Exhibit (h)(3)

                              SUBLICENSE AGREEMENT

        This Sublicense Agreement (the "AGREEMENT") is entered into as of
________, 2006, by and between Van Eck Associates Corporation, a Delaware
corporation with offices at 99 Park Avenue, New York, New York 10016 ("VAN
ECK"), and Market Vectors ETF Trust(the "LICENSEE").

        WHEREAS, Van Eck, through licenses with index providers (each an "INDEX
PROVIDER"), has the right to license the indexes, trademarks and service marks
(the "INDEXES AND MARKS") listed in Schedule A, for use in connection with the
exchange-traded fund products listed in Exhibit A (the "PRODUCTS"); and further

        WHEREAS, Licensee desires to use the Indexes and Marks in connection
with the distribution of the Products and Van Eck is willing to grant Licensee a
license for such use.

        NOW, THEREFORE, in consideration of the premises and the mutual promises
hereinafter set forth, and for good and valuable consideration set forth in the
Agreement, the receipt and sufficiency of which is hereby acknowledged, the
parties hereto agree as follows:

        1. GRANT OF LICENSE. Van Eck grants Licensee a non-exclusive,
non-transferable right and license to use and refer to the Indexes and Marks in
connection with the creation, issuance, trading and marketing of the Products
pursuant to the terms and conditions of this Agreement.

        2. OWNERSHIP AND VALIDITY. Licensee acknowledges Index Providers'
ownership of the entire right, title and interest in and to the Indexes and
Marks and Licensee's use shall inure to the sole benefit of the applicable Index
Provider.

        3. OBLIGATION.  The Sub-Licensee  acknowledges  that it has received and
read a copy of the License  Agreement  and agreed to be bound by the  provisions
thereto  other  than the  obligations  to pay fees,  which  shall be paid by the
Licensor.




        4. TERM.  This  Agreement  shall become  effective upon the execution of
this Agreement by both parties and remain in effect unless  terminated by either
party as provided herein.

        5.  TERMINATION.  Licensee may terminate  this Agreement upon sixty (60)
days' prior written notice to Van Eck. Van Eck may terminate this Agreement upon
sixty (60) days' prior written notice to Licensee or immediately upon Licensee's
breach of this Agreement.

        6. ENTIRE AGREEMENT.  This Agreement sets forth the entire Agreement and
the  understanding  between the parties.  No  modification  or amendment of this
Agreement  shall be valid or binding unless made in writing and signed on behalf
of the parties by their duly authorized officers or representatives.

        7.  EXECUTION.  This Agreement may be executed  simultaneously  with any
number of  counterparts,  each of which shall be deemed an original,  but all of
which together shall constitute one and the same instrument.

        8. GENERAL PROVISIONS.

        (a)     A party may not assign this  Agreement  and/or any of its rights
and/or obligations  hereunder,  except to an affiliate or successor in interest,
without  the  prior  written  consent  of the  other  party,  and any  attempted
assignment by a party  requiring the




consent of the other  party  which is made by the  assigning  party  without the
other party's prior consent shall be null and void.

        (b)     No change in,  addition to or waiver of any of the provisions of
this Agreement shall be binding upon either party unless in writing signed by an
authorized representative of such party. No waiver by either party of any breach
by the other party of any of the provisions of this Agreement shall be construed
as a waiver of that or any other provision on any other occasion.

        (c)     This   Agreement   shall  be  governed  by,  and  construed  and
interpreted  in  accordance  with,  the laws of the State of  New York,  without
regard to its conflict of law provisions.

        (d)     In the event any one or more of the provisions of this Agreement
shall be determined by a court of competent jurisdiction to be invalid,  illegal
or  unenforceable,  the remaining  provisions of this Agreement  shall remain in
effect and the Agreement shall be read as though the offending provision had not
been written or as the provision shall be determined by such court to be read.




        IN WITNESS  WHEREOF,  Van Eck and Licensee have caused this Agreement to
be duly executed on their behalf in the manner legally binding upon them.

                                       VAN ECK ASSOCIATES CORPORATION



                                       Signature:  _________________________
                                       By:

                                       Title:

                                       MARKET VECTORS ETF TRUST


                                       Signature: ________________________
                                       By;

                                       Title:




                                    EXHIBIT A
                                    ---------

                         Market Vectors--Gold Miners ETF





                                   SCHEDULE A
                                   ----------