ProShares Trust
7501 Wisconsin Avenue
Suite 1000E
Bethesda, MD 20814
October 5, 2018
Securities and Exchange Commission
Division of Investment Management
100 F Street, N.E.
Washington, D.C. 20549
| Re: | ProShares Trust |
Request for Withdrawal on Form AW
Ladies and Gentlemen:
Pursuant to Rule 477 under the Securities Act of 1933, as amended, ProShares Trust (the “Trust”) respectfully requests that, effective as of the date first set forth above or at the earliest practicable date hereafter, the Securities and Exchange Commission (the “Commission”) consent to the withdrawal of Post-Effective Amendment 202 to the Trust’s Registration Statement on Form N-1A (File Nos. 333-89822; 811-21114) filed with the Commission on October 1, 2018, SEC Accession No. 0001193125-18-287826 (the “Amendment”). The Amendment relates to ProShares Pet Care ETF (“Pet Care ETF”), a new series of the Trust. This request for withdrawal is being made because the Amendment is incomplete and it is being superseded by a complete amendment to the Trust’s Registration Statement with respect to the Pet Care ETF.
The Amendment has not yet become effective and no securities have been sold in connection with the Amendment.
Accordingly, we request that the Commission issue an order granting withdrawal of the Amendment effective as of the date first set forth above or at the earliest practicable date hereafter.
Should you have any questions regarding this matter, please contact me or, in my absence, Robert J. Borzone Jr. at (240) 497-6400.
Very truly yours,
ProShares Trust
| By: | /s/ Richard F. Morris | |
| Richard F. Morris | ||
| Chief Legal Officer and Secretary |