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Aff - Blair, William Webb_10/5/1977, r. _��� . . � '-"`� �;, � AFFIDAVTf FOR � Transfer of Real Estate Upon the Tax Duplicate STATE OF��i:LAiiOi�lA . ; uRLAHODiA COUNTY, ss: ......... ... . JEAN D. BLAIR .. . ... .. ...... . ........ ..... ... ... ..being duly sworn upon oath WILLIAhi WEBB BLAIR � � saysthat ..............................................................died + testate and this affiant were on the.. .?tll .. , ,day of. . . ,August , , , , , , , , , ,19.77. ., and that said decedenJ/�amx on the day of husband and wife and were Gibson decedent.',s.,,,death/the occnesof the following described real estate inX�Hd9f��'�14 County, State of Indiana, to-wit: All of that part of Sections Idumber Twenty-eight (28) and Twenty- nine (29), Township Two (2) South, Range Thirteen (13) 6Vest, lying south of the i9abash River, containing one hundred twenty-two and forty-'one one-hundredths (122.41) acres, and in addition thereto any and all lands lying adjacent thereto and north thereof, extending to the center of the iVabash River. Part of the Northeast Quarter of Section Thirty-tcao (32), Township Two (2) South, Range Thirteen (13) Plest, bounded as follows, to-wit: Beginning at the northeast corner of said quarter section and running thence south to the southeast corner thereof; thence west to the Wabash River; thence in a northerly direction following the east bank of said river to a point cahere the same is inter- sected by the north line of said auarter section; thence east to the place of beginning, containing ninety-four and ninety-four hundredths (94.94) acres, more or less, and in addition thereto any and all lands lying adjacent thereto and caest thereof, extending to the center of the �labash River. The Southeast Quarter of the Northeast Quarter of Section Eight (8), Township Three (3) South, Range Thirteen (13) LVest, contain- ing forty (40) acres, more or less; and containing in all two hundred fifty-seven and thirty-five hundredths (257.35) acres, more or less and that the Jean D. Blair is now the sole owner of the above-described real property by virtue of being the widow and surviving tenant by the entirety under that certain deed aateci February 21, 1967, and recorded in Deed Record2048. page 404 of the records of said county. Affiant further states that she and the said William Webb (t�.iJ.) ?'il?1r �.rere COP.fl'll101151•� `.q].f2 3RC� 1�ucharl.7 Fr�..� .�r_p'" �C L'2J_':ldr�. �7 l OF] (the date of said deedj until the death of the said L�illiam Webb (ta. i4.) Blair. Affiant further states that the copy of Will hereto attached is a true, complete and correct copy of the Last Wi11 and Testament of said W. W. Blair, also known as William Webb Blair. " � `t � ." . . v . �lL?`'°`-�^!-. . .,., ._.. ,,,,�: ':c•.;�'..., . . . . . . . . . . . . . . . . . . . . . . . . . �. •�,,: s� ' i. „�`s Y Jean D. Blair �'�l ''%;<;x,� .. � gsbury Lane Oklahos�a City OK 73116 czibe`ds'and sa•orn to before me this. . Sth, , , , , da of. . . . . . Octo�jez , , , , , , , , , , , , , igj 7, , , ���9���� . �,/ �% G:ommtsswm expires �f�GQ. � �C! .� . . . . . . . . . . "• . � ..� ..... ... .. ..... . NO ARY PLBLIC �a9� ���� , '�r��,,' This instrument was prepared by bdm. P. Foreman. id.r.ad,.. •: �6. ' ', �Ib�{b( ~ �'�1�� � ,��7 i0P}• � V N• �q �` q S�^N .�f+��i .y e � F���� e1 . }A'ql( •: �, �tiT�'��' "'_�'--�L—') � ..___�,' J-. C '_"'_ `... j/ 7 L . � ,�,'Pi � � H..' �.��� LAST WILL r�rrn TesTnr�sNT��LED li•J DISTRIC7 COURT OKLAHB�bi,4 a�U^!ll', 0!(LA, OF W. W. BLAIR AUG 1 G 1977 DAN QftAY, Court Clerk By--------------------- — ---' oE►uTr I, w. t�.. Blai.r, of Oklahoma County, State of Oklahoma, do hereby make, publish and declare this to.be m}� Last will and Testament, hereby revoking any and all former Plills and Codicils by me at any time made. ARTICLE I 1.01 Payment of Debts. I hereby direct that all my debts, including the expenses of my last illness and funeral and the expenses of administration of my estate, be paid by my executor, except that the payment of any debt secured by a mortgage or pledge of real or personal property may be postpo�ied until payable by its terms. 1.02 Payment of Death Taxes. I direct my exe- cutor to pay all estate, inheritance, transfer, succession and other taxes, whether state or federal, which may be assessed as a result of my death; with respect to the value' of any property, whether or not passing under my 47i11, including the taxable value of all policies of insurance on my life aiid of all transfers, powers, rights or interests includable in my estate for the purpose of such taxes. Pa}=ments for such taxes shall be made out of my residuary estate as an expense of adininistration and without appor- tionment. h]y executor may, in my executor's discretion, take advantage of any privileges which may be provided by state or federal law or regulation permitting extensions of time in which to pay such taxes or permitting the same to-be paid on an installment basis. The instructions contained in this paragraph concerning the payment of such taxes from my residuary estate shall be subject to specific directions requiring such payment from another source, provided such directions are contained in a written trust agreement the assets of which are includable in my gross estate for fed- eral estate tax purposes. 1.03 Family History. I.declare that I and that my wife's name is Jean D. Blair. We have following named children: Elizabeth Blair Elder, E31air, htargaret Blair, Patricia Jane Bender, hiary Blair and Robert G. Blair. ARTICLE II am married the John David Alice 2.01 Bequest of Personal Effects. I hereby give and bequeath to my wife, if she survives me, all my jewelry, clotliing, automobiles, boats, interests in furniture, and� other such pr.operty intended for personal or household use. If my wife predeceases me, then I aive and bequeath all such personal property to my children who survive me, in equal shares. If my citildren shall be unable to agree upon a division of such personal property withiti six (6) months •.>.:- w.w. t3. 1 � C�ROWE. DUYLCVV. THWE�TT, SYJWFOHD.'JOHNSCN & BURDICR, ATTORNEYS. OKLAHOM< CITY, pKLA. _, � ` --- . . . ----------- � _._..... -----� - --- -�--�— --�•---__---- -- . after my death, then I direct my executor to make an equi-. table division among my cilildren in my executor's discretion. 2.02 Statement of Intention._ I hereby declare that I do not exercise any power of appointment granted to me under tlie will of my wife, Jeaii D. Blair. ARTICLE III 3.01 hlarital Deduction Be uest. If my wife. stii-vives me, I give, evise an equeath an amount of property to my wife equal to either: (1) zero, if after taking into consideration all credits and deductions available to my estate for federal.estate tax purposes (other than the marital deduction for property passing u�ider this paragraph), there is no federal estate tax owing; or (2) if (1) above shall not apply; then an amount determined as described in (3) below, but which is less than that described in (3) belo;a which, after taking into consideration all credits and deductions available to my estate for federal estate tax purposes (other than the marital deduction for property passing uiider this paragraph) shall be the minimum amount which will result in no federal estate tax owing; or (3) if neither (1) nor (2) above shall be applicable, then the maximum estate tax marital deduction (allowable in determining the federal estate tax payable by reason of my deatti) minus the value for federal estate tax purposes of all items in my gross estate wtiich qualify for such deduction and which pass or have passed from me to my wife (the words "pass or have passed!' shall have the same meaning as such words shall have under tlie provisions of the Internal Recenue Code; as amended, in effect at the time of my death) under other provisions of this Will, by right of survivorship with respect to jointly owned.property, under settlement arrangements relating to life insurance proceeds, or otherwise than under this pecuniary amount gift of my residuary estate. I,]y Executor shall have.full authority and discretion to satisfy the amount allocable to my wife wholly or partially in cash or in kind. Any assets allocable in kind shall be valued at the values thereof as finally determined for federal estate tax purposes in my estate; provided, that the total value of the assets allocable to this bequest shall have an aggregate fair market value at the date of actual w.w.s. CROWE, DUNLEVY. THWEATT, SWINFORD. JOIINSON & BURDICK, ATTORNEYS. OKLPHOMA GITY. ONLA. 1 1 � • • . •. .. . . ,• �� j allocation and distribution of no less than the pecuniary amount of this bequest as established by either (1), (2) or (3) above.' In no event shall there be allocated to this beqiiest any asset or proceeds of any asset with respect to which a marital deduction would not be allowed.. If my wife predeceases me, then this gift shall lapse and such property shall become a part of my residuary estate. ARTICLE IV 4.01 Creation of Trust. I hereby give, devise and.beqtieath all the rest, residue and remainder of my estate of every kind, character and description, real, personal and mixed, and �aheresoever situated, to the Trustee hereinafter named, ii� trust, for the uses and purposes and subject to the terms and conditions hereitiafter set forth. 4.02 Appointment of Trustee. I hereby nominate, constitute and appoint Jean D. Blair-as Trustee.of the trusts herein created. If.Jean D. Blait predeceases me or for any reason fails to qualify as.Trustee, or after having qualified shall die, resign or be unable to continue as Trustee for any reason, then I nominate, constitute and appoint Robert G. Blair, John David Blair and hlike Elder as Trustee of the trusts herein created, but if any of said individuals shall predecease me or for any reason fail to qualify as Trustee, or after having qualified shall die, res'ign or be unable to continue as Trustee for any reason, then the others shall serve as Trustee of the trusts herein created. 4.03 Distribution of Income From Trust. The Trustee shall distribute all income of the trust to my wife in qi�arterly or more convenient ins.tallments, but not less often than annually. 4.04 -Fower.of Appointment as to Trust. I hereby give and grant to my wife a power to appoint by deed or by Will all or any part of the principal of the Trust to or for the benefit of any one or more of the following: [�y issue living at the time of the exercise of such power and the spouse of any such issue. The laws of the State of'Oklahoma shall govern the validity of any interest created by the exercise of.this power of appointment. Subject to the above restrictions, in the exercise of this power of appointment,. my wife may appoint outright or in trust; she�may select the triistee or trustees of such trusts; she may create new powers of appointment in a trustee or trustees, or in any other appointee; she may, if she appoints in trusE, estab- lish such administrative powers for the trustee as she deems appropriate; she may create life interests or other limited interests in an appointee with future interests in favor of other appointees; she may impose lawful conditions on an appointment; she may appoint different types of interests to selected appointees; she may impose lawEul spendthrift provisions; and, generally, she may appoint in any manner; provided, t�owever, that no appointment sl�all benefit direct- ly or indirectly persons other than members of the restricted group who are the objects of this power and that no appointment shall benefit directly or indirectly my-wife, her creditors, her estate or creditors of her estate. . ,: W.W.B. 3 - , CROWE. DUNLEVV. TMWEnTT. SWINFORD. JOHNSON Q BUPDICY., ATTORNEYS, OKLAHOMA CITY. OK�A. ..��- _ _ _ �_'n.r==.xs _re•la �rawww_.�._ap�w�rx�nf..;yitF:J;'._�ITf:IW �'�i�:�nt�._ _?5 �,-�'aa"JU �I;.� j.�� , ir kT �i.lf �-t;��;ieii: !�t:�a-��_ , �-. 1 '" - - - I � �. � �.OS Limited Fower to Witlidraw Principa L In any caleiidar year of the trust for federal.income tax purposes, my wife shall have the right, in lier absolute discretion, to wit}idraw from the principal of the trust an amount or amounts not exceeding $5,000 in the aggregate and, in addition, if my wife shall be living on the last day of such year, to withdraw an amoutit, if any, by wliich 5% of the then market value of the net principal of the trust exceeds the amount or amounts previously'withdrawn by my wife for such year. In ttie case of the withdrawal of an amount or amounts not exceeding $5,000 in the aggregate for a particular year, pa}�ment shall be made within thirty days after delivery to t}ie Trustee of an instrument of withdrawal signed by my wife and, in the case of any other withdrawal, payment shall be made wittiin thirty days after the close of the calendar }�ear as to w}licli the right is exercised by a similar instrttment delivered to the Trustee prior to such close. Any commissions payable to the Trustee as a result of a withdrawal shall be cliarged eiltirely to the.property withdrawn. The total amount that may be withdrawn by my wife shall not be cumulative. Ttie power of withdrawal shall be exercisable only as to property actually held in the trust and the amount subject to the power shall be determined by reference only to such property. 4.06 Creation of Separate Trusts From The Trust. Upon the death of my wife or upon my death if my wife pre-.: deceases me (such event hereinafter called "Division Date"), the Trustee shall allocate the Trust into as many equal trusts as may be necessary to set aside one of such trusts for the benefit of each of my children living on the Division Date and one of such trusts for the issue, taken collectively, of any child of mine who shall not be living on the Division Date. (a) Distribution. The Trustee shall dis- tribute to each beneficiary all income of his.or her re- spective trust, or share thereof, in quarterly or in more convenient installments, but not less often than annually (b) Distribution of One-half (1/2) of al to Beneficiarv at Aae Twentv-Five (251. Th '1'rustee sriall-distribute to each beneficiary one-half (1/2) of the priiicipal of t}ie trust, or share thereof, set aside for such beneficiary when he or she shall attain the age of twenty-five (25) years (hereinafter called "First Distribution Age"); provided that, if the beneficiary has attained First Distribution Age prior to the Division Date, then the Trustee shall forthwith distribute to such beneficiary, if then living, the same proportionate share of the trust assets that he or she would have received had he or she attained such age after the Division Date. (c) Distribution of Balance of Principal to Beneficiary at Age Thirty (30). The Trustee shall distribute to each beneficiary the balance of the.principal of the trust, or share thereof, set aside for such beneficiary when tie or she shall attain the age of thirty (30) yeazs (hereinafter called "Secotid Distribution Age"); provided that, if the beneficiary has attained Second Distribution Age prior to the Divisioii Date, then tlte Trustee shall forthwith distribute to such beneficiary, if then living, the same proportionate W.W.B. CROWE, DUNLEI'V, TNWEATT, SWINFORD. JOHNSON & BURDICK. ATTORNEYS. OKLAHOM� CITY. OKLA. �� � . , ... . ... _. . . �...—. . ._. � --t�.. t,•-• -�..l. �.�. '�.. vsx>i�.L.�j+T � n,n '.y i.,�,Aiit��L�� :i'i' (( ' �i }�i. -ts��w �a�3���i F� �i �.t1�7 ; r �, {:fy: S �id �,S�t t. .h..� �yi�� q:+ _, :� ' � � . _� .....:..___�_ ,... -----_ -__ _ .. .. � share of the trust assets that he or she would have received had he or she attained such age after the Division Date. (d) Death of Beneficiary Before Final DisLribution. Upon the death of any beneficiary prior to Ltie distribution of that share of the trust assets set aside for such be�ieficiary, the Trustee shall distribute, subject. to the paragraph entitled Distribution to Alinor Benefi- ciaries, the principal forthwith, per stirpes, to the then li�;ing issue of such beneficiary, if any, or if none, to my then living issue, per stirpes; provided, that if there be a trust in existence hereu�tder for any one of such issue, then Ilis or tier share shall be placed in that trust to be held pursuant to the terms and provisions thereof. (e) Special Distribution Age. For the purposes of.subparagraphs (b) and (c), First Distribution. Age and Second DisLribution Age shal.l both be age twenty-one (21) with respect to any beneficiary not in being at the date of my death for whom a trust, or share thereof, has been.set aside hereunder. 4.07 Disposition in Event of Failure.or Death of all.Beneficiaries. If no person survives prior to final disposition of all the trusts who can qualify as a benefi- ciary under the provisions of this Article, then the Trustee shall distribute all of the trust assets to my then surviv- ing heirs-at-law as determined under the statutes and case law of Oklahoma which are in effect at that time as though I had died immediately after the death of the last surviving trust beneficiary. 4.08 Distribution to hiinor Beneficiaries. Subject to the provisions of the paragraph entitled Duration of Trust, the.Trustee shall defer payment of a�ly share of the trust priiicipal or income vesting in and payable to any person or persons under age twenty-one (21) (hereinafter called "minor") until the minor reaches age twenty-one (21), but the Trustee, in the Trustee's discretion, may apply to the use of such minor so much"of the principal dr income thereof as the Trustee may deem advisable. The Trustee may make payment of any principal or income applicable to the use of the minor: (a) by paying the same to a guardian or otller�persom having the care or control of.the minor,'whose receipt sliall be a full discharge for any such payment; (b) by paying it to. a Custodian under the Uniform Gift to Piinors Act for the minor, whose receipt shall be a full discharge for any such payment; or (c) by spending it in such manner as the Trustee, in the Trustee's discretion, believes will benefit such minor, including the payment to the.minor directly of such sums as the Trustee may approve as an allowance. 4.09 Payments in the Event of Other Disability: If any beneficiary.is under a legal disability or, though not adjudged incompetent, is, by reason of illness or mental or physical disability, unable, in the Trustee's opinion, to use or disburse wisely such payment or distribution under t}ie provisions of this Article, then the Trustee may make such payment or distribution for the benefit of such benefi- ciary in such of the following ways as, in the Trustee's discretion,.shall be most desirable: (a) directly to such W.t9.B. CROWE, DUNLEVY, TMWEATT, S�VINFORO. J011NSON & BUROICK, RTTORNEYS, OKLAHOMA CITV. OKLA. -•��-.... .� .r _ :. .. ry . , • . • beneficiary; (b) to the duly qualified legal representative of such beneficiary; (c) to a relative or friend of such berieficiary; or _(d) by the Trustee using such payment di- rectly for the bet�efit of such beneficiary. Distribution to any one or more of the foregoing shall operate as a coinplete acqt�ittance of the duties of the Trustee to make such pay- ment or distribution. 4.10 Division of Trust Assets. At such time as the Trustee is required to make complete or partial distri- bution of a trust, or to divide a trust into parts, the Trustee is authorized, in ttie Trustee`s discretion, to. distribute or didide the trust assets in kind or.in cash, or partly in kind and partly in cash, in ui�divided interests or otherwise, and tlie .Trustee is authorized to appraise and place values on the separate trust assets and may use such. values as the basis for distribution in kind or for division in kind. The power of the Trustee to convert assets into cash or other assets sliall ilot terminate at the time re- quired for distribution, but shall continue for a_reasonable time thereafter to assist the Trustee in making an orderly` distribution of the assets comprising the trust. 4.11 Simultaneous Death. If any beneficiarp of this will or any Codicil thereto and I shall die in such circumstances that there is not sufficient evidence that we died otherwise than simultaneously, it shall be deemed that such beneficiary predeceased me, except for my wife; who in such case, shall be deemed to have survived me. 4.12 Invasion of Princi�al. Notwithstanding any other provision contained in this Wi11, I direct the Trustee to pay to any income beneficiary out of the principal of the trust created for such beneficiary from time to time such amount or amotints as the Trustee, in the Trustee's discretion, sliall deem advisable to provide for the health, education, support and maintenance in tlie manner of living to which the beneficiary has been aecustomed during my lifetime. The Trustee shall make distributions under this paragraph only after having been satisfied by such evidence as the Trustee deems appropriate that the reasonably available separate resources of the.proposed distributee are insufficient to provide for his or her needs as defined in this paragraph. 4.13 Duration of Trust. A trust created herein sliall terminate when all the trust assets shall have been fully distributed as hereinbefore provided, which date of termination shall not in any event be later than twenty-one" (21) years after the death of the surviyor of any benefi= ciary in being at the date of my death. In the event of termination under the provisions of this paragraph and upon the date thereof, the entire trust shall be distributed to those persons then entitled to the income from such trust in the proportion that such.income.is distributable, or if the income is distributable among a class of beneficiaries in the discretion of the Trustee, then equally to the members . of such class, regardless of the age which any distributee otherwise eiititled shall have attained. 4.14 Exercise of Powers of Appointment. A power of appointment granted herein may be exercised by the holder tt�ereof only if specific reference to the power granted W.W.B. 6 CROWE, DUNLEVY, THWEATT, SWINFOf1D. JOM'JSOY Q BURDICN. ATTORNEYS. OKIAHOMA CITY. OKLA. � --- --- -- � � herein is made in the document purporting to exercise such power. In determining whether and to wliat extent a power of appointment'granted herein has been exercised by will, the Trustee may rely upon any instrument admitted to probate as the Will of tlie liolder of the power. The Trustee may act as if the holder died intestate if the Trustee tias no actual notice of a Will within three (3) months after the holder's death. A power of appointment exercisable by deed or a right of withdrawal may be exercised only by appropriate kritten instrument signed by the holder and delivered to the Trustee during the holder.'s lifetime. ARTICLE V POWERS OF TRUSTEE The Trustee or any successor trustee sha11 have the following powers, all of which shall be exercised in a fiduciary capacity: 5.01 Investment in Insurance Contracts. To � invest in life insurance, endowment and other forms of life insurance contracts upoti the life.of a beneficiary or upon the life or lives in which any beneficiary shall have an insurable interest. 5.02 Wastinq Assets. To retain or to acquire wasting assets. The Trustee shall have no dtrty to sell wasting assets or to apportion any of the income therefrom (such as lease bonuses or any depletable portion with re- spect to income from such assets) to principal, but the Trustee may transfer income from such wasting assets to principal in such amounts as the Trustee, in the Trustee's discretion, may determine from time to time. 5.03 Un�roductive Assets. To retain or to sell, in the,-Trustee's discretion, unproductive assets. The Trustee shall have no duty to apportion any principal. to income, but may make an equitable apportionment to income if, in the Trustee's discretion, such is necessary to pre- vent injiistice. 5.04 Specific Authority to own Mineral Prop- erties. To hold, buy, sell or exchange oil and gas or other mitieral properties (including interests in deposits of other natural resources), but not to operate the same either solely or jointly with others. To execute leases on such properties for periods extending beyond the term of the trust. To execute subleases and farmout agreements. To carve out or reserve such mineral interests as the Trustee deems advisable or expedient. To execute unitization and pooling agreements. To exchange undivided interests in mineral properties for interests in other properties. 5.05 Borrowing. To borrow money from others or from a Trustee of the trust and to mortgage or pledge any of the trust assets for_ that purpose even though the term of the loan may extend beyond the duration of the trust. To renew existing loans or to refinance debts. 5.06 Sellinq. To sell and convey any of the trust assets or_any interest therein, or to exchange the ,,; W.W.B. 7 CROWE. DUNLF.VY, THWE�TT, SWINFORD. JOHNSON & BVRDICR. A1iORNEYS. OKLAHOMA QTV, OKLA. . ' � � same for other property, for such price or prices and upon such terms as the Trustee, in the Trustee's discretion, may deem advisable for the best interest of the trusts and the beneficiaries hereunder, and to execute and deliver. any deeds, receipts, releases, contracts or otller instruments necessary in connection therewith. 5.07 Lending. To lend money to atiy person or persons, including partnerships, fiduciaries and corpora- tions, upon such terms and with such security as the Trustee, in the Trustee's.discretion, may deem advisable for' the best interest of tlie trusts and the beiieficiaries hereunder. 5.08 Fiduciary Standard. .To act freely under all or any of the powers'given to the Trustee in all matters concerning the trusts herein created, after forming..a judg- ment based upon all tihe circumstances of any particular situation as to the wisest and best course to pursue in the best interest of the trusts and the beneficiaries hereunder, without the necessity of obtaining the consent or permission of any person interested therein or of any court, and not- withstanding that the Trustee may also be acting as trustee of other trusts, or as agent for other persons or corpora- tions interested iit the same matters; provided, however, that tlie Trustee shall exercise such powers at all times in a fiduciary capacity. primarily in the best interest of the be�ieficiaries hereunder. with respect to statutes contained in Title 60, Oklahoma Statutes (1971), as amended, the provisions of Section.175.12 (Trustee selling to self as trustee oE another trust) are waived as to any Trustee'and the provisions of Sectioils 175.9 (Trustee lending funds to self, affiliate, etc.), 175.11 (Trustee buying from, or selling to, self, affiliate, etc.) and 175.13 (Trustee purchasing stock, bond or securities of self, affiliate, etc.) are waived as to any individual Trustee. No Trustee shall deal with any person with respect to any of the trust assets for less than an adequate consideration in money or money's worth. � 5.09 Allocation of Tax Deductions. To allocate and apportion the state and federai income tax deductions for depletion and depreciation (and for any other apportion- able tax deductions) to a trust or to the income distributee or distributees thereof. In allocating or apport'ioning such tax deductions or in designating the source of any income � distributed or accumulated, the Trustee may take into con- sideration the respective income tax benefits available therefrom to the distributee or distributees and to the Trustee, from information.furnished or known to the Trustee. 5.10 Source of Distribution. To designate the source of any distribution, as between principal and income. To allocate different classes of income to different bene- ficiari=s, in equal or varied proportions. To.specify the amotint of each class of income distributed and to whom so distributed. 5.11 Classification of Receipls and Disburse- ments. To determine, in the absence of specific instruc- - tions herein, what constitutes principal and income and to determine'whether a distribution or disbursement should be w.ta.6. 8 -" ' CROWE. DUNtEVY. THWE�TT, SWINFORn. JONNSON & BURDICK,. ATTORNEYS. ONLAHOMA CITY, ONLA. S. ��...,,�.._ .. .` . ... � � charged to principal or tions, the Trustee s}iall accounting principles. income. In making such determina- follow generally accepted trust 5.12 Reqistratioii of Property. To register any trust assets in the name of the Trustee or ttie Trustee's nominee, or to hold it uiiregistered or i.n such other form that Lhe title shall pass by delivery, but without t}iereby ii�creasiiig or decreasing the Trustee's liability as Trustee. 5.13 Purchase of Investments at Premium or Discount. In purchasing investments, to charge the premium to or credit the discount against principal, or to amortize sucti premium or such discount. 5.14 Additional Statutor�Powers. To enjoy all of tlie powers'provided by and to administer the trusts herein created in accordance with Sections 161 (Property in which trustee may invest - Judgment and care required), 162 (Common trust funds) and 163 (Retention of property origi- nally received) of Title 60, Oklahoma Statutes (1971), as amended, and the Oklahoma Trust Act, as amended, presently codified as Sections 175.1-175.53 of Title 60, Oklahoma Statutes (1971), all subject to specific provisions con- tained herein. 5.15 Creation of Partnership or Organization of Corporation. To transfer assets of any trust created herein to a corporation in return for stock or seciirities of that corporation. To enter into a partnership agreement con- cerning any property which forms part of a trust created herein upon such terms and conditions as shall be in.the best interest of the trust and to transfer assets to a partnersliip pursuant to a'partnership agreement. To hold or retain any partnership interest I may own at the date of my death and to participate in any such partnership as either ge�ieral or limited partner. To enter into agreements with the partners of any partiiership in which any trust herein created:may have an interest for the organization of a corporation and the transfer of the partnership assets to sucl� corporation on such terms as are in the best interest of the trust. 5.16 Consolidation of Trust. To consolidate any trust created hereunder with another trust when the bene= ficiaries and their respective interests'are the same.and when the provisions regarding investments and distributions of principal and income are substantially similar. 5.17 Investment Counsel. To.retain investment counsel and to accept and act upon the recommendations of such investmeiit counsel and, at any time, to delegate to dIljr investment counsel such ministerial or discretionary powers and authority with respect to the investment and reinvest- ment of the trust assets as the Trustee, in the Trustee's discretion, shall deem appropriate. 5.18 Options. To purchase and sell option con- tracts which give the Trustee or another the option to buy or sell, at a future.time, any stock or.security of any company . � � . "v1.W.B. E CflOWE. DUNLEVY. THWEATT. SWINFORO. JOH:lSON R BUROICK. FTTORNEYS, OKLAHOMA CRY, OKLA. � 0 ARTICLE VI n u ADDITIONAL f1DMINISTRIITIVE PROVISIONS 6.01 No Accountitig to Court. The Trustee shall not be required to account to any court for the administra- tion of the trusts, but shall furnish periodic reports of the administration to those beneficiaries entitled to re- ceive distribution of income from the trust for which such report is furnistied regardless of whether such income dis- tributions are absolute or in the discretion of the Trustee. 6.02 Reliance by Third Parties on Trustee's Authority. No person, firm or corporation dealing with the Trustee with reference to any of the trust assets, if acting in good faith, shall be required to ascertain the authority of the Trustee, nor to see to the performance of the Trustee's duties, nor to be.responsible in any way for the proper application of funds or properties. paid or delivered to the . Trustee for the account of the trusts, but, if acting in good faith, such person, firm or corporation may deal with the Trustee as though the Trustee were unconditional owner of the trust assets. 6.03 Distribution on Cash Basis. Except as otherwise provided herein, income for the purposes of making distributions shall be on a cash basis, and, when any bene- ficiary receiving income from a trust shall die, any income tliat is accrued or undistributed shall belong to, and be paid to, the next succeeding income beneficiary or_benefi- ciaries; provided that if income required to be distributed (for. a fiscal year of the trust closed prior to such benefi= ciary's death) from a trust has not been.distributed to the deceased beneficiary to whom it is required to be distributed, such income.shall be distributed to such beneficiary's estate. 6.04 Spendthrift Trusts Created. No interest of any beneficiary of any trust created herein, either in income or in principal, shall be subject to pledge, assign- ment, sale or transfer, in any manner, nor shall any benefi- ciary have power in any manner to anticipate, charge or encumber t�is interest either in income or in principal, nor shall sucli interest of any beneficiary be liable br subject in any manner while in the possession of the Trustee, for the debts, contracts, liabilities, engagements or torts of such beneficiary. Provided,. however, that nothing contained herein shall prevent a trust beneficiary from assigning all or any oortion of his or her right to income in the trust created for such beneficiary, to or for the benefit of the issue of such beneficiary or to the spouse of the issue of such beneficiary. 6.05 Number and Gender. have used the term "Tritstee," such to include the plural of the word, in this Will I have used the term shall be construed to include the thereof, if applicable. w.w.s. 10 Whenever in term shall be if applicable this will I construed . Whenever "Executor," such term feminine gender and plural CROWE. DUNLEVV, TH\YEATT, S�'�INFORD. JOHNSON $ BURDICK. �TTORNEYS. OKIAMOMA CITY. ONIA. .- . . �.. �. . . _ � .. �- .. - _ .::.- -- 6.06 Adopted Children. Whenever in this Will I have used the terms "issue," "child" or such other term denoting a descendant, such terms shall be construed to. include those persons'who trace their relationship through adoption, as well as through birth.. 6.07 Savings Clause. If any clause or provision of this Will and the trusts herein created prove to be invalid for any reason, then I direct that such incalid or void clause or provision shall not affect the whole of this instrument, but the balance of the provisions hereof shall remain operative and shall.be carried into effect insofar as. legally possible. ARTICLE VII 7.01 tdomination of Executor. I hereby nominate, constitute and appoi'nt Jean D. Blair as executor of this, my Last Will a[id Testament, to serve without bond. If Jean.D. Blair predeceases me or for ariy reason fails to qualify.as executor, or after having qualified as executor shall die, resign or be unable to continue as executor for any reason, then I nominate, constitute and appoint Roberf G. Blair, John Da�id Blair and Mike Elder as executor of this, mp Last Will and Testament, to serve without bond. If any of said individuals shall predecease me or for any reason fail to qualify as executor, or after having qualified shall die, resig�i or be uiiable to continue as executor for any reason, then the others shall serve as executor of the trusts herein created. " 7.02 Powers of Executor. I empower, authorize and direct my executor or administrator with the.will an- nexed to enjop such r'ights, powers, privileges, duties and immunities, and to be governed by such dtrties and obliga- tions a.s, by the provisions of this will, I have empowered, authorized and directed my Trustee to enjoy and be governed by, insofar as.applicable to the period of the adm'inistra- tion of m}� estate, which powers shall include, but shall not be limited to, the power to sell, mortgage or pledge, for any term, any property, real, personal and mixed, in my estate and upon such terms as my executor or adininistrator with the will annexed shall deem advisable without the t�ecessity of obtaining a prior court order therefor. 7.03 Special Provision for Insurance or Employee Benefits. If the Trustee named in this will shall receive as a beneficiary the proceeds of any insurance on my life or employee benefits, then the Trustee is authorized, in the Trustee's discretion: (a) To lend such proceeds to the personal representative of my estate upon such terms and conditions as are fair and equitable to the trust and the beneficiaries there.of, to be used by such personal representative in paying taxes, claims, administration expenses or debts of my estate; _ • (b) To use such proceeds to purchase assets from my estate at a fair price and upon such terms as the Trustee deems advisable for the protection of the benefi- .. � .. w.w.a. 11 CROWE, DUIILEVY. THWE�TT, SWIVFORD. JOHNSON H BURDICK. ATTORNEYS. OKLANOMA CITY. OKLA. _ •, : � � ciaries thereof and for the conveiiieiice of my.personal representative;.or (c) To pay from the proceeds any taxes, administration expenses or debts which may be owing.by reason of my death to the extent such taxes, administration expenses or debts are not paid,by my personal representa- tive: It is not intended ttiat my personal representative or any beneficiary of my estate shall have any right of apportion- ment over at�d against the Trustee for the payment of any taxes, administration expenses or debts payable out of my probate estate. The Trustee may not, in exercising the powers under Paragraph 7.03(c), use tihe proceeds of any' payment recei��ed itito ttie trust tierei�i created.from a qualified peiisioti or profit sharing plati. 7.04 Com�etioii of Contractual Obligations. with respect to atiy prohibition on self-dealing imposed under the common law, in Title 58, Oklahoma_Statutes (1971), Sec,tion 496, as amended, or similar statutes of other jurisdictions, I waice such prohibitions as necessary for my Executor or Administrator with will Annexed to complete or carry out any contractual obligations binding on me during mp lifetime or o❑ the Personal Representative, legatees, heirs, or devi'sees after my death. 7.05 PJomination of Guardian. I hereby nominate, constitute and appoint my wife as guardian of the person and estate of my children. If my wife predeceases me or for any reason fails to quaTify as guardian, or after having quali- fied as guardian, shall die, resign or be unable to continue as guardian, then I nominate, constitute and appoint Elizabeth Blair Elder and Mike Elder as guardians of the person and_ estate of my children. IN 4lITNESS WHEREOF, I have to this; my.Last 47i11 and Testament, consisting of thirteen (13) sheets of paper, incl ing tlie attestation thereof, subscribed my name this. ��day of , 1977. / • �L, . �/ /V" �✓" 1,��/ 5�.�. Blair w.w.B. 12 CROWE. DUNLEVV. TIIN'EATT. SVJIN�ORO. JOMNSON R BURDICK, ATTORNEYS. OKI�HOMA CITY. OKLA. q�t..y� 4YpM.'! �n:MY_C' = -' =:-_.----`=--- _--�-- � �, ATTESTATION Subscribed by W. w. Blair in the presence of each of us, the undersigned, and at the same time declared by him to us to be his Last Will and Testame�it, and we, thereupon, at the request of �d. W." Blair in his presence and in the presence�f eacti o her, si n our names tiereto as witnesses this � day of j , 1977. 4JITNESSES: PLACES OF RESIDENCE: �� �£ � . ' � � � � _. ��. �" A� ,��°,�. Oklaho ��ity,- OkIah-oma , ` k. •l,{J71 �QiN,� ?- �54-'6 '�'%rl�i . .T // ' I/iI / f � � � Oklahoma Crty, Oklahoma W.W.B. Oklahoma Crty, Oklahoma 13 CROWE. DUNIEVY. TNN'EATT, StviNFORO. JONNSON & BURD�CN. 4TTORNEYS, OKL�HOMA CITY. ONIA. .. , •��.. _• . . • • STATE OF OKL�IHOMA SS. COUNTY OF OKLAHOP7A Before me, the undersigned authority, on this day personally ap�eared W: W. Blair, � �—� o-�tJs�/� a I�1:F � a nd ., �. , c, n Q..� o , known to me to be tiie Testator and the �itnesses, respe tively, whose names are subscribed to the annexed or foregoing instrument in their respective capacities, and, all of said persons'being by me first duly sworn, said W. W. Blair, Testator,. declared to me and to the said witnesses in my ' presence that said instrument is his Last Will and Testament and that he had willingly made and executed it as his free and voluntary act and deed for the purposes therein expressed; and the said witnesses, each on his oath, stated to,me in the prese�lce and hearing of the said Testator that the said Testator had declared to them that said instrument is his Last will and Testament atid that he executed same as such atid wanted each of them to sign it as a witness; and, upon their oaths, each witness stated further that they did sign the same as wititesses in the presence of the said Testator and at his request and that said Testator was at that time . : eighteen (18) years of age or over and was of sound mind. �'/ l�l�- N �� bLi� ��-s air �/ ��s�f;t 7� iL• " �0./1� Witt�s : / / //L �i �/, � L"Si� Witness Subscribed and acknowledged-before me by the said 47. W. Blair, Testator, and subscribed.and sworn to before me bv the said , witnesses, on this � day of ` ) � �,.� �h'� �,� No ary Public Q P1y Commission Expires: ��.P�i� n h � (SEAL) C��� i, �i;:a :;�t'�Y, Co^;t C!s:1 �;i 9i.lih:�r.�a Gounit, I, pAN GRAY, Caurt Clerk for Oklahom2 Coun��„� �,,.e�� �,�,;;y t;;a! ,;;� fo�:bcir� is a tnt, Gkla., herehy Certifythat the foregoingisa Uue;xnsl�dc'txF'+.��.=o:Yo��titiat!iam[e;Cac+e�h _ cpTract ai� dvr•a!atCCO�qof t�f: ir�sttum.ni here�citS+� r,t 3z z���t , o} r�;crd i�.fi:e D:�;;ir� Co� '. set oid as eu�ez�s of ra�rord�ia the D,s�nct Ga•s „� ��•,,� ;;; r•a. • C1E .�b �_ �C:IcrSc'� 0�..:r-�i��rr.�. �s � _c �1, , � � "- �lerh's Gtf:c� ot 0lciat,ama Court�, Ck'a. t�is�_ ;i:y �-- -� L',r".r i� ��� 19•� � w. w,. B. Aay of -----� 19���. 1 � DA '!, Ost Gs� p :GMY; I�oit�vk , / % ry� � f, �, , �/�'i� 1`�'f�c�+i� _ ��..�'.if M� j J ; .�%/..��I^ - x.,..� � ,, ' f:��" - -'.� . �-• ( - � CROWE. UNLEVY. THWEATT, S FORD, JOHNSON & BURDICK. ATTORNEVS. OKLAHOMA C1TY, OKLA. �\ �