## Facts

- James T. Clay, a resident of Fayette County, Kentucky, died in February 1932.
- Clay’s will (dated January 21, 1932) named Security Trust Company as executor and trustee.
- Clay was survived by his sister, Laura Clay Macey, and his half-brothers, Matthew D. Clay and Neal McClure Clay.
- Laura had one child, John Ireland Macey (Clay’s nephew).
- In the will’s residuary clause, Clay gave “all the balance” of his estate to Laura, to be held by the trustee during Laura’s life, with the trust income paid to Laura in monthly installments.
- The will further directed that at Laura’s death the trustee should hold the estate until John reached age 35, and that the income should be paid to John in monthly installments until the fund was turned over to him.
- John died in 1944, before reaching age 35 and before Laura died.
- Laura died on February 8, 1951.
- On January 5, 1952, Security Trust Company filed a declaratory judgment action in Fayette Circuit Court seeking construction of the will, including whether John’s remainder was vested or contingent.
- The chancellor ruled that John held a vested remainder interest.
- Matthew and Neal appealed, arguing John’s interest was contingent on attaining age 35 and, because he did not, the remainder passed by intestacy to Clay’s heirs.

## Issues

1. Did the will give John Ireland Macey a vested remainder at James T. Clay’s death, or a contingent remainder conditioned on John’s attaining age 35?
2. If John’s remainder was vested, did his death before age 35 and before the life tenant’s death cause the remainder to fail so that the residue passed by intestacy?

## Decision

- The Court of Appeals of Kentucky affirmed the Fayette Circuit Court’s judgment.
- The court held that John Ireland Macey took a vested remainder interest at the testator’s death.
- The age-35 language was construed as postponing possession and distribution, not as requiring John to survive to age 35 as a condition to taking.
- Because John’s remainder was vested, it passed to his estate upon his death and did not revert to the testator’s heirs through intestacy.

## Legal Principles

- The testator’s intent governs construction of a will, gathered from the instrument as a whole.
- When a will is reasonably susceptible of two constructions, Kentucky courts favor the construction that disposes of the entire estate and avoids partial intestacy.
- Kentucky law favors early vesting; doubts are resolved in favor of a vested estate unless a contrary intent clearly appears.
- Language directing that a trustee “hold” property until a named beneficiary reaches a stated age, coupled with directions to pay that beneficiary income in the meantime, generally indicates postponed enjoyment rather than a condition precedent to the gift.
- The absence of express survivorship language or a gift-over on the beneficiary’s death before the stated age supports treating the remainder as vested rather than contingent.

## Conclusion

Clay’s will provided a life-income trust for his sister, then identified John Ireland Macey as the remainderman and directed that income be paid to him while the trustee held the corpus until he would have reached 35. Reading the will as a whole and applying Kentucky’s preference for early vesting and against partial intestacy, the court treated the age-35 provision as a timing direction for distribution rather than a survival condition, so John’s remainder vested at Clay’s death and passed to John’s estate when John died before the life tenant.


Clay v. Security Trust Co., 252 S.W.2d 906 (1952)