Estate of Catherine E. Dowell, Deceased, Patricia Low, Executrix - Page 8

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          son, as recipient of the payments from Patricia Low; and (2) to             
          reflect the fact that Patricia Low had already purchased 25                 
          percent of the agency stock.  Sidney Dowell was substituted for             
          Kenneth Dowell in the codicil because Kenneth was going through a           
          divorce and decedent did not want his wife to make a claim on the           
          payments called for in the will.  Jan Seigel advised decedent               
          that he did not think Kenneth Dowell's wife could make a claim on           
          an inheritance under New Jersey law, but decedent said she really           
          did not care what his advice was and that she wanted to do it her           
          way.  She wanted to make sure that her daughter-in-law could not            
          get the payments "in any way, shape, or form".  The change of               
          recipient in the codicil from Kenneth Dowell to Sidney Dowell was           
          not occasioned by decedent's being upset with Kenneth or by a               
          family dispute between decedent and him.                                    
               Under the terms of the codicil, Patricia Low had to pay to             
          her father a total of $5,000 per month for almost 10 years, as              
          her monthly payments under the codicil were $3,750 and one-half             
          of the $2,500 that she owed under the agreement.                            
               The codicil was written approximately 2 years after the will           
          was executed.  Decedent discussed the codicil with her son in               
          1990.  She said that the provision in the original will by which            
          he would receive payments from the business was being changed.              
          Decedent told her son that the reason for the change was that he            
          had a divorce case pending and decedent did not want to have the            
          payments be part of a property settlement in his divorce case.              




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