[Royal Coat of Arms]

IN THE SUPREME COURT OF NEWFOUNDLAND
TRIAL DIVISION
In the Estate of ----------VICTORIA M. D. BISHOP----------, deceased

LETTERS OF PROBATE

BE IT KNOWN that on the ------- 5^th ------- day of --- --------- April ------- 1995 the last Will and Testament and codicil ---------------- of ----- VICTORIA M. D. BISHOP -------- Late of --------------------------- St. John's ------------------- in the Province of Newfoundland -------------- gentlewoman --------- deceased, who died on or about the ----- 9^th ---day of -------------- March ------------, 1993 at --------------- St. John's aforesaid ------------------ was proved and registered in the aforesaid Court a true copy of which said last Will and Testament and codicil ------------------------------------ is hereunder written and that the administration of all and singular the estate and effects of the said deceased was granted by the aforesaid Court to William Alexander Hamlyn of Topsail in the Province aforesaid, businessman ---------------------------------------------------------------

the executor --------------- named in the said Will ------------- he ----------------having been first sworn well and faithfully to administer the same by paying the just debts of the deceased, and the legacies contained in the said Will and codicil ------------------------------- so far as -------- he is ----- thereunto bound by law and by distributing the residue (if any) according to law and to exhibit under oath a true and perfect inventory of all and singular the said estate and effects, and to render a just and true account thereof whenever required by law so to do,

Elaine Burke
Assistant Deputy Registrar

[SEAL]

In the Supreme Court
Of Newfoundland
Trial Division

VICTORIA M. D. BISHOP
Deceased.

LETTERS OF PROBATE

Entered       April 5, 1995
Folio           04769
Volume       18

NOTE: By the oath or affirmation which you have taken you are bound to render a true account of your administration whenever required to do so. At such time, you are required to file in the Registry of the Supreme Court a statement of account duly verified under your oath or affirmation showing how the estate has been dealt with.

SECTION 127 OF THE JUDICATURE ACT, 1986 PROVIDES AS FOLLOWS:
      "127. Every person to whom letters of probate or administration are granted shall, within one year after the issuance of the grant, file in the Registry

      (a) a full inventory and valuation of the estate of or to which the deceased was possessed or entitled to at the time of the death of the deceased;
      (b) a full statement of the estate that has come into that person's hands, or into the hands of any other person by that person's order;
      ( c) a full statement of the disbursements made by that person on account of the funeral expenses, debts and estate; and
      (d) a full statement of the estate then outstanding or undisposed of."

IN THE SUPREME COURT OF NEWFOUNDLAND
TRIAL DIVISION

In the Estate of VICTORIA M. D. BISHOP late of St. John's, in the Electoral District of Waterford-Kenmount, in the Province of Newfoundland, Housewife, Widow, Deceased

ORDER

Before the Honourable Mr. Justice Lang          G.F.L.J.

UPON it appearing that, William Alexander Hamlyn, as petitioner, has made application under Rule 56.05 requesting that Letters of Probate of the Estate of Victoria M. D. Bishop be granted To William Hamlyn;

IT IS ORDERED THAT Letters of Probate of the Estate of Victoria M. D. Bishop, late of the [sic] St. John's, in the Electoral District of Waterford-Kenmount, in the Province of Newfoundland, Housewife, Widow, Deceased, be granted to William Alexander Hamlyn of Topsail, in the Electoral District of Conception  Bay South, Province of Newfoundland, Businessman, Married Man.

DATED at St. John's this 4^th day of April, 1995

Elaine Burke
Asst. Deputy Registrar

IN THE SUPREME COURT OF NEWFOUNDLAND

TRIAL DIVISION

TO THE HONOURABLE THE SUPREME COURT OF NEWFOUNDLAND OR ONE OF THE HONOURABLE THE JUDGES THEREOF:

THE PETITION

The Petition of William Alexander Hamlyn of Topsail, in the Electoral District of Conception Bay South, in the Province of Newfoundland, Businessman, Married Man, says:

1. Victoria M. D. Bishop of St. John's, in the Electoral District of Waterford-Kenmount, Province of Newfoundland, Housewife, Widow, died at St. John's, Newfoundland on or about the 9 day of March, 1993, at the age of 87 years having previously made her Last Will and Testament dated 29 March, 1982 in which she appointed William Alexander Hamlyn, your Petitioner herein as Executor, and also a Codicil thereto dated 19 January, 1987. The Will is annexed to this Petition and marked "A" and the Codicil is annexed to the Petition and marked Schedule "B"

2. The deceased left surviving her the following next of kin and named beneficiaries and  no others:
   - her nephew William Alexander Hamlyn, of Topsail, Conception Bay South, in the Province of Newfoundland;
   - her niece, Muriel Kruger, of Dorchester, in the State of Massachussetts,[sic] U.S.A.;
   - the Anglican Cemetery Committee;
   - her grand-nephews, Weston Frederick George Hamlyn, and Alexander William Hamlyn, the sons of William Alexander Hamlyn.

3. Your Petitioner, William Alexander Hamlyn is one of the beneficiaries named in the Will and is over the age of nineteen years.

4. The deceased, at the time of the execution of the Will was of the full age of 17 years, (neither witness to the Will is a beneficiary or the husband or wife of a beneficiary) and the deceased did not marry after the execution of the Will.

5. At the time of her death, the deceased was possessed of property in the jurisdiction of this Honourable Court of the probable value of eighteen thousand dollars ($18,000.00) as appears from the Inventory annexed to this Petition and marked "C".

6. No probate of any will nor Letters of Administration of the Estate of the deceased have been at any time granted by this Honourable Court.

Your Petitioner therefore applies for a grant of Letters of Probate of the Last Will and Testament of the deceased, Victoria M. D. Bishop.

DATED AT St. John's in the Province of Newfoundland this 13 day of March, 1995.

William Alexander Hamlyn
WILLIAM ALEXANDER HAMLYN

PROVINCE OF NEWFOUNDLAND
CITY OF ST. JOHN'S
TO WIT:

A F F I D A V I T

I, William Alexander Hamlyn, of Topsail, in the Electoral District of Conception bay South, In the Province of Newfoundland, make oath and say as follows:

1. That I am the Petitioner in the foregoing Petition.

2. That I have read and I understand the foregoing Petition

3. That I have personal knowledge of the facts contained and in the Inventory thereto annexed and they are true to the best of my knowledge, information and belief.

SWORN TO before me at St.
John's in the Province of
Newfoundland this 13
Day of March , 1995.

William Alexander Hamlyn
WILLIAM ALEXANDER HAMLYN

Peter Hood [?]
Barrister
/u/pjo/hamlyn.probate

IN THE SUPREME COURT OF NEWFOUNDLAND
TRIAL DIVISION

deceased
In the Estate of VICTORIA M.D. BISHOP Late of St. John's, in the Electoral District of Waterford-Kenmount, in the Province of Newfoundland

PROOF OF WILL

I        James P. Adams, Solicitor, of St. John's, in the Electoral District of St. John's Centre, in the Province of Newfoundland of
in the Province of Newfoundland,        make oath and say that on the 19^th      day of January       , 1987 I was present and did see Victoria M.D. Bishop       late of St. John's, in the Electoral District of
Waterford-Kenmount
in the Province aforesaid        the Testatrix         named in the paper writing hereunto annexed, marked A, duly sign, publish and declare the said
a Codicil to her         annexed paper writing, as and for       / last         Will and Testament in my presence, and in the presence of        Elizabeth Hamlyn        the other subscribing witness thereto. That I and the said        Ellizabeth Hamlyn then and there signed our names to such Will as such witnesses, in the presence of the said Testatrix          . And that at the time of the said execution of the said Will the said Testatrix        was of sound and disposing mind, memory and understanding to the best of my belief.

SWORN at St. John's               James P. Adams
On the 21^st day of March          James P. Adams
1995 , before me.

Peter Hood [?]
Barrister

IN THE SUPREME COURT OF NEWFOUNDLAND
TRIAL DIVISION

In the Estate of VICTORIA M.D. BISHOP Late of St. John's, in the , ^deceased Electoral District of Waterford-Kenmount, in the Province of Newfoundland, Wedow.

PROOF OF WILL

I, James P. Adams, of St. John's, in the Electoral District of St. John's Centre, of [sic] in the Province of Newfoundland in the Province of Newfoundland [sic], Solicitor          make oath and say that on the 29          day of March          , 1982 I was present and did see Victoria M.D. Bishop          late of  St. John's, in the Electoral District ofWaterford-Kenmount
in the Province aforesaid           the Testatrix           named in the paper writing hereunto annexed, marked A, duly sign, publish and declare the said annexed paper writing, as and for           her           last Will and Testament in my presence, and in the presence of           Marilyn Phillips of Colliers in the Electoral District           the other subscribing                                                                                                                                    Harbour Main, Newfoundland
witness thereto. That I and the said           Marilyn Phillips then and there signed our names to such Will as such witnesses, in the presence of the said Testatrix           . And that at the time of the said execution of the said Will the said Testatrix           was of sound and disposing mind, memory and understanding to the best of my belief.

SWORN at St. John's                                            James P. Adams
On the 21^st day of March                                       James P. Adams
1995 , before me.

Peter Hood [?]
Barrister

IN THE SUPREME COURT OF NEWFOUNDLAND
TRIAL DIVISION        [Initials]
This is Schedule "C" to the
============= Petition of William Alexander Hamlyn

In the Estate of VICTORIA M.D. BISHOP, Late of St. John's, in the Electoral District of Waterford-Kenmount, in the Province of Newfoundland, Housewife, Widow, Deceased.

Inventory and Valuation of the Property of the said Estate.

      I,.. William Alexander Hamily [sic] ........................ make oath and say that I am....the Petitioner.....herein...............................and that the above is, to the best of my knowledge, information and belief, a just and true Inventory and Valuation of all property in the estate (at the time of.............................her..................... death), as far as I can at present ascertain.

SWORN at ..St. John's................................
This.....13.....day of.....March........................
19..95, before me

Peter Hood [?]           William Alexander Hamlyn
Barrister                    WILLIAM ALEXANDER HAMLYN

IN THE SUPREME COURT OF NEWFOUNDLAND
TRIAL DIVISION

In the Estate of           VICTORIA M.D. BISHOP, Late of St. John's, in the , deceased            Electoral Districtof Waterford-Kenmount, in the Province of Newfoundland, Housewife, Widow, Deceased.

OATH OF EXECUTOR

I,           William Alexander Hamlyn            of           Topsail, in the Electoral District of Conception Bay South, in the Province of Newfoundland, Businessman           , make oath and say that            Victoria M. D. Bishop            late of            St. John's           deceased died with a Will           ; that I am           the Petitioner           therein named; that I will well and faithfully administer the estate and effects of the testatrix           by paying           her           just debts and the legacies contained in the said Will so far as the same shall thereto extend and the law bind me, and by distributing the residue (if any) of the said estate and effects according to law; that I will exhibit under oath a true, full and perfect inventory of all and singular the estate and effects of the           testatrix           , and render a just and true account thereof whenever required by law so to do; that the           testatrix           died at           St. John's, Newfoundland            on the           [sic] day of           [sic]           , 19 [sic]          ; and that the gross value of the estate and effects of the said testatrix            is          $18,000.00           and no more, according to the best of my knowledge, information and belief.

SWORN at           St. John's
on this           13           day of March
1995          , before me

Peter Hood [?]                                           William Alexander Hamlyn
Barrister                                                     WILLIAM ALEXANDER HAMLYN

This is Schedule "A" to the Petition of William Alexander Hamlyn

THIS IS THE LAST WILL AND TESTAMENT of me VICTORIA M. D. BISHOP, of St. John's in the Province of. Newfoundland, Widow.

1. I HEREBY REVOKE all former wills and testamentary dispositions by me at any time heretofore made and declare this to be my Last Will and Testament.

2. I NOMINATE, CONSTITUTE AND APPOINT my nephew, William Alexander Hamlyn, to be the sole Executor and Trustee of this my Will and I hereinafter refer to him as my Trustee.

3. I GIVE, DEVISE AND BEQUEATH all my property of every nature and kind and wheresoever situate, including any property over which I may have a general power of appointment, to my said Trustee upon the following trusts, namely:
   (a) To pay out of the capital of my general estate my just debts, funeral and testamentary expenses and all estate, legacy, succession and inheritance taxes or duties, whether imposed. by or pursuant to the law of any domestic or foreign jurisdiction whatsoever, that may be payable in connection with the property passing (or deemed to pass by any governing law) on my death, or in connection with any insurance on my life, or in connection with any gift or benefit given or provided by me either in my lifetime or by surviviorship [sic] or by this my Will or any Codicil thereto, and whether such taxes and duties be payable in respect of estates or interest which fall into possession at my death or at. any subsequent time.
   
   (b) I give, devise and. bequeath all my right, title, interest and estate in and to the land and dwelling house situate and being number 481 Topsail Road, St. John's, held in the joint names of myself and my brother, Weston Hamlyn, to my said brother, Weston Hamlyn, to be his absolutely.
   
   (c) To pay the following legacies:
   (i)  To each of my nephews, Harry Hamlyn [scribble underline], Jr., and William Hamlyn [scribble underline], sons of my deceased brother, Harry Hamlyn, Sr., if each of them survives me, the sum of Five hundred dollars ($500.00) [scribbled out] each;
   (ii)  To my niece, Muriel Kruger, of Dorchester, in the state of Massachussetts [sic], U.S.A., if she survives me, the sum of One thousand dollars ( $1,000.00);
   (iii) To the Anglican Cemetery Committee, the sum of Five hundred dollars ($500.00) to be used at the discretion of the said Committee at the Forest Road Cemetery;
   (iv)  To my grand-nephew, Weston Frederick George Hamlyn, the son of William Alexander Hamlyn, if he survives me, the sum of Twenty thousand dollars ($20,000.00) to be held and kept invested by my Trustee until my said grand-nephew attains the: age of nineteen (19) years. If my said grand-nephew predeceases me or dies before attaining the. age of nineteen (19) year, the said Twenty thousand dollars ($20,000.00) shall fall into and form part of the. residue of my estate.
   
   (d)  To pay or transfer all the rest and residue of my estate to my Trustee, William Alexander Hamlyn, if be survives me, for his own use absolutely. If the said William Alexander Hamlyn predeceases me, to pay or transfer the said residue of my estate to my grand-nephew, the said Weston Frederick George Hamlyn, to be his absolutely.

4. If any person should become entitled to any share in my estate before attaining the age of nineteen (19) years, the share of such person shall be held and kept invested by my Trustee and the income and capital, or so much thereof as my Trustee in his absolute discretion considers advisable, shall be used for the benefit of such person until he or she attains the age of nineteen (19) years.

5. I authorize my Trustee to make any payments for any person under the age of nineteen (19) years to a parent or guardian of such person or to anyone to whom he in his discretion, deems it. advisable to make. such. payments, whose recept shall. be a sufficient discharge to my Trustee.

6. My Trustee may make any division of my estate or satisfy or pay any share or interest therein, either wholly or in part, in the assets forming my estate at the time of my death or at the time of such division, setting aside or payment, and I expressly declare that my Trustee shall, in his, absolute discretion, fix the value of my estate or any part thereof for the purpose of making such division, setting side or payment and his decision shall be final and. binding upon all persons concerned.

IN WITNESS WHEREOF I have to this my Last Will, written upon this and the preceding two (2) pages of paper, subscribed my name this 29^th day of March, A.D. 1982.

This is Schedule "B" to the Petition of William Alexander Hamlyn

THIS IS THE FIRST CODICIL TO THE LAST WILL AND TESTAMENT of me, Victoria M. D. Bishop, of the City of St. John's, in the Province of Newfoundland, Canada, which Last Will and Testament is dated the 29^th day of March, A.D., 1982.

1. I HEREBY REVOKE clause 3(c)(i) of my Will.

2. I HEREBY REVOKE clause 3(c)(iv) of my Will and replace the said clause with a new clause 3(c)(iv) which reads as follows:
   "3(c)(iv)To my grand-nephews, Weston Frederick George Hamlyn and Alexander William Hamlyn, the sons of William Alexander Hamlyn, if they survive me, the sum of Twenty thousand dollars ($20,000.00) to be divided equally among them and to be held in trust and kept invested by my Trustee until my said grand-nephews attain the age of nineteen (19) years respectively. If either of my said grand-nephews predeceases me then the share of that grand-nephew shall go to the survivor of them. If either of my said grand-nephews predeceases the other before attaining - the age of nineteen (19) years, then the survivor of the two shall receive the entire Twenty thousand dollars ($20,000.00). If both of my said grand-nephews predecease me or die before attaining the age of nineteen (19) years, the said Twenty thousand dollars ($20,000.00) shall fall into and form part of the residue of my Estate."

3. In all other respects I confirm my said Will.

IN TESTIMONY WHEREOF I have to this Codicil to my Last Will and Testament written upon this single page of paper, subscribed my name This 19^th day of January       , A.D., 1987.

SIGNED, PUBLISHED AND DECLARED
by the Testatrix as and for
a Codicil to her Last Will
and Testament, in the pres-
ence of us both present at
the same time, who, at her
request and in her presence,
and in the presence of each
other, have hereunto sub-
scribed our names as
witnesses.
Elizabeth Hamlyn

James P. Adams                                                  Victoria M. D. Bishop
One Church Hill                                                 VICTORIA M. D. BISHOP
St. John's