George Michael Steinbrenner III was the owner and managing partner of the New York Yankees. During his 37-year ownership of the Yankees (from 1973 until his death in 2010), the Yankees won 7 World Series and 11 pennants. He was known for being outspoken and for his role in raising player salaries, for which he was one of baseball's most controversial figures. For more information about George Steinbrenner, please see his biography in Wikipedia.

FIRST CODICIL TO THE

LAST WILL AND TESTAMENT OF

GEORGE M. STEINBRENNER III
 

     I, GEORGE M. STEINBRENNER Ill, a resident of Hillsborough County, Florida, publish this as the First Codicil to the Last Will and Testament executed by me on July 5, 2005 in the presence of C. NORMAN STALLINGS, JR.  and ANTHONY BRUNO.

     1.   I add the following new Article 3A to my Will:

ARTICLE 3A
  PROVISIONS FOR 2007 GRAT PAYMENTS

      3A.l    Gift of Remaining Annuity Payments Under 2007 GRAT. If I die during the Annuity Term of the George M. Steinbrenner III 2007 Grantor Retained Annuity Trust, dated January 3, 2007 (the "2007 GRAT"), and my wife survives me, I direct my Personal Representative to pay to the Marital Trust created under my Revocable Trust (as defined in Article 4 below) all remaining annuity payments payable to my estate (including amounts accrued through the date of my death) as they come due during the balance of the Annuity Term. To the extent my estate receives payments of income from the 2007 GRAT that exceed the annuity payments, my Personal Representative shall also allocate that income to the Marital Trust. If I die during the Annuity Term of the 2007 GR AT, but my wife does not survive me, then I direct my Personal Representative to add to my Residuary Estate all remaining annuity payments payable to estate (including amounts accrued through the date of my death) as they come due during the balance of the Annuity Term.

     3A.2    Exercise of Power of Appointment. If I die during the Annuity term of the 2007 GRAT, and my wife survives me, I exercise my special power of appointment under Section 4,3(b) of the 2007 GRAT, and direct that the Trust Remainder be distributed to the Marital Trust created under my Revocable Trust (as defined in Article 4 If I die during the Annuity Term of the 2007 GRAT, but my wife does not survive me, I exercise my special power of appointment under Section 4.3(b) of the 2007 GRAT, and direct that the Trust Remainder be distributed to the then serving trustee of my Revocable Trust (as defined under Article 4 below).

     3A.3    Allocation of 2007 GRAT Interests with Reverse QTIP. Despite any other provision of this Will or my Revocable Trust, if an election is made under Section 2652(a)(3) of the Internal Revenue Code (a "reverse QTIP election") with respect to the Marital Trust created under my Revocable Trust, then all interests in the 2007 GRAT (including the remaining annuity payments and the Trust Remainder) that are payable to the Marital Trust must be allocated entirely to either the Exempt Marital Trust or the Nonexempt Marital Trust, as those terms are defined in my Revocable Trust, and may not be split between those Marital Trusts. To the extent it is necessary for this provision to be an amendment to my Revocable Trust, I direct it to be treated as such and I incorporate these terms into Article 13 of my Revocable Trust.

      2. I add the following new Article 3B to my Will:
 

ARTICLE 3B
PROVISIONS FOR 2007 BAY FARMS GRAT PAYMENTS

     3B.l     Gift of Remaining Annuity Payments Under 2007 Bay Farms GRAT. If I die during the Annuity Term of the George M. Steinbrenner III 2007 Bay Farms Grantor Retained Trust, dated September 7, 2007 (the "2007 Bay Farms ORATil), and my wife survives me, I direct my Personal Representative to pay to the Marital Trust created under my Revocable Trust (as defined in Article 4 below) all remaining annuity payments payable to my estate (including amounts accrued through the date of my death) as they come due during the balance of the Annuity Term. To the extent my estate receives payments of income from the 2007 Bay Farms GRAT that exceed the annuity payments, my Personal Representative shall also allocate that income to the Marital Trust. If I die during the Annuity Term of the 2007 Bay Farms GRAT, but my wife does not survive me, then I direct my Personal Representative to add to my Residuary Estate all remaining annuity payments payable to my estate (including amounts accrued through the date of my death) as they come due during the balance of the Annuity Term.

      3B.2     Exercise of Power of Appointment. If I die during the Annuity Term of the 2007 Bay Farms GRAT, and my wife survives me, I exercise my special power of appointment under Section 4.3(b) of the 2007 Bay Farms GRAT, and direct that the Trust Remainder be distributed to the Marital Trust created under my Revocable Trust (as defined in Article 4 below). If I die during the Annuity Term of the 2007 Bay Farms GRAT, but my wife does not survive me, I exercise my special power of appointment under Section 4.3(b) of the 2007 Bay Farms GRAT, and direct that the Trust Remainder be distributed to the then serving trustee of my Revocable Trust (as defined under Article 4 below).

      3B.3     Allocation. of 2007 Bay Farms GRAT Interests with Reverse QTIP. Despite any other provision of this Will or my Revocable Trust, if an election is made under Section 2652(a)(3) of the Internal Revenue Code (a "reverse QTIP election") with respect to the Marital Trust created under my Revocable Trust, then all interests in the 2007 Bay Farms GRAT (including the remaining annuity payments and the Trust Remainder) that are payable to the Marital Trust must be allocated entirely to either the Exempt Marital Trust or the Nonexempt Marital Trust, as those terms are defined in my Revocable Trust, and may not be split between those Marital Trusts. To the extent it is necessary for this provision to be an amendment to my Revocable Trust, I direct it to be treated as such and I incorporate these terms into Article 13 of my Revocable Trust.

      3. I add the following new Article 3C to my Will:
 

ARTICLE 3C
PROVISIONS FOR 2008 BAY FARMS GRAT PAYMENTS

      3C.1    Gift of Remaining Annuity Under 2008 Bay GRAT. If I die during the Annuity term of the George M. Steinbrenner III 2008 Bay Fanus Grantor Retained Annuity Trust, dated April 2008 (the "2008 Bay Farms GRAT"), and my wife survives me, I direct my Personal Representative to pay to the Marital Trust created under my Revocable Trust (as defined in Article 4 below) all remaining annuity payments payable to my estate (including amounts accrued through the date of my death) as they come due during the balance of the Annuity Term. To the extent my estate receives payments of income from the 2008 Bay Fanus GRAT that exceed the annuity payments, my Personal shall also allocate that income to the Marital Trust. If I die during the Annuity term the 2008 Bay Fanus GRAT, but my wife does not survive me, then I direct my Personal Representative to add to my Residuary Estate all remaining annuity payments payable to my estate (including amounts accrued through the date of my death) as they come due during the balance of the Annuity Term.

      3C.2     Exercise of Power of Appointment. If I die during the Annuity Term of the 2008 Bay Fanus GRAT, and my wife survives me, I exercise my special power of appointment under Section 5.1 of the 2008 Bay Fanus GRAT, and direct that the Trust Remainder be distributed to the Marital Trust created under my Revocable Trust (as defined in Article 4 below). If I die during the Annuity Term of the 2008 Bay Fanus GRAT, but my wife does not survive me, I exercise my special power of appointment under Section 5.1 of the 2008 Bay Farms GRAT, and direct that the Trust Remainder be distributed to the then serving trustee of my Revocable Trust (as defined under Article 4 below).

      3C.3     Allocation of 2008 Bay Farms GRAT Interests with Reverse QTIP. Despite any other provision of this Will or my Revocable Trust, if an election is made under Section 2652(a)(3) of the Internal Revenue Code (a "reverse QTIP election") with respect to the Marital Trust created under my Revocable Trust, then all interests in the 2008 Bay Fanus GRAT (including the remaining annUity payments and the Trust Remainder) that are payable to the Marital Trust must be allocated to either the Exempt Marital Trust or the Nonexempt Marital Trust, as those terms are defined in my Revocable Trust, and may not be split between those Marital Trusts. To the extent it is necessary for this provision to be an amendment to my Revocable Trust, I direct it to be treated as such and I incorporate these terms into Article 13 Revocable Trust.

      4. I add the following new Article 3D to my Will:
 

ARTICLE 3D,
PROVISIONS FOR 2008 GRAT PAYMENTS

     3D.1     Gift of Remaining Annuity Payments Under 2008 GRAT. If I die during the Annuity Term of the George M. Steinbrenner III 2008 Grantor Retained Annuity Trust, dated April 11, 2008 (the "2008 GRAT"), and my wife survives me, I direct my Personal Representative to pay to the Marital Trust created under my Revocable Trust (as defined in Article 4 below) all remaining annuity payments payable to my estate (including amounts accrued through the date of my death) as they come due during the balance of the Annuity term. To the extent my estate receives payments of income from the 2008 ORAT that exceed the annuity payments, my Personal Representative shall also allocate that income to the Marital Trust. If I die during the Annuity Term of the 2008 GRAT, but my wife does not survive me, then I direct my Personal Representative to add to my Residuary Estate all remaining annuity payments payable to my estate (including amounts accrued through the date of my death) as they come due during the balance of the Annuity Term.

      3D.2     Exercise of Power of Appointment. If I die during the Term of the 2008 GRAT, and my wife survives me, I exercise my special power of appointment under Section 5.1 of the 2008 GRAT, and direct that the Trust Remainder be distributed to the Marital Trust created under my Revocable Trust (as defined in Article 4 below). If I die during the Annuity Term of the 2008 GRAT, but my wife does not survive me, I exercise my special power of appointment under Section 5.1 of the 2008 GRAT, and direct that the Trust Remainder be distributed to the then serving trustee of my Revocable Trust (as defined under Article 4 below).

      3D.3     Allocation of 2008 GRAT Interests with Reverse QTIP. Despite any other provision of this Will or my Revocable Trust, if an election is made under Section 2652(a)(3) of the Internal Revenue Code (a "reverse QTIP election") with respect to the Marital Trust created under my Revocable Trust, then all interests in the 2008 GRAT .(including the remaining annuity payments and the Trust Remainder) that are payable to the Marital Trust must be allocated entirely to either the Exempt Marital Trust or the Nonexempt Marital Trust, as those tenns are defined in my Revocable Trust, and may not be split between those Marital Trusts. To the extent it is necessary for this provision to be an amendment to my Revocable Trust, I direct it to be treated as such and I incorporate these terms into Article 13 of my Revocable Trust.

      5. In all other respects I republish and confirm all of the provisions of my Will.

      Executed at Tampa, Florida, on April 11, 2008.

     This instrument was signed, sealed, published, and declared by the testator as the First Codicil to his Last Will and Testament in our joint presence, and at his request we have signed our names as attesting witnesses in his presence and in the presence of each other on the date shown above.    

STATE OF FLORIDA
COUNTY OF HILLSBOROUGH

     I, George M. Steinbrenner III, declare to the officer taking my acknowledgment of this instrument, and to the subscribing witnesses, that I signed this instrument as the First Codicil to my Last Will and Testament.

 
     We,          Christine Carey              and               Anthony Bruno             , have been sworn by the officer signing below, and declare to that officer on our oaths that the testator declared the instrument to be his Last Will and Testament and signed it in our presence, and that we each signed the instrument as a witness in the presence of the testator and of each other.
 

     Acknowledged and subscribed before me by the testator, George M. Steinbrenner III, who is personally known to me or who has produced   N/A   as identification, and sworn to and subscribed before by the witnesses,    Christine Carey   , who is personally' known to me or who has produced   N/A    as identification, and by    Anthony Bruno   , who is personally known to me or who has produced   N/A    as identification, and subscribed by me in the presence of the testator and the subscribing witnesses, all on April 11, 2008.