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C00002 00002	The Trustees shall apply and distribute the net income and principal of the
C00008 00003	Vital statistics
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The Trustees shall apply and distribute the net income and principal of the
trust fund as follows:

1. As long as the Trustor shall live, the Trustee shall pay or apply for
the benefit of the Trustor the entire net income of the trust, quarter
annually or at more frequent intervals. At the discretion of the Trustor,
the Trustee may place some or all of the assets of the Trust into a
Brokerage Account with the dividends and interest as received being placed
by the Broker into a Money Market Account to which the Trustor will have
checking access.  For accounting purposes the deposits will be considered
to have been paid to the Trustor as of the date that such deposits are
made.

2. Upon the death of the Trustor, the Trustee shall set aside 2000 shares
of IBM stock and any extra shares that may have been received as stock
dividends or stock splits that were based on these 2000 shares subsequent
to the date of the establishment of this Trust.
 If, at any time during
the existance of this trust, the required amount of IBM is allowed or
caused to fall below this amount, then the missing shares shall be made up
for by the substutution of other assets then remaining in the Trust of
an equivalent market value at the time the deficiency occured.

This portion of the Trust shall be divided into 4 equal parts designated,
respectively, for the 4 grandchildren.  The parts designated for Margaret'
two children, Frank H. Finch III and Lani D. L. Finch shall be distributed
at once.  Should Donna's two children, her daughter Tahara Lee Hussain and
her son Taj Arthur Hussain, have individually reached their 30th year the
parts designated for them shall also be distributed to them.  However,
should one or both of these children not have reached his or her 30th year
the principal for that child is to be held in trust until the 30th birth
day, with the income being paid to them quarterly or at more frequent
intervals.

3. The remaining portion of the Trust shall be used to pay any charges
made against the overall trust and the balance shall then be divided
equally between Trustor two daughters, Margaret Lee Finch and Donna
Elizabeth Hussain.
Vital statistics

Arthur Lee Samuel
b. December 5, 1901
091-09-8617

Margaret Lee Finch, nee Samuel
daughter of Arthur Samuel
b. January 31 1932
353-26-1170

Frank H. Finch III
son of Margaret Finch
b. August 21, 1954
044-50-0575

Lani D. L. Finch
daughter of Margaret Finch
b. March 8, 1957
044-50-0584

Donna Elizabeth Hussain, nee Samuel
daughter of Arthur Samuel
b. June 12, 1935
329-30-3097

Tahira Lee Hussain
daughter of Donna Hussain
b. July 19. 1965
585-58-4081

Taj Arthur Hussain
son of Donna Hussain
b. May 31, 1966
585-58-4035


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Lawyer, Arthur H. Bredenbeck
Carr,McClellan,Ingersoll,Thompson & Horn
Security Pacific Building
216 Park Road P.O.Box 513
Burlingame CA 94011-0513
Phone 342-9600, 595-5440

IBM F0 88523, F0 88524, F0 88525 January 21, 1982