-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WAXJOW/AAbNgEe+12z2VolPkIpYKZSxukt/8hOgh6oUqWfOkPDQuqkBAtLQn6iFM xHjrTzQPAe810+ttW4BBkQ== 0000718482-07-000099.txt : 20071009 0000718482-07-000099.hdr.sgml : 20071008 20071009092913 ACCESSION NUMBER: 0000718482-07-000099 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20071009 DATE AS OF CHANGE: 20071009 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PROSHARES TRUST CENTRAL INDEX KEY: 0001174610 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-82989 FILM NUMBER: 071161114 BUSINESS ADDRESS: STREET 1: 7501 WISCONSIN AVENUE STREET 2: SUITE 1000 CITY: BETHESDA STATE: MD ZIP: 20814 BUSINESS PHONE: 240-497-6400 MAIL ADDRESS: STREET 1: 7501 WISCONSIN AVENUE STREET 2: SUITE1000 CITY: BETHESDA STATE: MD ZIP: 20814 FORMER COMPANY: FORMER CONFORMED NAME: XTRASHARES TRUST DATE OF NAME CHANGE: 20030409 FORMER COMPANY: FORMER CONFORMED NAME: PROFUNDS ETF TRUST DATE OF NAME CHANGE: 20020531 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: EDWARDS A G INC CENTRAL INDEX KEY: 0000718482 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 431288229 STATE OF INCORPORATION: DE FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: ONE N JEFFERSON AVE CITY: ST LOUIS STATE: MO ZIP: 63103 BUSINESS PHONE: 3149553000 MAIL ADDRESS: STREET 1: ONE N JEFFERSON AVE CITY: ST LOUIS STATE: MO ZIP: 63103 SC 13G/A 1 r13g-prosharessept651.txt COVER PAGE, ETC. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.1)* Proshares Trust (Name of Issuer) Common Stock (Title of Class of Securities) 74347R651 (CUSIP Number) September 30, 2007 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X ] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). (Continued on following page(s)) Page 1 of 6 Pages CUSIP No. 74347R651 13G Page 2 of 6 Pages 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON A.G. Edwards, Inc. 43-1288229 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) X 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION State of organization: Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER -0- Shares 6. SHARED VOTING POWER -0- Shares 7. SOLE DISPOSITIVE POWER -0- Shares 8. SHARED DISPOSITIVE POWER -0- Shares 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON -0- Shares 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 -0- 12. TYPE OF REPORTING PERSON* HC *SEE INSTRUCTION BEFORE FILLING OUT! Page 3 of 6 Pages Item 1 (a). Name of Issuer: Proshares Trust Item 1 (b). Address of Issuer's Principal Executive Offices 7501 Wisconsin Avenue Suite 1000 Bethesda, MD 20814 Item 2(a). Name of Person Filing: A.G. Edwards, Inc. Item 2(b). Address of Principal Business Office or, if none, Residence: One North Jefferson St. Louis, MO 63103 Item 2(c). Citizenship: State of organization: Delaware Item 2(d). Title of Class of Securities: Common Stock Item 2(e). CUSIP Number: 74347R651 Item 3. If this statement is filed pursuant to Rules 13-d-l(b), or 13d-2(b), check whether the person filing is a: (a) [ ] Broker or Dealer registered under section 15 of the Act (15 U.S.C. 78o). (b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). (c) [ ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). (d) [ ] Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8) Page 4 of 6 Pages (e) [ ] An investment adviser in accordance with section 240.13d-1(b)(1)(ii)(E); (f) [ ] An employee benefit plan or endowment fund in accordance with section 240.13d-1(b)(1)(ii)(F); (g) [X ] A parent holding company or control person in accordance with section 240.13d-l(b)(1)(ii)(G); (h) [ ] A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) [ ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); (j) [ ] Group, in accordance with section 240.13d-1 (b)(1)(ii)(J). Item 4. Ownership: (a) Amount Beneficially Owned as of September 30, 2007 -0- (b) Percent of Class: -0- (c) Number of Shares as to which such person has: (i) sole power to vote or to direct the vote: -0- Shares (ii) shared power to vote or to direct the vote: -0- Shares (iii) sole power to dispose or to direct the disposition of: -0- Shares (iv) shared power to dispose or to direct the disposition of: -0- Shares Page 5 of 6 Pages Item 5. Ownership of Five Percent or Less of a Class. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following box: [X] Item 6. Ownership of More than Five Percent of Behalf of Another Person. None Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person. A.G. Edwards, Inc. is filing this schedule pursuant to Rule 13d-1(b)(1)(ii)(G). The relevant subsidiaries are A.G. Edwards & Sons, Inc., Gallatin Asset Management, Inc., and A.G. Edwards Trust Company FSB. Each of the above subsidiaries is a direct subsidiary of A.G. Edwards, Inc. Item 8. Identification and Classification of Members of the Group. Not Applicable Item 9. Notice of Dissolution of Group. Not Applicable Item 10.Certification. (a) The following certification shall be included if the statement is filed pursuant to Rule 13d-1 (b): By signing below I certify that, to the best of my knowledge and belief,the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having such purpose or effect. Page 6 of 6 Pages Signature. After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. October 10, 2007 Date By: /s/Joseph G. Porter Joseph G. Porter Assistant Treasurer Name/Title -----END PRIVACY-ENHANCED MESSAGE-----