Last Will And Testament Of Elvis A. Presley, Deceased 
Filed August 22, 1977 

         Last Will And Testament of Elvis Presley 

 I, Elvis A. Presley, a resident and citizen of Shelby County, 
Tennessee, being of sound mind and disposing memory, do hereby 
make, publish and declare this instrument to be my last will and 
testament, hereby revoking any and all wills and codicils by me 
at any time heretofore made. 

                          Item I 
                Debts, Expenses and Taxes 

 I direct my Executor, hereinafter named, to pay all of my 
matured debts and my funeral expenses, as well as the costs and 
expenses of the administration of my estate, as soon after my 
death as practicable. I further direct that all estate, 
inheritance, transfer and succession taxes which are payable by 
reason under this will, be paid out of my residuary estate; and 
I hereby waive on behalf of my estate any right to recover from 
any person any part of such taxes so paid. My Executor, in his 
sole discretion, may pay from my domiciliary estate all or any 
portion of the costs of ancillary administration and similar 
proceedings in other jurisdictions. 

                          Item II 

 Instruction Concerning Personal Property: Enjoyment in Specie 

 I anticipate that included as a part of my property and estate 
at the time of my death will be tangible personal property of 
various kinds, characters and values, including trophies and 
other items accumulated by me during my professional career. I 
hereby specifically instruct all concerned that my Executor, 
herein appointed, shall have complete freedom and discretion as 
to disposal of any and all such property so long as he shall act 
in good faith and in the best interest of my estate and my 
beneficiaries, and his discretion so exercised shall not be 
subject to question by anyone whomsoever. 

 I hereby expressly authorize my Executor and my Trustee, 
respectively and successively, to permit any beneficiary of any 
and all trusts created hereunder to enjoy in specie the use or 
benefit of any household goods, chattels, or other tangible 
personal property (exclusive of choses in action, cash, 
stocks, bonds or other securities) which either my Executor or my 
Trustees may receive in kind, and my Executor and my Trustees 
shall not be liable for any consumption, damage, injury to or 
loss of any tangible property so used, nor shall the 
beneficiaries of any trusts hereunder or their executors of 
administrators be liable for any consumption, damage, injury to 
or loss of any tangible personal property so used. 

                       Item III 

                     Real Estate 

 If I am the owner of any real estate at the time of my death, I 
instruct and empower my Executor and my Trustee (as the case may 
be) to hold such real estate for investment, or to sell same, or 
any portion therof, as my Executor or my Trustee (as the case 
may be) shall in his sole judgment determine to be for the best 
interest of my estate and the beneficiaries thereof. 

                        Item IV 

                     Residuary Trust 

 After payment of all debts, expenses and taxes as directed under 
Item I hereof, I give, devise, and bequeath all the rest, 
residue, and remainder of my estate, including all lapsed 
legacies and devices, and any property over which I have a power 
of appointment, to my Trustee, hereinafter named, in trust for 
the following purposes: 

 (a) The Trustees is directed to take, hold, manage, invest and 
reinvent the corpus of the trust and to collect the income 
therefrom in accordance with the rights, powers, duties, 
authority and discretion hereinafter set forth. The Trustee is 
directed to pay all the expenses, taxes and costs incurred in 
the management of the trust estate out of the income thereof. 

 (b) After payment of all expenses, taxes and costs incurred in 
the management of the expenses, taxes and costs incurred in the 
management of the trust estate, the Trustee is authorizes to 
accumulate the net income or to pay or apply so much of the net 
income and such portion of the principal at any time and from 
time to time to time for health, education, support, comfortable 
maintenance and welfare of: (1) My daughter, Lisa 
Marie Presley, and any other lawful issue I might have, (2) my 
grandmother, Minnie Mae Presley, (3) my father, Vernon E. 
Presley, and (4) such other relatives of mine living at the time 
of my death who in the absolute discretion of my Trustees are in 
need of emergency assistance for any of the above mentioned 
purposes and the Trustee is able to make such distribution 
without affecting the ability of the trust to meet the present 
needs of the first three numbered categories of beneficiaries 
herein mentioned or to meet the reasonably expected future needs 
of the first three classes of beneficiaries herein mentioned. 
Any decision of the Trustee as to whether or not distribution, 
to any of the persons described hereunder shall be final and 
conclusive and not subject to question by any legatee or 
beneficiary hereunder. 

 (c) Upon the death of my Father, Vernon E. Presley, the Trustee 
is instructed to make no further distributions to the fourth 
category of beneficiaries and such beneficiaries shall cease to 
have any interest whatsoever in this trust. 

 (d) Upon the death of both my said father and my said 
grandmother, the Trustee is directed to divide the Residuary 
Trust into separate and equal trusts, creating one such equal 
trust for each of my lawful children then surviving and one such 
equal trust for the living issue collectively, if any, of any 
deceased child of mine. The share, if any, for the issue of any 
such deceased child, shall immediately vest in such issue in 
equal shares but shall be subject to the provisions of Item V 
herein. Separate books and records shall be kept for each 
trust, but it shall not be necessary that a physical division of 
the assets be made as to each trust. 

 The Trustee may from time to time distribute the whole or any 
part of the net income or principal from each of the aforesaid 
trusts as the Trustee, in its uncontrolled discretion, considers 
necessary or desirable to provide for the comfortable support, 
education, maintenance, benefit and general welfare of each of 
my children. Such distributions may be made directly to such 
beneficiary or to the guardian of the person of such beneficiary 
and without repsonsibilty on my Trustee to see to the 
application of nay such distributions and in making such 
distributions, the Trustee shall take into account all other 
sources of funds known by the Trustee to be available for each 
respective beneficiary for such purpose. 

 (e) As each of my respective children attains the age of 
twenty-five (25) years and provided that both my father and my 
grandmother are deceased, the trust created hereunder for such 
child care terminate, and all the remainder of the assets then 
contained in said trust shall be distributed to such child so 
attaining the age of twenty-five (25) years outright and free of 
further trust. 

 (f) If any of my children for whose benefit a trust has been 
created hereunder should die before attaining the age of twenty- 
five (25) years, then the trust created for such a child shall 
terminate on his death, and all remaining assets then contained 
in said trust shall be distributed outright and free of further 
trust and in equal shares to the surviving issue of such 
deceased child but subject to the provisions of Item V herein; 
but if there be no such surviving issue , then to the brothers 
and sisters of such deceased child in equal shares, the issue of 
any other deceased child being entitled collectively to their 
deceased parent's share. Nevertheless, if any distribution 
otherwise becomes payable outright and free of trust under the 
provisions of this paragraph (f) of the Item IV of my will to a 
beneficiary for whom the Trustee is then administering a trust 
for the benefit of such beneficiary under provisions of this 
last will and testament, such distribution shall not be paid 
outright to such beneficiary but shall be added to and become a 
part of the trust so being administered for such beneficiary by 
the Trustee. 

                         Item V 

                Distribution to Minor Children 

 If any share of corpus of any trust established under this will 
become distributable outright and free of trust to any 
beneficiary before said beneficiary has attained the age of 
eighteen (18) years, then said share shall immediately vest in 
said beneficiary, but the Trustee shall retain possession of 
such share during the period in which such beneficiary is under 
the age of eighteen (18) years, and, in the meantime, shall use 
and expend so much of the income and principal for the care, 
support, and education of such beneficiary, and any income not 
so expended with respect to each share so retained all the power 
and discretion had with respect to such trust generally. 

                          Item VI 

                    Alternate Distributees 

 In the event that all of my descendants should be deceased at 
any time prior to the time for the termination of the trusts 
provided for herein, then in such event all of my estate and all 
the assets of every trust to be created hereunder (as the case 
may be) shall then distributed outright in equal shares to my 
heirs at law per stripes. 

                         Item VII 

                    Unenforceable Provisions 

 If any provisions of this will are unenforceable, the remaining 
provisions shall, nevertheless, be carried into effect. 

                         Item VIII 

                      Life Insurance 

 If my estate is the beneficiary of any life insurance on my 
life at the time of my death, I direct that the proceeds 
therefrom will be used by my Executor in payment of the debts , 
expenses and taxes listed in Item I of this will, to the extent 
deemed advisable by the Executor. All such proceeds not so used 
are to be used by my Executor for the purpose of satisfying the 
devises and bequests contained in Item IV herein. 

                         Item IX 

                    Spendthrift Provision 

 I direct that the interest of any beneficiary in principal or 
income of any trust created hereunder shall not be subject to 
claims of creditors or others, nor to legal process, and may not 
be voluntarily or involuntarily alienated or encumbered except as 
herein provided. Any bequests contained herein for any female 
shall be for her sole and separate use, free from the debts, 
contracts and control of any husband she may ever have. 

                         Item X 

               Proceeds From Personal Services 

 All sums paid after my death (either to my estate or to any of 
the trusts created hereunder) and resulting from personal 
services rendered by me during my lifetime, including, but not 
limited to, royalties of all nature, concerts, motion picture 
contracts, and personal appearances shall be considered to be 
income, notwithstanding the provisions of estate and trust law 
to the contrary. 

                          Item XI 

                    Executor and Trustee 

 I appoint as executor of this, my last will and testament, and 
as Trustee of every trust required to be created hereunder, my 
said father. 

 I hereby direct that my said father shall be entitled by his 
last will ant testament, duly probated, to appoint a successor 
Executor of my estate, as well as a successor Trustee or 
successor Trustees of all the trusts to be created under my last 
will and testament. 

 If, for any reason, my said father be unable to serve or to 
continue to serve as Executor and/or as Trustee, or if he be 
deceased and shall not have appointed a successor Executor or 
Trustee, by virtue of his last will and testament as stated 
-above, then I appoint National Bank of Commerce, Memphis, 
Tennessee, or its successor or the institution with which it may 
merge, as successor Executor and/or as successor Trustee of all 
trusts required to be established hereunder. 

 None of the appointees named hereunder,including any appointment 
made by virtue of the last will and testament of my said father, 
shall be required to furnish any bond or security for 
performance of the respective fiduciary duties required 
hereunder, notwithstanding any rule of law to the contrary. 

                         Item XII 

 Powers, Duties, Privileges and Immunities of the Trustee 

 Except as otherwise stated expressly to the contrary herein, I 
give and grant to the said Trustee (and to the duly appointed 
successor Trustee when acting as such) the power to do 
everything he deems advisable with respect to the administration 
of each trust required to be established under this, my last 
will and Testament, even though such powers would not be 
authorized or appropriate for the Trustee under statutory or 
other rules of law. By way of illustration and not in 
limitation of the generality of the foregoing grant of power and 
authority of the Trustee, I give and grant to him plenary power 
as follows: 

 (a) To exercise all those powers authorized to fiduciaries under 
the provisions of the Tennessee Code Annotated, Sections 35-616 
to 35-618, inclusive, including any amendments thereto in effect 
at the time of my death, and the same are expressly referred to 
and incorporated herein by reference. 

 (b) Plenary power is granted to the Trustee, not only to relieve 
him from seeking judicial instruction, but to the extent that 
the Trustee deems it to be prudent, to encourage determinations 
freely to be made in favor of persons who are the current income 
beneficiaries. In such instances the rights of all subsequent 
beneficiaries are subordinate, and the Trustee shall not be 
answerable to any subsequent beneficiary for anything done or 
omitted in favor of a current income beneficiary may compel any 
such favorable or preferential treatment. Without in anywise 
minimizing or impairing the scope of this declaration of intent, 
it includes investment policy, exercise of discretionary power 
to pay or apply principal and income, and determination 
principal and income questions; 

 (c) It shall be lawful for the Trustee to apply any sum that is 
payable to or for the benefit of a minor (or any other person 
who in the Judgment of the Trustee, is incapable of making 
proper disposition thereof) by payments in discharge of the 
costs and expenses of educating, maintaining and supporting said 
beneficiary, or to make payment to anyone with whom said 
beneficiary resides or who has the care or custody of the 
beneficiary, temporarily or permanently, all without 
intervention of any guardian or like fiduciary. The receipt of 
anyone to whom payment is so authorized to be made shall be a 
complete discharge of the Trustees without obligation on his 
part to see to the further application hereto, and without 
regard to other resource that the beneficiary may have, or the 
duty of any other person to support the beneficiary; 

 (d) In Dealing with the Trustee, no grantee, pledge, vendee, 
mortgage, lessee or other transference of the trust properties, 
or any part therof, shall be bound to inquire with respect to 
the purpose or necessity of any such disposition or to see to 
the application of any consideration therefore paid to the 
Trustee. 

                            Item XIII 

             Concerning the Trustee and the Executor 

 (a) If at any time the Trustee shall have reasonable doubt as to 
his power, authority or duty in the administration of any trust 
herein created, it shall be lawful for the Trustee to obtain the 
advice and counsel of reputable legal counsel without resorting 
to the courts for instructions; and the Trustee shall be fully 
absolved from all liability and damage or detriment to the 
various trust estates of any beneficiary thereunder by reason of 
anything done, suffered or omitted pursuant to advice of said 
counsel given and obtained in good faith, provided that nothing 
contained herein shall be construed to prohibit or prevent the 
Trustee in all proper cases from applying to a court of 
competent jurisdiction for instructions in the administration 
of the trust assets in lieu of obtaining advice of counsel. 

 (b) In managing, investing, and controlling the various trust 
estates, the Trustee shall exercise the judgment and care under 
the circumstances then prevailing, which men of prudence 
discretion and judgment exercise in the management of their own 
affairs, not in regard to speculation, but in regard to the 
permanent disposition of their funds, considering the probable 
income as well as the probable safety of their capital, and, in 
addition, the purchasing power of income distribution to 
beneficiaries. 

 (c) My Trustee (as well as my Executor) shall be entitled to 
reasonable and adequate and adequate compensation for the 
fiduciary services rendered by him. 

 (d) My Executor and his successor Executor and his successor 
Executor shall have the same rights, privileges, powers and 
immunities herein granted to my Trustee wherever appropriate. 

 (e) In referring to any fiduciary hereunder, for purposes of 
construction, masculine pronouns may include a corporate 
fiduciary and neutral pronouns may include an individual 
fiduciary. 

                        Item XIV 

                  Law Against Perpetuities 

 (a) Having in mind the rule against perpetuities, I direct that 
(notwithstanding anything contained to the contrary in this last 
will and testament) each trust created under this will (except 
such trust created under this will (except such trusts as have 
heretofore vested in compliance with such rule or law) shall 
end, unless sooner terminated under other provisions of this 
will, twenty-one (21) years after the death of the last survivor 
of such of the beneficiaries hereunder as are living at the time 
of my death; and thereupon that the property held in trust shall 
be distributed free of all trust to the persons then entitled to 
receive the income and/or principal therefrom, in the proportion 
in proportion in which they are then entitled to receive such 
income. 

 (b) Notwithstanding anything else contained in this will to the 
contrary, I direct that if any distribution under this will 
become payable to a person for whom the Trustee is then 
administering a trust created hereunder for the benefit of such 
person, such distribution shall be made to such trust and not to 
the beneficiary outright, and the funds so passing to such trust 
shall become a part thereof as corpus and be administered and 
distributed to the same extent and purpose as if such funds had 
been a part of such a trust at its inception. 

                         Item XV 

             Payment of Estate and Inheritance Taxes 

 Notwithstanding the provisions of Item X herein, I authorize my 
Executor to use such sums received by my estate after my death 
and resulting from my personal services as identified in Item X 
as he deem necessary and advisable in order to pay the taxes 
referred to in Item I of my said will. 

 In WITNESS WHEREOF, I, the said ELVIS A. PRESLEY, do hereunto 
set my hand and seal in the presence of two (2) competent 
witnesses, and in their presence do publish and declare this 
instrument to be my Last Will and Testament, this 3 day of 
March, 1977. 

  [Signed by Elvis A. Presley] 
  ELVIS A. PRESLEY  

 The foregoing instrument, consisting of this and eleven (11) 
preceding typewritten pages, was signed, sealed, published and 
declared by ELVIS A.PRESLEY, the Testator, to be his Last Will 
and Testament, in our presence, and we, at his request and in 
his presence and in the presence of each other, have hereunto 
subscribed our names as witnesses, this 3 day of March, 1977, at 
Memphis, Tennessee. 

 [Signed by Ginger Alden] 
 Ginger Alden residing at 4152 Royal Crest Place 

 [Signed by Charles F. Hodge] 
 Charles F. Hodge residing at 3764 Elvis Presley Blvd. 

 [Signed by Ann Dewey Smith] 
 Ann Dewey Smith residing at 2237 Court Avenue. 

 State of Tennessee 

 County of Shelby 

 Ginger Alden, Charles F. Hodge, and Ann Dewey Smith, after being 
first duly sworn, make oath or affirm that the foregoing Last 
Will and Testament, in the sight and presence of us, the 
undersigned, who at his request and in his sight and presence, 
and in the sight and presence of each other, have subscribed our 
names as attesting witnesses on the 3 day of March, 1977, and we 
further make oath or affirm that the Testator was of sound mind 
and disposing memory and not acting under fraud, menace or undue 
influence of any person, and was more than eighteen (18) years 
of age; and that each of the attesting witnesses is more than 
eighteen (18) years of age. 

 [Signed by Ginger Alden] 
 Ginger Alden 

 [Signed by Charles F. Hodge] 
 Charles F. Hodge 

 [Signed by Ann Dewey Smith] 
 Ann Dewey Smith 

 Sworn To And Subscribed before me this 3 day of March, 1977. 

 Drayton Beecker Smith II Notary Public 

 My commission expires: 

 August 8, 1979 

  Admitted to probate and Ordered Recorded August 22, 1977 

                                Joseph W. Evans, Judge 

 Recorded August 22, 1977 
 B.J. Dunavant, Clerk 
 By: Jan Scott, D.C.