Last Will and Testament

                                          of
                      
                                 Blanche H. McKelvey



          I, Blanche H. McKelvey, a resident of Dade City, Pasco County, 
Florida, being of sound and disposing mind and memory but realizing the 
uncertainties of life and the certainty of death, and desiring to make 
testamentary disposition of my estate upon the event of my death,
 do hereby make, declare, and publish this to be my Last Will 
and Testament, hereby revoking any and all other Wills and 
Codicils by me, at any time, heretofore made.


                                 First

         I do hereby direct my Executor, hereinafter named, to 
pay all my just debts (including the costs of my last illness 
and funeral expenses) as soon after my death as practicable.

                                Second

         I do hereby give, devise, and bequeath to my beloved 
husband, NEWTON G. MCKELEY, all of my property, whether real,
 personal or mixed, and whereever located and situate, of which
 I may die seized or possessed, or to which I may be or become 
in any way entitled or have any interest, or over which I may
 have any power or appointment, to be hers absolutely, without 
limitation or restriction.

                                 Third

      In the event my husband, NEWTON G. MCKELVEY, shall have  
predeceased me, I give, devise, and bequeath my entire estate, 
whether real, personal or mixed, whereever located and situate, 
of which I may die seized or possessed, or to which I may be or 
become in any way entitled or have any interest, or over which 
I may have any power or appointment, to my son, ROBERT D. MCKELVEY
 of Dade City,  Pasco County, Florida, and to my daughter, 
MARGARET L. HINCKS of Stuart,  Florida, in equal shares, 
share and share alike.

                           Fourth

       I do hereby nominate and appoint my son, ROBERT D. MCKELVEY, 
as Executor of this my Last Will and Testament, and I do hereby 
direct that he be permitted to serve as such without the necessity 
of furnishing bond for the faithful performance of his duties.

                      (Page One of Two Pages)
----------------------------------------------------------------------


                           Fifth

      I do hereby now authorize and empower my Executor herein named
 to hold and retain as investments of my estate all investments,
 securities and other property, real, and personal, which shall 
at the time of my death be included in my estate; to sell and 
dispose of, for the purpose of paying my debts or making distribution
 or for any other purpose whatever, any or all of such property,
 either at public or private sale, for such prices and on such terms
 as my Executor shall deem proper, and to reinvest the proceeds thereof
as my Executor shall see fit; to make, execute and deliver all 
assignments, transfers, and other legal documents and instruments
 either necessary or convenient for passing the title and ownership 
thereto, freed and discharged of all liens or encumbrances, without
 any liability on the purchaser to see to the application of the 
purchase money;  to borrow any and all sums of money, either upon 
the security of any and all property at any time forming a part of 
my estate, or without any security, without first obtaining the 
permission of Court so to do.
      In WITNESS WHEREOF, I have hereunto set my hand and seal to
 this my Last Will and Testament, on this the 16th day of May, 
A. D. 1968.

                                                             
                                            _______________________ (Seal)
                                              Blanche H. McKelvey

SIGNED by the Testator, Blanche H. McKelvey,  as her Last Will and
Testament, on this the 16th day of May, A. D. 1968, in the presence 
of us, who, at her request and in her presence and in the presence 
of each other, have hereunto set our hands and seals as attesting 
witnesses.


________________________________    Dade City, Florida

________________________________    Dade City, Florida

                              (Page Two of Two Pages)