1. We limit employee and agent access to information only to those who have a business or professional reason to know, and only to non-affiliated parties as required by law. 2. We maintain a secure office and computer environment to ensure that your information is not placed at unreasonable risk. 3. The categories of non-public personal information that we collect from a client depend upon the scope of the client’s appraisal engagement. This includes information about personal property assets and other necessary non-public information. Additionally, it may include information about transactions between clients and third parties and information from third party sources. 4. Unaffiliated third parties that may require access to our clients’ personal information, such as Federal and State tax regulators, insurance companies and the like, may only review company records as permitted by law. 5. We do not reveal the name of any client, private or institutional, unless specifically authorized by the client. 6. We do not provide client information to mailing list vendors or solicitors for any reason whatsoever. 7. Personally identifiable information will be maintained during the time a client is a client of the company and for the appropriate time thereafter that such records are required by the USPAP to be maintained, consistent with the AAA Code of Ethics. After this required period of record retention, all such information will be destroyed in a manner consistent with providing confidentiality to our clients.

This policy statement is a required element of each appraisal report and is in conformance with the Uniform Standards of Professional Appraisal Practice (USPAP) and the Gramm-Leach- Bliley Act of 1999.

MELISSA ABER FOUSE, MELISSA FOUSE APPRAISALS DATE

RUSSO ESTATE MELISSA FOUSE, APPRAISER FAIR MARKET VALUE APPRAISAL FOR ESTATE PURPOSES PAGE 3 OF 23 EFFECTIVE DATE: 09 SEPTEMBER 2016

Melissa Fouse Appraisals 308 G Street, Suite 208, Anchorage, Alaska 99501 907-744-5100 [email protected]

APPRAISER’S CV

PROFESSIONAL EXPERIENCE

MELISSA FOUSE APPRAISALS. AUGUST 2010-PRESENT. Qualified Personal Property Appraiser Emphasis on Fine Arts, Alaska Native Arts, Antiques, Decorative Arts, & Wine. USPAP Certificate.

July 2010: New York University (in conjunction the Appraisers Association of America) intensive four- week certificate program designed for prospective and practicing appraisers, as well as dealers, collectors, and interior designers. Detailed methodology courses, as well as courses focusing on specific areas, such as fine art, silver, and furniture appraisal. Appraising fine art.

 Legal and ethical aspects of appraising.  Internal Revenue Service legal guidelines in valuation of fine and decorative arts.  Appraisal writing.  Research methods for appraisers.  Uniform Standards of Professional Appraisal Practice (USPAP).

Continuing Education:

 Sydney Laurence Seminar, Anchorage Museum at Rasmuson Center, February 2012  New York University Wine Appraisal Class, Napa & Sonoma Valleys, 15-22 March 2013. 10- session elective.  USPAP Certificate update 2013  Digital Photography Boot Camp, Anchorage Museum at Rasmuson Center, September 2013  International Society of Appraisers Conference, 26 & 27 April 2014, 8.25 PCE Hours

RESURRECTION BAY GALERIE. OWNER. 2008 – 2010. Fine Art Gallery in Seward, Alaska (2008). Among artists shown/represented/sold: Jamiyan Puujee (Mongolia), Robert Grogan, Alice Thaggard, Randy May, Robert Grogan, Fred Machetanz, Scott McDaniel, Catherine (Doss) Senungetuk, Joe Senungetuk. Also antique smalls, particularly antique Burmese baskets (for charity) and silver table items. Art consulting. Inventoried and sold artwork in clients’ collections to include identifying, having authenticated, and selling an unsigned William Henry Johnson oil painting. Also dba “The Little Red Gallery” – small gallery in antique mall. Summer 2010

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Melissa Fouse Appraisals 308 G Street, Suite 208, Anchorage, Alaska 99501 907-744-5100 [email protected]

RESURRECTION BAY GALERIE. PARTNER. 1984 – 2005. Fine Art Gallery in Seward, Alaska. Seasonal. Gallery specialized in original fine art from Alaska and Western Artists. Among artworks/artists shown/represented/sold were Judge Kehoe, Alice Evelyn Blair, Marvin Mangus, Deland Anderson, James Behlke, Eustace Ziegler, Byron Birdsall, Alvin Amason, Diane Widom, Diana Tillion, Alex Combs, Tom Missel, Sheri Solari Sanders, Hugh McPeck, Robert Kertcher, Randy May, Fred Machetanz, George Aghapuk, Ernie Robertson, Scott McDaniel, Deland Anderson, David Rosenthal, Susan Swiderski, Gail Niebrugge, William Gollings, and many emerging artists. Juried Art Show 1985 (juror Byron Birdsall) Shown/sold were Alaska Native artworks to include baskets, masks, sculpture, scrimshaw and beadwork. Among Native Alaskan artists represented: Jim Schoppert, Alvin Amason, Wanda Slwooko, Tim Tiulana, and Sylvester Ayek. Seasonal Business.

THE TURQUOISE BARRABORA. PARTNER. 1974-1982. Fine Art to include Alaska artists Rie Munoz, Michelle Corder, Jim Schoppert, John Tetpon & Melvin Olanna. Millpond Press Prints Dealer, Greenwich Workshop Prints Dealer, Antique Smalls, Silver and Turquoise Jewelry. Cooper Landing, Alaska. Seasonal Business.

EDUCATION

BA. Philosophy/Applied Ethics. University of Alaska Anchorage. Master’s Degree work in Public Administration. University of Alaska Anchorage. Master’s Honours Classes, Philosophy. University of St. Andrews, Scotland.

RUSSO ESTATE MELISSA FOUSE, APPRAISER FAIR MARKET VALUE APPRAISAL FOR ESTATE PURPOSES PAGE 5 OF 23 EFFECTIVE DATE: 09 SEPTEMBER 2016

Melissa Fouse Appraisals 308 G Street, Suite 208, Anchorage, Alaska 99501 907-744-5100 [email protected]

APPRAISER’S CERTIFICATION

MELISSA FOUSE OF MELISSA FOUSE APPRAISALS, hereby certifies:

That, at the request of Larry Russo, personal representative for the Russo Estate, Melissa Fouse, appraiser for Melissa Fouse Appraisals, personally examined 3 items for this Fair Market Value appraisal for estate purposes at Anchorage, Alaska on 18 August 2016. A comparative market data approach was used in determining value. The appropriate marketplace is the United States unless otherwise stated.

That she is a professional appraiser, qualified to appraise personal property including fine art and decorative arts, and that, based upon her judgment and opinion, the statements of fact contained in this report are true and correct.

Effective Date of Appraisal: 09 September 2016 Appraisal Document Pages: 23 Total number of articles appraised: 3 Research dates: 18 August – 09 September 2016 Issue Date of this Report: 09 September 2016

Remuneration for this appraisal was based upon an hourly rate and not contingent upon on a percentage of the appraised value or reporting predetermined value or direction in value that favors the cause of the client, the amount of the value estimate, the attainment of a stipulated result, or the occurrence of a subsequent event. As of this date, Melissa Fouse Appraisals and Melissa Fouse have no personal financial interest or bias in the appraised property or with respect to the parties involved.

This appraiser prepared all opinions set forth in the appraisal report. No change of any item in the appraisal report shall be made by anyone other than the appraiser, and the appraiser shall have no responsibility for any unauthorized change. Information supplied by others shall be assumed to be reliable, but is not guaranteed by the appraiser.

This Self-Contained appraisal report is based upon the judgment of Melissa Fouse as to the Retail Replacement Value and is in accord with the Code of Ethics and Standards of Professional Appraisal Practice (USPAP) 2012. The Disclaimer, Limiting Conditions, and Assumptions contained in this report are an integral part of this document.

The appraiser carefully examined the items in situ in Anchorage, Alaska. Valuation is based solely on personal research and analysis of comparative market data as performed by the appraiser. Although the statements of fact contained in this report are true and correct, the reported analysis, opinions, and conclusions are limited only by the reported assumptions and limiting conditions. The values expressed herein are based on the appraiser’s best judgment and

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Melissa Fouse Appraisals 308 G Street, Suite 208, Anchorage, Alaska 99501 907-744-5100 [email protected]

opinion and are not a representation or warranty that the items will realize that value if offered for sale in an appropriate market within the United States.

The objective of this report is to provide a Fair Market Value appraisal for estate purposes.

MELISSA ABER FOUSE

RUSSO ESTATE MELISSA FOUSE, APPRAISER FAIR MARKET VALUE APPRAISAL FOR ESTATE PURPOSES PAGE 7 OF 23 EFFECTIVE DATE: 09 SEPTEMBER 2016

Melissa Fouse Appraisals 308 G Street, Suite 208, Anchorage, Alaska 99501 907-744-5100 [email protected]

SCOPE OF WORK: APPRAISAL METHOD & DEFINITION OF VALUE

1. ASSIGNMENT: The appraiser was asked to appraise original paintings.

2. CATEGORY OF ITEMS EXAMINED: Fine Art.

3. CLIENT: Larry Russo

4. OWNER OF THE ARTWORK: Grace Russo Estate

5. Use of Appraisal: Fair Market Value appraisal for estate purposes.

6. USER (S) OF THE APPRAISAL: This appraisal can be used and relied upon by the client, his designated attorney and/or accountant, and his insurer. Any other user is considered an unintended user.

7. APPRAISER’S PAST EXPOSURE TO APPRAISED OBJECT: To the appraiser’s knowledge and recollection, this is her first association with these particular objects.

8. EFFECTIVE/VALUATION DATE OF APPRAISAL: The opinion of value expressed in this appraisal is effective on 09 September 2016.

9. OWNERSHIP INTEREST/ART LOSS REGISTER: The question of title is not an issue. As such the appraiser did not perform Art Loss Register inquiries.

10. AUTHENTICITY: Although the appraiser is not an authenticator, the appraiser has no reason to doubt the authenticity of the work.

11. GENERAL ASSIGNMENT CONDITIONS: The appraiser examined the item in situ at Anchorage, Alaska.

12. EXAMINATIONS AND METHOD OF EXAMINATIONS:

 The appraiser examined all available documentation relating to the work. The appraiser personally examined the item.  The appraiser was able to ascertain medium, style, and quality of work from the visual inspection of the artwork.  The appraiser assigned a general condition report to the objects based on visual inspection. 

13. PHOTOGRAPHY/DIGITAL IMAGERY: To the appraiser’s knowledge, these photographs/digital images have not been altered or modified beyond acceptable background cropping. The appraiser is not responsible for any alterations or modifications, if any exist.

14. METHOD OF RESEARCH: Research was conducted in the offices of Melissa Fouse Appraisals. Additional research was conducted on the Internet using standard search engines as well as pricing RUSSO ESTATE MELISSA FOUSE, APPRAISER FAIR MARKET VALUE APPRAISAL FOR ESTATE PURPOSES PAGE 8 OF 23 EFFECTIVE DATE: 09 SEPTEMBER 2016

Melissa Fouse Appraisals 308 G Street, Suite 208, Anchorage, Alaska 99501 907-744-5100 [email protected]

databases to which Melissa Fouse Appraisals subscribes. Appropriate galleries and auction houses were contacted for information as appropriate. No outside library or museum research was conducted for this specific appraisal. Specific sources and Internet sites are listed as footnotes and references in the body of this report. The appraiser was given adequate time to research the item.

15. TYPE OF APPRAISAL: This report is considered to be a prospective self-contained appraisal report prepared according to the rules of the 2012 USPAP (Uniform Standard of Professional Appraisal Practice). Any specific comparable sales not included in this report are held in the client/donor file at Melissa Fouse Appraisals. Specific comparable retail sales history is confidential according to the Gramm. Leach, Bliley Act1 and cannot be disclosed without the owner’s permission. However, the appraiser has noted general sales information in the client’s file at the offices of Melissa Fouse Appraisals. The client file is available for the clients, the client’s representatives, and/or the IRS (with the client’s permission) to examine upon request. This information will be kept by Melissa Fouse Appraisals for a minimum period of five (5) years after the date of issue or two (2) years after final disposition of any judicial proceedings involving the appraiser, whichever period expires last.

16. APPROACH TO VALUE: The appraiser named on the cover page of this document employed the MARKET COMPARISON Approach to arrive at the appraised RETAIL REPLACEMENT VALUE. Neither the INCOME approach nor the COST approach is applicable to this appraisal.

17. MARKET EXAMINED: The MARKET COMPARISON approach analyzes recent sales of comparable articles at appropriate major international and regional fine art auctions, private and public sales, shows and exhibitions, as well as prevailing prices at retail shops and galleries in which the article may normally be traded. For this particular appraisal the appraiser examined the American, and European gallery and auction markets. Any adjustments to value made consider age, condition, rarity, artistic merit, technical workmanship, current trends and availability of an article comparable.

1 The Gramm, Leach, Bliley Act, passed by Congress in 1999 and fully effective in July of 2001 addresses financial industry reforms as well as emerging consumer privacy and security issues. Known as the “Financial Modernization Act of 1999” it affects the technology and information systems policies used by anyone engaged in providing financial services either directly or indirectly to consumers. Appraisers are specifically named as institutions required to follow the stipulations of this Act.

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Melissa Fouse Appraisals 308 G Street, Suite 208, Anchorage, Alaska 99501 907-744-5100 [email protected]

DISCLAIMERS, LIMITING CONDITIONS & ASSUMPTIONS

1. MELISSA FOUSE APPRAISALS and Melissa Fouse, appraiser, have no interest in the item appraised and do not contemplate any such interest in the future, nor is there a personal interest or bias with respect to the parties involved. The reported analyses, opinions and conclusions are limited only by the reported assumptions and limiting conditions, and are the appraiser’s personal, unbiased professional analyses, opinions and conclusions.

2. The employment to make this appraisal and the compensation for it were neither contingent upon the valuation found nor contingent upon the reporting of a predetermined value or direction in value that favors the cause of the client, the amount of value estimate, the attainment of a stipulated result or the occurrence of a subsequent event.

3. The sole purpose of this appraisal is to determine RETAIL REPLACEMENT VALUE FOR INSURANCE PURPOSES. No permission is granted or implied for any usage of this appraisal for other than the purpose stated. No change of any item in the appraisal report shall be made by anyone other than the appraiser and the appraiser shall have no responsibility for any unauthorized change. This appraisal consists of 23 pages plus 1 exhibits of 3 pages for a total of 26 pages and must be presented in its entirety to be valid.

4. This appraisal is prepared solely for ESTATE AND EQUITABLE DISTRIBUTION PURPOSES using the COMPARATIVE MARKET DATA APPROACH to arrive at FAIR MARKET VALUE AND MARKETABLE CASH VALUE as of 09 September 2016. It is to be used solely by the Grace Russo Estate and its agents. Neither the income approach of valuation nor the cost approach of valuation is applicable for the purposes of this appraisal.

5. Unless otherwise stated herein, the appraised value is based on the whole ownership and possessory interest undiminished by any liens, fractional interests or any other form of encumbrance or alienation.

6. Unless otherwise stated herein, this certificate is based only on the readily apparent identity of the items appraised, and no further opinion nor guarantee of authenticity, genuineness, attribution, or authorship is made. However, in appraising the subject articles, the appraiser found no reason to question the authenticity of the article. Any items that appear to be replicas are so noted. However, the inability to personally inspect the appraised objects presents a limiting condition. In addition, it is an extraordinary assumption that the objects are in the condition they appear to be in the photographs provided. Should the assumption that the paintings are in good condition be found to be false, that would alter this appraisers opinions. For the purposes of this document it is assumed the paintings are in good condition as testimony indicates.

7. An additional fee will be charged for any required future services pertaining to this appraisal.

8. Specific Assignment Conditions (Assumptions):

 No reported scientific and/or laboratory testing has been performed on this artwork.

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Melissa Fouse Appraisals 308 G Street, Suite 208, Anchorage, Alaska 99501 907-744-5100 [email protected]

 The appraiser assumes the mediums to be as reported. A scientific analysis of the chemical compounds of the supports or pigments was not conducted, as it was not an issue relating to valuation.  Appraiser was given sufficient ownership documentation for this item.  The appraiser assumes information provided by the client/donor to be correct.  The appraiser assumes subject work will be the insured work.  The appraiser assumes this work was previously traded in an appropriate market without any unusual market stimuli affecting its sale or transaction.  This report is limited to the information provided by the client as to ownership.  The appraiser is not a conservator and did not prepare a condition report. Any condition noted in this appraisal is limited by the appraiser’s visual inspection of the item and information from the client. No other condition report is supplied.

9. All research materials, including comparable sales, consultations, gallery and auction sources are kept on file in the offices of Melissa Fouse Appraisals. Sales tax, excise tax, delivery costs to include the cost of preparing for shipping as well as shipping, buyers’ premiums, commissions, advertising, storage costs, and marketing costs have been included in the report as ancillary costs to retail replacement value, if appropriate.

10. The value expressed herein is based upon the appraiser’s best judgment and opinion, and is not a representation or warranty that the item will realize that value if offered for sale at an auction or otherwise. The values expressed are based on current information on the date stated on every page of this report. No opinion is hereby expressed as to any future value, nor unless otherwise stated, as to any past value. The appraiser is not responsible if items are sold at a reduced value for future liquidation. Reported appraised values are the fair market values as defined in this report. Reported appraised values are not the prices that would be achieved through discounted or wholesale sales.

11. All matters treating the duties, responsibilities and liabilities of the appraiser are in accord with the Uniform Standards of Professional Appraisal Practice (USPAP) 2012, the Principles of Practice and the Code of Ethics of the Appraisal Foundation and the Appraisers Association of America. No one provided significant professional assistance to the person signing this report.

12. The client shall indemnify, defend, and hold Melissa Fouse Appraisals harmless from and against all actions, claims, liabilities, or expenses incurred as a result of claims based on or arising from the appraisal by third parties unrelated to the immediate purpose of this appraisal.

13. The client shall notify the appraiser of any IRS action pursuant to this appraisal no later than 10 days from the time of initiation of formal procedures.

14. This appraisal includes high-quality digital photography permitted by the IRS Office of Art Appraisal Services, Washington, D.C. in its Photographic Requirements for Art, Antiques, Decorative Arts & Other Cultural Properties Reviewing by Art Appraisal Services and the Commissioner’s Art Advisory Panel Memo. Melissa Fouse Appraisals certifies that if photographs have been included in this appraisal they have not been altered beyond acceptable lighting adjustments and background cropping.

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Melissa Fouse Appraisals 308 G Street, Suite 208, Anchorage, Alaska 99501 907-744-5100 [email protected]

15. The appraiser has considered the highest and best use of the appraised article with respect to the most appropriate, common, and legal marketplace given the purpose of the appraisal.

16. This appraisal was done objectively according to the rules of the IRS in the Pension Protection Act of 2006 (HR 4, Public Law 109-280) and in accordance with the 2012 Uniform Standards of Professional Appraisal Practice. Further, the appraiser has no other interest that may tend to prevent making a fair and unbiased appraisal.

17. The client/donor provided the appraiser with limited oral information regarding the work listed therein. Although the appraiser, as a matter of routine, checked the client’s information (when possible), the appraiser is not responsible for the accuracy of this information. Information provided by the client through documentation is assumed to be correct, however, the appraiser is not responsible for any errors or misrepresentations on the part of either the client or the documentation.

18. The appraiser did not personally examine any of the artworks used to provide comparable sales data and/or offerings with regard to this particular item. The appraiser is relying on information made available through galleries and price databases regarding authenticity, condition, and sales information.

19. Consulting sources are listed in footnotes found throughout this report. Information furnished by consulting sources is assumed to be reliable, but is not guaranteed by this appraiser or her firm.

20. The appraiser is not required to give testimony, be present in any court of law, or appear before any commission or board by reason of this appraisal, unless prior arrangements have been made with the appraiser. Should this report be challenged in any way, not limited to litigation, it is understood that the appraiser is prepared to defend this appraisal if required. Courtroom testimony, mediation proceedings, and the necessary preparation are considered to be assignments separate from the preparation of this report and will be billed at Melissa Fouse Appraisals then-current normal hourly rate for that type of proceeding, plus expenses.

21. Possession of this report, or copy thereof, does not include the right of publication without the written consent of the appraiser. This report in its entirety, or any part thereof, including the identity of the appraiser and her firm, shall not be made public through advertising, public relations, news releases, sales, or any other distributive or information media without the written consent of the appraiser.

22. Copies of this appraisal and notes pertaining to the appraisal, written and electronic, will be kept in the offices of Melissa Fouse Appraisals for a minimum period of five (5) years after the date of issue or two (2) years after final disposition of any judicial proceedings involving the appraiser, whichever period expires last. Melissa Fouse Appraisals will make every effort to store clients/donors records safely and securely, however, Melissa Fouse Appraisals is not responsible for acts of war, terrorism, or any other catastrophe that may affect the safekeeping of this report.

23. I declare that I hold myself out to the public as an appraiser or perform appraisals on a regular basis and that because of my qualifications as described in the appraisal, I am qualified to make appraisals of the type of property being valued. I certify that the appraisal fees were not based on a percentage of the appraised property value. Furthermore, I understand that a false or fraudulent overstatement of the

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Melissa Fouse Appraisals 308 G Street, Suite 208, Anchorage, Alaska 99501 907-744-5100 [email protected]

property value as described in the qualified appraisal or an IRS Form 8283 may subject me to the penalty under Sec. 6701 (a) (Aiding and abetting the understatement of tax liability).

In addition, I understand that a substantial or gross valuation misstatement resulting from the appraisal of the value of the property that I know, or reasonably should know, may be used in connection with a return or claim for a refund, may subject me to the penalty under Sec. 6695A. I affirm that I have not been barred from presenting evidence or testimony by the Office of Professional Responsibility.

MELISSA ABER FOUSE

2016 MELISSA FOUSE APPRAISALS. All rights reserved. None of the contents of this appraisal may be reproduced, stored in a retrieval system or transmitted in any form or by any means (electronic, mechanical, photocopy, recordation, or otherwise) without the prior written permission of MELISSA FOUSE APPRAISALS and the appraiser’s signature.

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Melissa Fouse Appraisals 308 G Street, Suite 208, Anchorage, Alaska 99501 907-744-5100 [email protected]

MARKET ANALYSIS

Art markets are always volatile markets, resulting in difficulty establishing an overall market valuation forecast. Particularly with the uncertain political and economic situation of the world after September 11, 2001 and the economic crisis of 2008, which had a large negative impact on the prices and sales of artworks, market analyses continue to be difficult to conduct. The Spring of 2012 saw record setting auction prices for very high-end collectible art pieces such as a version of Edvard Munch’s “The Scream.” Forbes magazine opines:

“The Scream’s” record-setting price, the highest yet for a work sold at auction, underlines a facet of the market that has been vibrant for some time: the very high end of iconic pieces and works considered masterpieces. The super wealthy, including billionaire collectors like Roman Abramovich, Francois Pinault, Steven Cohen, Steve Wynn, Eli Broad and Bidzina Ivanishvilli, have been known to bid up prices on top-quality pieces. “The art market is very motivated to pursue iconic works of art and things that can be considered trophies,” notes art consultant Clayton Press of Linn/Press Art Advisory Services. Other works that have brought auction prices of more than $80 million include pieces by Picasso, Giacometti, Van Gogh, Francis Bacon and Claude Monet. They have all been considered masterpieces by art aficionados, and buyers have driven up prices on the auction block.”

The New York Times, in an article dated April 29th, 2013, says, “sales of Old Masters, postwar and contemporary, Impressionist, modern and Chinese works at Christie’s and Sotheby’s rose 5.9 percent last year, to $6.64 billion.” A publication entitled the Art & Finance Market 2013, collaboration between the accounting firm Deloitte and ArtTactic, a market research company confirms that the upper echelon markets in certain segments are experiencing more activity, but that is not true for other, lesser, markets. About 2014, ArtTactic says: “Our last year’s Outlook Report carried the headline “A 10 year old bubble about to become even bigger”, and so it did. Auction sales reached new heights in 2014 on the back of a further increase in sales for the Post-war & Contemporary, Impressionist and Modern and Old Master art market, despite a 9% decline in sales for the Chinese art market. Sotheby’s and Christie’s raised a total of $9.6 billion across these four collecting genres, a significant increase of 26% from 2013.”

At the upper end, art sales continue to be strong. Even in some regional markets, paintings sell for record prices. In 2015, The Russell Event, a major western art fund-raising auction to benefit the Charlie Russell Museum in Great Falls, Montana, had a good season, notably selling an original Charlie Russell painting for over $1 million and grossing a sales total for the Live Auction, including buyer's premium, $6,574,000, beating the 2014 record of $5,440,000.

At major auctions, generally in the West, iconic Alaska artists such as Sydney Laurence, Eustace Ziegler, and Fred Machetanz continue to sell strongly and their auction prices have stayed generally within or above auction estimates. At the Charles Russell Museum auction in March 2015, a Charles Russell painting sold for a record price of over $1 million. Nationally and internationally art markets are strong – an all-time auction record price for a painting was set in May 2015 of $179.4 million. The Charles Russell museum 2016 auction exceeded the record set in 2015 by a million dollars.

Note: This appraiser does not guarantee any prices or predictions for values in the future.

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Melissa Fouse Appraisals 308 G Street, Suite 208, Anchorage, Alaska 99501 907-744-5100 [email protected]

ARTIST’S BIOGRAPHY: ELLEN HENNE (GOODALE)

Ellen Henne Goodale 1915 - 1991. Born in Seattle, Washington, she studied art at the Pittsburgh Art Institute, the Butler Institute in Youngstown, Ohio, and under artists Eliot O'Harra and Hana Meyercastle.

She returned to Seattle and went to work as a designer in a neon sign shop where she met her husband artist Harvey B. Goodale. They lived in San Francisco and Reno, Nevada and in 1943 the couple moved to Alaska. After brief stays in Ketchikan, Juneau and Haines, the couple settled in Anchorage. After a short stay in Copper Center, they settled near Upper Fire Lake in Chugiak. For a time Mrs. Goodale showed her work at the famous Nugget Shop Gallery in Juneau along with fellow Alaskan artist Sydney Laurence.

Ellen Henne Goodale, who usually signed her work "Henne”, is known for her dog-team pictures and portraits of Native Alaskans. Ellen Henne Goodale died May 20, 1991 in Anchorage.

TYPE OF OBJECT: OIL PAINTING (S)

MATERIALS & TECHNIQUES: OIL PAINT ON CANVAS, BRUSH, AND PALETTE KNIFE TITLE: UNTITLED PORTRAITS, NATIVE ALASKANS

MEASUREMENTS IN INCHES: PAINTING: 10 X 8 OVERALL: 13 X 11

INSCRIPTIONS & MARKINGS: SIGNATURE LOWER RIGHT VERSO: VERSO SEALED SUBJECT: NATIVE ALASKAN PORTRAITS, ONE MAN & ONE WOMAN DATE OR PERIOD: LATE 20TH CENTURY ARTIST: ELLEN HENNE

Description: (1) A woman in a Hudson Bay blanket sits near a riverbank. In the background is a log cache and mountains. (2) A man sits against a tree, wearing a purple over jacket and mukluks. He appears to have a walrus ivory tusk in his hand.

FRAMING: Dark wood frame, linen liner PROVENANCE: Purchased from the artist PURCHASE PRICE: UNKNOWN CONDITION: GOOD

ELLEN HENNE: PAIR OF PORTRAITS, NATIVE ALASKANS FAIR MARKET VALUE: $1000

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Melissa Fouse Appraisals 308 G Street, Suite 208, Anchorage, Alaska 99501 907-744-5100 [email protected]

VALUATION ANALYSIS: Ellen Henne continues to sell well at auction and can be found in consignment galleries here in Alaska. Henne’s work comes to auction in Anchorage Alaska not infrequently – two or three times a year – and sells consistently. There is still a strong market in Anchorage for what are considered the “classic” Alaska artists and she is considered one of them. Her paintings are very thematically Alaskan, which results in diminished prices at auction in the auction houses outside of Alaska and the Pacific Northwest. Her paintings sometimes look dated due to the palette colors used by artists in the latter part of the 20th century. These paintings use colors that are not time-frame specific, however, and the light illustrated by the painting is very characteristic of the North.

Henne is no longer in the primary market although her paintings do appear both at retail and in consignment galleries. Paintings similar to this in size and subject matter are rare at auction. An almost identical painting sold at auction in Anchorage, Alaska on May 7th, 2016 for $275.

At (secondary) retail this pair of paintings would be offered in the range of $1000 to $1200.

Adjustments to value consider age, condition, rarity, artistic merit, technical workmanship, current trends, and availability of an article comparable. No adjustments to value.

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Melissa Fouse Appraisals 308 G Street, Suite 208, Anchorage, Alaska 99501 907-744-5100 [email protected]

ARTIST’S BIOGRAPHY: JAMES BELCHER

James Belcher began his early training at home with his aunt who was also a professional artist and he has continued "learning each day". A full time professional artist since 1975, Belcher overcame many obstacles to achieve national recognition. He is now one of a hand full of Signature artists recognized by the Oil Painters of America (1991) and is also an Artist Member of the prestigious American Society of Marine Artists, (1994). His work runs the spectrum from portraiture to landscape and seascape, mostly of the American West and Northwest. He lives with his wife, Anna, and his youngest son, in Big Lake, Alaska.2

TYPE OF OBJECT: ORIGINAL OIL PAINTING MATERIALS & TECHNIQUES: OIL PAINTS, CANVAS, BRUSH MEASUREMENTS: SIZE: Canvas: 10 x 8 Overall: 13 x 11 INSCRIPTIONS & MARKINGS: Front: Signature lower right, 1976 Verso: “Handliner” Right of Reproduction reserved by James Belcher TITLE: HANDLINER SUBJECT: FISHING BOAT AT SEA, POSSIBLY OLD BRISTOL BAY BOAT DATE OR PERIOD: 1976 ARTIST/MAKER: JAMES H. BELCHER (AMERICAN, 1941-)

DESCRIPTION: A dory with two masts is fishing on a wavy sea. There are big clouds in the sky. The fisherman appears to be wearing a sou’wester hat.

FRAMING: Stock wood frame, light colored linen liner, gold filet PROVENANCE: Purchased at retail. PURCHASE PRICE: Unknown CONDITION: Good.

JAMES BELCHER: HANDLINER FAIR MARKET VALUE: $700

VALUATION ANALYSIS: Mr. Belcher’s work is rare at auction and on the secondary market, here in Alaska and elsewhere. A similar, but slightly larger, painting sold at auction in Anchorage for $375 in 2015 (July 1st 2015). Prior to that sale, a 12 x 16 seascape original painting sold at auction for $1500.

ADJUSTMENTS TO VALUE: No adjustments to value.

2 http://www.zoominfo.com/#!search/profile/person?personId=63505831&targetid=profile RUSSO ESTATE MELISSA FOUSE, APPRAISER FAIR MARKET VALUE APPRAISAL FOR ESTATE PURPOSES PAGE 17 OF 23 EFFECTIVE DATE: 09 SEPTEMBER 2016

Melissa Fouse Appraisals 308 G Street, Suite 208, Anchorage, Alaska 99501 907-744-5100 [email protected]

ARTIST BIOGRAPHY: JOSEPH W. KEHOE (JUDGE KEHOE)

Joseph W. Kehoe was born in Portland, Oregon in 1890. He attended the University of Oregon School of Law and became an attorney in Portland. In 1919, he moved to Alaska and practiced law in Juneau. From 1924 to 1929, Kehoe was a United States Commissioner at Ketchikan. He also became a member of the Territorial Legislature in 1933 as well as 1943. While in Alaska from 1933-1943, he was a U.S. District Attorney, Third Division. Other prominent positions include: Special Assistant, U.S. Attorney General from 1943-1944; a U.S. District Judge, Second Division in Alaska from 1944 to 1951 and Secretary of Alaska from 1951 to 1952. Kehoe died in 1959. Source: http://nwda-db.wsulibs.wsu.edu/findaid/ark:/80444/xv47204

Joseph W. Kehoe (1890-1959), an Alaskan jurist and Representative in the Alaskan legislature, was for a time acting Governor of Alaska3. He painted largely in watercolors and oils, and is represented here4 by twenty watercolors of Alaskan scenes and Aleuts. Source: Yale University

In 1948, the USCG NORTHWIND departed Seattle to head up the Bering Sea Patrol. The patrol was responsible for improving the Coast Guard navigation outposts in the Aleutian Islands, replenishing food and fuel supplies and providing mail service. Law enforcement was provided by the "Floating Court" headed by District Judge Joseph Kehoe. The court traveled on the Northwind from May 14 - June 4, 1948 to rural coastal communities in the Bering Sea. Source: Alaska State Library Historical Collections Finding Aid re: USCG Cutter Northwind.

Famous Alaskan artist and politician. Studied art in France, Washington D.C., Portland, Oregon and Seattle, Washington. Taught art in Alaska and Oregon. Political career, U.S. Commissioner, U.S. Attorney, U.S. assistant attorney general, U.S. District Judge, Secretary and acting Governor of Alaska. Had two-term representative in legislature of Alaska. Judge Joseph Kehoe born Portland, Oregon the 19th of July in 1890 to Joseph and Josephine Kehoe. Educated Columbia U. Portland, Oregon, 1905-1909. LL.B Univ of Oregon. Married Katherine Southard the 9th of Feb. 1916. Admitted to the Oregon bar 1915. Practiced Portland Oregon. Admitted U. S. Commissioner, Ketchikan, AK 1929-1933. Territorial Legislature 1933. Assist US Attorney of Alaska 1951. U. S. Army WWI. Died April 1959. Kehoe is listed as among top eight Alaskan artists, along with Eustace Ziegler, Sidney Lawrence, Harvey Goodale, etc. Source: Wayne James, Art of the North (gallery) via AskArt www.askart.com

Collections:

3 This is not confirmed by any other sources, and Judge Kehoe does not appear on any official lists. 4 “Here” is the Franz R. and Kathryn M. Stenzel collection of western American art At Yale University.

RUSSO ESTATE MELISSA FOUSE, APPRAISER FAIR MARKET VALUE APPRAISAL FOR ESTATE PURPOSES PAGE 18 OF 23 EFFECTIVE DATE: 09 SEPTEMBER 2016

Melissa Fouse Appraisals 308 G Street, Suite 208, Anchorage, Alaska 99501 907-744-5100 [email protected]

Yale University Anchorage Museum of History & Art University of Alaska Museum, Fairbanks

TYPE OF OBJECT: Watercolor painting MATERIALS & TECHNIQUES: Watercolor paints, paper, pencil. TITLE: Untitled MEASUREMENTS IN INCHES: PAINTING: 10 X 14 OVERALL WITH FRAME: 14 X 18 ½ INSCRIPTIONS & MARKINGS: Signature Lower left “JWKehoe 1948” VERSO: VERSO SEALED SUBJECT: CACHE IN FRONT OF MT. MCKINLEY DATE OR PERIOD: 1948 ARTIST: JW (JUDGE) KEHOE

DESCRIPTION: A cache sits in a clearing. In the mid-ground are spruce trees. In the background is Mt. McKinley (now called Denali) with clouds and blue sky.

FRAMING: Metal frame, double mats in blue. Not archival PROVENANCE: Unknown. PURCHASE PRICE: Unknown CONDITION: Good. A little faded.

JW (JUDGE) KEHOE: CACHE & MOUNTAIN FAIR MARKET VALUE $2000

VALUATION ANALYSIS: Judge Kehoe’s work is rare as evidenced by only one painting to appear at auction in the last 14 years. This appraiser has personal experience with two of Judge Kehoe’s paintings, last seen in the late 1990s, and has appraised another within the past two years. Two small portraits were consigned to a local consignment gallery in the summer of 2016 and were priced at $695 each. These works are rare and desirable and this is an exceptionally popular subject.

This appraiser strongly suggests the painting be reframed in conservation framing.

RUSSO ESTATE MELISSA FOUSE, APPRAISER FAIR MARKET VALUE APPRAISAL FOR ESTATE PURPOSES PAGE 19 OF 23 EFFECTIVE DATE: 09 SEPTEMBER 2016

Melissa Fouse Appraisals 308 G Street, Suite 208, Anchorage, Alaska 99501 907-744-5100 [email protected]

GLOSSARY APPRAISAL: As defined by the Appraisal Standards Board (ASB) in the Uniform Standards of Professional Appraisal Practice (USPAP) an appraisal is the “act or process of developing an opinion of value.” According to the ASB, value can be “numerically expressed as a specific amount, as a range of numbers, or as a relationship (e.g. not more than, not less than) to a previous value opinion or numerical benchmark (e.g., assessed value, collateral value.)” It should be noted that USPAP states that calling an appraisal something else does not remove it from being considered as an appraisal if an opinion of value is given. THE APPRAISAL FOUNDATION: An independent organization established in 1987 by the United States Government. The membership is made of representatives from appraisal organizations. The Foundation receives federal funds and is empowered by Congress to establish standards for all aspects of the appraisal profession. APPRAISAL REPORT: An appraisal report is the document in which the opinion of value is stated. Appraisal reports can be written, which is always preferable, or oral. According to USPAP both written and oral reports are subject to specific development and reporting requirements. An appraisal report contains valuations executed for a specific purpose and follows specified guidelines. APPRAISAL METHODOLOGY: The procedures and rules for executing properly prepared appraisal reports. These procedures and rules are set out in the Uniform Standards of Professional Appraisal Practice. APPRAISER: The individual who values the items and prepares the appraisal document. ASSUMPTIONS & LIMITING CONDITIONS OF THE APPRAISAL: A listing in the appraisal document of the elements defining the parameters of the appraisal document, the responsibilities of the appraiser, and the information and procedures for which the appraiser does not assume responsibility. According to USPAP, the appraiser is required to identify and explain the circumstances and appropriateness of any assumptions, extraordinary assumptions, hypothetical and limiting conditions that have been used in an appraisal assignment. COMPARABLE SALES: Finding similar and like objects to the one being appraised is the most commonly applied approach to evaluation. An examination and analysis of the sales figures for similar works or objects allows the appraiser to arrive at the appropriate appraised value for the item under consideration. These figures are mandatory for most donation appraisals and may be provided by the appraiser in other situations when the appraiser judges them to be necessary. CONDITION: what is considered generally acceptable, with ordinary wear and tear for its type, unless otherwise noted. Condition comments are limited to variations of good, fair, and poor. DISCLAIMER: A listing of elements for which the appraiser does not accept responsibility. DUE DILIGENCE: A measure of prudence or activity that is properly expected from and ordinarily exercised by a reasonable and prudent person under particular circumstances. In an appraisal situation, this refers to the amount of work one would expect an appraiser to perform in order to arrive at a credible conclusion.

FAIR MARKET VALUE (FMV): RUSSO ESTATE MELISSA FOUSE, APPRAISER FAIR MARKET VALUE APPRAISAL FOR ESTATE PURPOSES PAGE 20 OF 23 EFFECTIVE DATE: 09 SEPTEMBER 2016

Melissa Fouse Appraisals 308 G Street, Suite 208, Anchorage, Alaska 99501 907-744-5100 [email protected]

General Definition: Fair Market Value is usually a valuation arrived at for Internal Revenue Service (IRS) purposes and is defined by IRS Section 1.170 and 20.2031(b) as “the price at which the property would change hands between a willing buyer and willing seller, neither being under any compulsion to buy or to sell and both having reasonable knowledge of relevant facts.” Includes Buyers Premium: According to IRS Technical Advisory Memorandum (TAM) 9235005 (May 27, 1992), fair market value in an auction setting includes the buyer’s premium. FEDERAL TAX REGULATIONS: Regulations promulgated by the Department of Treasury which has oversight authority over the Internal Revenue Service. These regulations are published to explain the tax law in the Internal Revenue Code and offer explanations and examples of law as stated in the revenue code. INTERNAL REVENUE CODE: Tax law passed by Congress, signed into law, and the ultimate authority on tax matters until it is amended by Congress. Internal Revenue Regulation 1.170A relates to Income Tax Charitable Deductions and allows as a deduction any charitable contribution which is made during the taxable year. Section 1(c)(1) provides that if a charitable contribution is made in property other than money the amount of the contribution is generally the fair market value of the property at the time of the contribution. Section 1(c)(2) provides that fair market value is the price at which the property would change hands between the willing buyer and the willing seller with neither being under any compulsion to buy or to sell and both having reasonable knowledge of the relevant facts. Section 13 contains information regarding the record keeping and tax return requirements for deduction for charitable contributions. For a tax deduction for a charitable contribution of property in excess of $5000.00, section 13(c) requires that a qualified appraisal be prepared. Most Appropriate Market or Marketplace: The venue in which the appraiser determines an object can be sold most easily and at the highest price. Frequently in the case of personal property, in which comparable sales are scarce, the most appropriate market may be a combination of auction and private gallery sales. OBJECT ID: A classification methodology codified by the Getty Information Institute (Getty Museum) that lists nine fields for the minimum description of all works of art. Please reference http://archives.icom.museum/object-id/guide/guide_making.html. Object descriptions used in this appraisal conform to the first nine categories of the object ID checklist. PERSONAL PROPERTY: Defined by USPAP as “identifiable tangible objects that are considered by the general public as being “personal” for example, furnishings, artwork, antiques, gems and jewelry, collectibles, machinery and equipment; all tangible property not considered real property. PRIMARY MARKET: The primary market is one created either by the maker or agent of the maker when an object is sold for the first time, usually in galleries or stores. PRIMARY SOURCE: Material used in research and data comparisons from a first hand witness and includes auctions attended, galleries, art fairs, and stores visited where actual comparable sales are witnessed by the appraiser. QUALIFIED APPRAISER: An individual who has earned an appraisal designation from a recognized professional appraiser organization or has otherwise met minimum education and experience requirements set forth in regulations prescribed by the IRS. The minimum education and requirements are met if the appraiser has successfully completed college or professional level coursework that is relevant to the property being valued, obtained at least two years of experience in the trade or business of buying, selling, or valuing the type of property being valued, regularly performs appraisals for which the

RUSSO ESTATE MELISSA FOUSE, APPRAISER FAIR MARKET VALUE APPRAISAL FOR ESTATE PURPOSES PAGE 21 OF 23 EFFECTIVE DATE: 09 SEPTEMBER 2016

Melissa Fouse Appraisals 308 G Street, Suite 208, Anchorage, Alaska 99501 907-744-5100 [email protected]

individual receives compensation, and meets such other requirements as may be prescribed by the IRS in regulations or other guidance. QUALIFIED APPRAISAL: An appraisal conducted by a qualified appraiser in accordance with generally accepted appraisal standards. The IRS further states that an appraisal will be treated as having been conducted in accordance with generally accepted appraisal standards if it is consistent with the substance and principles of the Uniform Standards of Professional Appraisal Practice (USPAP). For donation purposes an appraisal report must be prepared by a qualified appraiser not more than sixty (60) days before the date of the contribution of the appraised property. The appraisal must be signed and dated by a qualified appraiser who charges an appraisal fee that is not based on a percentage of value and that contains the following information:  a detailed description of the property  the physical condition of the property  the terms of any agreement or understanding entered into or expected to be entered into by or on behalf of the donor that relates to the use, sale, or other disposition of the property contributed  the name, address, and taxpayer identification number of the appraiser  a detailed description of the appraiser’s background and qualifications  a statement that the appraisal was prepared for income tax purposes  the date on which the property was valued  the appraised fair market value of the property  the method of valuation used to determine the fair market value  the specific basis for the valuation including any comparable sales transactions  a description of the fee arrangement between the donor and the appraiser.

RECTO: This refers to the right hand page of a book or the front side of a leaf or picture; the other side of VERSO. SECONDARY VALUE: The marketplace in which a used object is bought and sold. Once an item is no longer available from the original source, it is considered a secondary market item. Secondary market usually refers to the auction market and is in no way associated with the value or the condition of an object. The secondary market is a venue for the sale of an object between a seller and a buyer with neither of them having participated in the creation or initial sale of the object; usually through the auction market, but may also take place in galleries. In the instance of multiples, a valid secondary market cannot exist while the maker or his agent retains a supply of the original offering. SECONDARY SOURCE: Market value data sources that use primary sources in research and data comparison. Examples are internet research tools such as ArtNet, ArtFact, P4A, Gordonsart, AskArt, Newel.com and others. STATEMENT OF ASSUMPTIONS & LIMITING CONDITIONS: Terms or concepts generally linked together in most appraisals. An ASSUMPTION is that which is taken to be true. An EXTRAORDINARY ASSUMPTION is an assumption, directly related to a specific assignment, which, if found to be false, could alter the appraiser’s opinions or conclusions. A LIMITING CONDITION refers to conditions that limit the appraiser’s examination or research of the appraised items and the appraisal assignment. HYPOTHETICAL CONDITIONS are those contrary to what exists but are supposed for the purpose of analysis. According to USPAP, all assumptions and conditions must be

RUSSO ESTATE MELISSA FOUSE, APPRAISER FAIR MARKET VALUE APPRAISAL FOR ESTATE PURPOSES PAGE 22 OF 23 EFFECTIVE DATE: 09 SEPTEMBER 2016

Melissa Fouse Appraisals 308 G Street, Suite 208, Anchorage, Alaska 99501 907-744-5100 [email protected]

listed and qualified in every appraisal. UNIFORM STANDARDS OF PROFESSIONAL APPRAISAL PRACTICE: Appraisal procedures and guidelines for conducting and writing appraisals. These standards are published by the Appraisal Standards Board of The Appraisal Foundation. First codified in 1987, these standards apply to all disciplines of appraising and are predicated on the principle that there is common methodology that may be found in all aspects of appraisal practice including appraisal, appraisal review, and appraisal consultancy. VALUATION APPROACH USED IN THIS APPRAISAL: Comparative Market Data Approach: The most commonly used approach for appraising personal property in which appraised value is based upon past prices for similar works by the same artist or artisan or similar works by another artist or artisan of equal standing and related reputation. VALUE: A dollar amount assigned to the object and dependent upon the type and purpose of appraisal report being written such as insurance, IRS, equitable distribution for divorce or other proceedings, or liquidation. The appraiser must state which value is being used, give a clear concise definition of that value and cite the source for the definition.

RUSSO ESTATE MELISSA FOUSE, APPRAISER FAIR MARKET VALUE APPRAISAL FOR ESTATE PURPOSES PAGE 23 OF 23 EFFECTIVE DATE: 09 SEPTEMBER 2016

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