I, JOHN WINSTON ONO LENNON, a resident of the County of New York, State of New York, which I declare to be my domicile do hereby make, publish and declare this to be my Last Will and Testament, hereby revoking all other Wills, Codicils and Testamentary dispositions by me at any time heretofore made.

FIRST: The expenses of my funeral and the administration of my estate, and all inheritance, estate or succession taxes, including interest and penalties, payable by reason of my death shall be paid out of and charged generally against the principal of my residuary estate without apportionment or proration. My Executor shall not seek contribution or reimbursement for any such payments.

SECOND: Should my wife survive me, I give, devise and bequeath to her absolutely, an amount equal to that portion of my residuary estate, the numerator and denominator of which shall be determined as follows:

1. The numerator shall be an amount equal to one-half (1/2) of my adjusted gross estate less the value of all other property included in my gross estate for Federal Estate Tax purposes and which pass or shall have passed to my wife either under any other provision of this Will or in any manner outside of this Will in such manner as to qualify for and be allowed as a marital deduction. The words "pass", "have passed", "marital deduction" and adjusted gross estate" shall have the same meaning as said words have under those provisions of the Untied States Internal Revenue Code applicable to my estate.

2. The denominator shall be an amount representing the value of my residuary estate.

THIRD: I give, devise and bequeath all the rest, residue and remainder of my estate, wheresoever situate, to the Trustees under a Trust Agreement dated November 12, 1979, which I signed with my wife YOKO ONO, and ELI GARBER as Trustees, to be added to the trust property and held and distributed in accordance with the terms of that agreement and any amendments made pursuant to its terms before my death.

FOURTH: In the event that my wife and I die under such circumstances that there is not sufficient evidence to determine which of us has predeceased the other, I hereby declare it to be my will that it shall be deemed that I shall have predeceased her and that this, my Will, and any and all of its provisions shall be construed based upon that assumption.

FIFTH: I hereby nominate, constitute and appoint my beloved wife, YOKO ONO, to act as the Executor of this my Last Will and Testament. In the event that my beloved wife YOKO ONO shall predecease me or chooses not to act for any reason, I nominate and appoint ELI GARBER, DAVID WARMFLASH and CHARLES PETTIT, in the order named, to act in her place and stead.

SIXTH: I nominate, constitute and appoint my wife YOKO ONO, as the Guardian of the person and property of any children of the marriage who may survive me. In the event that she predeceases me, or for any reason she chooses not to act in that capacity, I nominate, constitute and appoint SAM GREEN to act in her place and stead.

SEVENTH: No person named herein to serve in any fiduciary capacity shall be required to file or post any bond for the faithful performance of his or her duties, in that capacity in this or in any other jurisdiction, any law to the contrary notwithstanding.

EIGHTH: If any legatee or beneficiary under this will or the trust agreement between myself as Grantor and YOKO ONO LENNON and ELI GARBER as Trustees, dated November 12, 1979 shall interpose objections to the probate of this Will, or institute or prosecute or be in any way interested or instrumental in the institution or prosecution of any action or proceeding for the purpose of setting aside or invalidating this Will, then and in each such case, I direct that such legatee or beneficiary shall receive nothing whatsoever under this Will or the aforementioned Trust.

IN WITNESS WHEREOF, I have subscribed and sealed and do publish and declare these presents as and for my Last Will and Testament, this 12th day of November, 1979.

/s/
John Winston Ono Lennon

THE FOREGOING INSTRUMENT consisting of four (4) typewritten pages, including this page, was on the 12th day of November, 1979, signed, sealed, published and declared by JOHN WINSTON ONO LENNON, the Testator therein named, as and for his Last Will and Testament, in the present of us, who at his request, and in his presence, and in the presence of each other, have hereunto set our names as witnesses.