In re: RANDOLPH J. SCHAEFER. DECEASED.

In the name of God, Amen.
I, Rudolph J. Schaefer, being of sound and disposing mind and memory, but considering the uncertainty of life, do hereby make, publish and declare this my last Will and Testament, hereby revoking all other Wills.
Debts etc
FIRST: I direct that all my just debts, funeral and testamentary expenses be paid as soon after my death as can be conveniently done.

Lenox Hill Hospital
$50,000.
SECOND: I give to The Lenox Hill Hospital and Dispensary in the City of New York, the sum of Fifty Thousand Dollars ($50,000.) to be paid within two years after my death, with the desire that said institution shall name one of the floors in its Private Patient Department as follows: "Rudolph J. Schaefer Floor in memory of his beloved parents".

E. Ahles.
THIRD: I give to my cousin Ernestine Ahles if she be living at the time of my death, the sum of One thousand ($1,000) Dollars in cash.

C. P. Schmid
I give to Charles P. Schmid, in consideration of his faithful services to my brother Emil and myself, preferred stock of the par value of One thousand ($1,000) Dollars in the Ritz-Carlton Restaurant and Hotel Co. of Atlantic City, incorporated under the laws of the State of Delaware, to be delivered within two years after my death.

W.F. Fippinger.
To William F. Fippinger my faithful secretary for a period of over twelve years, if in my employ at the time of my death, preferred stock of the par value of Five thousand ($5,000) Dollars in the Ritz-Carlton Restaurant and Hotel Co. of Atlantic City, incorporated under the laws of the State of Delaware, to be delivered within two years after my death.

S.S. Brewer.
To my friend Samuel S. Brewer, if he be living at the time of my death, and if not, then among his children, preferred stock of the par value of Twenty-five hundred ($2500) Dollars, in the Ritz-Carlton Restaurant and Hotel Co. of Atlantic City, incorporated under the laws of the State of Delaware to be delivered within two years after my death.

Eleanor Frieda
To each of my nieces Eleanor Marie Paddon and Frieda Elsa Schaefer, daughters of my deceased brother Emil, preferred stock of the par value of Five thousand ($5,000) Dollars in the Ritz Carlton Restaurant and Hotel Co. of Atlantic City, incorporated under the laws of the State of Delaware to be delivered within two years after my death.

F.W. Rickers.
To Frank W. Rickers, if in my employ or in the employ of F. & M. Schaefer Brewing Company at the time of my death, in consideration of his faithful services in the past and having full confidence that he will continue to employ his faithful services after my death in the interest of my estate, preferred stock of the par value of Ten thousand ($10,000) Dollars in the Ritz-Carlton Restaurant & Hotel Co. of Atlantic City, incorporated under the laws of the State of Delaware to be delivered within two years after my death.

W. H. Klenke.
To my friend William H. Klenke, preferred stock of the par value of Five thousand ($5,000) Dollars in the Ritz Carlton Restaurant & Hotel Co. of Atlantic City, incorporated under the laws of the State of Delaware to be delivered within two years after my death.

Huckleberry Indians.
I give to the Huckleberry Indians, Inc. preferred stock of the par value of Five thousand ($5,000) Dollars, in the Ritz Carlton Restaurant & Hotel Co. of Atlantic City, incorporated under the laws of the State of Delaware, to be delivered within two years after my death, and I also give to the Huckleberry Indians, Inc. the Indian Bronze Figure which they presented to me on my fiftieth birthday anniversary "Wajiwyankte" the American Stoic, with the request that this be placed on Travers Island to be kept in its care in perpetuity.

Furniture
etc.
FOURTH: I give to my beloved wife, Fredericka V. during her life, if she survive me, the use of all my furniture, plate, bric-a-brac, silverware, rugs, carpets, books, and all other household effects not hereinafter disposed of, and all my automobiles and necessary articles belonging thereto, and on her death, or if she die before me then I give the same to my children in equal shares; and to my said wife and to my children or the survivors thereof, all my jewelry, pictures and bronzes, having full confidence that they will distribute my jewelry, pictures, bronzes and art objects, etc. among themselves and my relatives and friends in a manner which would be entirely satisfactory to me.

FIFTH: I give to each of my two sons the sum of One thousand dollars ($1,000) in lieu of the fees and commissions they would be entitled to receive while acting as executors and trustees under this, my Will.

Residuary. SIXTH: I give, devise and bequeath to my executors and trustees hereinafter named and the survivors and survivor thereof and their successors, all the rest, residue and remainder of my property wherever situate of which I may die seized or possessed or to which I may be entitled at the time of my death, and also including any property not hereinbefore effectually devised or bequeathed, to hold the same in trust and to invest and re-invest the same and receive the rents, profits and income therefrom and from the net annual profits or income so received, including as income any extraordinary dividends or division of earnings or surplus whenever earned, and paid or declared by any corporation or association on any shares of capital stock or interest held by my said executors and trustees, to pay to my beloved wife, Fredericka V. during her life in quarter yearly payments each year, commencing from the date of my death, the sum of Twenty-five thousand dollars ($25,000) annually or so much of said sum in any year as said fund shall produce that year, and the balance, if any of each year's income, I give to my three children, Frederick M.E. Schaefer, Rudolph J. Schaefer, Jr and Edmee Eloise Schaefer Pryibil and the issue surviving, at the time when the yearly division of any such balance is to be made, of any child that may die to take per stirpes the share its parent would take if then living.

Upon the death of my wife, or on my death, if she do not survive me, I direct said executors and trustees and the survivor thereof and successors thereto to divide said rest, residue and remainder into equal shares and I give one such share to each child of mine, said respective shares of my children to be held in trust to invest and re-invest and to receive the rents, profits and income therefrom, and pay the net amount thereof, including any extraordinary dividends or division or distribution of income or surplus hereinbefore described, over to my said children quarterly.

I direct my said trustees to pay over to each child who shall have reached or as he or she shall reach the age of twenty-five years one-quarter of the share of the principal held in trust for him or her and when he or she shall reach the age of thirty years another one-quarter of said share, and when he or she shall reach the age of thirty-five years the balance of said share; or if he or she shall die before reaching the age of thirty-five years the principal of said share, or the balance thereof, as the case may be, I give to his or her then surviving issue, if any, and if none to my other children, if living, or if either be dead, his or her issue to take the share its parent would take if living; and if there be no such issue, the survivor or his or her issue, as the case may be, to take the whole.

If at the time of my wife's death, or at the time of my death if she do not survive me, any child of mine shall have died leaving issue surviving my wife, if she survive me, or surviving me, if my wife do not survive me I give the legacies and the share of the residuary so given to such child and to be held in trust as aforesaid to its issue per stirpes, the respective shares of such issue to be held by my said trustees in trust to receive the rents profits and income therefrom and the net income, including any extraordinary dividends or distribution above described, to be applied so far as deemed necessary to the support and education of the beneficiary until it reaches the age of twenty-one years when the principal of its share and all accumulations shall be paid over to it absolutely.

How payments may be made.
In making any payment of or on account of the principal said Executors and trustees or their successors may deliver such specific assets as they or the ones or one acting may select, and a majority of them may determine the value at which such assets may be taken, and their determination shall be final.

Charities.
I request my said children to contribute to the charities and churches generally supported by me during my life.

Lieu of dower.
SEVENTH: The provisions in favor of my wife are in lieu of dower in my real estate.

EIGHTH: I hereby nominate, constitute and appoint my sons Frederick M. W. Schaefer and Rudolph J. Schaefer, Jr, and my friends William H. Klenke and Samuel S. Brewer and the survivors and survivor thereof to be the Executors and Trustees of this Will, but I direct that my two sons shall not receive any commissions while acting as executors or trustees except the $1,000. legacy given to each of them in the Fifth paragraph of this Will in lieu of commissions; and I hereby authorize and empower them and the survivors and survivor thereof and their successors to sell any and all my real property for the purpose of settling my estate, paying debts or legacies or to prevent partition or for any other purpose whatsoever deemed by them or the ones then acting to be best for the interest of those concerned in my estate, and at such times and on such terms as to them may seem best, and good and sufficient deeds thereof to execute and deliver.

I further authorize them on any such sale or sales to take back purchase money mortgages for part of the purchase price.

I give to my executors and trustees and the survivors and survivor of them and their successors, full power and authority to lease any of my real estate for terms not exceeding five (5) years; and should any building be destroyed or damaged by fire, wear and tear, or internal or external violence or otherwise, to rebuild or repair the same if they deem it advisable, in any manner they may decide upon, and to raise sufficient money by bond and mortgage upon the property or other property or otherwise, for that purpose.

In case any of the said executors and trustees hereinbefore named shall die, fail to qualify, resign or be removed or become incapable of acting, then in any of such events I nominate and appoint as substituted executrix and trustee my daughter Edmee Eloise Pryibil, hereby granting and giving unto her upon her qualifying, the same power and authority as though she had been originally appointed an executrix and trustee herein, but I direct that she shall not receive or be allowed any sum in excess of $1,000. for her services while acting as such executrix and trustee.

Mortgages.
NINTH: Should any mortgage on any of my property at the time of my death, or any renewal or replacement thereof be called in or become due and payable, I authorize said executors and trustees and the survivors and survivor thereof and the successors thereto to raise sufficient money by a new mortgage to pay said due mortgage and the expenses of the new one and from time to time to renew or replace any such mortgage by a new mortgage. I also authorize them and their successors from any of the principal of the funds they may have in their hands from time to time, to pay of the whole or any part or take an assignment of any mortgage upon any part of my real estate if they should deem it equitable and advisable for the best interest of those concerned in my estate so to do.

Henry's 500 shares.
I expressly authorize and empower my said Executors and Trustees and the survivors and survivor thereof, and the successors thereto, to accept the legacy of five hundred shares of the capital stock of The F. & M. Schaefer Brewing Company conditionally given to me by the last Will and Testament of my father, Maximilian Schaefer, upon the death of my brother Henry G. Schaefer, and to pay from the rest, residue and remainder the sum of One hundred thousand dollars ($100,000) as the condition of accepting said legacy of said shares, as provided in my said father's will, hereby intending to authorize them to accept the legacy of said shares and comply with the condition upon which said legacy is given to me or to my legal representatives, and to do any and every act necessary to make said legacy of said shares to me or to my legal representatives effective by complying with the conditions, and the same shall form part of said residuary estate. This power to them may be exercised by them whether I shall have died prior to or after my said brother Henry, and I hereby declare that they shall not be chargeable with negligence, misconduct or liability by reason of the purchase or holding any of the shares of said corporation or by reason of the acceptance of said legacy of said shares and payment of the money required therefor under my said father's Will, and I hereby release them from any liability by reason of any such acts of theirs.

TENTH: I expressly direct that no executor or trustee or the substituted executrix and trustee named herein, shall be required to give any bond for the execution of the trusts hereunder.

ELEVENTH: If at the time of my death I shall be the owner of any of the shares of the capital stock of The F. & M. Schaefer Brewing Company, or of The Schaefer Company, or of both Companies, or of any other Corporation, or if my said executors or trustees shall accept the legacy of said five hundred (500) shares of the capital stock of The F. & M. Schaefer Brewing Company given to me by the Will of my father, Maximilian Schaefer, I empower and request them to retain and hold such shares of said stocks as part of my residuary estate, and so far as may be practicable to divide the said shares of each of said Companies prorata in specie among the respective trusts under the residuary clause of this Will; and I hereby declare that they shall not be chargeable with negligence, misconduct or liability by reason of the retention of said shares or any thereof, and I hereby release them from all liability by reason of their so retaining such shares or any thereof.

I direct, however, that in selling or offering for sale the stock in either Schaefer Company at any time, they shall not offer or sell any less than the whole number of shares of such Company then held by them or which they are entitled to hold in trust for all the trusts hereunder, and in the event that at such time my brother Henry shall be living, I authorize them to assign and transfer, upon such terms as may be agreed upon between them and any proposed purchaser, the said legacy of five hundred (500) shares of The F. & M. Schaefer Brewing Company given to me by the Will of my said father.

WHEREAS, I am now the owner of all or substantially all the capital stock of The F. & M. Schaefer Brewing Company, R.J. Schaefer Realty Co. Inc., and Kent Color Corporation, and will probably continue to be such owner during my life; and
WHEREAS, such interests in said corporations will constitute a large part of my estate to be held in trust under the provisions of my Will.
I hereby direct that so long as the executors and trustees of my estate, or any of the beneficiaries under my Will of any of said trusts consisting in part or whole of any of said shares are interested as trustee or beneficiary in any of the said shares of stock so held in trust or in the income and dividends therefrom, that the aggregate salaries received by any one of my children or trustees or executors as an officer in said three Companies shall not exceed the sum of Twenty thousand ($20,000.) Dollars per annum, and I direct my executors and trustees to enforce this provision of my Will.

IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my seal this 26" day of October in the year One thousand nine hundred and twenty-two.
RUDOLPH J. SCHAEFER (SEAL)
Subscribed, Sealed, Published and declared as and for his last Will and Testament by Rudolph J. Schaefer, the Testator, in our presence who at his request and in his presence and in the presence of each other present at the same time have hereunto subscribed our names as witnesses the day and year last above written.

IN THE NAME OF GOD_ AMEN.

I, Rudolph J. Schaefer, being of sound and disposing mind and memory, having made by last Will and Testament bearing dated the 26th day of October, 1922, do now make this Codicil to be taken as part of the said last Will and Testament.

FIRST: I hereby ratify and confirm said Will in every respect save in so far as any part of said Will is inconsistent with this Codicil.

SECOND: I hereby give to my daughter, Edmee Eloise Schaefer Pryibil, the sum of Ten thousand dollars ($10,000) and I direct that the same be paid over to her within one (1) year after my death and that the said sum of Ten thousand dollars ($10,000) shall be applied and deducted for the purposes stated before the amount of the residuary Estate is computed.

THIRD: I hereby give to Miss Sadie Brown, of Syracuse, New York, faithful nurse and companion of my wife for some years, the sum of Five hundred dollars ($500) and the said sum of Five hundred ($500) shall be applied and deducted for the purposes stated before the amount of the residuary Estate is computed.

FOURTH: I hereby give to Mrs. Conrad Strauch, faithful servant of my family for more than twenty (20) years, the sum of five hundred dollars ($500) if she be in the employ of my family at the time of my death and the said sum of Five hundred dollars ($500) shall be applied and deducted for the purposes stated before the amount of the residuary estate is computed.

FIFTH: I hereby give to Joseph Totten, faithful Chauffeur of my family for over eight (8) years, the sum of Five hundred dollars ($500), if he be in the employ of my family at the time of my death and the said sum of Five hundred dollars ($500) shall be applied and deducted for the purposes stated before the amount of the residuary Estate is computed.

SIXTH: I hereby give to Percy Stevens, my faithful valet and housekeeper for some years, the sum of Five hundred dollars ($500) if he be in my employ at the time of my death and the said sum of Five hundred dollars ($500) shall be applied and deducted for the purposes stated before the amount of the residuary Estate is computed.

SEVENTH: I hereby change and modify the sixth clause of my last Will and Testament as follows:
In the event that any of my said children shall die before my wife without leaving issue, then I direct that the balance of income remaining after the payment to my wife provided for in said sixth paragraph, which would have been payable to such child if living, be paid to such of my children who shall survive, share and share alike, the issue of any child that may die to take per stirpes the share its parent would take if then living.
Upon the death of my wife, or on my death, if she do not survive me, I direct my said Executors and Trustees and the survivor thereof and the successors thereto to disregard the provisions of the sixth clause of my Will as to the one equal third share of my residuary Estate set aside and apart for my daughter, Edmee Eloise Schaefer Pryibil, and to retain such one equal third share and hold the same, for and during the life of my daughter, Edmee Eloise Schaefer Pryibil, in trust however, for the uses and purposes following: To collect the rents, dividends, profits and income therefrom and pay over the same in quarter yearly payments each year to my said daughter Edmee Eloise Schaefer Pryibil. Upon the death of my daughter, Edmee Eloise Schaefer Pryibil, I direct that the said one equal third share be paid over to her lawful issue share and share alike. If my daughter, Edmee Eloise Schaefer Pryibil, shall die without leaving issue, then I direct my said Executors and Trustees and the survivor thereof and the successors thereto to divide the said one equal third share set aside for my daughter Edmee Eloise Schaefer Pryibil, into four (4) equal parts and I give three such equal one-fourth (1/4) parts of said one equal third share of my residuary Estate to those of my children who shall survive, share and share alike, the issue of any such child that may die to take per stirpes the share its parent would have taken if then living, and I direct my said Executors and Trustees and the survivor thereof and the successors thereto to give and dispose of the other one equal one-fourth (1/4) part of said one equal third share of my residuary Estate to and among the following named institutions, share and share alike, in my memory, and for the purposes authorized by the charter of the institutions, viz; New York Catholic Protectory; Lenox Hill Hospital, New York City; Isabella Home, New York City; The Babies' Hospital of The City of New York; Mount Sinai Hospital, New York City.

EIGHTH: I hereby change, Alter and Modify the Eighth clause of my last Will and Testament in which Executors and Trustees are nominated, constituted and appointed so as to eliminate therefrom the names of my friends, William H. Klenke and Samuel S. Brewer as Executors and Trustees and substitute instead and in place of the said William H. Klenke and Samuel S. Brewer, my friends Jacob Ruppert and Rudolph O. Haubold, but all the other provisions and directions in said Eighth clause are to remain in full force and effect and everything applicable to the said William H. Klenke and Samuel S. Brewer shall be applicable to the said Jacob Ruppert and Rudolph O. Haubold. The substitution of my daughter, Edmee Eloise Schaefer Pryibil, provided for in said Eighth paragraph of my last Will and Testament shall only take place in case any of the said Executors and Trustees as constituted by my said Will and by this Codicil shall die, fail to qualify, resign or be removed or become incapable of acting. I direct that the substituted Executors and Trustees named herein shall not be required to give any bond or security whatsoever and that all provisions of my said Will applicable to Executors and Trustees shall be applicable to the said Jacob Ruppert and Rudolph O. Haubold.

In witness whereof, I, Rudolph J. Schaefer, have to this Codicil to my last Will and Testament, dated the 26th day of October, 1922, subscribed my name and set my seal this 7" day of August, in the year of Our Lord, One thousand nine hundred and twenty-three.
RUDOLPH J. SCHAEFER. (SEAL)

In the presence of:
Richard C. Voth
Patrick J. O'Connell
T.C. H. Simonson.

The foregoing instrument was by the said Rudolph J. Schaefer Signed, sealed, published and Declared as and for a Codicil to his last Will and Testament in the presence of us, who at his request and in his presence and in the presence of each other have subscribed our names as witnesses thereto this 7th day of August, in the year One thousand nine hundred and twenty-three.

Richard C. Voth residing at 375 Park Ave. New York
Patrick J. O'Connell residing at 1360 Ogden Ave. Bronx New York.
T.C.H. Simonson residing at 62 East 96" St. New York City.