Fund Description: The ProShares UltraShort Dow30 is an exchange-traded index fund or Index ETF which is a separate investment portfolio of the ProShares Trust, an open-end investment management company. INVESTMENT OBJECTIVE: The ProShares UltraShort Dow30 seeks daily investment results, before fees and expenses, that correspond to two times the inverse (-2x) of the daily performance of the Dow Jones Industrial Average. The Fund is different from most ETFs in that it seeks inverse leveraged returns relative to the Index and only on a daily basis. The Fund also is riskier than similarly benchmarked ETFs that do not use leverage. Accordingly, the Fund may not be suitable for all investors and should be used only by knowledgeable investors who understand the potential consequences of seeking daily inverse leveraged investment results. Shareholders should actively manage and monitor their investments, as frequently as daily. INDEX DESCRIPTION: The Dow Jones Industrial Average is a price-weighted index maintained by editors of The Wall Street Journal. The Index includes 30 large-cap, blue-chip U.S. stocks, excluding utility and transportation companies. Components are selected through a discretionary process with no predetermined criteria except that components should be established U.S. companies that are leaders in their industries, have an excellent reputation, demonstrate sustained growth, are of interest to a large number of investors and accurately represent the sectors covered by the average. The Index serves as a measure of the entire U.S. market, covering such diverse industries as financial services, technology, retail, entertainment and consumer goods. FUND STRATEGY: The Fund invests in derivatives that ProShare Advisors believes, in combination, should have similar daily return characteristics as two times the inverse (-2x) of the daily return of the Index. The derivatives that the Fund will principally invest in are swap agreements, futures contracts, money market instruments, U.S. Treasury Bills and repurchase agreements. ProShare Advisors uses a mathematical approach to investing to determine the type, quantity and mix of investment positions that the Fund should hold to approximate, on a daily basis, the performance of two times the inverse (-2x) of the Index. The Fund may gain inverse exposure to only a representative sample of the securities in the Index or to securities not contained in the Index or in financial instruments, with the intent of obtaining exposure with aggregate characteristics similar to those of a multiple of the inverse of the Index. The Fund seeks to remain fully invested at all times in securities and/or financial instruments that, in combination, provide inverse leveraged exposure to the Index without regard to market conditions, trends or direction. At the close of the U.S. securities markets on each trading day, the Fund will seek to position its portfolio so that its exposure to the Index is consistent with the Fund’s investment objective. The Index’s movements during the day will affect whether the Fund’s portfolio needs to be repositioned. FUND MANAGEMENT: ProShare Advisors serves as the investment advisor to the Fund.