cam-:1. I. MRURICB BEHDAR. residing in the County or Ftirfield. State or Connecticut, do hereby make. publish and declare this to be my Last um and Testament, hereby revoking any and all other and previous Wills and Codicile thereto by me at any time hereto- fore made . FIRST: I direct that all my just debts. funeral expenses and expenses or the adninistration or my estate he paid as soon so may be convenient and practicable otter my SECOND: I direct my executors to destroy, imediately - following my death. all of my personal letters, journals and diaries. I have informed my executors of the location of these -- articles in my residence located at 200 Chestnut hill Road, Ridgei'ield, Connecticut. THIRD: A. I direct _my executors to sell, upon such terms and conditions as they shall determine in their sole and absolute discretion, the tollosing described property which I may own at the time of my death, and the net proceeds of such sale shall be added to and disposed of as part or my reeiduary estate: I All of my right. title and interest in and to the cooperative zapartment known as Apartment No. 33. situated in the building located at 40 Fifth Avenue, New York, New York (hereinafter referred to in this paragraph as the ?Cooperative Apartment"). together with all improvements thereon and any . appurtenance thereto, any proprietary or other lease of the nu/n 522m: Cooperative Apartment then in effect and made by me as tenant, 5 and any and all shares of capital stock then owned by me in any corporation owning the said building in which the Cooperative Apartment is situated. B. Except as provided under paragraph hereof, I further direct my executors to remove all or the contents of the Cooperative Apartment and, in their sole and - - . . . . . . ..4 absolute discretion. to .- aell any articles thereof that they shall determine not to distribute in kind pursuant to the provisions of paragraph ?Fouar?zr? hereof. and the net proceeds of any such sale shall be added to and disposed of as part of; my residuary estate. FOURTH: a. I give and bequeath my two (2) walking sticks that previously belonged to Beatrix Potter and William Heelis which 1 my own at the time of my death unto THE: amen: rowan SOCIETY. located in London, England. for its general purposes. a. I give and bequeath all of my fine art photographs ?.which I may own at the time or my death unto THE . - MUSEUM OF ART. located in New York, New York. for its general purposes. c. I give and bequeath all of my designs of sets and costumes for operas, plays and ballets which I may own at the 5 time of my death unto THE PIEBPONT MORGAN LIBRARY, located in New York, New York. for its general purposes. D. I give and bequeath the following described property which I may own at the time of my death unto THE: uusauu mo uneasy. nu/n 5228241 collection as my executors. located in Philadelphia, for its general purposes: articles in 1. (3) Such of my Mickey Mouse their sole and absolute discretion. shall select. (13) I direct that the remaining balance of my Mickey Mouse collection shall be disposed of pursuant to the provisions of subparagraph hereof. 2. All of my rare edition books, including, without limitation, books written by Herman Melville and Henry . James . 3. My collection of letters and manuscripts written by persons other than me, including, without limitation, . - .- 2 3 15:21 tavern-m . . .4 ou-o-q-o nu- any? orfut?! letters written by Grimm (also known as the Brothers Grimm) and Herman Melville: and the publishing contract for ?Pierre? between herman Melville and Harper and Brothers Publisher. B. I give and bequeath all of my collections or books and related papers, drawings. Berke or art and letters created by James Marshall which I may own at the time of my death unto the UNIVERSITY OF consecrxcur. located in Storrs. Connecticut. to be added to the James Marshall Archives at the Dodd Research Center. Enoept as provided under eubparagraphs through hares: and paragraphs and hereof. I give and bequeath all or my jewelry, wearing apparel and articles 3 of personal use and adornment, any automobile or automobiles which I may own at the time or my death, and all of my right, title and interest in and to all of the household goods, furni- ture. furnishings, plate. linen, books, paintings. engravings. works or art and. without limitation. all other articles or I personal property associated with any household. domestic estab- lishment or residence maintained by me at the time of my death. unto the MAURICE BENDAK FOUNDRTION INC., located in Ridgefiold, Connecticut. for its general purposes. 6. 1 direct that my executors shall pay as an administration expense or my estate any expense of packing. insuring. shipping and deliVering to the respective beneficiaries the property to which they shall be entitled by the foregoing 522024.! provisions of this paragraph. FIFTH: A. I give. devise and bequeath the following described property which I may own at the time of my death unto -my friend, LYNN CAPONBRA (hereinatter sometimes referred to as if she shall survive me, or if LYNN shall predeoeese ma, unto her issue me surviving, in equal shares, per stirpee. subject to the provisions of paragraph hereofballoons Amadeus Horart. Jacob and wilhelm .--.. I I . I ?en/n under paragraph :that certain vacant land located at 195-207 Finch Road. Salem, "described as Road, Ridgefield. . together with the . r-d. All of my right. title and interest in and to ..- - 1. that certain real property located at 300 Chestnut Hill Road, Ridgefield. Connecticut (also described an Min/L together with the reeidence thereon and all or the contents . therein (except as provided under paragraph hereof) . the barn thereon and all of the contents therein {except as provided hereof). and all improvements thereon .- and any appurtenances thereto. . 2. All of my membership interests in SCOTCH I HILL FERN LLC. lb) The following parcels of improved real property located at Scotch H111 Road, Jackson. New York. in the event that such parcels shall he owned by me and not by SCOTCH HILL EARN LLC: 48.16 acres, Parcel ID 223-1-22.6t (ii) 73.4 acres, Parcel ID 223-1-22.10: 25.45 acres. Parcel ID 223-1-22.11: and (iv) 1.03 acres, Parcel ID 3- (1) all or my right, title and interest in and to North New York, comprising approximately 4.39 acres {also 3. I give. devise and bequeath the following described property which I may own at the time of my death unto the MAURICE SENDAK FOUNDATION INC., for its general purposes: 1. All of my right, title and interest in and to that certain real property located at 200 Chestnut Hill Connecticut (also described as 805-0001) residence and accessory structures thereon and all of the contents therein (except as provided under paragraph hereof), and all improvements thereon and any appurtenances thereto. It is my wish that the MAURICE SENDAK FOUNDATION INC. operate said property as a museum or similar . . - . u- . . 4 ow.- ?mm-*o . .. i dill/'1? q? 1" ids-'1" '39-'31) FHA 4' facility, to be used by scholars. students, artists. illustrators and writers. and to he opened to the general public in such - as the directors of the MAURICE SENDBK FOUNDATION INC. shell detennine. 2. All of my right. title and interest in end to that certain vacant land located at Chestnut Hill Road. Ridgerield; Connecticut (also described as 3. All or the sorts of art created by me for my books and all materials related thereto. including. without limitation. manuscripts. dumies. sketches of and for my books. changes to and proof sheets for my books. and all related ephemera. It is my wish that the MAURICE SERUM munonnon INC. make arrangements with was museum mo . LIBRARY for the display of the items described under to)" hereof upon such terms and conditions and at such times as shall be determined by the MAURICE SE:me FOUNDATION INC. in consultation with THE: ROSENBAOH MUSEUM MD LIBRARY. SIXTH: A. I give and bequeath the sum or Two Million Dollars ($2,000,000) unto LYNN. if she shall survive me. or if LYNN shall predecease me. unto her issue no surviving, in equal shares, per stir-pea, subject to the provisions of paragraph . hereof . B. I give and bequeath the sum of One Hundred Thousand Dollars ($100, 000) unto my niece, BARBARA LESSELBAUM, it she shall survive me. c. I give and bequeath the Sum of One Hundred Thousand Dollars (5100, 000) unto my friend, PETER CAPONERA, if he shall survive me. D. I give and bequeath the sum of One Hundred Thousand Dollars (5100, 000) unto my friend, JONATHAN it 5228242 he shall survive me. -. nun - .. . . .. Where a bequest to or for the benefit of a person is conditioned upon the person's surviving my death. it is my intention to negat the application of any anti-lapse statute I with respect to suhparsgraphs and hereof. SEVENTH: I give all or the dogs which I may own at the time of my death unto the custody and care of use. it she shall survive me. EIGHTH: All the rest. residue and remainder of my property and estate, be the same real. personal or mixed, and of what- soeVer kind, nature or description and uheresoever situate, which I I may own or to which I may be entitled at the time of my death (hereinafter referred to as my ?residuary estate") . atter payment therefrom of any and all taxes pursuant to paragraph snunnx hereof. shall be disposed of as follows: devise and bequeath unto the MAURICE A. I give. FOUNDATION INC., tor its general purposes. my :3 entire reoiduary estate. including, without limitation, all or my 522824 2 copyrights. renewal rights, termination rights. contract rights and any and all other rights relating to any drawings, works of art and writings or my own creation, and any published works written by me or containing any works of art which I created. B. In the event that the MAURICE SENDAK FOUNDATION INC. shall not be in existence, or shall not be an organization described in Sections 170(c) and 2055M) of the Code at the time when it shall be entitled to receive any preperty pursuant to this my Will, then I hereby authorize, empouer and direct my executors to form a not-tor-protit corporation under the laws of the State of Connecticut, or such ether State as they shall determine in their sole and absolute discretion, with said corporation bearing my name. and I give, devise and bequeath unto said corporation all such property given or bequeathed unto the - .. . .. can/43 MAURICE 533038 FOUNDATION I?cog contained in this my will, - provided in Section 2055 o! the Code: and, i to any issue of hereof, 522m: -an estate tax - deduction be followed by my executors. and that this my Will 2 shall be deemed to include all such necessary requirements. - MADRICN SBNDAK FOUNDNTION INC. Said corporation shall he organized and operated exclusively to: purposes described in Sections 170cc) (2) and suite) (3) of the Code and shall be an organization described in Sections 110w) and 2055(a) otthe node. The certiticste or incorporation of said corporation shall contain all provisions which are necessary for the allowance or deduction under Section 2055 of the Code for bequests to said corporation. C. It is my intention that the dispositions to the or the bequests to such not-tor-prot'it corporation which may be formed by my executors, shall qualify for the charitable deduction 1 direct that all recuirements necessary for' the allowance of said charitable D. I hereby request that the following persons. or the survivorts) or them, be named as directors of the MAURICE SENDAK FOUNDATION Inc" or of such not-for-protit corporation shich may be formed by my executors. tollowing my death, and 1 further request that they shall each hold such silicate) as they shall determine among themselves, all subject to such changes or removals as a majority of them shall determine: l. LYNN CAPONERA: 2. MICHAEL DI CAPUA: 3. JOHN 4. KUSHNER: 5. DONALD A. HAMBURG: and 6. DONA ANN ?census. NINTH: A. I direct that any devise or bequest payable - LYNN pursuant to paragraphs and who shall not have attained the age of thirty- five (35) years at the time when such person shall be entitled to receive the same, the disposition of which is made subject to the en-? - -- -- - u?u? - 7 .. 522.24.: . .. . rahm'm-m-mmanam proviaion; or thie paragraph. shall not be paid over unto such person {hereinafter reterred te in this paragraph ae the ?Bene- ticiary"). but shall be set apart in a separate trust tor his or her benefit. and I give. devise and bequeath the same unto my trustees. IN TRUST. tor the following uses and purposes: 1. (35) years. my trustees shall have and hold the Until the Beneficiary shall attain the age or thirty-five principal at the trust. invest and reinvaet the same, collect the rents, issues. income and profits thereof, and after paying all necessary expenses in connection therewith. shall, at any time and from time to time, pay over or apply, to or for the benefit of the Beneficiary, so much of the net income therefrom, and so much of the principal thereof (even to the extent of the whole), as my trustees shall determine in their sole and absolute discre- tion. Any income not paid or applied as aforesaid shall be accumulated and added to and administered as part of the princi- pal ot the trust. 2. Upon the Beneficiary attaining the age of thirty-fies (35) years. my trustees shall pay over, transfer and distribute unto the Beneficiary the entire then remaining princi- pal of the trust, together with any undistributed income. 3. In the event that the Beneficiary shall die prior to attaining the age of thirty-flee (35) years, my trustees shall pay over, and I give, devise and bequeath the ntire remaining principal of the trust, together with any undistributed income, unto the issue of the Beneficiary then surviving. in equal shares, per stirpea, subject to the provisions or subparagraph hereof, or in default thereof, unto the MAURICE SENDAK FOUNDATION INC., for its general purposes. 5. I direct that any share of the remainder of a trust under subparagraph hereof payable to any issue of LYNN . . sharpie-PL? who shall. not have attained the one Were (35) years at the time when such person shall he entitled to receive the same. shall not be paid owe: unto such person. but shall he held in a separate trust tor such person (who shall then be deemed to he the ?Bene?ciary?. and shall he administered and disposed or upon the some terms and conditions as shall apply under sun- paragraph hereof: provided. however. if there shall he a trust in existence for such person under hereof. then each share shall he added to the principal thereof. and shall he held. administered and disposed of upon the some terms and conditions as shall apply to any other property so held in trust. a. Notwithstanding the foregoing provisions of this paragraph all trusts under this paragraph shall ter- Ininate no later than the date of expiration of the period of twenty-one (211 years tailoring the death of the last to die of Lynn's issue no surviving: and upon such termination. the entire 522m: remaining principal of each such trust, together with any undiatribotad income, shall be paid over, and I give, devise and bequeath the same unto the Beneficiary thereof. D. To the extent permitted by law. no interest of any Beneficiary in the income or principal of any trust created =hereunder shall be subject to pledge, assignment, sale or transfer in any manner. nor shall any Beneficiary have power in -any manner to anticipate. charge or encumber his or her interest. .nor shall the interest of any Beneticiary be liable while in the possession or my trustees for the debts, contracts, liabilities. engagements or torts of the Beneficiary. TENTH: If any beneficiary under this my Will and I shall die under such circumstances that it cannot be ascertained which of us died first. then such beneficiary shall be deemed to have predeceased me for the purposes of this my Will..-.. . 5 ll". I WW . mum - 1 a I I a :rm" provisions of this my Will shall take afiect in like manner as it i such beneficiary had predeceased me. A. 1 direct that all inheritance. transfer. I legacy, estate, succession. death or similar taxes (not including any Chapter 13 or the Code tax on a direct skip) imposed by reason of my death, by the United States. or any state. or any foreign country, or any governmental authority whatsoever. upon or with respect to any property disposed or by this my will shall . be paid out or my residuary estate, without any apportionment or proration of any such tax. or'any part thereof. among any benezi- ciaries receiving any such property under this my "111. I B. 1 direct that all inheritance. transfer, legacy, .estate. succession. death or similar taxes imposed by reason of my death. by the United States, or any State. or any foreign country. or any governmental authority whatsoever. upon or with respect to any property not disposed at by this my will but included in my gross estate for the purposes of any such tax, shall be apportioned to the person or persons entitled to receive any such property in accordance with the applicable laws or the State or Connecticut govorning the apportionment or such taxes. C. The references herein to ?taxes? shall be construed to include. in addition to the amount of such taxes. all interest payable thereon and all penalties imposed in connec- tion therewith. TWELFTH: I authorize and empower my executors, in their sole and absolute discretion, to use administration expenses as deductions for Federal and State estate tax purposes or income tax purposes, and to use date of death values or alternate values for Federal and State estate tax purposes. regardless of the effect of any such action on any of the interests under this my . ta.? . same; 10 ..