, give proxies and pay assessments and other sums deemed by the Trustee necessary for the protection of the trust estate; to participate in voting trusts, pooling agreements, foreclosures, reorganizations, consolidations, mergers and liquidations, and in connection therewith, to deposit securities with and transfer title to any protective or other committee under such terms as the Trustee may deem advisable; to exercise or sell stock subscription or conversion rights; and to accept and retain as an investment any securities or other WAYNEF. SHADE Attorney at Law 53 West Pomfret Street Carlisle, Pennsylvania 17013 -11- . J,., property received through the exercise of any of the foregoing powers, regardless of any limitations elsewhere in this instrument relative to investments by the Trustee. Form of Ownership of Trust Property (4) To hold securities or other trust property in the name of the Trustee as Trustee under each Trust or in the Trustee's own name or in the name of a nominee or under such conditions where ownership will pass by delivery. Business Interests (5) To continue and operate, to sell or to liquidate, as the Trustee shall deem advisable at the risk of the trust estate, any business or partnership interests received by the trust estate; provided, however, that unproductive property shall not be retained as an asset of the Trust for more than a reasonable time during the lifetime of my wife without the written consent of my wife. Sell and Exchange (6) To sell for cash or on deferred payments at public or private sale, to exchange and to convey any property of the trust estate. Division of Trust Estate (7) On any division of the trust estate into separate shares or trusts, to apportion and allocate the assets of the trust estate in cash or in kind, or partly in cash and partly in kind, or in undivided interests in the manner deemed advisable in the discretion of the Trustee; after any division of the trust estate, the Trustee may make joint investments with WAYNEF. SHADE Attorney at Law 53 West Pomfret Street Carlisle, Pennsylvania 17013 -12- .. funds from some or all of the several shares or Trusts, but the Trustee shall keep separate accounts for each share or Trust. Abandonment of Trust Assets (8) To abandon any trust asset or interest therein in the discretion of the Trustee. Option (9) To grant an option involving disposition of a trust asset and to take an option for the acquisition of any asset by the trust estate. Lease (10) To lease any real or personal property of the trust estate for any purpose for terms within or extending beyond the duration of any Trust. Property Management (11) To manage, control, improve and repair real and personal property belonging to the trust estate. Development of Property (12) To partition, divide, subdivide, assign, develop and improve any trust property; to make or obtain the vacation of plats and adjust boundaries or to adjust differences in valuation on exchange or partition by giving or receiving consideration; and to dedicate land or easements to public use with or without consideration. WAYNEF. SHADE Attorney at Law 53 West Pomfret Street Carlisle, Pennsylvania 17013 -13- Repair, Alter, Demolish and Erect (13) To make ordinary and extraordinary repairs and alterations in buildings or other trust property, to demolish any improvements, to raze party walls or buildings and to erect new party walls or buildings as the Trustee shall deem advisable. Borrowing and Encumbering (14) To borrow money for any trust purpose from any person, firm or corporation, including one acting as Trustee hereunder, on the terms and conditions deemed appropriate by the Trustee and to obligate the trust estate for repayment; to encumber the trust estate or any of its property by mortgage, deed of trust, pledge or otherwise, using whatever procedures to consummate the transaction deemed advisable by the Trustee; and to replace, renew and extend any encumbrance and to pay loans or other obligations of the trust estate deemed advisable by the Trustee. Natural Resources (15) To enter into oil, gas, liquid or gaseous hydrocarbon, sulphur, metal and any and all other natural resource leases on terms deemed advisable by the Trustee, and to enter into any pooling, unitization, repressurization, community and other types of agreements relating to the exploration, development, operation and conservation of properties containing minerals or other natural resources; to drill, mine and otherwise operate for the development of oil, gas and other minerals; to contract for the installation and operation of absorption and repressuring plans; and to install and maintain pipelines. WAYNE F. SHADE Attorney at Law 53 West Pomfret Street Carlisle, Pennsylvania 17013 -14- Insurance (16) To procure and carry at the expense of the trust estate insurance of the kinds, forms and amounts deemed advisable by the Trustee to protect the trust estate and the Trustee against any hazard. Enforcement of Hypothecations (17) To enforce any deed of trust, mortgage or pledge held by the trust estate and to purchase at any sale thereunder any property subject to any such hypothecation. Extending Time of Payment of Obligations (18) To extend the time of payment of any note or other obligation held in the trust estate, including accrued or future interest, in the discretion of the Trustee. Adjustment of Claim (19) To compromise, submit to arbitration, release with or without consideration, or otherwise adjust claims in favor of or against the trust estate. Litigation (20) To commence or defend at the expense of the trust estate any litigation affecting each Trust or any property of the trust estate deemed advisable by the Trustee. Administration Expenses (21 ) To pay all taxes, assessments, compensation of the trustee and all other expenses incurred in the collection, care, administration and protection of the trust estate. WAYNEF. SHADE Attorney at Law 53 West Pomfret Street Carlisle, Pennsylvania 17013 -15- Employment of Attorneys, Advisers and Other Agents (22) To employ any attorney, investment adviser, accountant, broker, tax specialist, appraiser or any other agent deemed necessary in the discretion of the Trustee; and to pay from the trust estate reasonable compensation for all services performed by any of them. Termination by Trustee of Small Trust (23) To terminate in the discretion of the Trustee any separate Trust held for an income beneficiary and remainderman if the fair market value of the separate Trust at anytime shall become less than $10,000 and, regardless of the age of the income beneficiary, to distribute the principal and any accrued or undistributed net income to the income beneficiary, or unto his or her guardian or other fiduciary. Distribution (24) On any partial or final distribution of the trust estate, to apportion and allocate the assets of the trust estate in cash or in kind, or partly in cash and partly in kind, or in undivided interests in the manner deemed advisable at the discretion of the Trustee and to sell any property deemed necessary by the Trustee to make the distribution. General (25) To do all the acts, to take all the proceedings and to exercise all the rights, powers and privileges which an absolute owner of the property would have, subject always to the discharge of its fiduciary obligations; the enumeration of certain powers WAYNEF. SHADE Attorney at Law herein shall not limit the general or implied powers of the Trustee; the Trustee shall have 53 West Pomfret Street Carlisle, Pennsylvania 17013 -16- WAYNE F. SHADE Attorney at Law 53 West Pomfret Street Carlisle, Pennsylvania 17013 all additional powers that may now or hereafter be conferred on it by law or that may be necessary to enable the Trustee to administer each Trust in accordance with the provisions of this my Last Will and Testament) subject to any limitations specified herein. Powers Inconsistent with Marital Deduction (26) None of the powers or discretions granted in any provision in this Will to the Trustee shall be exercised in a manner inconsistent with the allowance of the federal estate tax marital deduction, to which my Estate would otherwise be entitled, regardless of any provision herein to the contrary. c. OPERATIONAL PROVISIONS Determination of Income and Principal (1) Subject to the right of my wife to give controlling directions, the Trustee shall have power to allocate receipts, disbursements and losses to principal or to income, in accordance with generally accepted accounting practices. However, the Trustee shall make no allocation of any receipt to principal or any disbursement to income if such allocation would result in my wife's receiving less income from the Marital Trust or legacy and residuary trust than that to which she otherwise would be entitled under Pennsylvania law if there were no provision in this instrument dealing with such allocations. Trustee's Fees (2) The Trustee shall receive reasonable fees for the ordinary and extraordinary services rendered by it in accordance with its customary charges therefor. -17- Waiver of Trustee's Bond (3) No bond for the faithful performance of duties shall be required of any person named in this Will as Trustee. Limit of Trustee's Liability (4) No individual Trustee appointed under this my Last Will and Testament shall at anytime be held liable for any action or default of himself or his agent or any other Co- Trustee, if any, or of any other person in connection with the administration of the trust estate, unless caused by his own gross negligence or by a willful commission by him of an act in breach of trust. Choice of Law (5) The validity and administration of any Trust established herein and all questions relating to the construction or interpretation of any such Trust shall be governed by the laws of the Commonwealth of Pennsylvania in effect as of the date hereof. FIFTH. If my wife should fail to qualify as Trustee herein or should decline or cease so to serve, I nominate, constitute and appoint ORRSTOWN BANK, with offices in Carlisle, Pennsylvania, its successors or assigns, as such Trustee. SIXTH. All estate, inheritance and succession taxes, together with any interest and penalties thereon, payable as a result of my death and imposed with respect to any property, whether or not disposed of by this Will, shall be paid out of the Residuary Trust set forth hereinabove. WAYNEF. SHADE Attorney at Law 53 West Pomfret Street Carlisle, Pennsylvania 17013 -18- . . SEVENTH. If any beneficiary or remainderman under this my Last Will and Testament shall in any manner, directly or indirectly, contest or attack this my Last Will and Testament or any of its provisions, without being able to establish probable cause therefor, any share or interest in my Estate or in the estate of any Trust established herein and given to that contesting beneficiary or remainderman herein is hereby revoked and shall be distributed in the same manner provided herein as if that contesting beneficiary or remainderman had predeceased me without issue. EIGHTH. My wife and I are executing Wills at approximately the same time in which each of us is the primary beneficiary of the Will of the other. Either Will may be revoked after the death of the first spouse to die. NINTH. For the purposes of this my Last Will and Testament, a person shall not be deemed to have survived me unless he or she shall have survived me by more than ninety (90) days. If my wife shall die simultaneously with me or there is no direct evidence to establish that my wife and I die other than simultaneously, I direct that I shall be deemed to have predeceased my wife, notwithstanding any provision of law to the contrary, and that the provisions of my Will shall be construed on such presumption. If any legatee, devisee or beneficiary of any Trust, other than my wife, shall die simultaneously with me or there is no direct evidence to establish that such person and I died other than simultaneously, I hereby declare that I shall be deemed to have survived such person. WAYNEF. SHADE Attorney at Law 53 West Pomfret Street Carlisle, Pennsylvania 17013 -19- TENTH. My personal representative or representatives hereinafter named shall, .n addition to the powers vested in them by law and by other provisions of this my Last Will and Testament have, without the necessity of prior Court approval, the power to carry on alone or jointly with others any business in which I may have an interest at my death for whatever period of time they may think proper, without personal liability for any operating losses. In the operation of said business, they shall have the power to do any and all things they deem necessary or appropriate, including the power to merge or incorporate the business, the power to borrow and to pledge assets contained in my Estate as security for such borrowing, and the power to close out, liquidate or sell the business at such time and upon such terms as to them shall seem best. ELEVENTH. I order and direct that, upon my death, my body be cremated in lieu of burial and that disposition of my ashes be at the discretion of my personal representative. LASTL Y. I nominate, constitute and appoint my wife, KA THR YN N. MILLER, to be the Executrix of this my Last Will and Testament, but if, for any reason, she should fail to qualify as such Executrix or decline or cease so to serve, I nominate, constitute and appoint my children, STEPHANIE G. COULSON, BRIAN E. MILLER and LESLIE K. MILLER, to be the successive alternate personal representatives hereof, all to serve without bond. IN WITNESS WHEREOF, I, M. EUGENE MILLER, JR., have hereunto set my WAYNEF. SHADE Attorney at Law hand and seal to this, my Last Will and Testament which consists of twenty-three (23) 53 West Pomfret Street Carlisle, Pennsylvania 170 13 -20- WAYNEF. SHADE Attorney at Law 53 West Pomfret Street Carlisle, Pennsylvania 17013 -. typewritten pages to each of which I have affixed my signature, this 16 t h day of April , A.D. One Thousand Nine Hundred Ninety-Nine (1999). M .. (SEAL) The preceding instrument, consisting of this and twenty-two (22) other typewritten pages, each identified by the signature of the Testator, was on the date thereof signed, sealed, published and declared by M. EUGENE MILLER, JR., the Testator, therein named, as his Last Will and Testament, in the presence of us, who, at his request, in his presence, and in the presence of each other, have subscribed our names as witnesses hereto. ttI~ ~~.. ~ ,-3:-I2Jlx~ Acknowledgment COMMONWEAL TH OF PENNSYLVANIA ) ) SS: COUNTYOFCUMrnERLAND ) I, M. EUGENE MILLER, JR., the person whose name is signed to the foregoing instrument, having been duly qualified according to law, do hereby acknowledge that I -21- WAYNEF. SHADE Attorney at Law 53 West Pomfret Street Carlisle, Pennsylvania 17013 . . signed and executed the instrument as my Last Will and Testament and that I signed it willingly and as my free and voluntary act for the purposes therein expressed. Sworn to or affirmed and acknowledged before me by M. EUGENE MILLER, JR., this 16th day of April , 1999. , .. ^) c~~ (."J '1~ Notary Prtblic Notarial Seal Connie J. Tritt, Notary Public Carlisle. Cumberland County ! My Commission Expires Oct. 5. 2000 J . '~''''''-________''''''''''~r''''''''i.~u.'loal ~:t,; Affidavit COMMONWEAL TH OF PENNSYL VANIA ) ) SS: COUNTY OF CUMBERLAND ) We, Wayne F. Shade and Karen F. Byers , the witnesses whose names are signed hereto, being duly qualified according to law, do depose and say that we were present and saw the Testator sign and execute the instrument as his Last Will and Testament; that the Testator signed willingly and executed it as his free and voluntary act for the purposes therein expressed; that each subscribing witness in the hearing and sight of the Testator signed the Will as a witness; and, that to the best of our knowledge, the Testator was at that time eighteen or more years of age, of sound mind and under no constraint or undue influence. -22- # . . WAYNEF. SHADE Attorney at Law 53 West Pomfret Street Carlisle, Pennsylvania 17013 Sworn to or affirmed and subscribed to before me by Wayne F. Shade Karen F. Byers , witnesses, this 16th day of April t[;~ ~~ .~~d~t~~ {~~ 2c-~ Notary Pu IC N otari aJ Seal Connie J. Tritt, Notary Public Carlisle, Cumberland County ~!1.~?~m~ission Expires Oct. 5, 2000 -....-~~~l:'>"~"',....'"""....!l~ -23-