dissenting.
I must respectfully disagree with the majority's conclusion that the trust instrument expressed the clear intent that the payment of taxes be apportioned "across all of the assets in Trust B." Slip Op. at 9. In my opinion, the trust instrument expressed Hanson's clear intent that it be entirely a matter of the Trustee's discretion as to what assets constituting the principal of her estate would be utilized to pay taxes. Although I am more than willing to acknowledge that the result of the Trustee's exercise of that discretion can be seen as inequitable when the Petitioners had been named as potential residuary beneficiaries, I cannot turn a blind eye to the unambiguous language of the trust instrument written by Hanson.6
As the majority notes, the trust instrument authorizes the Trustee, in its discretion, to pay the various taxes owing upon the settlor's death from the principal of the Trust Estate that was included in the set-tlor's estate for Federal estate tax purposes. However, in my opinion, that is exactly what happened. "Principal" is defined as "the corpus or main body of an estate distinguished from income." Weesrer's Terp Int't Dictionary (1976) p. 1802. Hence, the "balance of the assets," which (aftér the specific devise of real estate to Bergstrom) the Trust directed to be distributed by percentage to the Petitioners, was part of the principal of the Trust Estate. If Hanson had desired that the Trustee pay the taxes by assessing a proportionate share against each beneficiary's distribution-the real estate specifically devised to Bergstrom as well as the Petitioners' shares-she could have written the trust instrument to so state. For example, the Trust could have provided that the tax payments by the Trustee should be "charged generally, in shares proportionate to the respective beneficia*1224ries' distributions, against the principal of the Trust Estate...." However, by the clear language she used in the trust instrument, Hanson did not direct the Trustee to apportion among the beneficiaries the tax burden owing upon her death.
Absent such a specific direction upon the part of Hanson, I would next consider the fact that Hanson specified the application of Illinois law. As the majority notes, Indiana's Trust Code provides that its rules of law are to "be interpreted and applied to the terms of the trust so as to implement the intent of the settlor and the purposes of the trust." See Inp.CopEs § 30-4-1-3. "If the rules of law and the terms of the trust conflict, the terms of the trust shall control unless the rules of law clearly prohibit or restrict the article which the terms of the trust purport to authorize." Id. Petitioners direct us to no authority that would prohibit Hanson, as settlor, from specifying the application of Illinois law in the administration of her trust. Consequently, because it was her intent that Tlinois law apply, I would turn to the law of that state and its application to the terms of the Trust.
In Estate of Maierhofer, 328 Ill.App.3d 987, 989, 263 Ill.Dec. 124, 767 N.E.2d 850, 852 (2002), the Appellate Court of Illinois most recently affirmed that Illinois does not follow "the principle of equitable apportionment" when the instrument is silent as to source of probate tax payment. Rather, "the burden on the residue rule" is the rule for "estate tax lability in Illinois." 328 Ill.App.3d at 989, 990, 767 N.E.2d at 852, 853. The Ilinois court noted that its courts "have consistently applied the burden on the residue rule," a rule that "THi-nois lawyers have long relied on," with countless instruments "drafted on this assumption." 328 Ill.App.3d at 990, 767 N.E.2d at 852 (citations omitted). Therefore, the fact that as Trustee, Bergstrom used the discretion given to him to pay the death taxes from the residuary estate7 is not only consistent with the terms of the Trust, but it is consistent with Ilinois law that payment should be from the residuary estate "in the absence of a contrary indication." 328 Ill.App.3d at 989, 767 N.E.2d at 852.
The Petitioners also argued to the trial court that Indiana law should apply because Hanson executed her will in Indiana, her real and personal property were located in Indiana, and she was a resident of Indiana at the time of her death. However, I would also find this argument to fail because it ignores the plain language used in the will by Hanson concerning payment of the taxes.
Indiana law provides that federal estate taxes "shall be" apportioned "among all" of the estate's beneficiaries "unless" the decedent has "otherwise" directed in the will. Inp.Cope § 29-2-12-2. Hanson's will directed that taxes "payable by reason of [her] death" be paid "out of the principal of [her] residuary estate." (App. 86). Under Hanson's will, the principal of her "residuary estate" can be read to be either (1) all of Trust B or (2) the "balance of the assets" to be distributed to Petitioners after the specific devise of real estate to Bergstrom. Under either interpretation, the payment of taxes by Bergstrom does comport with the specific direction of Hanson's will that taxes be paid from the residuary estate, and the statute does not dictate a contrary result.8 Consistent with *1225the statute, I would find that the Trust directed the Trustee to make the tax payment from the principal-and, as previously noted, that is what I find Bergstrom to have done.
Based upon the language of the Trust instrument and of Hanson's will, it appears to me that the Petitioners have stated a set of facts and circumstances that cannot support the relief they requested; therefore, I believe Bergstrom's motion to dismiss should have been granted.
. It is worth noting that there is no assertion that undue influence or fraud induced Hanson in her drafting of the trust instrument; nor do Petitioners claim a lack of capacity on the part of Hanson. I am also mindful of the effect of time-from when Hanson drafted the trust instrument until her death-on the total assets remaining at the time of her death, both as to her need to use resources for her own maintenance and the fluctuation of the - value of equities in her estate based on market forces.
. Brack's defines "residuary estate" as "[the part of a decedent's estate remaining after all debts, expenses, taxes, and specific bequests and devises have been satisfied." Buack's Law Dictionary 569 (7th ed.1999).
. The statute specifies that for apportionment purposes, the term "will" includes a trust. LC. § 29-2-12-1.5.