Estate of Marion P. Bradford, Deceased, Lizette L. Pryor, Executrix - Page 4

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                  from property passing outside of this Will                          
                  pursuant to the terms of the governing                              
                  instrument) shall be paid out of my Residuary                       
                  Estate as an administration expense and shall                       
                  not be charged against or recovered from any                        
                  recipient or beneficiary of the property taxed,                     
                  except that my Executor shall recover as provided                   
                  by law any death tax attributable to property                       
                  over which I have a power of appointment or in                      
                  which I have qualifying income interest for life                    
                  to the extent that any death tax recoverable by                     
                  law is not otherwise paid out of such property.                     
                       1.03  PAYMENT OF DEBTS, EXPENSES AND                           
                  DEATH TAXES OUT OF TRUST IF RESIDUARY ESTATE                        
                  INSUFFICIENT.  If my Residuary Estate is                            
                  insufficient, either in whole or in part, to                        
                  pay all of my legal debts, health care expenses,                    
                  funeral expenses, the administration expenses of                    
                  my estate and the death taxes payable out of my                     
                  Residuary Estate, my Executor shall certify to                      
                  the Trustee acting under the Trust Agreement                        
                  referred to in Article III, the amount of the                       
                  insufficiency, which amount shall be paid out                       
                  of the property of the trust as provided in that                    

             The decedent's will defines the term "death taxes" as                    
                                      ARTICLE X                                       
                            *   *   *   *   *   *   *                                 
                       10.02  "DEATH TAXES."  The term "death                         
                  taxes" means inheritance, estate, supplemental                      
                  estate, generation-skipping, transfer and                           
                  succession taxes, and any interest and penalties                    
                  on these taxes, imposed by reason of my death by                    
                  any jurisdiction with respect to property passing                   
                  under or outside of the provisions of this Will                     
                  or any codicil to it which is includible in my                      
                  estate for the purpose of determining such tax,                     
                  including, but not limited to, any tax on                           
                  property includible under section 2041 (relating                    
                  to life insurance proceeds), section 2042                           

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Last modified: May 25, 2011