497 1 d453251d497.htm 497 497


ProShare Advisors LLC

7501 Wisconsin Avenue

Suite 1000

Bethesda, MD 20814-6527


Phone:   240.497.6400
Fax:   240.497.6530

January 8, 2013


U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, DC 20549


Re: ProShares (the “Trust”)

(File Nos. 333-89822 and 811-21114)

Ladies and Gentlemen:

Transmitted herewith for filing on behalf of the Trust pursuant to Rule 497 under the Securities Act of 1933, as amended, are exhibits in interactive data format on XBRL, which contain the risk return summary information of the prospectus dated December 10, 2012, as supplemented December 13, 2012 for ProShares Merger ETF, as filed under Rule 497 on December 13, 2012 (SEC Accession No. 0001193125-12-500319).

Should you have any comments or questions, please do not hesitate to contact me at (240) 497-6539.



/s/ Amy R. Doberman

Amy R. Doberman
Chief Legal Officer and Secretary