Estate of Harry Fagan, Jr., - Page 8




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               under Article III hereof, and as soon as practical, all                
               inheritance, estate, transfer, and succession taxes                    
               payable by reason of my death (including interest and                  
               penalties thereon in the discretion of my Executor)                    
               assessed on my property or interest included in my                     
               gross estate for tax purposes.  I direct that my                       
               Executor shall not require that any part of such taxes                 
               by [sic] recovered from, paid by, or apportioned among                 
               the recipients of, or those interested in, such                        
               property.                                                              
                              *   *   *   *   *   *   *                               
                                     ARTICLE III                                      
                           DISPOSITION OF RESIDUARY ESTATE                            
                    All the rest, residue and remainder of my                         
               property, real and personal, tangible and intangible,                  
               wheresoever situate and howsoever held, including any                  
               property over which I may have a power of appointment,                 
               herein referred to as my residuary estate, I give,                     
               devise, and bequeath to First-Citizens Bank & Trust                    
               Company, as Trustee under that certain Trust Agreement                 
               dated the 17th day of June, 1988, wherein I am the                     
               Grantor and First-Citizens Bank & Trust Company is                     
               Trustee, to be held and administered as a part of the                  
               trust hereby [sic] created.                                            
                              *   *   *   *   *   *   *                               
                                      ARTICLE V                                       
                              ADMINISTRATIVE PROVISIONS                               
                              *   *   *   *   *   *   *                               
                    5.02      Payments By Trustee to Executor.  Under                 
               that Trust Agreement referred to in Article III above,                 
               I provided that the Trustee thereunder shall pay to my                 
               Executor certain amounts as required by my Executor for                
               payment of debts, funeral expenses, costs of                           
               administration of my estate and the inheritance and                    
               estate taxes payable upon my estate by reason of my                    
               death.  I expressly authorize and empower my Executor                  
               to request from time to time, in writing from said                     
               Trustee, the required amounts for payment of such                      
               debts, expenses and taxes.                                             




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