Estate of Eleanor T.R. Trotter - Page 3

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               Decedent was diagnosed with breast cancer in 1986.  As a               
          result of surgery and chemotherapy, the cancer went into                    
          remission until 1991, when it returned in the form of malignant             
          lymphoma.  Decedent waged a continuing battle with the disease              
          until her death from the condition approximately 5 years later.             
               During 1993, decedent met with her attorney and her children           
          on several occasions for the purpose of planning the passage of             
          decedent’s property in the event of her death.  Decedent had                
          three adult children from her first marriage to William F.                  
          Rector:  Ann Rector Lewis, William F. Rector, Jr., and Nancy                
          Rector.  Decedent had married her second, and surviving, husband,           
          John F. Trotter, Sr. (Mr. Trotter), several years after William             
          F. Rector’s death.                                                          
               At one such meeting, on December 17, 1993, decedent created            
          an irrevocable trust entitled the Eleanor Trotter Grandchildren             
          Trust (the trust).  The named beneficiaries of the trust were               
          “the grandchildren of Eleanor T. Trotter and the issue thereof,             
          if any”, and the designated trustee was decedent’s daughter, Ann            
          Rector Lewis.  As of that date, decedent had five grandchildren,            
          two of whom were adults and three of whom were minors.                      
               The trust instrument provided that, during the term of the             
          trust, the trustee was required to hold, manage, invest, and                
          reinvest the trust property for the benefit of the beneficiaries.           
          The document also authorized the trustee to distribute income and           

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