Report of Independent Registered Public Accounting Firm To the Board of Trustees of ProShares Trust and Shareholders of each of the one hundred twenty-one funds listed below In planning and performing our audits of the financial statements of each of the funds listed below (constituting ProShares Trust, hereafter collectively referred to as the "Funds") as of and for the year or period ended May 31, 2023, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), we considered the Funds' internal control over financial reporting, including controls over safeguarding securities, as a basis for designing our auditing procedures for the purpose of expressing our opinion on the financial statements and to comply with the requirements of Form N-CEN, but not for the purpose of expressing an opinion on the effectiveness of the Funds' internal control over financial reporting. Accordingly, we do not express an opinion on the effectiveness of the Funds' internal control over financial reporting. Big Data Refiners ETF Short Financials Ultra Technology Bitcoin Strategy ETF Short FTSE China 50 Ultra Utilities Decline of the Retail Store ETF Short High Yield UltraPro Dow30SM DJ Brookfield Global Infrastructure ETF Short MidCap400 UltraPro MidCap400 Equities for Rising Rates ETF Short MSCI EAFE UltraPro QQQ Global Listed Private Equity ETF Short MSCI Emerging Markets UltraPro Russell2000 Hedge Replication ETF Short QQQ UltraPro S&P500 High Yield-Interest Rate Hedged Short Real Estate UltraPro Short 20+ Year Treasury Inflation Expectations ETF Short Russell2000 UltraPro Short Dow30SM Investment Grade-Interest Rate Hedged Short S&P500 UltraPro Short MidCap400 K-1 Free Crude Oil Strategy ETF Short SmallCap600 UltraPro Short QQQ Large Cap Core Plus Smart Materials ETF UltraPro Short Russell2000 Long Online/Short Stores ETF Supply Chain Logistics ETF UltraPro Short S&P500 Merger ETF Ultra 20+ Year Treasury UltraShort 20+ Year Treasury Metaverse ETF Ultra 7-10 Year Treasury UltraShort 7-10 Year Treasury MSCI EAFE Dividend Growers ETF Ultra Communication Services UltraShort Consumer Discretionary MSCI Emerging Markets Dividend Growers ETF Ultra Consumer Discretionary UltraShort Consumer Staples MSCI Europe Dividend Growers ETF Ultra Consumer Staples UltraShort Dow30SM MSCI Transformational Changes ETF Ultra Dow30SM UltraShort Energy Nanotechnology ETF Ultra Energy UltraShort Financials Nasdaq-100 Dorsey Wright Momentum ETF Ultra Financials UltraShort FTSE China 50 On-Demand ETF Ultra FTSE China 50 UltraShort FTSE Europe Online Retail ETF Ultra FTSE Europe UltraShort Health Care Pet Care ETF Ultra Health Care UltraShort Industrials Russell 2000 Dividend Growers ETF Ultra High Yield UltraShort Materials Russell U.S. Dividend Growers ETF Ultra Industrials UltraShort MidCap400 S&P 500 Bond ETF Ultra Materials UltraShort MSCI Brazil Capped S&P 500 Dividend Aristocrats ETF Ultra MidCap400 UltraShort MSCI EAFE S&P 500 Ex-Energy ETF Ultra MSCI Brazil Capped UltraShort MSCI Emerging Markets S&P 500 Ex-Financials ETF Ultra MSCI EAFE UltraShort MSCI Japan S&P 500 Ex-Health Care ETF Ultra MSCI Emerging Markets UltraShort Nasdaq Biotechnology S&P 500 Ex-Technology ETF Ultra MSCI Japan UltraShort QQQ S&P Global Core Battery Metals ETF Ultra Nasdaq Biotechnology UltraShort Real Estate S&P Kensho Cleantech ETF Ultra Nasdaq Cloud Computing UltraShort Russell2000 S&P Kensho Smart Factories ETF Ultra Nasdaq Cybersecurity UltraShort S&P500 S&P MidCap 400 Dividend Aristocrats ETF Ultra QQQ UltraShort Semiconductors S&P Technology Dividend Aristocrats ETF Ultra Real Estate UltraShort SmallCap600 Short 20+ Year Treasury Ultra Russell2000 UltraShort Technology Short 7-10 Year Treasury Ultra S&P500 UltraShort Utilities Short Bitcoin Strategy ETF Ultra Semiconductors Ultra SmallCap600 Short Dow30SM The management of the Funds is responsible for establishing and maintaining effective internal control over financial reporting. In fulfilling this responsibility, estimates and judgments by management are required to assess the expected benefits and related costs of controls. A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of a company's assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. A deficiency in internal control over financial reporting exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent or detect misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company's annual or interim financial statements will not be prevented or detected on a timely basis. Our consideration of the Funds' internal control over financial reporting was for the limited purpose described in the first paragraph and would not necessarily disclose all deficiencies in internal control over financial reporting that might be material weaknesses under standards established by the PCAOB. However, we noted no deficiencies in the Funds' internal control over financial reporting and their operation, including controls over safeguarding securities, that we consider to be a material weakness as defined above as of May 31, 2023. This report is intended solely for the information and use of the Board of Trustees of ProShares Trust and the Securities and Exchange Commission and is not intended to be and should not be used by anyone other than these specified parties. /s/PricewaterhouseCoopers LLP Baltimore, Maryland July 27, 2023