Estate of Marion P. Bradford, Deceased, Lizette L. Pryor, Executrix - Page 6

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             agreement, the decedent designated himself as the original               
             trustee, and he made provision for the appointment of                    
             Ms. Pryor as successor trustee upon his death.                           
                  The trust agreement provides for the distribution of                
             the trust property in the following provision:                           

                                      Article V                                       
                       DISTRIBUTION OF TRUST ON GRANTOR'S DEATH                       
                       5.01  PAYMENT OF DEBTS AND EXPENSES.                           
                  Upon the death of Grantor, the Successor Trustee                    
                  shall pay Grantor's just debts, expenses of                         
                  last illness, and burial expense, to the extent                     
                  that these items shall not be paid or the                           
                  responsibility for their payment be assumed by                      
                  some other person or estate, except that the                        
                  Successor Trustee, in its discretion, shall not                     
                  be required to pay and discharge, both as to                        
                  principal and interest, any valid lien, mortgage,                   
                  or charge against any real property, including                      
                  buildings and improvements, but may elect to                        
                  treat such as a continuing debt.                                    
                       5.02  DISTRIBUTION OF PERSONAL PROPERTY                        
                  TO CLAUDIA BRADFORD STACH.  Upon the death of                       
                  Grantor, the Successor Trustee shall distribute                     
                  to grantor's sister, CLAUDIA BRADFORD STACH, if                     
                  she survives Grantor, Grantor's two diamond                         
                  rings if such rings have not previously been                        
                  distributed.  In the event CLAUDIA BRADFORD                         
                  STACH predeceases Grantor, then the Successor                       
                  Trustee shall distribute such two diamond rings                     
                  to LIZETTE LEWIS PRYOR.                                             
                       5.03  CREATION OF CHARITABLE FOUNDATION.                       
                  Upon the death of the Grantor, the Successor                        
                  Trustee shall allocate one half of the remaining                    
                  Trust assets or property for the establishment                      
                  of a private charitable foundation for the                          
                  benefit of the church at which LIZETTE LEWIS                        
                  PRYOR attends and is a member as of the date                        
                  of Grantor's death.  Such private charitable                        

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