10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

x Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

for the quarterly period ended September 30, 2014.

OR

¨ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

for the transition period from                          to                     .

Commission file number: 001-34200

PROSHARES TRUST II

(Exact name of registrant as specified in its charter)

Delaware	87-6284802
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

c/o ProShare Capital Management LLC

7501 Wisconsin Avenue, Suite 1000

Bethesda, Maryland 20814

(Address of principal executive offices) (Zip code)

(240) 497-6400

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    x  Yes    ¨  No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    x  Yes    ¨  No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	x	Accelerated filer	¨
Non-accelerated filer	¨  (Do not check if a smaller reporting company)	Smaller reporting company	¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    ¨  Yes    x  No

PROSHARES TRUST II

Table of Contents

	Page
Part I. FINANCIAL INFORMATION
Item 1. Condensed Financial Statements.	1
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.	154
Item 3. Quantitative and Qualitative Disclosures About Market Risk.	213
Item 4. Controls and Procedures.	231
Part II. OTHER INFORMATION
Item 1. Legal Proceedings.	232
Item 1A. Risk Factors.	232
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.	236
Item 3. Defaults Upon Senior Securities.	240
Item 4. Mine Safety Disclosures.	240
Item 5. Other Information.	240
Item 6. Exhibits.	240

Part I. FINANCIAL INFORMATION

Item 1. Condensed Financial Statements.

Index

Documents	Page
Statements of Financial Condition, Schedules of Investments, Statements of Operations, Statements of Changes in Shareholders’ Equity and Statements of Cash Flows:
ProShares UltraShort Bloomberg Commodity		2
ProShares UltraShort Bloomberg Crude Oil		7
ProShares UltraShort Bloomberg Natural Gas		12
ProShares UltraShort Gold		17
ProShares UltraShort Silver		22
ProShares Short Euro		27
ProShares UltraShort Australian Dollar		32
ProShares UltraShort Euro		37
ProShares UltraShort Yen		42
ProShares Ultra Bloomberg Commodity		47
ProShares Ultra Bloomberg Crude Oil		52
ProShares Ultra Bloomberg Natural Gas		57
ProShares Ultra Gold		62
ProShares Ultra Silver		67
ProShares Ultra Australian Dollar		72
ProShares Ultra Euro		77
ProShares Ultra Yen		82
ProShares Managed Futures Strategy		87
ProShares VIX Short-Term Futures ETF		88
ProShares VIX Mid-Term Futures ETF		93
ProShares Ultra VIX Short-Term Futures ETF		98
ProShares Short VIX Short-Term Futures ETF		103
ProShares Trust II		108
Notes to Financial Statements		112

1

PROSHARES ULTRASHORT BLOOMBERG COMMODITY

STATEMENTS OF FINANCIAL CONDITION

	September 30, 2014 (unaudited)		December 31, 2013
Assets
Cash	$	578,943	$	374,245
Short-term U.S. government and agency obligations (Note 3) (cost $3,221,884 and $3,453,851, respectively)		3,221,933		3,453,890
Unrealized appreciation on swap agreements		351,391		—
Total assets		4,152,267		3,828,135
Liabilities and shareholders’ equity
Liabilities
Management fee payable		3,083		3,043
Unrealized depreciation on swap agreements		—		27,665
Total liabilities		3,083		30,708
Commitments and Contingencies (Note 2)
Shareholders’ equity
Shareholders’ equity		4,149,184		3,797,427
Total liabilities and shareholders’ equity	$	4,152,267	$	3,828,135
Shares outstanding		59,997		59,997
Net asset value per share	$	69.16	$	63.29
Market value per share (Note 2)	$	67.85	$	58.41

See accompanying notes to financial statements.

2

PROSHARES ULTRASHORT BLOOMBERG COMMODITY

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2014

(unaudited)

	Principal Amount		Value
Short-term U.S. government and agency obligations
(78% of shareholders’ equity)
U.S. Treasury Bills:
0.037% due 10/23/14†	$	621,000	$	620,992
0.036% due 11/13/14†		1,478,000		1,477,974
0.028% due 12/04/14		246,000		245,993
0.015% due 12/11/14†		877,000		876,974
Total short-term U.S. government and agency obligations (cost $3,221,884)			$	3,221,933

Swap Agreements^

	Rate Paid (Received)			Termination Date		Notional Amount at Value*			Unrealized Appreciation (Depreciation)
Swap agreement with Deutsche Bank AG based on Bloomberg Commodity Index		0.25	%		10/06/14	$	(3,142,104	)	$	138,092
Swap agreement with Goldman Sachs International based on Bloomberg Commodity Index		0.25			10/06/14		(3,692,948	)		151,279
Swap agreement with UBS AG based on Bloomberg Commodity Index		0.60			10/06/14		(1,467,635	)		62,020
									$	351,391

† All or partial amount pledged as collateral for swap agreements.

^ The positions and counterparties herein are as of September 30, 2014. The Funds continually evaluate different counterparties for their transactions and counterparties are subject to change. New counterparties can be added at any time.

* For swap agreements, a positive amount represents “long” exposure to the benchmark index. A negative amount represents “short” exposure to the benchmark index.

See accompanying notes to financial statements.

3

PROSHARES ULTRASHORT BLOOMBERG COMMODITY

STATEMENTS OF OPERATIONS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Three months ended September 30, 2014			Three months ended September 30, 2013			Nine months ended September 30, 2014			Nine months ended September 30, 2013
Investment Income
Interest	$	295		$	416		$	947		$	1,651
Expenses
Management fee		8,827			8,866			24,737			24,901
Total expenses		8,827			8,866			24,737			24,901
Net investment income (loss)		(8,532	)		(8,450	)		(23,790	)		(23,250	)
Realized and unrealized gain (loss) on investment activity
Net realized gain (loss) on
Swap agreements		502,112			13,664			(3,522	)		472,331
Short-term U.S. government and agency obligations		3			22			3			24
Net realized gain (loss)		502,115			13,686			(3,519	)		472,355
Change in net unrealized appreciation/depreciation on
Swap agreements		401,110			(212,120	)		379,056			51,626
Short-term U.S. government and agency obligations		75			91			10			(268	)
Change in net unrealized appreciation/depreciation		401,185			(212,029	)		379,066			51,358
Net realized and unrealized gain (loss)		903,300			(198,343	)		375,547			523,713
Net income (loss)	$	894,768		$	(206,793	)	$	351,757		$	500,463
Net income (loss) per weighted-average share	$	14.91		$	(3.45	)	$	5.86		$	8.34
Weighted-average shares outstanding		59,997			59,997			59,997			59,997

See accompanying notes to financial statements.

4

PROSHARES ULTRASHORT BLOOMBERG COMMODITY

STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014

(unaudited)

Shareholders’ equity, at December 31, 2013	$	3,797,427
Net investment income (loss)		(23,790	)
Net realized gain (loss)		(3,519	)
Change in net unrealized appreciation/depreciation		379,066
Net income (loss)		351,757
Shareholders’ equity, at September 30, 2014	$	4,149,184

See accompanying notes to financial statements.

5

PROSHARES ULTRASHORT BLOOMBERG COMMODITY

STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Nine months ended September 30, 2014			Nine months ended September 30, 2013
Cash flow from operating activities
Net income (loss)	$	351,757		$	500,463
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Net sale (purchase) of short-term U.S. government and agency obligations		231,967			(393,331	)
Change in unrealized appreciation/depreciation on investments		(379,066	)		(51,358	)
Increase (Decrease) in management fee payable		40			276
Net cash provided by (used in) operating activities		204,698			56,050
Net increase (decrease) in cash		204,698			56,050
Cash, beginning of period		374,245			296,119
Cash, end of period	$	578,943		$	352,169

See accompanying notes to financial statements.

6

PROSHARES ULTRASHORT BLOOMBERG CRUDE OIL

STATEMENTS OF FINANCIAL CONDITION

	September 30, 2014 (unaudited)		December 31, 2013
Assets
Cash	$	1,380,259	$	1,872,915
Segregated cash balances with brokers for futures contracts		5,449,950		7,633,395
Short-term U.S. government and agency obligations (Note 3) (cost $182,779,226 and $247,573,678, respectively)		182,780,326		247,584,623
Unrealized appreciation on swap agreements		1,336,940		—
Receivable on open futures contracts		5,351,442		1,503,943
Total assets		196,298,917		258,594,876
Liabilities and shareholders’ equity
Liabilities
Management fee payable		158,854		201,827
Unrealized depreciation on swap agreements		—		2,332,900
Total liabilities		158,854		2,534,727
Commitments and Contingencies (Note 2)
Shareholders’ equity
Shareholders’ equity		196,140,063		256,060,149
Total liabilities and shareholders’ equity	$	196,298,917	$	258,594,876
Shares outstanding		6,369,944		8,069,944
Net asset value per share	$	30.79	$	31.73
Market value per share (Note 2)	$	30.60	$	31.58

See accompanying notes to financial statements.

7

PROSHARES ULTRASHORT BLOOMBERG CRUDE OIL

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2014

(unaudited)

	Principal Amount		Value
Short-term U.S. government and agency obligations
(93% of shareholders’ equity)
U.S. Treasury Bills:
0.037% due 10/23/14†	$	9,098,000	$	9,097,889
0.030% due 11/06/14		1,635,000		1,634,967
0.024% due 11/13/14		21,111,000		21,110,622
0.027% due 11/20/14†		28,254,000		28,253,412
0.026% due 11/28/14		10,061,000		10,060,757
0.028% due 12/04/14		3,377,000		3,376,910
0.031% due 12/11/14†		35,189,000		35,187,959
0.010% due 12/18/14†		13,303,000		13,302,424
0.051% due 01/08/15†		7,520,000		7,519,586
0.016% due 02/12/15†		43,184,000		43,180,785
0.006% due 02/19/15†		10,056,000		10,055,015
Total short-term U.S. government and agency obligations (cost $182,779,226)			$	182,780,326

Futures Contracts Sold††

	Number of Contracts		Notional Amount at Value		Unrealized Appreciation (Depreciation)
Crude Oil – NYMEX, expires November 2014		1,835	$	167,278,600	$	6,498,525

Swap Agreements^

	Rate Paid (Received)			Termination Date		Notional Amount at Value*			Unrealized Appreciation (Depreciation)
Swap agreement with Deutsche Bank AG based on Bloomberg WTI Crude Oil Subindex		0.25	%		10/06/14	$	(62,351,907	)	$	386,649
Swap agreement with Goldman Sachs International based on Bloomberg WTI Crude Oil Subindex		0.25			10/06/14		(69,441,497	)		119,484
Swap agreement with Societe Generale S.A. based on Bloomberg WTI Crude Oil Subindex		0.25			10/06/14		(23,563,233	)		263,194
Swap agreement with UBS AG based on Bloomberg WTI Crude Oil Subindex		0.25			10/06/14		(69,653,790	)		567,613
									$	1,336,940

† All or partial amount pledged as collateral for swap agreements.

†† Cash collateral in the amount of $5,449,950 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

^ The positions and counterparties herein are as of September 30, 2014. The Funds continually evaluate different counterparties for their transactions and counterparties are subject to change. New counterparties can be added at any time.

* For swap agreements, a positive amount represents “long” exposure to the benchmark index. A negative amount represents “short” exposure to the benchmark index.

See accompanying notes to financial statements.

8

PROSHARES ULTRASHORT BLOOMBERG CRUDE OIL

STATEMENTS OF OPERATIONS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Three months ended September 30, 2014			Three months ended September 30, 2013			Nine months ended September 30, 2014			Nine months ended September 30, 2013
Investment Income
Interest	$	24,612		$	34,116		$	100,900		$	82,626
Expenses
Management fee		648,492			1,047,511			2,113,748			1,830,070
Brokerage commissions		15,423			23,477			55,085			49,006
Total expenses		663,915			1,070,988			2,168,833			1,879,076
Net investment income (loss)		(639,303	)		(1,036,872	)		(2,067,933	)		(1,796,450	)
Realized and unrealized gain (loss) on investment activity
Net realized gain (loss) on
Futures contracts		18,002,176			(25,209,929	)		(5,265,003	)		(28,442,320	)
Swap agreements		24,547,568			(60,974,182	)		3,969,738			(62,841,295	)
Short-term U.S. government and agency obligations		6,685			3,458			17,002			11,757
Net realized gain (loss)		42,556,429			(86,180,653	)		(1,278,263	)		(91,271,858	)
Change in net unrealized appreciation/depreciation on
Futures contracts		11,667,166			9,595,093			7,731,298			12,746,317
Swap agreements		17,442,092			35,068,228			3,669,840			40,295,267
Short-term U.S. government and agency obligations		(1,209	)		11,054			(9,845	)		8,033
Change in net unrealized appreciation/depreciation		29,108,049			44,674,375			11,391,293			53,049,617
Net realized and unrealized gain (loss)		71,664,478			(41,506,278	)		10,113,030			(38,222,241	)
Net income (loss)	$	71,025,175		$	(42,543,150	)	$	8,045,097		$	(40,018,691	)
Net income (loss) per weighted-average share	$	7.27		$	(2.84	)	$	0.76		$	(5.04	)
Weighted-average shares outstanding		9,770,487			14,997,661			10,591,189			7,941,189

See accompanying notes to financial statements.

9

PROSHARES ULTRASHORT BLOOMBERG CRUDE OIL

STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014

(unaudited)

Shareholders’ equity, at December 31, 2013	$	256,060,149
Addition of 14,850,000 shares		421,186,839
Redemption of 16,550,000 shares		(489,152,022	)
Net addition (redemption) of (1,700,000) shares		(67,965,183	)
Net investment income (loss)		(2,067,933	)
Net realized gain (loss)		(1,278,263	)
Change in net unrealized appreciation/depreciation		11,391,293
Net income (loss)		8,045,097
Shareholders’ equity, at September 30, 2014	$	196,140,063

See accompanying notes to financial statements.

10

PROSHARES ULTRASHORT BLOOMBERG CRUDE OIL

STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Nine months ended September 30, 2014			Nine months ended September 30, 2013
Cash flow from operating activities
Net income (loss)	$	8,045,097		$	(40,018,691	)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts		2,183,445			(12,641,916	)
Net sale (purchase) of short-term U.S. government and agency obligations		64,794,452			(331,957,513	)
Change in unrealized appreciation/depreciation on investments		(3,659,995	)		(40,303,300	)
Decrease (Increase) in receivable on futures contracts		(3,847,499	)		(2,100,651	)
Increase (Decrease) in management fee payable		(42,973	)		297,353
Increase (Decrease) in payable on futures contracts		—			(979,336	)
Net cash provided by (used in) operating activities		67,472,527			(427,704,054	)
Cash flow from financing activities
Proceeds from addition of shares		421,186,839			738,193,314
Payment on shares redeemed		(489,152,022	)		(307,981,814	)
Net cash provided by (used in) financing activities		(67,965,183	)		430,211,500
Net increase (decrease) in cash		(492,656	)		2,507,446
Cash, beginning of period		1,872,915			658,676
Cash, end of period	$	1,380,259		$	3,166,122

See accompanying notes to financial statements.

11

PROSHARES ULTRASHORT BLOOMBERG NATURAL GAS

STATEMENTS OF FINANCIAL CONDITION

	September 30, 2014 (unaudited)		December 31, 2013
Assets
Cash	$	497,588	$	564,647
Segregated cash balances with brokers for futures contracts		2,846,855		2,384,800
Short-term U.S. government and agency obligations (Note 3) (cost $16,113,388 and $18,274,602, respectively)		16,113,481		18,274,713
Receivable on open futures contracts		242,198		1,520,548
Total assets		19,700,122		22,744,708
Liabilities and shareholders’ equity
Liabilities
Management fee payable		17,102		9,941
Total liabilities		17,102		9,941
Commitments and Contingencies (Note 2)
Shareholders’ equity
Shareholders’ equity		19,683,020		22,734,767
Total liabilities and shareholders’ equity	$	19,700,122	$	22,744,708
Shares outstanding		424,952		324,952
Net asset value per share	$	46.32	$	69.96
Market value per share (Note 2)	$	46.48	$	69.36

See accompanying notes to financial statements.

12

PROSHARES ULTRASHORT BLOOMBERG NATURAL GAS

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2014

(unaudited)

	Principal Amount		Value
Short-term U.S. government and agency obligations
(82% of shareholders’ equity)
U.S. Treasury Bills:
0.020% due 10/23/14	$	1,872,000	$	1,871,977
0.037% due 11/06/14		3,708,000		3,707,926
0.022% due 11/13/14		4,966,000		4,965,911
0.045% due 11/20/14		2,619,000		2,618,945
0.013% due 12/11/14		150,000		149,996
0.014% due 02/19/15		2,799,000		2,798,726
Total short-term U.S. government and agency obligations (cost $16,113,388)			$	16,113,481

Futures Contracts Sold††

	Number of Contracts		Notional Amount at Value		Unrealized Appreciation (Depreciation)
Natural Gas – NYMEX, expires November 2014		955	$	39,355,550$		(1,869,686	)

†† Cash collateral in the amount of $2,846,855 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

See accompanying notes to financial statements.

13

PROSHARES ULTRASHORT BLOOMBERG NATURAL GAS

STATEMENTS OF OPERATIONS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Three months ended September 30, 2014			Three months ended September 30, 2013			Nine months ended September 30, 2014			Nine months ended September 30, 2013
Investment Income
Interest	$	2,392		$	1,267		$	15,332		$	7,217
Expenses
Management fee		73,623			40,159			352,678			137,353
Brokerage commissions		14,788			9,143			76,540			36,055
Total expenses		88,411			49,302			429,218			173,408
Net investment income (loss)		(86,019	)		(48,035	)		(413,886	)		(166,191	)
Realized and unrealized gain (loss) on investment activity
Net realized gain (loss) on
Futures contracts		13,918,036			2,862,705			2,732,493			254,565
Short-term U.S. government and agency obligations		752			418			5,189			1,419
Net realized gain (loss)		13,918,788			2,863,123			2,737,682			255,984
Change in net unrealized appreciation/depreciation on
Futures contracts		(4,337,530	)		(1,862,190	)		(2,911,986	)		58,149
Short-term U.S. government and agency obligations		519			648			(18	)		(343	)
Change in net unrealized appreciation/depreciation		(4,337,011	)		(1,861,542	)		(2,912,004	)		57,806
Net realized and unrealized gain (loss)		9,581,777			1,001,581			(174,322	)		313,790
Net income (loss)	$	9,495,758		$	953,546		$	(588,208	)	$	147,599
Net income (loss) per weighted-average share	$	15.21		$	4.97		$	(0.51	)	$	0.60
Weighted-average shares outstanding		624,408			191,799			1,154,439			244,171

See accompanying notes to financial statements.

14

PROSHARES ULTRASHORT BLOOMBERG NATURAL GAS

STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014

(unaudited)

Shareholders’ equity, at December 31, 2013	$	22,734,767
Addition of 2,400,000 shares		100,908,495
Redemption of 2,300,000 shares		(103,372,034	)
Net addition (redemption) of 100,000 shares		(2,463,539	)
Net investment income (loss)		(413,886	)
Net realized gain (loss)		2,737,682
Change in net unrealized appreciation/depreciation		(2,912,004	)
Net income (loss)		(588,208	)
Shareholders’ equity, at September 30, 2014	$	19,683,020

See accompanying notes to financial statements.

15

PROSHARES ULTRASHORT BLOOMBERG NATURAL GAS

STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Nine months ended September 30, 2014			Nine months ended September 30, 2013
Cash flow from operating activities
Net income (loss)	$	(588,208	)	$	147,599
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts		(462,055	)		(286,280	)
Net sale (purchase) of short-term U.S. government and agency obligations		2,161,214			(3,616,197	)
Change in unrealized appreciation/depreciation on investments		18			343
Decrease (Increase) in receivable on futures contracts		1,278,350			587,465
Increase (Decrease) in management fee payable		7,161			35
Net cash provided by (used in) operating activities		2,396,480			(3,167,035	)
Cash flow from financing activities
Proceeds from addition of shares		100,908,495			30,364,906
Payment on shares redeemed		(103,372,034	)		(27,245,818	)
Net cash provided by (used in) financing activities		(2,463,539	)		3,119,088
Net increase (decrease) in cash		(67,059	)		(47,947	)
Cash, beginning of period		564,647			310,060
Cash, end of period	$	497,588		$	262,113

See accompanying notes to financial statements.

16

PROSHARES ULTRASHORT GOLD

STATEMENTS OF FINANCIAL CONDITION

	September 30, 2014 (unaudited)		December 31, 2013
Assets
Cash	$	154,221	$	197,647
Segregated cash balances with brokers for futures contracts		10,120		15,950
Short-term U.S. government and agency obligations (Note 3) (cost $76,390,490 and $148,987,995, respectively)		76,390,633		148,988,329
Unrealized appreciation on forward agreements		5,603,080		5,633,053
Receivable on open futures contracts		760		300
Total assets		82,158,814		154,835,279
Liabilities and shareholders’ equity
Liabilities
Payable for capital shares redeemed		—		15,275,004
Management fee payable		62,905		123,819
Total liabilities		62,905		15,398,823
Commitments and Contingencies (Note 2)
Shareholders’ equity
Shareholders’ equity		82,095,909		139,436,456
Total liabilities and shareholders’ equity	$	82,158,814	$	154,835,279
Shares outstanding		846,978		1,346,978
Net asset value per share	$	96.93	$	103.52
Market value per share (Note 2)	$	98.24	$	103.53

See accompanying notes to financial statements.

17

PROSHARES ULTRASHORT GOLD

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2014

(unaudited)

	Principal Amount		Value
Short-term U.S. government and agency obligations
(93% of shareholders’ equity)
U.S. Treasury Bills:
0.003% due 10/23/14	$	10,214,000	$	10,213,875
0.036% due 11/13/14†		2,641,000		2,640,953
0.019% due 11/20/14†		8,719,000		8,718,818
0.012% due 11/28/14†		2,335,000		2,334,944
0.028% due 12/04/14†		30,068,000		30,067,198
0.010% due 12/18/14†		2,714,000		2,713,882
0.051% due 01/08/15†		995,000		994,945
0.017% due 02/19/15†		13,894,000		13,892,640
0.023% due 03/05/15		4,814,000		4,813,378
Total short-term U.S. government and agency obligations (cost $76,390,490)			$	76,390,633

Futures Contracts Sold††

	Number of Contracts		Notional Amount at Value		Unrealized Appreciation (Depreciation)
Gold Futures – COMEX, expires December 2014		2	$	242,320	$	19,400

Forward Agreements^

	Rate Paid (Received)			Settlement Date	Commitment to (Deliver)/Receive			Notional Amount at Value*			Unrealized Appreciation (Depreciation)
Forward agreements with Deutsche Bank AG based on 0.995 Fine Troy Ounce Gold		0.17	%	10/06/14	$	(68,000	)	$	(82,724,040	)	$	2,934,951
Forward agreements with Goldman Sachs International based on 0.995 Fine Troy Ounce Gold		0.27		10/06/14		(26,998	)		(32,843,877	)		1,104,499
Forward agreements with Societe Generale S.A. based on 0.995 Fine Troy Ounce Gold		0.37		10/06/14		(13,700	)		(16,666,461	)		566,668
Forward agreements with UBS AG based on 0.995 Fine Troy Ounce Gold		0.27		10/06/14		(26,050	)		(31,690,607	)		996,962
											$	5,603,080

† All or partial amount pledged as collateral for forward agreements.

†† Cash collateral in the amount of $10,120 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

^ The positions and counterparties herein are as of September 30, 2014. The Funds continually evaluate different counterparties for their transactions and counterparties are subject to change. New counterparties can be added at any time.

* For forward agreements, a positive amount represents “long” exposure to the underlying commodity. A negative amount represents “short” exposure to the underlying commodity.

See accompanying notes to financial statements.

18

PROSHARES ULTRASHORT GOLD

STATEMENTS OF OPERATIONS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Three months ended September 30, 2014			Three months ended September 30, 2013			Nine months ended September 30, 2014			Nine months ended September 30, 2013
Investment Income
Interest	$	7,015		$	13,065		$	34,960		$	48,373
Expenses
Management fee		192,878			296,972			689,861			892,226
Brokerage commissions		8			8			32			32
Total expenses		192,886			296,980			689,893			892,258
Net investment income (loss)		(185,871	)		(283,915	)		(654,933	)		(843,885	)
Realized and unrealized gain (loss) on investment activity
Net realized gain (loss) on
Futures contracts		(1,900	)		30,380			(6,330	)		95,800
Forward agreements		(4,374,364	)		5,990,767			(12,644,226	)		39,666,864
Short-term U.S. government and agency obligations		843			2,788			3,054			3,993
Net realized gain (loss)		(4,375,421	)		6,023,935			(12,647,502	)		39,766,657
Change in net unrealized appreciation/depreciation on
Futures contracts		24,240			(50,640	)		4,880			(24,640	)
Forward agreements		16,186,588			(44,003,240	)		(29,973	)		4,052,594
Short-term U.S. government and agency obligations		(2,534	)		982			(191	)		(1,045	)
Change in net unrealized appreciation/depreciation		16,208,294			(44,052,898	)		(25,284	)		4,026,909
Net realized and unrealized gain (loss)		11,832,873			(38,028,963	)		(12,672,786	)		43,793,566
Net income (loss)	$	11,647,002		$	(38,312,878	)	$	(13,327,719	)	$	42,949,681
Net income (loss) per weighted-average share	$	12.68		$	(27.99	)	$	(12.16	)	$	27.46
Weighted-average shares outstanding		918,717			1,368,717			1,096,428			1,564,194

See accompanying notes to financial statements.

19

PROSHARES ULTRASHORT GOLD

STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014

(unaudited)

Shareholders’ equity, at December 31, 2013	$	139,436,456
Addition of 450,000 shares		41,642,791
Redemption of 950,000 shares		(85,655,619	)
Net addition (redemption) of (500,000) shares		(44,012,828	)
Net investment income (loss)		(654,933	)
Net realized gain (loss)		(12,647,502	)
Change in net unrealized appreciation/depreciation		(25,284	)
Net income (loss)		(13,327,719	)
Shareholders’ equity, at September 30, 2014	$	82,095,909

See accompanying notes to financial statements.

20

PROSHARES ULTRASHORT GOLD

STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Nine months ended September 30, 2014			Nine months ended September 30, 2013
Cash flow from operating activities
Net income (loss)	$	(13,327,719	)	$	42,949,681
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts		5,830			(2,750	)
Net sale (purchase) of short-term U.S. government and agency obligations		72,597,505			(48,555,554	)
Change in unrealized appreciation/depreciation on investments		30,164			(4,051,549	)
Decrease (Increase) in receivable on futures contracts		(460	)		(2,440	)
Increase (Decrease) in management fee payable		(60,914	)		17,818
Increase (Decrease) in payable on futures contracts		—			(3,980	)
Net cash provided by (used in) operating activities		59,244,406			(9,648,774	)
Cash flow from financing activities
Proceeds from addition of shares		41,642,791			148,082,137
Payment on shares redeemed		(100,930,623	)		(138,335,150	)
Net cash provided by (used in) financing activities		(59,287,832	)		9,746,987
Net increase (decrease) in cash		(43,426	)		98,213
Cash, beginning of period		197,647			175,194
Cash, end of period	$	154,221		$	273,407

See accompanying notes to financial statements.

21

PROSHARES ULTRASHORT SILVER

STATEMENTS OF FINANCIAL CONDITION

	September 30, 2014 (unaudited)		December 31, 2013
Assets
Cash	$	194,542	$	461,167
Segregated cash balances with brokers for futures contracts		7,150		22,000
Short-term U.S. government and agency obligations (Note 3) (cost $47,308,329 and $114,822,672, respectively)		47,309,314		114,826,066
Unrealized appreciation on forward agreements		12,351,895		—
Receivable on open futures contracts		1,905		2,450
Total assets		59,864,806		115,311,683
Liabilities and shareholders’ equity
Liabilities
Management fee payable		44,006		94,140
Unrealized depreciation on forward agreements		—		2,227,857
Total liabilities		44,006		2,321,997
Commitments and Contingencies (Note 2)
Shareholders’ equity
Shareholders’ equity		59,820,800		112,989,686
Total liabilities and shareholders’ equity	$	59,864,806	$	115,311,683
Shares outstanding		558,489		1,258,489
Net asset value per share	$	107.11	$	89.78
Market value per share (Note 2)	$	107.60	$	90.19

See accompanying notes to financial statements.

22

PROSHARES ULTRASHORT SILVER

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2014

(unaudited)

	Principal Amount		Value
Short-term U.S. government and agency obligations
(79% of shareholders’ equity)
U.S. Treasury Bills:
0.037% due 10/23/14	$	127,000	$	126,998
0.039% due 11/06/14		125,000		124,998
0.028% due 11/20/14†		7,862,000		7,861,836
0.027% due 11/28/14†		18,554,000		18,553,552
0.028% due 12/04/14†		1,500,000		1,499,960
0.025% due 12/11/14†		10,169,000		10,168,699
0.042% due 12/18/14†		1,968,000		1,967,915
0.051% due 01/08/15†		992,000		991,945
0.028% due 02/19/15†		6,014,000		6,013,411
Total short-term U.S. government and agency obligations (cost $47,308,329)			$	47,309,314

Futures Contracts Sold††

	Number of Contracts		Notional Amount at Value		Unrealized Appreciation (Depreciation)
Silver Futures – COMEX, expires December 2014		1	$	85,285	$	14,690

Forward Agreements^

	Rate Paid (Received)			Settlement Date		Commitment to (Deliver)/Receive			Notional Amount at Value*			Unrealized Appreciation (Depreciation)
Forward agreements with Deutsche Bank AG based on 0.999 Fine Troy Ounce Silver		(0.17	)%		10/06/14	$	(3,443,000	)	$	(58,914,206	)	$	6,311,898
Forward agreements with Goldman Sachs International based on 0.999 Fine Troy Ounce Silver		0.05			10/06/14		(1,206,500	)		(20,644,422	)		2,281,378
Forward agreements with Societe Generale S.A. based on 0.999 Fine Troy Ounce Silver		0.14			10/06/14		(687,000	)		(11,755,257	)		1,430,359
Forward agreements with UBS AG based on 0.999 Fine Troy Ounce Silver		0.07			10/06/14		(1,650,000	)		(28,233,315	)		2,328,260
												$	12,351,895

† All or partial amount pledged as collateral for forward agreements.

†† Cash collateral in the amount of $7,150 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

^ The positions and counterparties herein are as of September 30, 2014. The Funds continually evaluate different counterparties for their transactions and counterparties are subject to change. New counterparties can be added at any time.

* For forward agreements, a positive amount represents “long” exposure to the underlying commodity. A negative amount represents “short” exposure to the underlying commodity.

See accompanying notes to financial statements.

23

PROSHARES ULTRASHORT SILVER

STATEMENTS OF OPERATIONS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Three months ended September 30, 2014			Three months ended September 30, 2013			Nine months ended September 30, 2014			Nine months ended September 30, 2013
Investment Income
Interest	$	5,567		$	8,580		$	26,362		$	47,626
Expenses
Management fee		134,847			219,042			479,955			759,657
Brokerage commissions		9			8			33			32
Total expenses		134,856			219,050			479,988			759,689
Net investment income (loss)		(129,289	)		(210,470	)		(453,626	)		(712,063	)
Realized and unrealized gain (loss) on investment activity
Net realized gain (loss) on
Futures contracts		(4,375	)		3,700			10,875			129,440
Forward agreements		(1,119,039	)		5,999,781			(1,293,578	)		86,693,880
Short-term U.S. government and agency obligations		1,921			4,502			3,931			7,599
Net realized gain (loss)		(1,121,493	)		6,007,983			(1,278,772	)		86,830,919
Change in net unrealized appreciation/depreciation on
Futures contracts		31,600			(25,580	)		490			(42,200	)
Forward agreements		22,915,108			(32,063,071	)		14,579,752			(10,224,571	)
Short-term U.S. government and agency obligations		(505	)		3,530			(2,409	)		(4,698	)
Change in net unrealized appreciation/depreciation		22,946,203			(32,085,121	)		14,577,833			(10,271,469	)
Net realized and unrealized gain (loss)		21,824,710			(26,077,138	)		13,299,061			76,559,450
Net income (loss)	$	21,695,421		$	(26,287,608	)	$	12,845,435		$	75,847,387
Net income (loss) per weighted-average share	$	31.25		$	(23.75	)	$	15.59		$	46.96
Weighted-average shares outstanding		694,358			1,106,858			824,057			1,615,265

See accompanying notes to financial statements.

24

PROSHARES ULTRASHORT SILVER

STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014

(unaudited)

Shareholders’ equity, at December 31, 2013	$	112,989,686
Addition of 800,000 shares		61,660,743
Redemption of 1,500,000 shares		(127,675,064	)
Net addition (redemption) of (700,000) shares		(66,014,321	)
Net investment income (loss)		(453,626	)
Net realized gain (loss)		(1,278,772	)
Change in net unrealized appreciation/depreciation		14,577,833
Net income (loss)		12,845,435
Shareholders’ equity, at September 30, 2014	$	59,820,800

See accompanying notes to financial statements.

25

PROSHARES ULTRASHORT SILVER

STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Nine months ended September 30, 2014			Nine months ended September 30, 2013
Cash flow from operating activities
Net income (loss)	$	12,845,435		$	75,847,387
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts		14,850			(550	)
Net sale (purchase) of short-term U.S. government and agency obligations		67,514,343			(19,846,952	)
Change in unrealized appreciation/depreciation on investments		(14,577,343	)		10,229,269
Decrease (Increase) in receivable on futures contracts		545			(580	)
Increase (Decrease) in management fee payable		(50,134	)		(924	)
Increase (Decrease) in payable on futures contracts		—			(2,520	)
Net cash provided by (used in) operating activities		65,747,696			66,225,130
Cash flow from financing activities
Proceeds from addition of shares		61,660,743			220,175,462
Payment on shares redeemed		(127,675,064	)		(286,316,592	)
Net cash provided by (used in) financing activities		(66,014,321	)		(66,141,130	)
Net increase (decrease) in cash		(266,625	)		84,000
Cash, beginning of period		461,167			344,378
Cash, end of period	$	194,542		$	428,378

See accompanying notes to financial statements.

26

PROSHARES SHORT EURO

STATEMENTS OF FINANCIAL CONDITION

	September 30, 2014 (unaudited)		December 31, 2013
Assets
Cash	$	1,913,477	$	863,980
Segregated cash balances with brokers for futures contracts		242,000		128,700
Short-term U.S. government and agency obligations (Note 3) (cost $15,108,007 and $7,901,405, respectively)		15,108,184		7,902,056
Receivable on open futures contracts		86,385		9,100
Total assets		17,350,046		8,903,836
Liabilities and shareholders’ equity
Liabilities
Management fee payable		13,257		6,994
Total liabilities		13,257		6,994
Commitments and Contingencies (Note 2)
Shareholders’ equity
Shareholders’ equity		17,336,789		8,896,842
Total liabilities and shareholders’ equity	$	17,350,046	$	8,903,836
Shares outstanding		450,005		250,005
Net asset value per share	$	38.53	$	35.59
Market value per share (Note 2)	$	38.50	$	35.66

See accompanying notes to financial statements.

27

PROSHARES SHORT EURO

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2014

(unaudited)

	Principal Amount		Value
Short-term U.S. government and agency obligations
(87% of shareholders’ equity)
U.S. Treasury Bills:
0.003% due 10/23/14	$	1,686,000	$	1,685,979
0.039% due 11/06/14		103,000		102,998
0.031% due 11/13/14		2,120,000		2,119,962
0.045% due 11/20/14		1,799,000		1,798,963
0.015% due 12/11/14		2,966,000		2,965,912
0.028% due 02/19/15		6,435,000		6,434,370
Total short-term U.S. government and agency obligations (cost $15,108,007)			$	15,108,184

Futures Contracts Sold††

	Number of Contracts		Notional Amount at Value		Unrealized Appreciation (Depreciation)
Euro Fx Currency Futures – CME, expires December 2014		110	$	17,373,125	$	430,669

†† Cash collateral in the amount of $242,000 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

See accompanying notes to financial statements.

28

PROSHARES SHORT EURO

STATEMENTS OF OPERATIONS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Three months ended September 30, 2014			Three months ended September 30, 2013			Nine months ended September 30, 2014			Nine months ended September 30, 2013
Investment Income
Interest	$	1,279		$	338		$	3,684		$	1,363
Expenses
Management fee		38,144			16,080			83,705			16,573
Brokerage commissions		564			287			1,262			517
Offering costs		—			—			—			45,511
Limitation by Sponsor		—			—			—			(28,232	)
Total expenses		38,708			16,367			84,967			34,369
Net investment income (loss)		(37,429	)		(16,029	)		(81,283	)		(33,006	)
Realized and unrealized gain (loss) on investment activity
Net realized gain (loss) on
Futures contracts		767,314			(39,024	)		925,848			(114,962	)
Short-term U.S. government and agency obligations		—			15			258			162
Net realized gain (loss)		767,314			(39,009	)		926,106			(114,800	)
Change in net unrealized appreciation/depreciation on
Futures contracts		541,828			(208,707	)		463,900			(86,038	)
Short-term U.S. government and agency obligations		(150	)		(93	)		(474	)		(200	)
Change in net unrealized appreciation/depreciation		541,678			(208,800	)		463,426			(86,238	)
Net realized and unrealized gain (loss)		1,308,992			(247,809	)		1,389,532			(201,038	)
Net income (loss)	$	1,271,563		$	(263,838	)	$	1,308,249		$	(234,044	)
Net income (loss) per weighted-average share	$	2.94		$	(1.46	)	$	4.02		$	(1.84	)
Weighted-average shares outstanding		433,157			180,983			325,646			127,294

See accompanying notes to financial statements.

29

PROSHARES SHORT EURO

STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014

(unaudited)

Shareholders’ equity, at December 31, 2013	$	8,896,842
Addition of 250,000 shares		8,924,282
Redemption of 50,000 shares		(1,792,584	)
Net addition (redemption) of 200,000 shares		7,131,698
Net investment income (loss)		(81,283	)
Net realized gain (loss)		926,106
Change in net unrealized appreciation/depreciation		463,426
Net income (loss)		1,308,249
Shareholders’ equity, at September 30, 2014	$	17,336,789

See accompanying notes to financial statements.

30

PROSHARES SHORT EURO

STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Nine months ended September 30, 2014			Nine months ended September 30, 2013
Cash flow from operating activities
Net income (loss)	$	1,308,249		$	(234,044	)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts		(113,300	)		(55,000	)
Net sale (purchase) of short-term U.S. government and agency obligations		(7,206,602	)		(3,257,086	)
Change in unrealized appreciation/depreciation on investments		474			200
Decrease (Increase) in receivable on futures contracts		(77,285	)		6,612
Decrease (Increase) in Limitation by Sponsor		—			2,145
Change in offering cost		—			19,770
Increase (Decrease) in management fee payable		6,263			5,758
Increase (Decrease) in payable on futures contracts		—			3,225
Increase (Decrease) in payable for offering costs		—			(41,000	)
Net cash provided by (used in) operating activities		(6,082,201	)		(3,549,420	)
Cash flow from financing activities
Proceeds from addition of shares		8,924,282			3,748,394
Payment on shares redeemed		(1,792,584	)		—
Net cash provided by (used in) financing activities		7,131,698			3,748,394
Net increase (decrease) in cash		1,049,497			198,974
Cash, beginning of period		863,980			302,359
Cash, end of period	$	1,913,477		$	501,333

See accompanying notes to financial statements.

31

PROSHARES ULTRASHORT AUSTRALIAN DOLLAR

STATEMENTS OF FINANCIAL CONDITION

	September 30, 2014 (unaudited)		December 31, 2013
Assets
Cash	$	2,579,656	$	2,751,320
Segregated cash balances with brokers for futures contracts		676,390		1,141,635
Short-term U.S. government and agency obligations (Note 3) (cost $17,489,224 and $24,197,046, respectively)		17,488,683		24,198,507
Total assets		20,744,729		28,091,462
Liabilities and shareholders’ equity
Liabilities
Payable on open futures contracts		83,164		86,166
Management fee payable		16,291		22,017
Total liabilities		99,455		108,183
Commitments and Contingencies (Note 2)
Shareholders’ equity
Shareholders’ equity		20,645,274		27,983,279
Total liabilities and shareholders’ equity	$	20,744,729	$	28,091,462
Shares outstanding		450,005		600,005
Net asset value per share	$	45.88	$	46.64
Market value per share (Note 2)	$	45.82	$	46.66

See accompanying notes to financial statements.

32

PROSHARES ULTRASHORT AUSTRALIAN DOLLAR

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2014

(unaudited)

	Principal Amount		Value
Short-term U.S. government and agency obligations (85% of shareholders’ equity)
U.S. Treasury Bills:
0.035% due 10/23/14	$	2,907,000	$	2,906,964
0.026% due 11/13/14		161,000		160,997
0.048% due 12/11/14		1,962,000		1,961,942
0.011% due 02/19/15		12,460,000		12,458,780
Total short-term U.S. government and agency obligations (cost $17,489,224)			$	17,488,683

Futures Contracts Sold††

	Number of Contracts		Notional Amount at Value		Unrealized Appreciation (Depreciation)
Australian Dollar Fx Currency Futures – CME, expires December 2014		473	$	41,136,810	$	1,886,600

†† Cash collateral in the amount of $676,390 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

See accompanying notes to financial statements.

33

PROSHARES ULTRASHORT AUSTRALIAN DOLLAR

STATEMENTS OF OPERATIONS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Three months ended September 30, 2014			Three months ended September 30, 2013			Nine months ended September 30, 2014			Nine months ended September 30, 2013
Investment Income
Interest	$	1,375		$	1,790		$	7,366		$	3,399
Expenses
Management fee		49,101			47,611			157,466			47,611
Brokerage commissions		2,854			4,057			9,220			7,836
Offering costs		—			2,926			—			47,870
Limitation by Sponsor		—			—			—			(1,259	)
Reduction in Limitation by Sponsor		—			6,817			—			—
Total expenses		51,955			61,411			166,686			102,058
Net investment income (loss)		(50,580	)		(59,621	)		(159,320	)		(98,659	)
Realized and unrealized gain (loss) on investment activity
Net realized gain (loss) on
Futures contracts		549,795			389,254			(1,375,743	)		2,294,351
Short-term U.S. government and agency obligations		5			156			492			317
Net realized gain (loss)		549,800			389,410			(1,375,251	)		2,294,668
Change in net unrealized appreciation/depreciation on
Futures contracts		2,249,440			(1,865,253	)		968,995			(552,202	)
Short-term U.S. government and agency obligations		(523	)		535			(2,002	)		309
Change in net unrealized appreciation/depreciation		2,248,917			(1,864,718	)		966,993			(551,893	)
Net realized and unrealized gain (loss)		2,798,717			(1,475,308	)		(408,258	)		1,742,775
Net income (loss)	$	2,748,137		$	(1,534,929	)	$	(567,578	)	$	1,644,116
Net income (loss) per weighted-average share	$	5.54		$	(2.94	)	$	(1.10	)	$	5.43
Weighted-average shares outstanding		495,657			522,831			515,573			302,935

See accompanying notes to financial statements.

34

PROSHARES ULTRASHORT AUSTRALIAN DOLLAR

STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014

(unaudited)

Shareholders’ equity, at December 31, 2013	$	27,983,279
Redemption of 150,000 shares		(6,770,427	)
Net investment income (loss)		(159,320	)
Net realized gain (loss)		(1,375,251	)
Change in net unrealized appreciation/depreciation		966,993
Net income (loss)		(567,578	)
Shareholders’ equity, at September 30, 2014	$	20,645,274

See accompanying notes to financial statements.

35

PROSHARES ULTRASHORT AUSTRALIAN DOLLAR

STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Nine months ended September 30, 2014			Nine months ended September 30, 2013
Cash flow from operating activities
Net income (loss)	$	(567,578	)	$	1,644,116
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts		465,245			(900,207	)
Net sale (purchase) of short-term U.S. government and agency obligations		6,707,822			(18,712,921	)
Change in unrealized appreciation/depreciation on investments		2,002			(309	)
Decrease (Increase) in Limitation by Sponsor		—			2,216
Change in offering cost		—			22,129
Increase (Decrease) in management fee payable		(5,726	)		19,068
Increase (Decrease) in payable on futures contracts		(3,002	)		25,380
Increase (Decrease) in payable for offering costs		—			(41,000	)
Net cash provided by (used in) operating activities		6,598,763			(17,941,528	)
Cash flow from financing activities
Proceeds from addition of shares		—			18,553,112
Payment on shares redeemed		(6,770,427	)		—
Net cash provided by (used in) financing activities		(6,770,427	)		18,553,112
Net increase (decrease) in cash		(171,664	)		611,584
Cash, beginning of period		2,751,320			361,157
Cash, end of period	$	2,579,656		$	972,741

See accompanying notes to financial statements.

36

PROSHARES ULTRASHORT EURO

STATEMENTS OF FINANCIAL CONDITION

	September 30, 2014 (unaudited)		December 31, 2013
Assets
Cash	$	220,494	$	218,940
Short-term U.S. government and agency obligations (Note 3) (cost $441,228,657 and $437,821,545, respectively)		441,230,341		437,847,159
Unrealized appreciation on foreign currency forward contracts		39,102,543		151,351
Total assets		480,553,378		438,217,450
Liabilities and shareholders’ equity
Liabilities
Payable for capital shares redeemed		5,992,470		5,971,084
Management fee payable		373,176		345,393
Unrealized depreciation on foreign currency forward contracts		1,779,484		13,899,858
Total liabilities		8,145,130		20,216,335
Commitments and Contingencies (Note 2)
Shareholders’ equity
Shareholders’ equity		472,408,248		418,001,115
Total liabilities and shareholders’ equity	$	480,553,378	$	438,217,450
Shares outstanding		23,650,014		24,500,014
Net asset value per share	$	19.97	$	17.06
Market value per share (Note 2)	$	19.96	$	17.06

See accompanying notes to financial statements.

37

PROSHARES ULTRASHORT EURO

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2014

(unaudited)

	Principal Amount		Value
Short-term U.S. government and agency obligations (93% of shareholders’ equity)
U.S. Treasury Bills:
0.029% due 10/09/14†	$	55,284,000	$	55,283,816
0.031% due 10/23/14†		91,411,000		91,409,883
0.031% due 11/06/14†		9,119,000		9,118,818
0.040% due 11/13/14†		2,717,000		2,716,951
0.021% due 12/04/14		57,364,000		57,362,470
0.031% due 12/11/14†		12,157,000		12,156,640
0.019% due 12/18/14†		213,191,000		213,181,763
Total short-term U.S. government and agency obligations (cost $441,228,657)			$	441,230,341

Foreign Currency Forward Contracts^

	Settlement Date		Local Currency			Notional Amount at Value (USD)			Unrealized Appreciation (Depreciation)
Contracts to Purchase
Euro with Goldman Sachs International		10/03/14		50,953,400		$	64,354,521		$	(1,279,781	)
Euro with UBS AG		10/03/14		16,358,400			20,660,780			(499,703	)
									$	(1,779,484	)
Contracts to Sell
Euro with Goldman Sachs International		10/03/14		(407,363,625	)	$	(514,503,272	)	$	19,230,460
Euro with UBS AG		10/03/14		(408,335,300	)		(515,730,505	)		19,872,083
									$	39,102,543

† All or partial amount pledged as collateral for foreign currency forward contracts.

^ The positions and counterparties herein are as of September 30, 2014. The Funds continually evaluate different counterparties for their transactions and counterparties are subject to change. New counterparties can be added at any time.

See accompanying notes to financial statements.

38

PROSHARES ULTRASHORT EURO

STATEMENTS OF OPERATIONS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Three months ended September 30, 2014			Three months ended September 30, 2013			Nine months ended September 30, 2014			Nine months ended September 30, 2013
Investment Income
Interest	$	41,636		$	39,032		$	170,287		$	179,135
Expenses
Management fee		1,111,745			1,169,113			3,090,163			3,553,447
Total expenses		1,111,745			1,169,113			3,090,163			3,553,447
Net investment income (loss)		(1,070,109	)		(1,130,081	)		(2,919,876	)		(3,374,312	)
Realized and unrealized gain (loss) on investment activity
Net realized gain (loss) on
Foreign currency forward contracts		32,039,809			(8,625,860	)		25,744,724			(19,722,590	)
Short-term U.S. government and agency obligations		2,005			2,718			4,490			7,137
Net realized gain (loss)		32,041,814			(8,623,142	)		25,749,214			(19,715,453	)
Change in net unrealized appreciation/depreciation on
Foreign currency forward contracts		42,910,400			(30,678,790	)		51,071,566			(12,784,494	)
Short-term U.S. government and agency obligations		(9,136	)		17,665			(23,930	)		(5,930	)
Change in net unrealized appreciation/depreciation		42,901,264			(30,661,125	)		51,047,636			(12,790,424	)
Net realized and unrealized gain (loss)		74,943,078			(39,284,267	)		76,796,850			(32,505,877	)
Net income (loss)	$	73,872,969		$	(40,414,348	)	$	73,876,974		$	(35,880,189	)
Net income (loss) per weighted-average share	$	2.89		$	(1.53	)	$	2.97		$	(1.36	)
Weighted-average shares outstanding		25,554,362			26,331,536			24,893,054			26,459,721

See accompanying notes to financial statements.

39

PROSHARES ULTRASHORT EURO

STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014

(unaudited)

Shareholders’ equity, at December 31, 2013	$	418,001,115
Addition of 2,550,000 shares		43,961,622
Redemption of 3,400,000 shares		(63,431,463	)
Net addition (redemption) of (850,000) shares		(19,469,841	)
Net investment income (loss)		(2,919,876	)
Net realized gain (loss)		25,749,214
Change in net unrealized appreciation/depreciation		51,047,636
Net income (loss)		73,876,974
Shareholders’ equity, at September 30, 2014	$	472,408,248

See accompanying notes to financial statements.

40

PROSHARES ULTRASHORT EURO

STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Nine months ended September 30, 2014			Nine months ended September 30, 2013
Cash flow from operating activities
Net income (loss)	$	73,876,974		$	(35,880,189	)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Net sale (purchase) of short-term U.S. government and agency obligations		(3,407,112	)		70,603,634
Change in unrealized appreciation/depreciation on investments		(51,047,636	)		12,790,424
Increase (Decrease) in management fee payable		27,783			(129,118	)
Net cash provided by (used in) operating activities		19,450,009			47,384,751
Cash flow from financing activities
Proceeds from addition of shares		43,961,622			119,076,233
Payment on shares redeemed		(63,410,077	)		(166,496,235	)
Net cash provided by (used in) financing activities		(19,448,455	)		(47,420,002	)
Net increase (decrease) in cash		1,554			(35,251	)
Cash, beginning of period		218,940			276,372
Cash, end of period	$	220,494		$	241,121

See accompanying notes to financial statements.

41

PROSHARES ULTRASHORT YEN

STATEMENTS OF FINANCIAL CONDITION

	September 30, 2014 (unaudited)		December 31, 2013
Assets
Cash	$	392,331	$	575,108
Short-term U.S. government and agency obligations (Note 3) (cost $388,924,889 and $558,563,134, respectively)		388,927,061		558,597,264
Unrealized appreciation on foreign currency forward contracts		35,860,499		31,317,568
Receivable from capital shares sold		11,362,409		—
Total assets		436,542,300		590,489,940
Liabilities and shareholders’ equity
Liabilities
Management fee payable		312,392		437,540
Unrealized depreciation on foreign currency forward contracts		729,246		1,930,884
Total liabilities		1,041,638		2,368,424
Commitments and Contingencies (Note 2)
Shareholders’ equity
Shareholders’ equity		435,500,662		588,121,516
Total liabilities and shareholders’ equity	$	436,542,300	$	590,489,940
Shares outstanding		5,749,294		8,299,294
Net asset value per share	$	75.75	$	70.86
Market value per share (Note 2)	$	75.76	$	70.91

See accompanying notes to financial statements.

42

PROSHARES ULTRASHORT YEN

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2014

(unaudited)

	Principal Amount		Value
Short-term U.S. government and agency obligations
(89% of shareholders’ equity)
U.S. Treasury Bills:
0.029% due 10/09/14†	$	10,101,000	$	10,100,966
0.005% due 10/23/14		94,854,000		94,852,841
0.048% due 11/06/14		2,720,000		2,719,946
0.045% due 11/13/14†		9,846,000		9,845,824
0.045% due 11/20/14†		56,683,000		56,681,819
0.028% due 12/04/14		7,291,000		7,290,806
0.030% due 12/11/14†		68,375,000		68,372,977
0.013% due 12/18/14†		18,342,000		18,341,205
0.016% due 02/12/15†		41,521,000		41,517,909
0.027% due 03/05/15†		79,213,000		79,202,768
Total short-term U.S. government and agency obligations (cost $388,924,889)			$	388,927,061

Foreign Currency Forward Contracts^

	Settlement Date		Local Currency			Notional Amount at Value (USD)			Unrealized Appreciation (Depreciation)
Contracts to Purchase
Yen with Goldman Sachs International		10/03/14		2,823,176,700		$	25,741,849		$	(549,891	)
Yen with UBS AG		10/03/14		2,754,478,000			25,115,452			(179,355	)
									$	(729,246	)
Contracts to Sell
Yen with Goldman Sachs International		10/03/14		(51,996,123,300	)	$	(474,102,939	)	$	17,729,988
Yen with UBS AG		10/03/14		(49,151,071,100	)		(448,161,628	)		18,130,511
									$	35,860,499

† All or partial amount pledged as collateral for foreign currency forward contracts.

^ The positions and counterparties herein are as of September 30, 2014. The Funds continually evaluate different counterparties for their transactions and counterparties are subject to change. New counterparties can be added at any time.

See accompanying notes to financial statements.

43

PROSHARES ULTRASHORT YEN

STATEMENTS OF OPERATIONS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Three months ended September 30, 2014			Three months ended September 30, 2013			Nine months ended September 30, 2014			Nine months ended September 30, 2013
Investment Income
Interest	$	28,871		$	40,839		$	163,880		$	171,429
Expenses
Management fee		894,941			1,205,676			2,800,653			3,450,237
Total expenses		894,941			1,205,676			2,800,653			3,450,237
Net investment income (loss)		(866,070	)		(1,164,837	)		(2,636,773	)		(3,278,808	)
Realized and unrealized gain (loss) on investment activity
Net realized gain (loss) on
Foreign currency forward contracts		15,787,084			(5,693,424	)		15,952,890			139,331,278
Short-term U.S. government and agency obligations		994			1,031			12,611			5,849
Net realized gain (loss)		15,788,078			(5,692,393	)		15,965,501			139,337,127
Change in net unrealized appreciation/depreciation on
Foreign currency forward contracts		44,778,863			(8,391,457	)		5,744,569			(50,633,718	)
Short-term U.S. government and agency obligations		8,059			(44	)		(31,958	)		(9,916	)
Change in net unrealized appreciation/depreciation		44,786,922			(8,391,501	)		5,712,611			(50,643,634	)
Net realized and unrealized gain (loss)		60,575,000			(14,083,894	)		21,678,112			88,693,493
Net income (loss)	$	59,708,930		$	(15,248,731	)	$	19,041,339		$	85,414,685
Net income (loss) per weighted-average share	$	10.90		$	(1.92	)	$	3.25		$	10.85
Weighted-average shares outstanding		5,478,642			7,957,990			5,862,481			7,874,019

See accompanying notes to financial statements.

44

PROSHARES ULTRASHORT YEN

STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014

(unaudited)

Shareholders’ equity, at December 31, 2013	$	588,121,516
Addition of 1,350,000 shares		93,358,637
Redemption of 3,900,000 shares		(265,020,830	)
Net addition (redemption) of (2,550,000) shares		(171,662,193	)
Net investment income (loss)		(2,636,773	)
Net realized gain (loss)		15,965,501
Change in net unrealized appreciation/depreciation		5,712,611
Net income (loss)		19,041,339
Shareholders’ equity, at September 30, 2014	$	435,500,662

See accompanying notes to financial statements.

45

PROSHARES ULTRASHORT YEN

STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Nine months ended September 30, 2014			Nine months ended September 30, 2013
Cash flow from operating activities
Net income (loss)	$	19,041,339		$	85,414,685
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Net sale (purchase) of short-term U.S. government and agency obligations		169,638,245			(112,971,096	)
Change in unrealized appreciation/depreciation on investments		(5,712,611	)		50,643,634
Increase (Decrease) in management fee payable		(125,148	)		107,034
Net cash provided by (used in) operating activities		182,841,825			23,194,257
Cash flow from financing activities
Proceeds from addition of shares		81,996,228			279,683,729
Payment on shares redeemed		(265,020,830	)		(302,766,273	)
Net cash provided by (used in) financing activities		(183,024,602	)		(23,082,544	)
Net increase (decrease) in cash		(182,777	)		111,713
Cash, beginning of period		575,108			363,826
Cash, end of period	$	392,331		$	475,539

See accompanying notes to financial statements.

46

PROSHARES ULTRA BLOOMBERG COMMODITY

STATEMENTS OF FINANCIAL CONDITION

	September 30, 2014 (unaudited)		December 31, 2013
Assets
Cash	$	109,433	$	85,642
Short-term U.S. government and agency obligations (Note 3) (cost $3,629,729 and $2,816,627, respectively)		3,629,825		2,816,688
Unrealized appreciation on swap agreements		—		15,078
Total assets		3,739,258		2,917,408
Liabilities and shareholders’ equity
Liabilities
Management fee payable		2,810		2,374
Unrealized depreciation on swap agreements		330,554		—
Total liabilities		333,364		2,374
Commitments and Contingencies (Note 2)
Shareholders’ equity
Shareholders’ equity		3,405,894		2,915,034
Total liabilities and shareholders’ equity	$	3,739,258	$	2,917,408
Shares outstanding		200,014		150,014
Net asset value per share	$	17.03	$	19.43
Market value per share (Note 2)	$	17.06	$	19.13

See accompanying notes to financial statements.

47

PROSHARES ULTRA BLOOMBERG COMMODITY

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2014

(unaudited)

	Principal Amount		Value
Short-term U.S. government and agency obligations
(107% of shareholders’ equity)
U.S. Treasury Bills:
0.003% due 10/23/14†	$	1,159,000	$	1,158,986
0.036% due 11/13/14†		487,000		486,991
0.051% due 01/08/15†		984,000		983,946
0.028% due 02/19/15		1,000,000		999,902
Total short-term U.S. government and agency obligations (cost $3,629,729)			$	3,629,825

Swap Agreements^

	Rate Paid (Received)			Termination Date		Notional Amount at Value*		Unrealized Appreciation (Depreciation)
Swap agreement with Deutsche Bank AG based on Bloomberg Commodity Index		0.25	%		10/06/14	$	2,826,697	$	(135,580	)
Swap agreement with Goldman Sachs International based on Bloomberg Commodity Index		0.25			10/06/14		3,040,456		(148,743	)
Swap agreement with UBS AG based on Bloomberg Commodity Index		0.60			10/06/14		938,766		(46,231	)
								$	(330,554	)

† All or partial amount pledged as collateral for swap agreements.

^ The positions and counterparties herein are as of September 30, 2014. The Funds continually evaluate different counterparties for their transactions and counterparties are subject to change. New counterparties can be added at any time.

* For swap agreements, a positive amount represents “long” exposure to the benchmark index. A negative amount represents “short” exposure to the benchmark index.

See accompanying notes to financial statements.

48

PROSHARES ULTRA BLOOMBERG COMMODITY

STATEMENTS OF OPERATIONS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Three months ended September 30, 2014			Three months ended September 30, 2013			Nine months ended September 30, 2014			Nine months ended September 30, 2013
Investment Income
Interest	$	351		$	395		$	1,070		$	1,809
Expenses
Management fee		9,295			9,770			24,709			32,386
Total expenses		9,295			9,770			24,709			32,386
Net investment income (loss)		(8,944	)		(9,375	)		(23,639	)		(30,577	)
Realized and unrealized gain (loss) on investment activity
Net realized gain (loss) on
Swap agreements		(651,785	)		(85,078	)		(274,839	)		(868,053	)
Short-term U.S. government and agency obligations		19			11			19			41
Net realized gain (loss)		(651,766	)		(85,067	)		(274,820	)		(868,012	)
Change in net unrealized appreciation/depreciation on
Swap agreements		(339,598	)		233,903			(345,632	)		68,896
Short-term U.S. government and agency obligations		84			40			35			(77	)
Change in net unrealized appreciation/depreciation		(339,514	)		233,943			(345,597	)		68,819
Net realized and unrealized gain (loss)		(991,280	)		148,876			(620,417	)		(799,193	)
Net income (loss)	$	(1,000,224	)	$	139,501		$	(644,056	)	$	(829,770	)
Net income (loss) per weighted-average share	$	(5.00	)	$	0.70		$	(3.84	)	$	(4.03	)
Weighted-average shares outstanding		200,014			200,014			167,780			205,692

See accompanying notes to financial statements.

49

PROSHARES ULTRA BLOOMBERG COMMODITY

STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014

(unaudited)

Shareholders’ equity, at December 31, 2013	$	2,915,034
Addition of 50,000 shares		1,134,916
Net investment income (loss)		(23,639	)
Net realized gain (loss)		(274,820	)
Change in net unrealized appreciation/depreciation		(345,597	)
Net income (loss)		(644,056	)
Shareholders’ equity, at September 30, 2014	$	3,405,894

See accompanying notes to financial statements.

50

PROSHARES ULTRA BLOOMBERG COMMODITY

STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Nine months ended September 30, 2014			Nine months ended September 30, 2013
Cash flow from operating activities
Net income (loss)	$	(644,056	)	$	(829,770	)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Net sale (purchase) of short-term U.S. government and agency obligations		(813,102	)		2,133,006
Change in unrealized appreciation/depreciation on investments		345,597			(68,819	)
Increase (Decrease) in management fee payable		436			(1,793	)
Net cash provided by (used in) operating activities		(1,111,125	)		1,232,624
Cash flow from financing activities
Proceeds from addition of shares		1,134,916			—
Payment on shares redeemed		—			(1,275,613	)
Net cash provided by (used in) financing activities		1,134,916			(1,275,613	)
Net increase (decrease) in cash		23,791			(42,989	)
Cash, beginning of period		85,642			167,546
Cash, end of period	$	109,433		$	124,557

See accompanying notes to financial statements.

51

PROSHARES ULTRA BLOOMBERG CRUDE OIL

STATEMENTS OF FINANCIAL CONDITION

	September 30, 2014 (unaudited)		December 31, 2013
Assets
Cash	$	2,546,720	$	689,596
Segregated cash balances with brokers for futures contracts		5,028,210		3,821,895
Short-term U.S. government and agency obligations (Note 3) (cost $183,289,538 and $137,423,179, respectively)		183,290,203		137,435,610
Unrealized appreciation on swap agreements		—		1,957,893
Total assets		190,865,133		143,904,994
Liabilities and shareholders’ equity
Liabilities
Payable for capital shares redeemed		4,516,554		—
Payable on open futures contracts		5,850,066		997,210
Management fee payable		147,123		134,355
Unrealized depreciation on swap agreements		1,175,472		—
Total liabilities		11,689,215		1,131,565
Commitments and Contingencies (Note 2)
Shareholders’ equity
Shareholders’ equity		179,175,918		142,773,429
Total liabilities and shareholders’ equity	$	190,865,133	$	143,904,994
Shares outstanding		5,949,170		4,449,170
Net asset value per share	$	30.12	$	32.09
Market value per share (Note 2)	$	30.34	$	32.22

See accompanying notes to financial statements.

52

PROSHARES ULTRA BLOOMBERG CRUDE OIL

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2014

(unaudited)

	Principal Amount		Value
Short-term U.S. government and agency obligations
(102% of shareholders’ equity)
U.S. Treasury Bills:
0.016% due 10/23/14	$	9,493,000	$	9,492,884
0.027% due 11/06/14		10,958,000		10,957,781
0.023% due 11/13/14		22,913,000		22,912,589
0.045% due 11/20/14		1,986,000		1,985,959
0.028% due 11/28/14		6,784,000		6,783,836
0.026% due 12/04/14†		4,500,000		4,499,880
0.025% due 12/11/14†		29,896,000		29,895,116
0.025% due 12/18/14†		31,535,000		31,533,634
0.051% due 01/08/15†		14,590,000		14,589,197
0.017% due 01/29/15		9,158,000		9,157,389
0.013% due 02/19/15†		41,486,000		41,481,938
Total short-term U.S. government and agency obligations (cost $183,289,538)			$	183,290,203

Futures Contracts Purchased††

	Number of Contracts		Notional Amount at Value		Unrealized Appreciation (Depreciation)
Crude Oil – NYMEX, expires November 2014		1,693	$	154,333,880	$	(6,067,155	)

Swap Agreements^

	Rate Paid (Received)			Termination Date	Notional Amount at Value*		Unrealized Appreciation (Depreciation)
Swap agreement with Deutsche Bank AG based on Bloomberg WTI Crude Oil Subindex		0.25	%	10/06/14	$	66,036,469	$	(299,424	)
Swap agreement with Goldman Sachs International based on Bloomberg WTI Crude Oil Subindex		0.25		10/06/14		52,389,330		(68,287	)
Swap agreement with Societe Generale S.A. based on Bloomberg WTI Crude Oil Subindex		0.25		10/06/14		24,059,224		(222,180	)
Swap agreement with UBS AG based on Bloomberg WTI Crude Oil Subindex		0.25		10/06/14		61,519,125		(585,581	)
							$	(1,175,472	)

† All or partial amount pledged as collateral for swap agreements.

†† Cash collateral in the amount of $5,028,210 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

^ The positions and counterparties herein are as of September 30, 2014. The Funds continually evaluate different counterparties for their transactions and counterparties are subject to change. New counterparties can be added at any time.

* For swap agreements, a positive amount represents “long” exposure to the benchmark index. A negative amount represents “short” exposure to the benchmark index.

See accompanying notes to financial statements.

53

PROSHARES ULTRA BLOOMBERG CRUDE OIL

STATEMENT OF OPERATIONS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Three months ended September 30, 2014			Three months ended September 30, 2013			Nine months ended September 30, 2014			Nine months ended September 30, 2013
Investment Income
Interest	$	11,935		$	13,828		$	44,923		$	115,731
Expenses
Management fee		333,837			391,381			908,339			1,902,343
Brokerage commissions		7,661			5,957			24,160			44,268
Total expenses		341,498			397,338			932,499			1,946,611
Net investment income (loss)		(329,563	)		(383,510	)		(887,576	)		(1,830,880	)
Realized and unrealized gain (loss) on investment activity
Net realized gain (loss) on
Futures contracts		(6,183,721	)		14,935,152			7,188,529			58,472,792
Swap agreements		(10,226,540	)		38,653,932			7,408,979			82,414,286
Short-term U.S. government and agency obligations		2,046			2,220			10,004			11,070
Net realized gain (loss)		(16,408,215	)		53,591,304			14,607,512			140,898,148
Change in net unrealized appreciation/depreciation on
Futures contracts		(7,190,259	)		(3,023,114	)		(6,693,816	)		(24,671,176	)
Swap agreements		(5,286,502	)		(15,181,493	)		(3,133,365	)		(44,328,639	)
Short-term U.S. government and agency obligations		(1,104	)		(157	)		(11,766	)		(16,190	)
Change in net unrealized appreciation/depreciation		(12,477,865	)		(18,204,764	)		(9,838,947	)		(69,016,005	)
Net realized and unrealized gain (loss)		(28,886,080	)		35,386,540			4,768,565			71,882,143
Net income (loss)	$	(29,215,643	)	$	35,003,030		$	3,880,989		$	70,051,263
Net income (loss) per weighted-average share	$	(6.90	)	$	7.77		$	1.01		$	8.11
Weighted-average shares outstanding		4,236,127			4,506,235			3,855,763			8,637,082

See accompanying notes to financial statements.

54

PROSHARES ULTRA BLOOMBERG CRUDE OIL

STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014

(unaudited)

Shareholders’ equity, at December 31, 2013	$	142,773,429
Addition of 10,400,000 shares		326,129,425
Redemption of 8,900,000 shares		(293,607,925	)
Net addition (redemption) of 1,500,000 shares		32,521,500
Net investment income (loss)		(887,576	)
Net realized gain (loss)		14,607,512
Change in net unrealized appreciation/depreciation		(9,838,947	)
Net income (loss)		3,880,989
Shareholders’ equity, at September 30, 2014	$	179,175,918

See accompanying notes to financial statements.

55

PROSHARES ULTRA BLOOMBERG CRUDE OIL

STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Nine months ended September 30, 2014			Nine months ended September 30, 2013
Cash flow from operating activities
Net income (loss)	$	3,880,989		$	70,051,263
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts		(1,206,315	)		18,427,197
Net sale (purchase) of short-term U.S. government and agency obligations		(45,866,359	)		301,252,163
Change in unrealized appreciation/depreciation on investments		3,145,131			44,344,829
Decrease (Increase) in receivable on futures contracts		—			3,430,415
Increase (Decrease) in management fee payable		12,768			(292,552	)
Increase (Decrease) in payable on futures contracts		4,852,856			772,970
Net cash provided by (used in) operating activities		(35,180,930	)		437,986,285
Cash flow from financing activities
Proceeds from addition of shares		326,129,425			212,258,224
Payment on shares redeemed		(289,091,371	)		(651,758,235	)
Net cash provided by (used in) financing activities		37,038,054			(439,500,011	)
Net increase (decrease) in cash		1,857,124			(1,513,726	)
Cash, beginning of period		689,596			2,198,932
Cash, end of period	$	2,546,720		$	685,206

See accompanying notes to financial statements.

56

PROSHARES ULTRA BLOOMBERG NATURAL GAS

STATEMENTS OF FINANCIAL CONDITION

	September 30, 2014 (unaudited)		December 31, 2013
Assets
Cash	$	3,107,602	$	3,102,827
Segregated cash balances with brokers for futures contracts		10,057,894		6,602,200
Short-term U.S. government and agency obligations (Note 3) (cost $59,024,900 and $58,918,095, respectively)		59,025,434		58,921,011
Total assets		72,190,930		68,626,038
Liabilities and shareholders’ equity
Liabilities
Payable for capital shares redeemed		1,810,408		—
Payable on open futures contracts		803,837		5,628,532
Management fee payable		51,975		81,727
Total liabilities		2,666,220		5,710,259
Commitments and Contingencies (Note 2)
Shareholders’ equity
Shareholders’ equity		69,524,710		62,915,779
Total liabilities and shareholders’ equity	$	72,190,930	$	68,626,038
Shares outstanding		1,919,941		1,619,941
Net asset value per share	$	36.21	$	38.84
Market value per share (Note 2)	$	36.20	$	39.28

See accompanying notes to financial statements.

57

PROSHARES ULTRA BLOOMBERG NATURAL GAS

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2014

(unaudited)

	Principal Amount		Value
Short-term U.S. government and agency obligations
(85% of shareholders’ equity)
U.S. Treasury Bills:
0.020% due 10/23/14	$	10,567,000	$	10,566,871
0.035% due 11/06/14		8,839,000		8,838,823
0.028% due 11/13/14		2,225,000		2,224,960
0.006% due 11/20/14		1,429,000		1,428,970
0.012% due 11/28/14		3,290,000		3,289,921
0.028% due 12/04/14		1,351,000		1,350,964
0.022% due 12/11/14		6,789,000		6,788,799
0.010% due 12/18/14		2,183,000		2,182,905
0.051% due 01/08/15		9,348,000		9,347,486
0.011% due 01/29/15		2,761,000		2,760,816
0.015% due 02/19/15		7,744,000		7,743,242
0.023% due 03/05/15		2,502,000		2,501,677
Total short-term U.S. government and agency obligations (cost $59,024,900)			$	59,025,434

Futures Contracts Purchased††

	Number of Contracts		Notional Amount at Value		Unrealized Appreciation (Depreciation)
Natural Gas – NYMEX, expires November 2014		3,374	$	139,042,540	$	4,355,964

†† Cash collateral in the amount of $10,057,894 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

See accompanying notes to financial statements.

58

PROSHARES ULTRA BLOOMBERG NATURAL GAS

STATEMENTS OF OPERATIONS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Three months ended September 30, 2014			Three months ended September 30, 2013			Nine months ended September 30, 2014			Nine months ended September 30, 2013
Investment Income
Interest	$	3,296		$	5,794		$	11,380		$	22,420
Expenses
Management fee		114,501			188,763			264,587			458,553
Brokerage commissions		17,003			31,168			44,280			87,565
Total expenses		131,504			219,931			308,867			546,118
Net investment income (loss)		(128,208	)		(214,137	)		(297,487	)		(523,698	)
Realized and unrealized gain (loss) on investment activity
Net realized gain (loss) on
Futures contracts		(7,087,097	)		(14,491,916	)		9,878,729			410,025
Short-term U.S. government and agency obligations		306			1,729			3,519			5,506
Net realized gain (loss)		(7,086,791	)		(14,490,187	)		9,882,248			415,531
Change in net unrealized appreciation/depreciation on
Futures contracts		5,766,729			9,380,633			8,012,503			7,251,345
Short-term U.S. government and agency obligations		479			2,201			(2,382	)		486
Change in net unrealized appreciation/depreciation		5,767,208			9,382,834			8,010,121			7,251,831
Net realized and unrealized gain (loss)		(1,319,583	)		(5,107,353	)		17,892,369			7,667,362
Net income (loss)	$	(1,447,791	)	$	(5,321,490	)	$	17,594,882		$	7,143,664
Net income (loss) per weighted-average share	$	(1.04	)	$	(2.33	)	$	19.02		$	4.27
Weighted-average shares outstanding		1,389,506			2,285,158			924,886			1,671,223

See accompanying notes to financial statements.

59

PROSHARES ULTRA BLOOMBERG NATURAL GAS

STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014

(unaudited)

Shareholders’ equity, at December 31, 2013	$	62,915,779
Addition of 2,050,000 shares		75,528,011
Redemption of 1,750,000 shares		(86,513,962	)
Net addition (redemption) of 300,000 shares		(10,985,951	)
Net investment income (loss)		(297,487	)
Net realized gain (loss)		9,882,248
Change in net unrealized appreciation/depreciation		8,010,121
Net income (loss)		17,594,882
Shareholders’ equity, at September 30, 2014	$	69,524,710

See accompanying notes to financial statements.

60

PROSHARES ULTRA BLOOMBERG NATURAL GAS

STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Nine months ended September 30, 2014			Nine months ended September 30, 2013
Cash flow from operating activities
Net income (loss)	$	17,594,882		$	7,143,664
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts		(3,455,694	)		(1,958,120	)
Net sale (purchase) of short-term U.S. government and agency obligations		(106,805	)		(10,924,298	)
Change in unrealized appreciation/depreciation on investments		2,382			(486	)
Increase (Decrease) in management fee payable		(29,752	)		20,030
Increase (Decrease) in payable on futures contracts		(4,824,695	)		(2,892,640	)
Net cash provided by (used in) operating activities		9,180,318			(8,611,850	)
Cash flow from financing activities
Proceeds from addition of shares		75,528,011			129,408,077
Payment on shares redeemed		(84,703,554	)		(120,220,935	)
Net cash provided by (used in) financing activities		(9,175,543	)		9,187,142
Net increase (decrease) in cash		4,775			575,292
Cash, beginning of period		3,102,827			3,385,764
Cash, end of period	$	3,107,602		$	3,961,056

See accompanying notes to financial statements.

61

PROSHARES ULTRA GOLD

STATEMENTS OF FINANCIAL CONDITION

	September 30, 2014 (unaudited)		December 31, 2013
Assets
Cash	$	121,685	$	142,566
Segregated cash balances with brokers for futures contracts		10,120		15,950
Short-term U.S. government and agency obligations (Note 3) (cost $121,091,598 and $140,884,104, respectively)		121,093,621		140,880,950
Total assets		121,225,426		141,039,466
Liabilities and shareholders’ equity
Liabilities
Payable for capital shares redeemed		—		2,097,225
Payable on open futures contracts		1,440		300
Management fee payable		91,935		111,562
Unrealized depreciation on forward agreements		8,125,619		6,812,974
Total liabilities		8,218,994		9,022,061
Commitments and Contingencies (Note 2)
Shareholders’ equity
Shareholders’ equity		113,006,432		132,017,405
Total liabilities and shareholders’ equity	$	121,225,426	$	141,039,466
Shares outstanding		2,750,014		3,200,014
Net asset value per share	$	41.09	$	41.26
Market value per share (Note 2)	$	40.59	$	41.26

See accompanying notes to financial statements.

62

PROSHARES ULTRA GOLD

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2014

(unaudited)

	Principal Amount		Value
Short-term U.S. government and agency obligations
(107% of shareholders’ equity)
U.S. Treasury Bills:
0.008% due 10/23/14†	$	8,640,000	$	8,639,894
0.027% due 11/28/14†		9,396,000		9,395,773
0.028% due 12/04/14†		29,630,000		29,629,210
0.045% due 12/11/14†		22,350,000		22,349,339
0.033% due 12/18/14†		12,623,000		12,622,453
0.051% due 01/08/15†		13,004,000		13,003,285
0.010% due 01/29/15†		5,118,000		5,117,659
0.007% due 02/19/15†		20,338,000		20,336,008
Total short-term U.S. government and agency obligations (cost $121,091,598)			$	121,093,621

Futures Contracts Purchased††

	Number of Contracts		Notional Amount at Value		Unrealized Appreciation (Depreciation)
Gold Futures – COMEX, expires December 2014		2	$	242,320	$	(19,400	)

Forward Agreements^

	Rate Paid (Received)			Settlement Date		Commitment to (Deliver)/ Receive		Notional Amount at Value*		Unrealized Appreciation (Depreciation)
Forward agreements with Deutsche Bank AG based on 0.995 Fine Troy Ounce Gold		0.43	%		10/06/14	$	96,500	$	117,395,145	$	(4,255,264	)
Forward agreements with Goldman Sachs International based on 0.995 Fine Troy Ounce Gold		0.58			10/06/14		39,320		47,833,960		(1,626,387	)
Forward agreements with Societe Generale S.A. based on 0.995 Fine Troy Ounce Gold		0.63			10/06/14		15,200		18,491,256		(714,569	)
Forward agreements with UBS AG based on 0.995 Fine Troy Ounce Gold		0.53			10/06/14		34,600		42,091,938		(1,529,399	)
										$	(8,125,619	)

† All or partial amount pledged as collateral for forward agreements.

†† Cash collateral in the amount of $10,120 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

^ The positions and counterparties herein are as of September 30, 2014. The Funds continually evaluate different counterparties for their transactions and counterparties are subject to change. New counterparties can be added at any time.

* For forward agreements, a positive amount represents “long” exposure to the underlying commodity. A negative amount represents “short” exposure to the underlying commodity.

See accompanying notes to financial statements.

63

PROSHARES ULTRA GOLD

STATEMENTS OF OPERATIONS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Three months ended September 30, 2014			Three months ended September 30, 2013			Nine months ended September 30, 2014			Nine months ended September 30, 2013
Investment Income
Interest	$	13,569		$	18,099		$	45,026		$	118,967
Expenses
Management fee		307,247			409,677			953,309			1,692,282
Brokerage commissions		8			8			32			32
Total expenses		307,255			409,685			953,341			1,692,314
Net investment income (loss)		(293,686	)		(391,586	)		(908,315	)		(1,573,347	)
Realized and unrealized gain (loss) on investment activity
Net realized gain (loss) on
Futures contracts		1,880			(30,400	)		6,320			(95,940	)
Forward agreements		1,373,311			(5,880,490	)		3,313,355			(124,238,804	)
Short-term U.S. government and agency obligations		985			3,048			1,708			11,545
Net realized gain (loss)		1,376,176			(5,907,842	)		3,321,383			(124,323,199	)
Change in net unrealized appreciation/depreciation on
Futures contracts		(24,220	)		50,680			(4,840	)		24,660
Forward agreements		(21,353,534	)		36,515,444			(1,312,645	)		(1,537,902	)
Short-term U.S. government and agency obligations		(969	)		6,673			5,177			(12,309	)
Change in net unrealized appreciation/depreciation		(21,378,723	)		36,572,797			(1,312,308	)		(1,525,551	)
Net realized and unrealized gain (loss)		(20,002,547	)		30,664,955			2,009,075			(125,848,750	)
Net income (loss)	$	(20,296,233	)	$	30,273,369		$	1,100,760		$	(127,422,097	)
Net income (loss) per weighted-average share	$	(7.26	)	$	9.07		$	0.38		$	(34.81	)
Weighted-average shares outstanding		2,795,123			3,338,057			2,878,769			3,661,003

See accompanying notes to financial statements.

64

PROSHARES ULTRA GOLD

STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014

(unaudited)

Shareholders’ equity, at December 31, 2013	$	132,017,405
Addition of 250,000 shares		11,583,569
Redemption of 700,000 shares		(31,695,302	)
Net addition (redemption) of (450,000) shares		(20,111,733	)
Net investment income (loss)		(908,315	)
Net realized gain (loss)		3,321,383
Change in net unrealized appreciation/depreciation		(1,312,308	)
Net income (loss)		1,100,760
Shareholders’ equity, at September 30, 2014	$	113,006,432

See accompanying notes to financial statements.

65

PROSHARES ULTRA GOLD

STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Nine months ended September 30, 2014			Nine months ended September 30, 2013
Cash flow from operating activities
Net income (loss)	$	1,100,760		$	(127,422,097	)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts		5,830			(2,750	)
Net sale (purchase) of short-term U.S. government and agency obligations		19,792,506			160,943,187
Change in unrealized appreciation/depreciation on investments		1,307,468			1,550,211
Decrease (Increase) in receivable on futures contracts		—			3,980
Increase (Decrease) in management fee payable		(19,627	)		(139,058	)
Increase (Decrease) in payable on futures contracts		1,140			2,440
Net cash provided by (used in) operating activities		22,188,077			34,935,913
Cash flow from financing activities
Proceeds from addition of shares		11,583,569			30,696,013
Payment on shares redeemed		(33,792,527	)		(65,782,385	)
Net cash provided by (used in) financing activities		(22,208,958	)		(35,086,372	)
Net increase (decrease) in cash		(20,881	)		(150,459	)
Cash, beginning of period		142,566			342,345
Cash, end of period	$	121,685		$	191,886

See accompanying notes to financial statements.

66

PROSHARES ULTRA SILVER

STATEMENTS OF FINANCIAL CONDITION

	September 30, 2014 (unaudited)		December 31, 2013
Assets
Cash	$	450,608	$	463,001
Segregated cash balances with brokers for futures contracts		14,300		22,000
Short-term U.S. government and agency obligations (Note 3) (cost $448,616,600 and $467,849,038, respectively)		448,624,453		467,868,976
Total assets		449,089,361		468,353,977
Liabilities and shareholders’ equity
Liabilities
Payable on open futures contracts		5,100		2,450
Management fee payable		316,091		379,128
Unrealized depreciation on forward agreements		91,592,767		2,492,880
Total liabilities		91,913,958		2,874,458
Commitments and Contingencies (Note 2)
Shareholders’ equity
Shareholders’ equity		357,175,403		465,479,519
Total liabilities and shareholders’ equity	$	449,089,361	$	468,353,977
Shares outstanding		7,696,533		7,350,007
Net asset value per share	$	46.41	$	63.33
Market value per share (Note 2)	$	46.15	$	63.04

See accompanying notes to financial statements.

67

PROSHARES ULTRA SILVER

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2014

(unaudited)

	Principal Amount		Value
Short-term U.S. government and agency obligations
(126% of shareholders’ equity)
U.S. Treasury Bills:
0.014% due 10/23/14†	$	22,511,000	$	22,510,725
0.038% due 11/06/14†		83,775,000		83,773,324
0.031% due 11/13/14†		113,655,000		113,652,963
0.027% due 11/28/14†		25,788,000		25,787,377
0.035% due 12/04/14†		44,898,000		44,896,803
0.031% due 12/11/14†		4,258,000		4,257,874
0.033% due 12/18/14†		45,315,000		45,313,037
0.011% due 01/29/15		12,085,000		12,084,194
0.026% due 02/12/15†		77,754,000		77,748,212
0.026% due 02/19/15†		11,111,000		11,109,912
0.010% due 03/05/15		7,491,000		7,490,032
Total short-term U.S. government and agency obligations (cost $448,616,600)			$	448,624,453

Futures Contracts Purchased††

	Number of Contracts		Notional Amount at Value		Unrealized Appreciation (Depreciation)
Silver Futures – COMEX, expires December 2014		2	$	170,570	$	(29,380	)

Forward Agreements^

	Rate Paid (Received)			Settlement Date		Commitment to (Deliver)/Receive		Notional Amount at Value*		Unrealized Appreciation (Depreciation)
Forward agreements with Deutsche Bank AG based on 0.999 Fine Troy Ounce Silver		0.77	%		10/06/14	$	21,621,000	$	369,963,417	$	(46,744,838	)
Forward agreements with Goldman Sachs International based on 0.999 Fine Troy Ounce Silver		0.80			10/06/14		8,202,800		140,358,111		(17,435,908	)
Forward agreements with Societe Generale S.A. based on 0.999 Fine Troy Ounce Silver		0.86			10/06/14		4,628,000		79,189,708		(9,689,940	)
Forward agreements with UBS AG based on 0.999 Fine Troy Ounce Silver		0.83			10/06/14		7,285,000		124,654,364		(17,722,081	)
										$	(91,592,767	)

† All or partial amount pledged as collateral for forward agreements.

†† Cash collateral in the amount of $14,300 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

^ The positions and counterparties herein are as of September 30, 2014. The Funds continually evaluate different counterparties for their transactions and counterparties are subject to change. New counterparties can be added at any time.

* For forward agreements, a positive amount represents “long” exposure to the underlying commodity. A negative amount represents “short” exposure to the underlying commodity.

See accompanying notes to financial statements.

68

PROSHARES ULTRA SILVER

STATEMENTS OF OPERATIONS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Three months ended September 30, 2014			Three months ended September 30, 2013			Nine months ended September 30, 2014			Nine months ended September 30, 2013
Investment Income
Interest	$	41,216		$	51,513		$	155,173		$	313,406
Expenses
Management fee		1,064,643			1,317,246			3,351,080			4,410,160
Brokerage commissions		5			8			35			28
Total expenses		1,064,648			1,317,254			3,351,115			4,410,188
Net investment income (loss)		(1,023,432	)		(1,265,741	)		(3,195,942	)		(4,096,782	)
Realized and unrealized gain (loss) on investment activity
Net realized gain (loss) on
Futures contracts		2,825			(3,850	)		(9,550	)		(129,994	)
Forward agreements		9,484,132			28,403,922			(22,787,871	)		(509,769,205	)
Short-term U.S. government and agency obligations		834			5,757			6,514			28,868
Net realized gain (loss)		9,487,791			28,405,829			(22,790,907	)		(509,870,331	)
Change in net unrealized appreciation/depreciation on
Futures contracts		(37,835	)		25,680			(15,180	)		42,200
Forward agreements		(178,494,978	)		96,463,510			(89,099,887	)		65,653,357
Short-term U.S. government and agency obligations		5,748			4,593			(12,085	)		(49,887	)
Change in net unrealized appreciation/depreciation		(178,527,065	)		96,493,783			(89,127,152	)		65,645,670
Net realized and unrealized gain (loss)		(169,039,274	)		124,899,612			(111,918,059	)		(444,224,661	)
Net income (loss)	$	(170,062,706	)	$	123,633,871		$	(115,114,001	)	$	(448,321,443	)
Net income (loss) per weighted-average share (Note 1)	$	(23.96	)	$	17.91		$	(15.80	)	$	(78.96	)
Weighted-average shares outstanding (Note 1)		7,096,533			6,902,589			7,283,608			5,677,480

See accompanying notes to financial statements.

69

PROSHARES ULTRA SILVER

STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014

(unaudited)

Shareholders’ equity, at December 31, 2013	$	465,479,519
Addition of 2,087,500 shares		127,480,399
Redemption of 1,740,974 shares		(120,670,514	)
Net addition (redemption) of 346,526 shares		6,809,885
Net investment income (loss)		(3,195,942	)
Net realized gain (loss)		(22,790,907	)
Change in net unrealized appreciation/depreciation		(89,127,152	)
Net income (loss)		(115,114,001	)
Shareholders’ equity, at September 30, 2014	$	357,175,403

See accompanying notes to financial statements.

70

PROSHARES ULTRA SILVER

STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Nine months ended September 30, 2014			Nine months ended September 30, 2013
Cash flow from operating activities
Net income (loss)	$	(115,114,001	)	$	(448,321,443	)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts		7,700			(550	)
Net sale (purchase) of short-term U.S. government and agency obligations		19,232,438			257,179,896
Change in unrealized appreciation/depreciation on investments		89,111,972			(65,603,470	)
Decrease (Increase) in receivable on futures contracts		—			2,520
Increase (Decrease) in management fee payable		(63,037	)		(183,794	)
Increase (Decrease) in payable on futures contracts		2,650			1,780
Net cash provided by (used in) operating activities		(6,822,278	)		(256,925,061	)
Cash flow from financing activities
Proceeds from addition of shares		127,480,399			335,894,773
Payment on shares redeemed		(120,670,514	)		(79,224,344	)
Net cash provided by (used in) financing activities		6,809,885			256,670,429
Net increase (decrease) in cash		(12,393	)		(254,632	)
Cash, beginning of period		463,001			890,051
Cash, end of period	$	450,608		$	635,419

See accompanying notes to financial statements.

71

PROSHARES ULTRA AUSTRALIAN DOLLAR

STATEMENTS OF FINANCIAL CONDITION

	September 30, 2014 (unaudited)		December 31, 2013
Assets
Cash	$	170,702	$	314,796
Segregated cash balances with brokers for futures contracts		102,960		128,865
Short-term U.S. government and agency obligations (Note 3) (cost $2,833,834 and $2,716,026, respectively)		2,833,943		2,716,439
Receivable on open futures contracts		13,680		10,650
Total assets		3,121,285		3,170,750
Liabilities and shareholders’ equity
Liabilities
Management fee payable		2,615		2,585
Total liabilities		2,615		2,585
Commitments and Contingencies (Note 2)
Shareholders’ equity
Shareholders’ equity		3,118,670		3,168,165
Total liabilities and shareholders’ equity	$	3,121,285	$	3,170,750
Shares outstanding		100,005		100,005
Net asset value per share	$	31.19	$	31.68
Market value per share (Note 2)	$	30.99	$	31.61

See accompanying notes to financial statements.

72

PROSHARES ULTRA AUSTRALIAN DOLLAR

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2014

(unaudited)

	Principal Amount		Value
Short-term U.S. government and agency obligations
(91% of shareholders’ equity)
U.S. Treasury Bills:
0.037% due 10/23/14	$	284,000	$	283,996
0.045% due 11/20/14		2,550,000		2,549,947
Total short-term U.S. government and agency obligations (cost $2,833,834)			$	2,833,943

Futures Contracts Purchased††

	Number of Contracts		Notional Amount at Value		Unrealized Appreciation (Depreciation)
Australian Dollar Fx Currency Futures – CME, expires December 2014		72	$	6,261,840	$	(321,111	)

†† Cash collateral in the amount of $102,960 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

See accompanying notes to financial statements.

73

PROSHARES ULTRA AUSTRALIAN DOLLAR

STATEMENTS OF OPERATIONS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Three months ended September 30, 2014			Three months ended September 30, 2013			Nine months ended September 30, 2014			Nine months ended September 30, 2013
Investment Income
Interest	$	347		$	242		$	1,433		$	1,312
Expenses
Management fee		8,338			6,535			24,141			6,535
Brokerage commissions		378			394			1,134			1,171
Offering costs		—			2,926			—			47,870
Limitation by Sponsor		—			(1,572	)		—			(27,636	)
Total expenses		8,716			8,283			25,275			27,940
Net investment income (loss)		(8,369	)		(8,041	)		(23,842	)		(26,628	)
Realized and unrealized gain (loss) on investment activity
Net realized gain (loss) on
Futures contracts		(80,720	)		(123,128	)		177,523			(863,033	)
Short-term U.S. government and agency obligations		19			7			19			22
Net realized gain (loss)		(80,701	)		(123,121	)		177,542			(863,011	)
Change in net unrealized appreciation/depreciation on
Futures contracts		(384,611	)		277,231			(202,891	)		169,154
Short-term U.S. government and agency obligations		162			(67	)		(304	)		(185	)
Change in net unrealized appreciation/depreciation		(384,449	)		277,164			(203,195	)		168,969
Net realized and unrealized gain (loss)		(465,150	)		154,043			(25,653	)		(694,042	)
Net income (loss)	$	(473,519	)	$	146,002		$	(49,495	)	$	(720,670	)
Net income (loss) per weighted-average share	$	(4.73	)	$	1.46		$	(0.49	)	$	(7.21	)
Weighted-average shares outstanding		100,005			100,005			100,005			100,005

See accompanying notes to financial statements.

74

PROSHARES ULTRA AUSTRALIAN DOLLAR

STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014

(unaudited)

Shareholders’ equity, at December 31, 2013	$	3,168,165
Net investment income (loss)		(23,842	)
Net realized gain (loss)		177,542
Change in net unrealized appreciation/depreciation		(203,195	)
Net income (loss)		(49,495	)
Shareholders’ equity, at September 30, 2014	$	3,118,670

See accompanying notes to financial statements.

75

PROSHARES ULTRA AUSTRALIAN DOLLAR

STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Nine months ended September 30, 2014			Nine months ended September 30, 2013
Cash flow from operating activities
Net income (loss)	$	(49,495	)	$	(720,670	)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts		25,905			9,438
Net sale (purchase) of short-term U.S. government and agency obligations		(117,808	)		570,805
Change in unrealized appreciation/depreciation on investments		304			185
Decrease (Increase) in receivable on futures contracts		(3,030	)		6,820
Decrease (Increase) in Limitation by Sponsor		—			1,012
Change in offering cost		—			22,128
Increase (Decrease) in management fee payable		30			2,639
Increase (Decrease) in payable for offering costs		—			(41,000	)
Net cash provided by (used in) operating activities		(144,094	)		(148,643	)
Net increase (decrease) in cash		(144,094	)		(148,643	)
Cash, beginning of period		314,796			426,634
Cash, end of period	$	170,702		$	277,991

See accompanying notes to financial statements.

76

PROSHARES ULTRA EURO

STATEMENTS OF FINANCIAL CONDITION

	September 30, 2014 (unaudited)		December 31, 2013
Assets
Cash	$	169,958	$	49,723
Short-term U.S. government and agency obligations (Note 3) (cost $2,189,902 and $2,455,715, respectively)		2,189,947		2,455,863
Unrealized appreciation on foreign currency forward contracts		3,517		120,908
Total assets		2,363,422		2,626,494
Liabilities and shareholders’ equity
Liabilities
Management fee payable		1,775		2,721
Unrealized depreciation on foreign currency forward contracts		185,378		19,946
Total liabilities		187,153		22,667
Commitments and Contingencies (Note 2)
Shareholders’ equity
Shareholders’ equity		2,176,269		2,603,827
Total liabilities and shareholders’ equity	$	2,363,422	$	2,626,494
Shares outstanding		100,014		100,014
Net asset value per share	$	21.76	$	26.03
Market value per share (Note 2)	$	21.72	$	25.98

See accompanying notes to financial statements.

77

PROSHARES ULTRA EURO

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2014

(unaudited)

	Principal Amount		Value
Short-term U.S. government and agency obligations (101% of shareholders’ equity)
U.S. Treasury Bills:
0.037% due 10/23/14†	$	246,000	$	245,997
0.036% due 11/13/14†		1,038,000		1,037,981
0.028% due 12/04/14		500,000		499,987
0.026% due 12/18/14		406,000		405,982
Total short-term U.S. government and agency obligations (cost $2,189,902)			$	2,189,947

Foreign Currency Forward Contracts^

	Settlement Date		Local Currency			Notional Amount at Value (USD)			Unrealized Appreciation (Depreciation)
Contracts to Purchase
Euro with Goldman Sachs International		10/03/14		621,725		$	785,243		$	(31,823	)
Euro with UBS AG		10/03/14		2,994,100			3,781,570			(153,555	)
									$	(185,378	)
Contracts to Sell
Euro with Goldman Sachs International		10/03/14		(72,700	)	$	(91,821	)	$	825
Euro with UBS AG		10/03/14		(97,300	)		(122,891	)		2,692
									$	3,517

† All or partial amount pledged as collateral for foreign currency forward contracts.

^ The positions and counterparties herein are as of September 30, 2014. The Funds continually evaluate different counterparties for their transactions and counterparties are subject to change. New counterparties can be added at any time.

See accompanying notes to financial statements.

78

PROSHARES ULTRA EURO

STATEMENTS OF OPERATIONS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Three months ended September 30, 2014			Three months ended September 30, 2013			Nine months ended September 30, 2014			Nine months ended September 30, 2013
Investment Income
Interest	$	231		$	371		$	936		$	1,468
Expenses
Management fee		5,760			8,494			17,908			28,458
Total expenses		5,760			8,494			17,908			28,458
Net investment income (loss)		(5,529	)		(8,123	)		(16,972	)		(26,990	)
Realized and unrealized gain (loss) on investment activity
Net realized gain (loss) on
Foreign currency forward contracts		(172,537	)		41,105			(127,652	)		12,734
Short-term U.S. government and agency obligations		(8	)		9			(8	)		18
Net realized gain (loss)		(172,545	)		41,114			(127,660	)		12,752
Change in net unrealized appreciation/depreciation on
Foreign currency forward contracts		(212,588	)		227,504			(282,823	)		103,314
Short-term U.S. government and agency obligations		30			90			(103	)		(6	)
Change in net unrealized appreciation/depreciation		(212,558	)		227,594			(282,926	)		103,308
Net realized and unrealized gain (loss)		(385,103	)		268,708			(410,586	)		116,060
Net income (loss)	$	(390,632	)	$	260,585		$	(427,558	)	$	89,070
Net income (loss) per weighted-average share	$	(3.91	)	$	1.78		$	(4.27	)	$	0.54
Weighted-average shares outstanding		100,014			146,210			100,014			166,131

See accompanying notes to financial statements.

79

PROSHARES ULTRA EURO

STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014

(unaudited)

Shareholders’ equity, at December 31, 2013	$	2,603,827
Net investment income (loss)		(16,972	)
Net realized gain (loss)		(127,660	)
Change in net unrealized appreciation/depreciation		(282,926	)
Net income (loss)		(427,558	)
Shareholders’ equity, at September 30, 2014	$	2,176,269

See accompanying notes to financial statements.

80

PROSHARES ULTRA EURO

STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Nine months ended September 30, 2014			Nine months ended September 30, 2013
Cash flow from operating activities
Net income (loss)	$	(427,558	)	$	89,070
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Net sale (purchase) of short-term U.S. government and agency obligations		265,813			2,256,005
Change in unrealized appreciation/depreciation on investments		282,926			(103,308	)
Increase (Decrease) in management fee payable		(946	)		(1,219	)
Net cash provided by (used in) operating activities		120,235			2,240,548
Cash flow from financing activities
Payment on shares redeemed		—			(2,433,926	)
Net cash provided by (used in) financing activities		—			(2,433,926	)
Net increase (decrease) in cash		120,235			(193,378	)
Cash, beginning of period		49,723			240,086
Cash, end of period	$	169,958		$	46,708

See accompanying notes to financial statements.

81

PROSHARES ULTRA YEN

STATEMENTS OF FINANCIAL CONDITION

	September 30, 2014 (unaudited)		December 31, 2013
Assets
Cash	$	122,005	$	28,116
Short-term U.S. government and agency obligations (Note 3) (cost $1,732,924 and $2,928,242, respectively)		1,732,967		2,928,556
Unrealized appreciation on foreign currency forward contracts		3,275		4,052
Total assets		1,858,247		2,960,724
Liabilities and shareholders’ equity
Liabilities
Management fee payable		1,388		2,337
Unrealized depreciation on foreign currency forward contracts		159,695		163,361
Total liabilities		161,083		165,698
Commitments and Contingencies (Note 2)
Shareholders’ equity
Shareholders’ equity		1,697,164		2,795,026
Total liabilities and shareholders’ equity	$	1,858,247	$	2,960,724
Shares outstanding		100,014		150,014
Net asset value per share	$	16.97	$	18.63
Market value per share (Note 2)	$	17.06	$	18.61

See accompanying notes to financial statements.

82

PROSHARES ULTRA YEN

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2014

(unaudited)

	Principal Amount		Value
Short-term U.S. government and agency obligations
(102% of shareholders’ equity)
U.S. Treasury Bills:
0.037% due 10/23/14†	$	368,000	$	367,995
0.036% due 11/13/14†		751,000		750,987
0.035% due 11/28/14		471,000		470,989
0.035% due 12/04/14		143,000		142,996
Total short-term U.S. government and agency obligations (cost $1,732,924)			$	1,732,967

Foreign Currency Forward Contracts^

	Settlement Date		Local Currency			Notional Amount at Value (USD)			Unrealized Appreciation (Depreciation)
Contracts to Purchase
Yen with Goldman Sachs International		10/03/14		79,232,400		$	722,445		$	(31,746	)
Yen with UBS AG		10/03/14		312,531,500			2,849,676			(127,949	)
									$	(159,695	)
Contracts to Sell
Yen with Goldman Sachs International		10/03/14		(12,190,700	)	$	(111,155	)	$	2,097
Yen with UBS AG		10/03/14		(7,374,200	)		(67,238	)		1,178
									$	3,275

† All or partial amount pledged as collateral for foreign currency forward contracts.

^ The positions and counterparties herein are as of September 30, 2014. The Funds continually evaluate different counterparties for their transactions and counterparties are subject to change. New counterparties can be added at any time.

See accompanying notes to financial statements.

83

PROSHARES ULTRA YEN

STATEMENTS OF OPERATIONS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Three months ended September 30, 2014			Three months ended September 30, 2013			Nine months ended September 30, 2014			Nine months ended September 30, 2013
Investment Income
Interest	$	167		$	295		$	988		$	1,538
Expenses
Management fee		4,546			7,652			17,855			26,182
Total expenses		4,546			7,652			17,855			26,182
Net investment income (loss)		(4,379	)		(7,357	)		(16,867	)		(24,644	)
Realized and unrealized gain (loss) on investment activity
Net realized gain (loss) on
Foreign currency forward contracts		(86,452	)		(20,255	)		(108,048	)		(1,694,827	)
Short-term U.S. government and agency obligations		7			19			85			72
Net realized gain (loss)		(86,445	)		(20,236	)		(107,963	)		(1,694,755	)
Change in net unrealized appreciation/depreciation on
Foreign currency forward contracts		(209,139	)		65,431			2,889			569,791
Short-term U.S. government and agency obligations		76			(55	)		(271	)		(147	)
Change in net unrealized appreciation/depreciation		(209,063	)		65,376			2,618			569,644
Net realized and unrealized gain (loss)		(295,508	)		45,140			(105,345	)		(1,125,111	)
Net income (loss)	$	(299,887	)	$	37,783		$	(122,212	)	$	(1,149,755	)
Net income (loss) per weighted-average share	$	(3.00	)	$	0.25		$	(0.95	)	$	(7.08	)
Weighted-average shares outstanding		100,014			150,014			129,318			162,285

See accompanying notes to financial statements.

84

PROSHARES ULTRA YEN

STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014

(unaudited)

Shareholders’ equity, at December 31, 2013	$	2,795,026
Redemption of 50,000 shares		(975,650	)
Net investment income (loss)		(16,867	)
Net realized gain (loss)		(107,963	)
Change in net unrealized appreciation/depreciation		2,618
Net income (loss)		(122,212	)
Shareholders’ equity, at September 30, 2014	$	1,697,164

See accompanying notes to financial statements.

85

PROSHARES ULTRA YEN

STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Nine months ended September 30, 2014			Nine months ended September 30, 2013
Cash flow from operating activities
Net income (loss)	$	(122,212	)	$	(1,149,755	)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Net sale (purchase) of short-term U.S. government and agency obligations		1,195,318			1,468,886
Change in unrealized appreciation/depreciation on investments		(2,618	)		(569,644	)
Increase (Decrease) in management fee payable		(949	)		(1,180	)
Net cash provided by (used in) operating activities		1,069,539			(251,693	)
Cash flow from financing activities
Proceeds from addition of shares		—			1,323,474
Payment on shares redeemed		(975,650	)		(1,180,652	)
Net cash provided by (used in) financing activities		(975,650	)		142,822
Net increase (decrease) in cash		93,889			(108,871	)
Cash, beginning of period		28,116			138,033
Cash, end of period	$	122,005		$	29,162

See accompanying notes to financial statements.

86

PROSHARES MANAGED FUTURES STRATEGY*

STATEMENT OF FINANCIAL CONDITION

	September 30, 2014 (unaudited)
Assets
Cash	$	200
Offering costs (Note 5)		65,785
Total assets		65,985
Liabilities and shareholders’ equity
Liabilities
Payable for offering costs		65,785
Total liabilities		65,785
Commitments and Contingencies (Note 2)
Shareholders’ equity
Shareholders’ equity		200
Total liabilities and shareholders’ equity	$	65,985
Shares outstanding		10

* See Note 1 and 9.

See accompanying notes to financial statements.

87

PROSHARES VIX SHORT-TERM FUTURES ETF

STATEMENTS OF FINANCIAL CONDITION

	September 30, 2014 (unaudited)		December 31, 2013
Assets
Cash	$	2,328,086	$	4,333,752
Segregated cash balances with brokers for futures contracts		22,960,500		64,020,350
Short-term U.S. government and agency obligations (Note 3) (cost $112,202,851 and $207,628,319, respectively)		112,201,096		207,636,383
Receivable from capital shares sold		2,083,603		—
Receivable on open futures contracts		528,712		3,179,017
Total assets		140,101,997		279,169,502
Liabilities and shareholders’ equity
Liabilities
Payable for capital shares redeemed		—		8,562,195
Management fee payable		83,865		208,753
Total liabilities		83,865		8,770,948
Commitments and Contingencies (Note 2)
Shareholders’ equity
Shareholders’ equity		140,018,132		270,398,554
Total liabilities and shareholders’ equity	$	140,101,997	$	279,169,502
Shares outstanding		6,724,812		9,474,812
Net asset value per share	$	20.82	$	28.54
Market value per share (Note 2)	$	20.78	$	28.53

See accompanying notes to financial statements.

88

PROSHARES VIX SHORT-TERM FUTURES ETF

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2014

(unaudited)

	Principal Amount		Value
Short-term U.S. government and agency obligations
(80% of shareholders’ equity)
U.S. Treasury Bills:
0.029% due 10/23/14	$	2,720,000	$	2,719,967
0.042% due 11/06/14		3,414,000		3,413,932
0.031% due 11/13/14		3,651,000		3,650,934
0.006% due 11/20/14		6,209,000		6,208,871
0.013% due 11/28/14		1,463,000		1,462,964
0.029% due 12/04/14		15,157,000		15,156,596
0.012% due 12/11/14		37,893,000		37,891,879
0.026% due 12/18/14		2,122,000		2,121,908
0.033% due 01/08/15		3,961,000		3,960,782
0.011% due 01/29/15		6,571,000		6,570,562
0.006% due 02/19/15		14,490,000		14,488,581
0.016% due 03/05/15		14,556,000		14,554,120
Total short-term U.S. government and agency obligations (cost $112,202,851)			$	112,201,096

Futures Contracts Purchased††

	Number of Contracts		Notional Amount at Value		Unrealized Appreciation (Depreciation)
VIX Futures – CBOE, expires October 2014		5,102	$	83,162,600	$	9,043,812
VIX Futures – CBOE, expires November 2014		3,402		56,643,300		3,388,204
					$	12,432,016

†† Cash collateral in the amount of $22,960,500 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

See accompanying notes to financial statements.

89

PROSHARES VIX SHORT-TERM FUTURES ETF

STATEMENTS OF OPERATIONS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Three months ended September 30, 2014			Three months ended September 30, 2013			Nine months ended September 30, 2014			Nine months ended September 30, 2013
Investment Income
Interest	$	6,363		$	10,711		$	40,577		$	54,250
Expenses
Management fee		235,234			365,398			849,283			1,171,508
Brokerage commissions		24,499			—			24,499			—
Total expenses		259,733			365,398			873,782			1,171,508
Net investment income (loss)		(253,370	)		(354,687	)		(833,205	)		(1,117,258	)
Realized and unrealized gain (loss) on investment activity
Net realized gain (loss) on
Futures contracts		(2,990,117	)		(58,627,489	)		(28,437,457	)		(102,880,094	)
Short-term U.S. government and agency obligations		2,249			5,723			13,481			8,753
Net realized gain (loss)		(2,987,868	)		(58,621,766	)		(28,423,976	)		(102,871,341	)
Change in net unrealized appreciation/depreciation on
Futures contracts		19,045,502			1,983,669			29,084,702			3,441,625
Short-term U.S. government and agency obligations		(2,706	)		7,646			(9,819	)		(1,732	)
Change in net unrealized appreciation/depreciation		19,042,796			1,991,315			29,074,883			3,439,893
Net realized and unrealized gain (loss)		16,054,928			(56,630,451	)		650,907			(99,431,448	)
Net income (loss)	$	15,801,558		$	(56,985,138	)	$	(182,298	)	$	(100,548,706	)
Net income (loss) per weighted-average share	$	2.77		$	(14.03	)	$	(0.03	)	$	(27.74	)
Weighted-average shares outstanding		5,708,779			4,060,410			5,489,922			3,624,196

See accompanying notes to financial statements.

90

PROSHARES VIX SHORT-TERM FUTURES ETF

STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014

(unaudited)

Shareholders’ equity, at December 31, 2013	$	270,398,554
Addition of 7,350,000 shares		165,825,697
Redemption of 10,100,000 shares		(296,023,821	)
Net addition (redemption) of (2,750,000) shares		(130,198,124	)
Net investment income (loss)		(833,205	)
Net realized gain (loss)		(28,423,976	)
Change in net unrealized appreciation/depreciation		29,074,883
Net income (loss)		(182,298	)
Shareholders’ equity, at September 30, 2014	$	140,018,132

See accompanying notes to financial statements.

91

PROSHARES VIX SHORT-TERM FUTURES ETF

STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Nine months ended September 30, 2014			Nine months ended September 30, 2013
Cash flow from operating activities
Net income (loss)	$	(182,298	)	$	(100,548,706	)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts		41,059,850			4,750,998
Net sale (purchase) of short-term U.S. government and agency obligations		95,425,468			13,834,840
Change in unrealized appreciation/depreciation on investments		9,819			1,732
Decrease (Increase) in receivable on futures contracts		2,650,305			(7,590,541	)
Increase (Decrease) in management fee payable		(124,888	)		12,187
Increase (Decrease) in payable on futures contracts		—			(31,540,181	)
Net cash provided by (used in) operating activities		138,838,256			(121,079,671	)
Cash flow from financing activities
Proceeds from addition of shares		163,742,094			423,439,517
Payment on shares redeemed		(304,586,016	)		(302,978,467	)
Net cash provided by (used in) financing activities		(140,843,922	)		120,461,050
Net increase (decrease) in cash		(2,005,666	)		(618,621	)
Cash, beginning of period		4,333,752			2,989,958
Cash, end of period	$	2,328,086		$	2,371,337

See accompanying notes to financial statements.

92

PROSHARES VIX MID-TERM FUTURES ETF

STATEMENTS OF FINANCIAL CONDITION

	September 30, 2014 (unaudited)		December 31, 2013
Assets
Cash	$	3,719,873	$	1,906,397
Segregated cash balances with brokers for futures contracts		3,932,900		8,454,390
Short-term U.S. government and agency obligations (Note 3) (cost $37,722,027 and $46,039,268, respectively)		37,722,886		46,040,233
Receivable on open futures contracts		268,191		100,734
Total assets		45,643,850		56,501,754
Liabilities and shareholders’ equity
Liabilities
Payable for capital shares redeemed		—		5,321,983
Management fee payable		30,064		45,448
Total liabilities		30,064		5,367,431
Commitments and Contingencies (Note 2)
Shareholders’ equity
Shareholders’ equity		45,613,786		51,134,323
Total liabilities and shareholders’ equity	$	45,643,850	$	56,501,754
Shares outstanding (Note 9)		712,501		662,501
Net asset value per share (Note 9)	$	64.02	$	77.18
Market value per share (Note 2) (Note 9)	$	63.88	$	77.16

See accompanying notes to financial statements.

93

PROSHARES VIX MID-TERM FUTURES ETF

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2014

(unaudited)

	Principal Amount		Value
Short-term U.S. government and agency obligations
(83% of shareholders’ equity)
U.S. Treasury Bills:
0.029% due 10/09/14	$	1,939,000	$	1,938,993
0.036% due 10/23/14		2,232,000		2,231,973
0.028% due 11/13/14		2,721,000		2,720,951
0.045% due 11/20/14		1,882,000		1,881,961
0.028% due 11/28/14		699,000		698,983
0.035% due 12/04/14		18,780,000		18,779,499
0.028% due 12/11/14		5,607,000		5,606,834
0.010% due 12/18/14		1,825,000		1,824,921
0.002% due 02/19/15		1,092,000		1,091,893
0.037% due 03/05/15		947,000		946,878
Total short-term U.S. government and agency obligations (cost $37,722,027)			$	37,722,886

Futures Contracts Purchased††

	Number of Contracts		Notional Amount at Value		Unrealized Appreciation (Depreciation)
VIX Futures – CBOE, expires January 2015		506	$	8,829,700	$	626,810
VIX Futures – CBOE, expires February 2015		844		15,107,600		640,270
VIX Futures – CBOE, expires March 2015		844		15,403,000		999,160
VIX Futures – CBOE, expires April 2015		338		6,286,800		235,500
					$	2,501,740

†† Cash collateral in the amount of $3,932,900 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

See accompanying notes to financial statements.

94

PROSHARES VIX MID-TERM FUTURES ETF

STATEMENTS OF OPERATIONS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Three months ended September 30, 2014			Three months ended September 30, 2013			Nine months ended September 30, 2014			Nine months ended September 30, 2013
Investment Income
Interest	$	3,406		$	6,721		$	13,659		$	20,472
Expenses
Management fee		92,676			172,413			310,124			410,433
Brokerage commissions		2,966			—			2,966			—
Total expenses		95,642			172,413			313,090			410,433
Net investment income (loss)		(92,236	)		(165,692	)		(299,431	)		(389,961	)
Realized and unrealized gain (loss) on investment activity
Net realized gain (loss) on
Futures contracts		(4,036,079	)		(6,929,719	)		(16,100,400	)		(19,676,804	)
Short-term U.S. government and agency obligations		55			1,962			1,772			3,272
Net realized gain (loss)		(4,036,024	)		(6,927,757	)		(16,098,628	)		(19,673,532	)
Change in net unrealized appreciation/depreciation on
Futures contracts		5,996,790			(6,313,054	)		7,398,429			739,790
Short-term U.S. government and agency obligations		655			3,772			(106	)		(1,300	)
Change in net unrealized appreciation/depreciation		5,997,445			(6,309,282	)		7,398,323			738,490
Net realized and unrealized gain (loss)		1,961,421			(13,237,039	)		(8,700,305	)		(18,935,042	)
Net income (loss)	$	1,869,185		$	(13,402,731	)	$	(8,999,736	)	$	(19,325,003	)
Net income (loss) per weighted-average share (Note 9)	$	2.62		$	(16.04	)	$	(12.71	)	$	(30.58	)
Weighted-average shares outstanding (Note 9)		712,365			835,531			708,312			631,892

See accompanying notes to financial statements.

95

PROSHARES VIX MID-TERM FUTURES ETF

STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014

(unaudited)

Shareholders’ equity, at December 31, 2013	$	51,134,323
Addition of 581,250 shares (Note 9)		40,985,669
Redemption of 531,250 shares (Note 9)		(37,506,470	)
Net addition (redemption) of 50,000 shares (Note 9)		3,479,199
Net investment income (loss)		(299,431	)
Net realized gain (loss)		(16,098,628	)
Change in net unrealized appreciation/depreciation		7,398,323
Net income (loss)		(8,999,736	)
Shareholders’ equity, at September 30, 2014	$	45,613,786

See accompanying notes to financial statements.

96

PROSHARES VIX MID-TERM FUTURES ETF

STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Nine months ended September 30, 2014			Nine months ended September 30, 2013
Cash flow from operating activities
Net income (loss)	$	(8,999,736	)	$	(19,325,003	)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts		4,521,490			(6,282,900	)
Net sale (purchase) of short-term U.S. government and agency obligations		8,317,241			2,148,865
Change in unrealized appreciation/depreciation on investments		106			1,300
Decrease (Increase) in receivable on futures contracts		(167,457	)		(1,619,391	)
Increase (Decrease) in management fee payable		(15,384	)		6,745
Increase (Decrease) in payable on futures contracts		—			(1,890,675	)
Net cash provided by (used in) operating activities		3,656,260			(26,961,059	)
Cash flow from financing activities
Proceeds from addition of shares		40,985,669			131,215,643
Payment on shares redeemed		(42,828,453	)		(104,691,318	)
Net cash provided by (used in) financing activities		(1,842,784	)		26,524,325
Net increase (decrease) in cash		1,813,476			(436,734	)
Cash, beginning of period		1,906,397			2,063,715
Cash, end of period	$	3,719,873		$	1,626,981

See accompanying notes to financial statements.

97

PROSHARES ULTRA VIX SHORT-TERM FUTURES ETF

STATEMENTS OF FINANCIAL CONDITION

	September 30, 2014 (unaudited)		December 31, 2013
Assets
Cash	$	4,383,711	$	2,240,977
Segregated cash balances with brokers for futures contracts		84,721,500		107,101,750
Short-term U.S. government and agency obligations (Note 3) (cost $214,972,937 and $109,530,861, respectively)		214,965,711		109,533,487
Receivable from capital shares sold		—		10,903,664
Receivable on open futures contracts		11,373,242		—
Total assets		315,444,164		229,779,878
Liabilities and shareholders’ equity
Liabilities
Payable for capital shares redeemed		57,110,006		—
Payable on open futures contracts		—		3,356,803
Management fee payable		256,981		189,491
Total liabilities		57,366,987		3,546,294
Commitments and Contingencies (Note 2)
Shareholders’ equity
Shareholders’ equity		258,077,177		226,233,584
Total liabilities and shareholders’ equity	$	315,444,164	$	229,779,878
Shares outstanding		8,670,099		3,372,389
Net asset value per share	$	29.77	$	67.08
Market value per share (Note 2)	$	29.63	$	67.12

See accompanying notes to financial statements.

98

PROSHARES ULTRA VIX SHORT-TERM FUTURES ETF

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2014

(unaudited)

	Principal Amount		Value
Short-term U.S. government and agency obligations
(83% of shareholders’ equity)
U.S. Treasury Bills:
0.014% due 10/23/14	$	35,153,000	$	35,152,570
0.048% due 11/06/14		1,023,000		1,022,980
0.020% due 11/13/14		10,238,000		10,237,817
0.019% due 11/20/14		13,861,000		13,860,711
0.035% due 11/28/14		3,630,000		3,629,912
0.027% due 12/18/14		5,169,000		5,168,776
0.033% due 01/08/15		2,925,000		2,924,839
0.014% due 01/29/15		45,436,000		45,432,971
0.011% due 02/19/15		55,510,000		55,504,565
0.010% due 03/05/15		42,036,000		42,030,570
Total short-term U.S. government and agency obligations (cost $214,972,937)			$	214,965,711

Futures Contracts Purchased††

	Number of Contracts		Notional Amount at Value		Unrealized Appreciation (Depreciation)
VIX Futures – CBOE, expires October 2014		18,828	$	306,896,400	$	33,327,630
VIX Futures – CBOE, expires November 2014		12,550		208,957,500		15,324,457
					$	48,652,087

†† Cash collateral in the amount of $84,721,500 was pledged to cover margin requirements for open futures contracts as September 30, 2014.

See accompanying notes to financial statements.

99

PROSHARES ULTRA VIX SHORT-TERM FUTURES ETF

STATEMENTS OF OPERATIONS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Three months ended September 30, 2014			Three months ended September 30, 2013			Nine months ended September 30, 2014			Nine months ended September 30, 2013
Investment Income
Interest	$	13,610		$	10,797		$	55,542		$	46,863
Expenses
Management fee		689,515			667,541			2,064,694			1,944,995
Brokerage commissions		632,234			602,808			1,802,162			1,824,624
Total expenses		1,321,749			1,270,349			3,866,856			3,769,619
Net investment income (loss)		(1,308,139	)		(1,259,552	)		(3,811,314	)		(3,722,756	)
Realized and unrealized gain (loss) on investment activity
Net realized gain (loss) on
Futures contracts		(4,719,200	)		(197,375,157	)		(255,442,487	)		(297,848,329	)
Swap agreements		—			—			—			(4,453,107	)
Short-term U.S. government and agency obligations		9,696			13,868			23,760			34,128
Net realized gain (loss)		(4,709,504	)		(197,361,289	)		(255,418,727	)		(302,267,308	)
Change in net unrealized appreciation/depreciation on
Futures contracts		89,185,433			9,751,723			72,661,998			10,935,632
Swap agreements		—			—			—			(301,351	)
Short-term U.S. government and agency obligations		(5,896	)		5,260			(9,852	)		5,675
Change in net unrealized appreciation/depreciation		89,179,537			9,756,983			72,652,146			10,639,956
Net realized and unrealized gain (loss)		84,470,033			(187,604,306	)		(182,766,581	)		(291,627,352	)
Net income (loss)	$	83,161,894		$	(188,863,858	)	$	(186,577,895	)	$	(295,350,108	)
Net income (loss) per weighted-average share (Note 1)	$	7.47		$	(106.49	)	$	(24.47	)	$	(249.07	)
Weighted-average shares outstanding (Note 1)		11,128,251			1,773,612			7,625,612			1,185,829

See accompanying notes to financial statements.

100

PROSHARES ULTRA VIX SHORT-TERM FUTURES ETF

STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014

(unaudited)

Shareholders’ equity, at December 31, 2013	$	226,233,584
Addition of 26,025,000 shares		1,037,824,039
Redemption of 20,727,290 shares		(819,402,551	)
Net addition (redemption) of 5,297,710 shares		218,421,488
Net investment income (loss)		(3,811,314	)
Net realized gain (loss)		(255,418,727	)
Change in net unrealized appreciation/depreciation		72,652,146
Net income (loss)		(186,577,895	)
Shareholders’ equity, at September 30, 2014	$	258,077,177

See accompanying notes to financial statements.

101

PROSHARES ULTRA VIX SHORT-TERM FUTURES ETF

STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Nine months ended September 30, 2014			Nine months ended September 30, 2013
Cash flow from operating activities
Net income (loss)	$	(186,577,895	)	$	(295,350,108	)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts		22,380,250			(62,030,793	)
Net sale (purchase) of short-term U.S. government and agency obligations		(105,442,076	)		(100,070,302	)
Change in unrealized appreciation/depreciation on investments		9,852			295,676
Decrease (Increase) in receivable on futures contracts		(11,373,242	)		(30,450,046	)
Increase (Decrease) in management fee payable		67,490			113,764
Increase (Decrease) in payable on futures contracts		(3,356,803	)		(35,666,735	)
Net cash provided by (used in) operating activities		(284,292,424	)		(523,158,544	)
Cash flow from financing activities
Proceeds from addition of shares		1,048,727,703			1,623,405,802
Payment on shares redeemed		(762,292,545	)		(1,099,025,266	)
Net cash provided by (used in) financing activities		286,435,158			524,380,536
Net increase (decrease) in cash		2,142,734			1,221,992
Cash, beginning of period		2,240,977			1,790,825
Cash, end of period	$	4,383,711		$	3,012,817

See accompanying notes to financial statements.

102

PROSHARES SHORT VIX SHORT-TERM FUTURES ETF

STATEMENTS OF FINANCIAL CONDITION

	September 30, 2014 (unaudited)		December 31, 2013
Assets
Cash	$	4,637,566	$	2,153,370
Segregated cash balances with brokers for futures contracts		51,099,750		33,552,650
Short-term U.S. government and agency obligations (Note 3) (cost $227,185,312 and $105,554,675, respectively)		227,183,170		105,559,022
Receivable from capital shares sold		33,676,473		—
Receivable on open futures contracts		—		603,833
Total assets		316,596,959		141,868,875
Liabilities and shareholders’ equity
Liabilities
Payable on open futures contracts		5,914,427		—
Management fee payable		203,759		117,673
Total liabilities		6,118,186		117,673
Commitments and Contingencies (Note 2)
Shareholders’ equity
Shareholders’ equity		310,478,773		141,751,202
Total liabilities and shareholders’ equity	$	316,596,959	$	141,868,875
Shares outstanding		4,150,040		2,100,040
Net asset value per share	$	74.81	$	67.50
Market value per share (Note 2)	$	74.94	$	67.47

See accompanying notes to financial statements.

103

PROSHARES SHORT VIX SHORT-TERM FUTURES ETF

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2014

(unaudited)

	Principal Amount		Value
Short-term U.S. government and agency obligations
(73% of shareholders’ equity)
U.S. Treasury Bills:
0.026% due 10/23/14	$	5,327,000	$	5,326,935
0.025% due 11/06/14		48,777,000		48,776,024
0.026% due 11/13/14		14,822,000		14,821,734
0.045% due 11/20/14		2,661,000		2,660,945
0.020% due 11/28/14		6,540,000		6,539,842
0.024% due 12/04/14		25,218,000		25,217,327
0.030% due 12/11/14		14,951,000		14,950,558
0.012% due 12/18/14		20,174,000		20,173,126
0.040% due 01/08/15		1,850,000		1,849,898
0.010% due 01/29/15		9,455,000		9,454,370
0.017% due 02/19/15		13,159,000		13,157,712
0.020% due 03/05/15		64,263,000		64,254,699
Total short-term U.S. government and agency obligations (cost $227,185,312)			$	227,183,170

Futures Contracts Sold††

	Number of Contracts		Notional Amount at Value		Unrealized Appreciation (Depreciation)
VIX Futures – CBOE, expires October 2014		11,352	$	185,037,600	$	(18,147,969	)
VIX Futures – CBOE, expires November 2014		7,575		126,123,750		(6,900,477	)
					$	(25,048,446	)

†† Cash collateral in the amount of $51,099,750 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

See accompanying notes to financial statements.

104

PROSHARES SHORT VIX SHORT-TERM FUTURES ETF

STATEMENTS OF OPERATIONS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Three months ended September 30, 2014			Three months ended September 30, 2013			Nine months ended September 30, 2014			Nine months ended September 30, 2013
Investment Income
Interest	$	16,267		$	6,018		$	60,496		$	22,651
Expenses
Management fee		620,236			212,926			1,610,858			535,989
Brokerage commissions		385,191			132,363			949,948			335,552
Total expenses		1,005,427			345,289			2,560,806			871,541
Net investment income (loss)		(989,160	)		(339,271	)		(2,500,310	)		(848,890	)
Realized and unrealized gain (loss) on investment activity
Net realized gain (loss) on
Futures contracts		18,146,923			37,631,293			94,414,974			58,706,439
Short-term U.S. government and agency obligations		7,571			4,416			17,530			6,470
Net realized gain (loss)		18,154,494			37,635,709			94,432,504			58,712,909
Change in net unrealized appreciation/depreciation on
Futures contracts		(33,969,073	)		(2,816,258	)		(33,165,401	)		(2,062,754	)
Short-term U.S. government and agency obligations		(2,468	)		3,113			(6,489	)		(807	)
Change in net unrealized appreciation/depreciation		(33,971,541	)		(2,813,145	)		(33,171,890	)		(2,063,561	)
Net realized and unrealized gain (loss)		(15,817,047	)		34,822,564			61,260,614			56,649,348
Net income (loss)	$	(16,806,207	)	$	34,483,293		$	58,760,304		$	55,800,458
Net income (loss) per weighted-average share (Note 1)	$	(5.40	)	$	19.40		$	18.53		$	33.40
Weighted-average shares outstanding (Note 1)		3,109,823			1,777,214			3,171,835			1,670,736

See accompanying notes to financial statements.

105

PROSHARES SHORT VIX SHORT-TERM FUTURES ETF

STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014

(unaudited)

Shareholders’ equity, at December 31, 2013	$	141,751,202
Addition of 8,400,000 shares		595,573,367
Redemption of 6,350,000 shares		(485,606,100	)
Net addition (redemption) of 2,050,000 shares		109,967,267
Net investment income (loss)		(2,500,310	)
Net realized gain (loss)		94,432,504
Change in net unrealized appreciation/depreciation		(33,171,890	)
Net income (loss)		58,760,304
Shareholders’ equity, at September 30, 2014	$	310,478,773

See accompanying notes to financial statements.

106

PROSHARES SHORT VIX SHORT-TERM FUTURES ETF

STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Nine months ended September 30, 2014			Nine months ended September 30, 2013
Cash flow from operating activities
Net income (loss)	$	58,760,304		$	55,800,458
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts		(17,547,100	)		4,007,197
Net sale (purchase) of short-term U.S. government and agency obligations		(121,630,637	)		(8,621,966	)
Change in unrealized appreciation/depreciation on investments		6,489			807
Decrease (Increase) in receivable on futures contracts		603,833			5,524,721
Increase (Decrease) in management fee payable		86,086			20,936
Increase (Decrease) in payable on futures contracts		5,914,427			5,707,549
Net cash provided by (used in) operating activities		(73,806,598	)		62,439,702
Cash flow from financing activities
Proceeds from addition of shares		561,896,894			394,666,787
Payment on shares redeemed		(485,606,100	)		(459,088,575	)
Net cash provided by (used in) financing activities		76,290,794			(64,421,788	)
Net increase (decrease) in cash		2,484,196			(1,982,086	)
Cash, beginning of period		2,153,370			2,236,726
Cash, end of period	$	4,637,566		$	254,640

See accompanying notes to financial statements.

107

PROSHARES TRUST II

COMBINED STATEMENTS OF FINANCIAL CONDITION

	September 30, 2014 (unaudited)		December 31, 2013
Assets
Cash	$	29,779,660	$	23,390,732
Segregated cash balances with brokers for futures contracts		187,160,599		235,046,530
Short-term U.S. government and agency obligations (Note 3) (cost $2,603,056,246 and $2,846,340,077, respectively)		2,603,063,212		2,846,465,825
Unrealized appreciation on swap agreements		1,688,331		1,972,971
Unrealized appreciation on forward agreements		17,954,975		5,633,053
Unrealized appreciation on foreign currency forward contracts		74,969,834		31,593,879
Receivable from capital shares sold		47,122,485		10,903,664
Receivable on open futures contracts		17,866,515		6,930,575
Offering costs (Note 5)		65,785		—
Total assets		2,979,671,396		3,161,937,229
Liabilities and shareholders’ equity
Liabilities
Payable for capital shares redeemed		69,429,438		37,227,491
Payable on open futures contracts		12,658,034		10,071,461
Management fee payable		2,191,447		2,522,868
Unrealized depreciation on swap agreements		1,506,026		2,360,565
Unrealized depreciation on forward agreements		99,718,386		11,533,711
Unrealized depreciation on foreign currency forward contracts		2,853,803		16,014,049
Payable for offering costs		65,785		—
Total liabilities		188,422,919		79,730,145
Commitments and Contingencies (Note 2)
Shareholders’ equity
Shareholders’ equity		2,791,248,477		3,082,207,084
Total liabilities and shareholders’ equity	$	2,979,671,396	$	3,161,937,229
Shares outstanding		77,632,845		77,438,599

See accompanying notes to financial statements.

108

PROSHARES TRUST II

COMBINED STATEMENTS OF OPERATIONS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Three months ended September 30, 2014			Three months ended September 30, 2013			Nine months ended September 30, 2014			Nine months ended September 30, 2013
Investment Income
Interest	$	223,800		$	264,227		$	954,921		$	1,263,706
Expenses
Management fee		6,638,426			7,808,826			20,189,853			23,331,899
Brokerage commissions		1,103,591			809,686			2,991,388			2,386,718
Offering costs		—			5,852			—			141,251
Limitation by Sponsor		—			(1,572	)		—			(57,127	)
Reduction in Limitation by Sponsor		—			6,817			—			—
Total expenses		7,742,017			8,629,609			23,181,241			25,802,741
Net investment income (loss)		(7,518,217	)		(8,365,382	)		(22,226,320	)		(24,539,035	)
Realized and unrealized gain (loss) on investment activity
Net realized gain (loss) on
Futures contracts		26,285,740			(246,978,128	)		(191,301,679	)		(329,688,064	)
Swap agreements		14,171,355			(22,391,664	)		11,100,356			14,724,162
Forward agreements		5,364,040			34,513,980			(33,412,320	)		(507,647,265	)
Foreign currency forward contracts		47,567,904			(14,298,434	)		41,461,914			117,926,595
Short-term U.S. government and agency obligations		36,987			53,877			125,433			148,022
Net realized gain (loss)		93,426,026			(249,100,369	)		(172,026,296	)		(704,536,550	)
Change in net unrealized appreciation/depreciation on
Futures contracts		88,565,200			14,899,913			83,333,081			7,969,862
Swap agreements		12,217,102			19,908,518			569,899			(4,214,201	)
Forward agreements		(160,746,816	)		56,912,643			(75,862,753	)		57,943,478
Foreign currency forward contracts		87,267,536			(38,777,312	)		56,536,201			(62,745,107	)
Short-term U.S. government and agency obligations		(11,313	)		67,477			(118,782	)		(90,537	)
Change in net unrealized appreciation/depreciation		27,291,709			53,011,239			64,457,646			(1,136,505	)
Net realized and unrealized gain (loss)		120,717,735			(196,089,130	)		(107,568,650	)		(705,673,055	)
Net income (loss)	$	113,199,518		$	(204,454,512	)	$	(129,794,970	)	$	(730,212,090	)

See accompanying notes to financial statements.

109

PROSHARES TRUST II

COMBINED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014

(unaudited)

Shareholders’ equity, at December 31, 2013	$	3,082,207,084
Addition of 79,843,760 shares (Note 9)		3,153,708,701
Redemption of 79,649,514 shares (Note 9)		(3,314,872,338	)
Net addition (redemption) of 194,246 shares (Note 9)		(161,163,637	)
Net investment income (loss)		(22,226,320	)
Net realized gain (loss)		(172,026,296	)
Change in net unrealized appreciation/depreciation		64,457,646
Net income (loss)		(129,794,970	)
Shareholders’ equity, at September 30, 2014	$	2,791,248,477

See accompanying notes to financial statements.

110

PROSHARES TRUST II

COMBINED STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013

(unaudited)

	Nine months ended September 30, 2014			Nine months ended September 30, 2013
Cash flow from operating activities
Net income (loss)	$	(129,794,970	)	$	(730,212,090	)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts		47,885,931			(56,966,986	)
Net sale (purchase) of short-term U.S. government and agency obligations		243,283,831			153,464,071
Change in unrealized appreciation/depreciation on investments		18,875,435			9,106,367
Decrease (Increase) in receivable on futures contracts		(10,935,940	)		(32,201,116	)
Decrease (Increase) in receivable from Sponsor		—			5,373
Change in offering cost		(65,785	)		64,027
Increase (Decrease) in management fee payable		(331,421	)		(125,995	)
Increase (Decrease) in payable on futures contracts		2,586,573			(66,462,723	)
Increase (Decrease) in payable for offering costs		65,785			(123,000	)
Net cash provided by (used in) operating activities		171,569,439			(723,452,072	)
Cash flow from financing activities
Proceeds from addition of shares		3,117,489,880			4,840,185,597
Payment on shares redeemed		(3,282,670,391	)		(4,116,802,198	)
Net cash provided by (used in) financing activities		(165,180,511	)		723,383,399
Net increase (decrease) in cash		6,388,928			(68,673	)
Cash, beginning of period		23,390,732			19,959,356
Cash, end of period	$	29,779,660		$	19,890,683

See accompanying notes to financial statements.

111

PROSHARES TRUST II

NOTES TO FINANCIAL STATEMENTS

September 30, 2014

(unaudited)

NOTE 1 – ORGANIZATION

ProShares Trust II (formerly known as the Commodities and Currencies Trust) (the “Trust”) is a Delaware statutory trust formed on October 9, 2007 and is currently organized into separate series (each, a “Fund” and collectively, the “Funds”). As of September 30, 2014, the following twenty-one series of the Trust have commenced investment operations: (i) ProShares UltraShort Bloomberg Commodity, ProShares UltraShort Bloomberg Crude Oil, ProShares UltraShort Bloomberg Natural Gas, ProShares UltraShort Gold, ProShares UltraShort Silver, ProShares UltraShort Australian Dollar, ProShares UltraShort Euro, ProShares UltraShort Yen, ProShares Ultra Bloomberg Commodity, ProShares Ultra Bloomberg Crude Oil, ProShares Ultra Bloomberg Natural Gas, ProShares Ultra Gold, ProShares Ultra Silver, ProShares Ultra Australian Dollar, ProShares Ultra Euro and ProShares Ultra Yen (each, a “Leveraged Fund” and collectively, the “Leveraged Funds”); (ii) ProShares Short Euro (the “Short Euro Fund”); (iii) ProShares Ultra VIX Short-Term Futures ETF and ProShares Short VIX Short-Term Futures ETF (each, a “Geared VIX Fund” and collectively, the “Geared VIX Funds”); and (iv) ProShares VIX Short-Term Futures ETF and ProShares VIX Mid-Term Futures ETF (each, a “Matching VIX Fund” and collectively, the “Matching VIX Funds”). Each of the Funds listed above issues common units of beneficial interest (“Shares”), which represent units of fractional undivided beneficial interest in and ownership of only that Leveraged Fund, Short Euro Fund, Geared VIX Fund or Matching VIX Fund. The Shares of each Leveraged Fund, the Short Euro Fund, each Geared VIX Fund and each Matching VIX Fund are listed on the New York Stock Exchange Archipelago (“NYSE Arca”). The Leveraged Funds, the Short Euro Fund and the Geared VIX Funds, are collectively referred to as the “Geared Funds” in these Notes to Financial Statements. The Geared VIX Funds and the Matching VIX Funds are collectively referred to as the “VIX Funds” in these Notes to Financial Statements.

The Trust registered shares for one additional series: ProShares Managed Futures Strategy (the “Managed Futures Fund”). As of September 30, 2014, the Managed Futures Fund had seed capital, but had not commenced investment operations; therefore, these Financial Statements do not include the Schedule of Investments, Statement of Operations, Statement of Changes in Shareholders’ Equity or Statement of Cash Flows for the Managed Futures Fund.

The Trust had no operations prior to November 24, 2008, other than matters relating to its organization, the registration of each series under the Securities Act of 1933, as amended, and the sale and issuance to ProShare Capital Management LLC (the “Sponsor”) of fourteen Shares at an aggregate purchase price of $350 in each of the following Funds: ProShares UltraShort Bloomberg Commodity, ProShares UltraShort Bloomberg Crude Oil, ProShares UltraShort Gold, ProShares UltraShort Silver, ProShares UltraShort Euro, ProShares UltraShort Yen, ProShares Ultra Bloomberg Commodity, ProShares Ultra Bloomberg Crude Oil, ProShares Ultra Gold, ProShares Ultra Silver, ProShares Ultra Euro and ProShares Ultra Yen.

112

Effective as of July 1, 2014, the official name for the Dow-Jones Commodity Index and its sub-indexes (Dow-Jones Commodity Subindex^SM, Dow Jones-UBS WTI Crude Oil Subindex^SM, and Dow-Jones Natural Gas Subindex^SM) changed to the Bloomberg Commodity Index, Bloomberg Commodity Subindex^SM, Bloomberg WTI Crude Oil Subindex^SM, and Bloomberg Natural Gas Subindex^SM, respectively. The changes were made to reflect the transfer of several Dow Jones-UBS indexes to Bloomberg L.P. The methodology for the underlying index of each Commodity Index Fund will remain the same in all material respects. As a result, the fund name, underlying index name and ticker symbol changed for each of the Commodity Index Funds and are reflected in the financial statements and footnotes. The new name, underlying index name and ticker symbol for each of the Commodity Index Funds are as follows:

Prior Fund Name	New Fund Name	Prior Underlying Index Name and Ticker Symbol	New Underlying Index Name and Ticker Symbol
ProShares UltraShort DJ-UBS Commodity	ProShares UltraShort Bloomberg Commodity	Dow Jones – UBS Commodity IndexSM – DJUBSTR	Bloomberg Commodity IndexSM – BCOMTR
ProShares Ultra DJ-UBS Commodity	ProShares Ultra Bloomberg Commodity	Dow Jones – UBS Commodity IndexSM – DJUBSTR	Bloomberg Commodity IndexSM – BCOMTR
ProShares UltraShort DJ-UBS Crude Oil	ProShares UltraShort Bloomberg Crude Oil	Dow Jones – UBS WTI Crude Oil SubindexSM – DJUBCLTR	Bloomberg WTI Crude Oil SubindexSM – BCOMCLTR
ProShares Ultra DJ-UBS Crude Oil	ProShares Ultra Bloomberg Crude Oil	Dow Jones – UBS WTI Crude Oil SubindexSM – DJUBCLTR	Bloomberg WTI Crude Oil SubindexSM – BCOMCLTR
ProShares UltraShort DJ-UBS Natural Gas	ProShares UltraShort Bloomberg Natural Gas	Dow Jones – UBS Natural Gas SubindexSM – DJUBNGTR	Bloomberg Natural Gas SubindexSM – BCOMNGTR
ProShares Ultra DJ-UBS Natural Gas	ProShares Ultra Bloomberg Natural Gas	Dow Jones – UBS Natural Gas SubindexSM – DJUBNGTR	Bloomberg Natural Gas SubindexSM – BCOMNGTR

Groups of Funds are collectively referred to in several different ways. References to “Short Funds,” “UltraShort Funds,” or “Ultra Funds” refer to the different Funds based upon their investment objectives, but without distinguishing among the Funds’ benchmarks. References to “Commodity Index Funds,” “Commodity Funds” and “Currency Funds” refer to the different Funds according to their general benchmark categories without distinguishing among the Funds’ investment objectives or Fund-specific benchmarks. References to “VIX Funds” refer to the different Funds based upon their investment objective and their general benchmark categories.

Each “Short” Fund seeks daily investment results (before fees and expenses) that correspond to the inverse (-1x) of the daily performance of its corresponding benchmark. Each “UltraShort” Fund seeks daily investment results (before fees and expenses) that correspond to two times the inverse (-2x) of the daily performance of its corresponding benchmark. Each “Ultra” Fund seeks daily investment results (before fees and expenses) that correspond to two times (2x) the daily performance of its corresponding benchmark. Each Matching VIX Fund and the Managed Futures Fund seeks investment results (before fees and expenses), both over a single day and over time, that match the performance of its corresponding benchmark. Daily performance is measured from the calculation of one NAV to the next.

Each of the Funds generally invests in Financial Instruments (i.e., instruments whose value is derived from the value of an underlying asset, rate or index, including futures contracts, swap agreements, forward contracts and other instruments) as a substitute for investing directly in commodities, currencies, or spot volatility products in order to gain exposure to its applicable underlying commodity futures index, commodity, currency exchange rate or equity volatility index. Financial Instruments also are used to produce economically “inverse,” “inverse leveraged” or “leveraged” investment results for the Geared Funds.

The Geared Funds do not seek to achieve their stated investment objective over a period of time greater than a single day because mathematical compounding prevents the Geared Funds from achieving such results. Accordingly, results over periods of time greater than a single day should not be expected to be a simple multiple (e.g., -1x, -2x or 2x) of the period return of the corresponding benchmark and will likely differ significantly. The Matching VIX Funds and the Managed Futures Fund seek to achieve their stated investment objective both over a single day and over time.

113

Share Splits and Reverse Share Splits

The table below includes Share splits and reverse Share splits for the Funds during the nine months ended September 30, 2014 and year ended December 31, 2013. The ticker symbols for these Funds did not change and each Fund continues to trade on the NYSE Arca.

Fund	Execution Date (Prior to Opening of Trading)	Type of Split	Date Trading Resumed at Post- Split Price
ProShares UltraShort Bloomberg Natural Gas	June 10, 2013	1-for-4 reverse Share split	June 10, 2013
ProShares Ultra Silver	January 21, 2014	1-for-4 reverse Share split	January 24, 2014
ProShares VIX Short-Term Futures ETF	June 10, 2013	1-for-5 reverse Share split	June 10, 2013
ProShares Ultra VIX Short-Term Futures ETF	June 10, 2013	1-for-10 reverse Share split	June 10, 2013
ProShares Ultra VIX Short-Term Futures ETF	January 21, 2014	1-for-4 reverse Share split	January 24, 2014
ProShares Short VIX Short-Term Futures ETF	January 21, 2014	2-for-1 Share split	January 24, 2014

The reverse splits were applied retroactively for all periods presented, reducing the number of Shares outstanding for each of ProShares UltraShort Bloomberg Natural Gas, ProShares Ultra Silver, ProShares VIX Short-Term Futures ETF and ProShares Ultra VIX Short-Term Futures ETF, and resulted in a proportionate increase in the price per Share and per Share information of each such Fund. Therefore, the reverse splits did not change the aggregate net asset value of a shareholder’s investment at the time of the reverse split.

The split was applied retroactively for all periods presented, increasing the number of Shares outstanding for ProShares Short VIX Short-Term Futures ETF, and resulted in a proportionate decrease in the price per Share and per Share information of such Fund. Therefore, the split did not change the aggregate net asset value of a shareholder’s investment at the time of the split.

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies followed by each Fund, as applicable, in preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”).

The accompanying unaudited financial statements were prepared in accordance with GAAP for interim financial information and with the instructions for Form 10-Q and the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”). In the opinion of management, all material adjustments, consisting only of normal recurring adjustments, considered necessary for a fair statement of the interim period financial statements have been made. Interim period results are not necessarily indicative of results for a full-year period. These financial statements and the notes thereto should be read in conjunction with the Trust’s and the Funds’ financial statements included in the Trust’s Annual Report on Form 10-K for the year ended December 31, 2013, as filed with the SEC on March 3, 2014.

Use of Estimates & Indemnifications

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in these financial statements. Actual results could differ from those estimates.

In the normal course of business, the Trust enters into contracts that contain a variety of representations which provide general indemnifications. The Trust’s maximum exposure under these arrangements cannot be known; however, the Trust expects any risk of loss to be remote.

Basis of Presentation

Pursuant to rules and regulations of the SEC, financial statements are presented for the Trust as a whole, as the SEC registrant, and for each Fund individually. The debts, liabilities, obligations and expenses incurred, contracted for or otherwise existing with respect to a particular Fund shall be enforceable only against the assets of such Fund and not against the assets of the Trust generally or any other Fund. Accordingly, the assets of one Fund of the Trust include only those funds and other assets that are paid to, held by or distributed to the Trust for the purchase of Shares in that Fund.

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In June 2013, the FASB issued Accounting Standard Update No. 2013-08, “Financial Services – Investment Companies (“Topic 946”): Amendments to the Scope, Measurement and Disclosure Requirements” (“ASU 2013-08”). ASU 2013-08 clarifies the characteristics of an investment company and provides comprehensive guidance for assessing whether an entity is an investment company and for the measurement of non-controlling ownership interests in other investment companies. The Trust and each Fund meet the requirements to be classified as an investment company and follow the accounting and reporting guidance in FASB Topic 946.

Statement of Cash Flows

The cash amount shown in the Statements of Cash Flows is the amount reported as cash in the Statement of Financial Condition dated September 30, 2014, and represents non-segregated cash with the custodian and does not include short-term investments.

Final Net Asset Value for Fiscal Period

The times of the calculation of the Leveraged Funds’, the Short Euro Fund’s, the Geared VIX Funds’ and the Matching VIX Funds’ final net asset value for creation and redemption of fund Shares for the nine months ended September 30, 2014 were as follows. All times are Eastern Standard Time:

	NAV Calculation Time			NAV Calculation Date
UltraShort Silver, Ultra Silver		7:00 a.m.			September 30
UltraShort Gold, Ultra Gold		10:00 a.m.			September 30
UltraShort Bloomberg Crude Oil, Ultra Bloomberg Crude Oil		2:30 p.m.			September 30
UltraShort Bloomberg Natural Gas, Ultra Bloomberg Natural Gas		2:30 p.m.			September 30
UltraShort Bloomberg Commodity, Ultra Bloomberg Commodity		2:30 p.m.	*		September 30
UltraShort Australian Dollar, Ultra Australian Dollar		4:00 p.m.			September 30
Short Euro, UltraShort Euro, Ultra Euro		4:00 p.m.			September 30
UltraShort Yen, Ultra Yen		4:00 p.m.			September 30
VIX Short-Term Futures ETF, Ultra VIX Short-Term Futures ETF, Short VIX Short-Term Futures ETF		4:15 p.m.			September 30
VIX Mid-Term Futures ETF		4:15 p.m.			September 30

* On July 31, 2014, the NAV Calculation Time for ProShares UltraShort Bloomberg Commodity and ProShares Ultra Bloomberg Commodity was changed from 3:00 p.m. to 2:30 p.m.

Although the Leveraged Funds’, the Short Euro Fund’s, the Geared VIX Funds’ and the Matching VIX Funds’ Shares may continue to trade on secondary markets subsequent to the calculation of the final NAV, these times represent the final opportunity to transact in creation or redemption units for the nine months ended September 30, 2014.

Market value per Share is determined at the close of the NYSE Arca and may be later than when the Funds’ NAV per Share is calculated.

For financial reporting purposes, the Leveraged Funds, the Short Euro Fund, and the VIX Funds value transactions based upon the final closing price in their primary markets. Accordingly, the investment valuations in these financial statements may differ from those used in the calculation of certain Leveraged Funds’, the Short Euro Fund’s and VIX Funds’ final creation/redemption NAV for the three and nine months ended September 30, 2014.

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Investment Valuation

Short-term investments are valued at amortized cost which approximates fair value for daily NAV purposes. For financial reporting purposes, short-term investments are valued at their market price using information provided by a third-party pricing service or market quotations. In each of these situations, valuations are typically categorized as Level I in the fair value hierarchy.

Derivatives (e.g., futures contracts, swap agreements, forward agreements and foreign currency forward contracts) are generally valued using independent sources and/or agreements with counterparties or other procedures as determined by the Sponsor. Futures contracts, except for those entered into by the Gold, Silver, Australian Dollar and Short Euro Funds, are generally valued at the last settled price on the applicable exchange on which that future trades. Futures contracts entered into by the Gold, Silver, Australian Dollar and Short Euro Funds are valued at the last sales price prior to the time at which the NAV per Share of a Fund is determined. For financial reporting purposes, all futures contracts are valued at the last settled price. Futures contracts valuations are typically categorized as Level I in the fair value hierarchy. Swap agreements, forward agreements and foreign currency forward contracts valuations are typically categorized as Level II in the fair value hierarchy. If there was no sale on that day, and for non-exchange-traded derivatives, the Sponsor may in its sole discretion choose to determine a fair value price as the basis for determining the market value of such position for such day. Such fair value prices would be generally determined based on available inputs about the current value of the underlying financial instrument or commodity and would be based on principles that the Sponsor deems fair and equitable so long as such principles are consistent with normal industry standards. When market closing prices are not available, the Sponsor may fair value an asset of a Fund pursuant to the policies the Sponsor has adopted, which are consistent with normal industry standards. Depending on the source and relevant significance of valuation inputs, these instruments may be classified as Level II or Level III in the fair value hierarchy.

Fair value pricing may require subjective determinations about the value of an investment. While the Leveraged Funds’, the Short Euro Fund’s and the VIX Funds’ policies are intended to result in a calculation of a Leveraged Fund’s, the Short Euro Fund’s or a VIX Fund’s NAV that fairly reflects investment values as of the time of pricing, a Leveraged Fund, the Short Euro Fund or a VIX Fund cannot ensure that fair values determined by the Sponsor or persons acting at their direction would accurately reflect the price that a Fund could obtain for an investment if it were to dispose of that investment as of the time of pricing (for instance, in a forced or distressed sale). The prices used by a Leveraged Fund, the Short Euro Fund or a VIX Fund may differ from the value that would be realized if the investments were sold and the differences could be material to the financial statements.

Fair Value of Financial Instruments

The Funds disclose the fair value of their investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The disclosure requirements establish a fair value hierarchy that distinguishes between: (1) market participant assumptions developed based on market data obtained from sources independent of the Funds (observable inputs); and (2) the Funds’ own assumptions about market participant assumptions developed based on the best information available under the circumstances (unobservable inputs). The three levels defined by the disclosure requirements hierarchy are as follows:

Level I – Quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date.

Level II – Inputs other than quoted prices included within Level I that are observable for the asset or liability, either directly or indirectly. Level II assets include the following: quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability, and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market-corroborated inputs).

Level III – Unobservable pricing input at the measurement date for the asset or liability. Unobservable inputs shall be used to measure fair value to the extent that observable inputs are not available.

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In some instances, the inputs used to measure fair value might fall in different levels of the fair value hierarchy. The level in the fair value hierarchy within which the fair value measurement in its entirety falls is determined based on the lowest input level that is significant to the fair value measurement in its entirety.

Fair value measurements also require additional disclosure when the volume and level of activity for the asset or liability have significantly decreased, as well as when circumstances indicate that a transaction is not orderly.

The following table summarizes the valuation of investments at September 30, 2014 using the fair value hierarchy:

	Level I – Quoted Prices					Level II – Other Significant Observable Inputs
	Short-Term U.S. Government and Agencies		Futures Contracts*			Forward Agreements			Foreign Currency Forward Contracts			Swap Agreements			Total
UltraShort Bloomberg Commodity	$	3,221,933	$	—		$	—		$	—		$	351,391		$	3,573,324
UltraShort Bloomberg Crude Oil		182,780,326		6,498,525			—			—			1,336,940			190,615,791
UltraShort Bloomberg Natural Gas		16,113,481		(1,869,686	)		—			—			—			14,243,795
UltraShort Gold		76,390,633		19,400			5,603,080			—			—			82,013,113
UltraShort Silver		47,309,314		14,690			12,351,895			—			—			59,675,899
Short Euro		15,108,184		430,669			—			—			—			15,538,853
UltraShort Australian Dollar		17,488,683		1,886,600			—			—			—			19,375,283
UltraShort Euro		441,230,341		—			—			37,323,059			—			478,553,400
UltraShort Yen		388,927,061		—			—			35,131,253			—			424,058,314
Ultra Bloomberg Commodity		3,629,825		—			—			—			(330,554	)		3,299,271
Ultra Bloomberg Crude Oil		183,290,203		(6,067,155	)		—			—			(1,175,472	)		176,047,576
Ultra Bloomberg Natural Gas		59,025,434		4,355,964			—			—			—			63,381,398
Ultra Gold		121,093,621		(19,400	)		(8,125,619	)		—			—			112,948,602
Ultra Silver		448,624,453		(29,380	)		(91,592,767	)		—			—			357,002,306
Ultra Australian Dollar		2,833,943		(321,111	)		—			—			—			2,512,832
Ultra Euro		2,189,947		—			—			(181,861	)		—			2,008,086
Ultra Yen		1,732,967		—			—			(156,420	)		—			1,576,547
VIX Short-Term Futures ETF		112,201,096		12,432,016			—			—			—			124,633,112
VIX Mid-Term Futures ETF		37,722,886		2,501,740			—			—			—			40,224,626
Ultra VIX Short-Term Futures ETF		214,965,711		48,652,087			—			—			—			263,617,798
Short VIX Short-Term Futures ETF		227,183,170		(25,048,446	)		—			—			—			202,134,724
Total Trust	$	2,603,063,212	$	43,436,513		$	(81,763,411	)	$	72,116,031		$	182,305		$	2,637,034,650

* Includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Only current day’s variation margin is reported within the Statements of Financial Condition in receivable/payable on open futures.

At September 30, 2014, there were no Level III portfolio investments for which significant unobservable inputs were used to determine fair value.

The inputs or methodology used for valuing investments are not necessarily an indication of the risk associated with investing in those securities.

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The following table summarizes the valuation of investments at December 31, 2013 using the fair value hierarchy:

	Level I – Quoted Prices					Level II – Other Significant Observable Inputs
	Short-Term U.S. Government and Agencies		Futures Contracts*			Forward Agreements			Foreign Currency Forward Contracts			Swap Agreements			Total
UltraShort Bloomberg Commodity	$	3,453,890	$	—		$	—		$	—		$	(27,665	)	$	3,426,225
UltraShort Bloomberg Crude Oil		247,584,623		(1,232,773	)		—			—			(2,332,900	)		244,018,950
UltraShort Bloomberg Natural Gas		18,274,713		1,042,300			—			—			—			19,317,013
UltraShort Gold		148,988,329		14,520			5,633,053			—			—			154,635,902
UltraShort Silver		114,826,066		14,200			(2,227,857	)		—			—			112,612,409
Short Euro		7,902,056		(33,231	)		—			—			—			7,868,825
UltraShort Australian Dollar		24,198,507		917,605			—			—			—			25,116,112
UltraShort Euro		437,847,159		—			—			(13,748,507	)		—			424,098,652
UltraShort Yen		558,597,264		—			—			29,386,684			—			587,983,948
Ultra Bloomberg Commodity		2,816,688		—			—			—			15,078			2,831,766
Ultra Bloomberg Crude Oil		137,435,610		626,661			—			—			1,957,893			140,020,164
Ultra Bloomberg Natural Gas		58,921,011		(3,656,539	)		—			—			—			55,264,472
Ultra Gold		140,880,950		(14,560	)		(6,812,974	)		—			—			134,053,416
Ultra Silver		467,868,976		(14,200	)		(2,492,880	)		—			—			465,361,896
Ultra Australian Dollar		2,716,439		(118,220	)		—			—			—			2,598,219
Ultra Euro		2,455,863		—			—			100,962			—			2,556,825
Ultra Yen		2,928,556		—			—			(159,309	)		—			2,769,247
VIX Short-Term Futures ETF		207,636,383		(16,652,686	)		—			—			—			190,983,697
VIX Mid-Term Futures ETF		46,040,233		(4,896,689	)		—			—			—			41,143,544
Ultra VIX Short-Term Futures ETF		109,533,487		(24,009,911	)		—			—			—			85,523,576
Short VIX Short-Term Futures ETF		105,559,022		8,116,955			—			—			—			113,675,977
Total Trust	$	2,846,465,825	$	(39,896,568	)	$	(5,900,658	)	$	15,579,830		$	(387,594	)	$	2,815,860,835

* Includes cumulative appreciation/depreciation of futures contracts as reported in the Schedules of Investments as presented in the Form 10-K for the year ended December 31, 2013. Only current day’s variation margin is reported within the Statements of Financial Condition as presented in the Form 10-K for the year ended December 31, 2013 in receivable/payable on open futures.

At December 31, 2013, there were no Level III portfolio investments for which significant unobservable inputs were used to determine fair value.

The inputs or methodology used for valuing investments are not necessarily an indication of the risk associated with investing in those securities.

Investment Transactions and Related Income

Investment transactions are recorded on the trade date. All such transactions are recorded on the identified cost basis and marked to market daily. Unrealized appreciation/depreciation on open contracts are reflected in the Statements of Financial Condition and changes in the unrealized appreciation/depreciation between periods are reflected in the Statements of Operations. Discounts on short-term securities purchased are amortized and reflected as Interest Income in the Statements of Operations.

Brokerage Commissions and Fees

Each Fund pays or will pay its respective brokerage commissions, including applicable exchange fees, National Futures Association (“NFA”) fees, give-up fees, pit brokerage fees and other transaction related fees and expenses charged in connection with trading activities for each Fund’s investment in U.S. Commodity Futures Trading Commission (“CFTC”) regulated investments. The effects

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of trading spreads, financing costs/fees associated with Financial Instruments, and costs relating to the purchase of U.S. Treasury securities or similar high credit quality short-term fixed-income or similar securities would also be borne by the Funds. Brokerage commissions on futures contracts are recognized on a half-turn basis (e.g., the first half is recognized when the contract is purchased (opened) and the second half is recognized when the transaction is closed). For the three and nine months periods ended September 30, 2013 and the period from January 1, 2014 through July 30, 2014, the Sponsor paid brokerage commissions on VIX futures contracts for the Matching VIX Funds. On July 31, 2014, the Sponsor began paying, and is currently paying, brokerage commissions on VIX futures contracts for the Matching VIX Funds that exceed variable create/redeem fees collected by more than 0.02% of the Matching VIX Fund’s average net assets annually.

Federal Income Tax

Each Fund is registered as a series of a Delaware statutory trust and is treated as a partnership for U.S. federal income tax purposes. Accordingly, no Fund expects to incur U.S. federal income tax liability; rather, each beneficial owner of a Fund’s Shares is required to take into account its allocable share of its Fund’s income, gain, loss, deductions and other items for its Fund’s taxable year ending with or within the beneficial owner’s taxable year.

Management of the Funds has reviewed all open tax years and major jurisdictions (i.e., the last four tax year ends and the interim tax period since then, as applicable) and concluded that there is no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns. The Funds are also not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. On an ongoing basis, management will monitor its tax positions taken under the interpretation to determine if adjustments to conclusions are necessary based on factors including, but not limited to, on-going analysis of tax law, regulation, and interpretations thereof.

NOTE 3 – INVESTMENTS

Short-Term Investments

The Funds may purchase U.S. Treasury Bills, agency securities, and other high-credit quality short-term fixed income or similar securities with original maturities of one year or less. A portion of these investments may be posted as collateral in connection with swap agreements and/or used as collateral for a Fund’s trading in futures and forward contracts.

Accounting for Derivative Instruments

In seeking to achieve each Fund’s investment objective, the Sponsor uses a mathematical approach to investing. Using this approach, the Sponsor determines the type, quantity and mix of investment positions, including derivative positions, which the Sponsor believes in combination, should produce returns consistent with a Fund’s objective.

All open derivative positions at period end are reflected on each respective Fund’s Schedule of Investments. Certain Funds utilized a varying level of derivative instruments in conjunction with investment securities in seeking to meet their investment objective during the period. While the volume of open positions may vary on a daily basis as each Fund transacts derivatives contracts in order to achieve the appropriate exposure to meet its investment objective the volume of these open positions relative to the net assets of each respective Fund at the date of this report is generally representative of open positions throughout the reporting period.

Following is a description of the derivative instruments used by the Funds during the reporting period, including the primary underlying risk exposures related to each instrument type.

Futures Contracts

The Funds enter into futures contracts to gain exposure to changes in the value of, or as a substitute for investing directly in (or shorting), an underlying index, currency or commodity. A futures contract obligates the seller to deliver (and the purchaser to accept)

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the future delivery of a specified quantity and type of asset at a specified time and place. The contractual obligations of a buyer or seller may generally be satisfied by taking or making physical delivery of the underlying commodity, if applicable, or by making an offsetting sale or purchase of an identical futures contract on the same or linked exchange before the designated date of delivery, or by cash settlement at expiration of contract.

Upon entering into a futures contract, each Fund is required to deposit and maintain as collateral at least such initial margin as required by the exchange on which the transaction is effected. The initial margin is segregated as cash balances with brokers for futures contracts, as disclosed in the Statements of Financial Condition, and is restricted as to its use. The Funds that enter into futures contracts maintain collateral at the broker in the form of cash. Pursuant to the futures contract, each Fund generally agrees to receive from or pay to the broker(s) an amount of cash equal to the daily fluctuation in value of the futures contract. Such receipts or payments are known as variation margin and are recorded by each Fund as unrealized gains or losses. Each Fund will realize a gain or loss upon closing of a futures transaction.

Futures contracts involve, to varying degrees, elements of market risk and exposure to loss in excess of the amount of variation margin. The face or contract amounts reflect the extent of the total exposure each Fund has in the particular classes of instruments. Additional risks associated with the use of futures contracts are imperfect correlation between movements in the price of the futures contracts and the market value of the underlying index or commodity and the possibility of an illiquid market for a futures contract. With futures contracts, there is minimal but some counterparty risk to the Funds since futures contracts are exchange-traded and the exchange’s clearinghouse, as counterparty to all exchange-traded futures contracts, guarantees the futures contracts against default. Many futures exchanges and boards of trade limit the amount of fluctuation permitted in futures contract prices during a single trading day. Once the daily limit has been reached in a particular contract, no trades may be made that day at a price beyond that limit or trading may be suspended for specified times during the trading day. Futures contracts prices could move to the limit for several consecutive trading days with little or no trading, thereby preventing prompt liquidation of futures positions and potentially subjecting a Fund to substantial losses. If trading is not possible, or if a Fund determines not to close a futures position in anticipation of adverse price movements, the Fund will be required to make daily cash payments of variation margin. The risk the Fund will be unable to close out a futures position will be minimized by entering into such transactions on a national exchange with an active and liquid secondary market.

Swap Agreements

Certain of the Funds enter into swap agreements for purposes of pursuing their investment objectives or as a substitute for investing directly in (or shorting) an underlying index, currency or commodity, or to create an economic hedge against a position. Swap agreements are two-party contracts that have traditionally been entered into primarily with institutional investors in over-the-counter (“OTC”) markets for a specified period, ranging from a day to more than one year. However, the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) provides for significant reforms of the OTC derivative markets, including a requirement to execute certain swap and forward transactions on a CFTC-regulated market and/or to clear such transactions through a CFTC-regulated central clearing organization. In a standard swap transaction, two parties agree to exchange the returns earned or realized on a particular predetermined investment, instrument or index in exchange for a fixed or floating rate of return in respect of a predetermined notional amount. Transaction or commission costs are reflected in the benchmark level at which the transaction is entered into. The gross returns to be exchanged are calculated with respect to a notional amount and the benchmark returns to which the swap is linked. Swap agreements do not involve the delivery of underlying instruments.

Generally, swap agreements entered into by the Funds calculate and settle the obligations of the parties to the agreement on a “net basis” with a single payment. Consequently, each Fund’s current obligations (or rights) under a swap agreement will generally be equal only to the net amount to be paid or received under the agreement based on the relative values of such obligations (or rights) (the “net amount”). In a typical swap agreement entered into by a Matching VIX Fund or an Ultra Fund, the Matching VIX Fund or Ultra Fund would be entitled to settlement payments in the event the level of the benchmark increases and would be required to make payments to the swap counterparties in the event the level of the benchmark decreases, adjusted for any transaction costs or trading spreads on the notional amount the Funds may pay. In a typical swap agreement entered into by a Short Fund or an UltraShort Fund, the Short Fund or UltraShort Fund would be required to make payments to the swap counterparties in the event the level of the benchmark increases and would be entitled to settlement payments in the event the level of the benchmark decreases, adjusted for any transaction costs or trading spreads on the notional amount the Funds may pay.

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The net amount of the excess, if any, of each Fund’s obligations over its entitlements with respect to each uncleared swap agreement is accrued on a daily basis and an amount of cash and/or securities having an aggregate value at least equal to such accrued excess is maintained for the benefit of the counterparty in a segregated account by the Funds’ Custodian. The net amount of the excess, if any, of each Fund’s entitlements over its obligations with respect to each uncleared swap agreement is accrued on a daily basis and an amount of cash and/or securities having an aggregate value at least equal to such accrued excess is maintained for the benefit of the Fund in a segregated account by the Fund’s Custodian. Until a swap agreement is settled in cash, the gain or loss on the notional amount less any transaction costs or trading spreads payable by each Fund on the notional amount are recorded as “unrealized appreciation or depreciation on swap agreements” and, when cash is exchanged, the gain or loss realized is recorded as “realized gains or losses on swap agreements.” Swap agreements are generally valued at the last settled price of the benchmark referenced asset.

The Trust, on behalf of a Fund, may enter into agreements with certain counterparties for derivative transactions. These agreements contain various conditions, events of default, termination events, covenants and representations. The triggering of certain events or the default on certain terms of the agreement could allow a party to terminate a transaction under the agreement and request immediate payment in an amount equal to the net positions owed the party under the agreement. This could cause a Fund to have to enter into a new transaction with the same counterparty, enter into a transaction with a different counterparty or seek to achieve its investment objective through any number of different investments or investment techniques.

Swap agreements involve, to varying degrees, elements of market risk and exposure to loss in excess of the unrealized gain/loss reflected. The notional amounts reflect the extent of the total investment exposure each Fund has under the swap agreement, which may exceed the NAV of each Fund. Additional risks associated with the use of swap agreements are imperfect correlations between movements in the notional amount and the price of the underlying reference index and the inability of counterparties to perform. Each Fund bears the risk of loss of the amount expected to be received under a swap agreement in the event of the default or bankruptcy of a swap agreement counterparty. A Fund will typically enter into swap agreements only with major global financial institutions. The creditworthiness of each of the firms that is a party to a swap agreement is monitored by the Sponsor. The Sponsor may use various techniques to minimize credit risk including early termination and payment, using different counterparties, limiting the net amount due from any individual counterparty and generally requiring collateral to be posted by the counterparty in an amount approximately equal to that owed to the Funds. All of the outstanding swap agreements at September 30, 2014 contractually terminate within one month but may be terminated without penalty by either party daily. Upon termination, the Fund is entitled to pay or receive the “unrealized appreciation or depreciation” amount.

The Funds, as applicable, collateralize swap agreements by segregating or designating cash and/or certain securities as indicated on the Statements of Financial Condition or Schedules of Investments. As noted above, collateral posted in connection with uncleared derivative transactions is held for the benefit of the counterparty in a segregated tri-party account at the Custodian to protect the counterparty against non-payment by the Funds. In the event of a default by the counterparty, the Funds will seek withdrawal of this collateral from the segregated account and may incur certain costs in exercising its right with respect to the collateral. If a counterparty becomes bankrupt or otherwise fails to perform its obligations due to financial difficulties, the Funds may experience significant delays in obtaining any recovery in a bankruptcy or other reorganizational proceeding. The Funds may obtain only limited recovery or may obtain no recovery in such circumstances.

The Funds remain subject to credit risk with respect to the amount they expect to receive from counterparties. However, the Funds have sought to mitigate these risks in connection with uncleared swaps by generally requiring that the counterparties for each Fund agree to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to what the counterparty owes the Fund, subject to certain minimum thresholds. In the event of the bankruptcy of a counterparty, the Fund will have direct access to the collateral received from the counterparty, generally as of the day prior to the bankruptcy, because there is a one day time lag between the Fund’s request for collateral and the delivery of such collateral. To the extent any such collateral is insufficient, the Funds will be exposed to counterparty risk as described above, including the possible delays in recovering amounts as a result of bankruptcy proceedings. As of September 30, 2014, the collateral posted by counterparties consisted of cash and/or U.S. Treasury securities.

The counterparty/credit risk for cleared derivative transactions is generally lower than for uncleared OTC derivatives since generally a clearing organization becomes substituted for each counterparty to a cleared derivative contract and, in effect, guarantees the parties’ performance under the contract as each party to a trade looks only to the clearing organization for performance of financial obligations. In addition, cleared derivative transactions benefit from daily marking-to-market and settlement, and segregation and minimum capital requirements applicable to intermediaries.

121

Forward Contracts

Certain of the Funds enter into forward contracts for purposes of pursuing their investment objectives and as a substitute for investing directly in (or shorting) commodities and/or currencies. A forward contract is an agreement between two parties to purchase or sell a specified quantity of an asset at or before a specified date in the future at a specified price. Forward contracts are typically traded in OTC markets and all details of the contract are negotiated between the counterparties to the agreement. Accordingly, the forward contracts are valued by reference to the contracts traded in the OTC markets.

The contractual obligations of a buyer or seller may generally be satisfied by taking or making physical delivery of the underlying commodity or currency, establishing an opposite position in the contract and recognizing the profit or loss on both positions simultaneously on the delivery date or, in some instances, paying a cash settlement before the designated date of delivery. The forward contracts are adjusted by the daily fluctuation of the underlying commodity or currency and any gains or losses are recorded for financial statement purposes as unrealized gains or losses until the contract settlement date.

Forward contracts have traditionally not been cleared or guaranteed by a third party. However, the Dodd-Frank Act provides for significant reforms of the OTC derivatives markets, including a requirement to execute most forward contracts on a CFTC-regulated market and/or to clear such transactions through a CFTC-regulated central clearing organization. The Funds may collateralize uncleared forward commodity contracts by segregating or designating cash and/or certain securities as indicated on their Statements of Financial Condition or Schedules of Investments. Such collateral is held for the benefit of the counterparty in a segregated tri-party account at the Custodian to protect the counterparty against non-payment by the Funds. In the event of a default by the counterparty, the Funds will seek withdrawal of this collateral from the segregated account and may incur certain costs in exercising its right with respect to the collateral. If a counterparty becomes bankrupt or otherwise fails to perform its obligations due to financial difficulties, the Funds may experience significant delays in obtaining any recovery in a bankruptcy or other reorganizational proceeding. The Funds may obtain only limited recovery or may obtain no recovery in such circumstances.

The Funds remain subject to credit risk with respect to the amount they expect to receive from counterparties. However, the Funds have sought to mitigate these risks by generally requiring that the counterparties for each Fund agree to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to what the counterparty owes the Fund, subject to minimum thresholds. In the event of the bankruptcy of a counterparty, the Fund will have direct access to the collateral received from the counterparty, generally as of the day prior to the bankruptcy, because there is a one day time lag between the Fund’s request for collateral and the delivery of such collateral. To the extent any such collateral is insufficient, the Fund will be exposed to counterparty risk as described above, including the possible delays in recovering amounts as a result of bankruptcy proceedings. As of September 30, 2014, the collateral posted by counterparties consisted of cash and/or U.S. Treasury securities.

Participants in trading foreign exchange forward contracts often do not require margin deposits, but rely upon internal credit limitations and their judgments regarding the creditworthiness of their counterparties. In recent years, however, many OTC market participants in foreign exchange trading have begun to require their counterparties to post margin.

A Fund will typically enter into forward contracts only with major global financial institutions. The creditworthiness of each of the firms that is a party to a forward contract is monitored by the Sponsor.

The counterparty/credit risk for cleared derivative transactions is generally lower than for uncleared OTC derivatives since generally a clearing organization becomes substituted for each counterparty to a cleared derivative contract and, in effect, guarantees the parties’ performance under the contract as each party to a trade looks only to the clearing organization for performance of financial obligations. In addition, cleared derivative transactions benefit from daily marking-to-market and settlement, and segregation and minimum capital requirements applicable to intermediaries.

122

Fair Value of Derivative Instruments

as of September 30, 2014

Asset Derivatives						Liability Derivatives
Derivatives not accounted for as hedging instruments	Statements of Financial Condition Location	Fund	Unrealized Appreciation			Statements of Financial Condition Location	Fund	Unrealized Depreciation
Commodities Contracts	Receivables on open futures contracts, unrealized appreciation on swap and/or forward agreements	ProShares UltraShort Bloomberg Commodity	$	351,391		Payable on open futures contracts, unrealized depreciation on swap and/or forward agreements	ProShares UltraShort Bloomberg Natural Gas	$	1,869,686	*
		ProShares UltraShort Bloomberg Crude Oil		7,835,465	*		ProShares Ultra     Bloomberg Commodity		330,554
		ProShares UltraShort Gold		5,622,480	*		ProShares Ultra Bloomberg Crude Oil		7,242,627	*
		ProShares UltraShort Silver		12,366,585	*		ProShares Ultra Gold		8,145,019	*
		ProShares Ultra Bloomberg Natural Gas		4,355,964	*		ProShares Ultra Silver		91,622,147	*
Foreign Exchange Contracts	Unrealized appreciation on foreign currency forward contracts and receivables on open futures contracts	ProShares Short Euro		430,669	*	Unrealized depreciation on foreign currency forward contracts and payable on open futures contracts	ProShares UltraShort Euro		1,779,484
		ProShares UltraShort Australian Dollar		1,886,600	*		ProShares UltraShort Yen		729,246
		ProShares UltraShort Euro		39,102,543			ProShares Ultra Australian Dollar		321,111	*
		ProShares UltraShort Yen		35,860,499			ProShares Ultra Euro		185,378
		ProShares Ultra Euro		3,517			ProShares Ultra Yen		159,695
		ProShares Ultra Yen		3,275
VIX Futures Contracts	Receivables on open futures contracts	ProShares VIX Short-Term Futures ETF		12,432,016	*	Payable on open futures contracts	ProShares Short VIX Short-Term Futures ETF		25,048,446	*
		ProShares VIX Mid-Term Futures ETF		2,501,740	*
		ProShares Ultra VIX Short-Term Futures ETF		48,652,087	*
		Total Trust	$	171,404,831	*		Total Trust	$	137,433,393	*

* Includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Only current day’s variation margin is reported within the Statements of Financial Condition in receivable/payable on open futures contracts.

123

Fair Value of Derivative Instruments

as of December 31, 2013

Asset Derivatives						Liability Derivatives
Derivatives not accounted for as hedging instruments	Statements of Financial Condition Location	Fund	Unrealized Appreciation			Statements of Financial Condition Location	Fund	Unrealized Depreciation
Commodities Contracts	Receivables on open futures contracts, unrealized appreciation on swap and/or forward agreements	ProShares UltraShort Bloomberg Natural Gas	$	1,042,300	*	Payable on open futures contracts, unrealized depreciation on swap and/or forward agreements	ProShares UltraShort Bloomberg Commodity	$	27,665
		ProShares UltraShort Gold		5,647,573	*		ProShares UltraShort Bloomberg Crude Oil		3,565,673	*
		ProShares UltraShort Silver		14,200	*		ProShares UltraShort Silver		2,227,857
		ProShares Ultra Bloomberg Commodity		15,078			ProShares Ultra Bloomberg Natural Gas		3,656,539	*
		ProShares Ultra Bloomberg Crude Oil		2,584,554	*		ProShares Ultra Gold		6,827,534	*
							ProShares Ultra Silver		2,507,080	*
Foreign Exchange Contracts	Unrealized appreciation on foreign currency forward contracts and receivables on open futures contracts	ProShares UltraShort Australian Dollar		917,605	*	Unrealized depreciation on foreign currency forward contracts and payable on open futures contracts	ProShares Short Euro		33,231	*
		ProShares UltraShort Euro		151,351			ProShares UltraShort Euro		13,899,858
		ProShares UltraShort Yen		31,317,568			ProShares UltraShort Yen		1,930,884
		ProShares Ultra Euro		120,908			ProShares Ultra Australian Dollar		118,220	*
		ProShares Ultra Yen		4,052			ProShares Ultra Euro		19,946
							ProShares Ultra Yen		163,361
VIX Futures Contracts	Receivables on open futures contracts	ProShares Short VIX Short-Term Futures ETF				Payable on open futures contracts	ProShares VIX Short-Term Futures ETF		16,652,686	*
				8,116,955	*		ProShares VIX Mid-Term Futures ETF		4,896,689	*
							ProShares Ultra VIX Short-Term Futures ETF		24,009,911	*
		Total Trust	$	49,932,144	*		Total Trust	$	80,537,134	*

* Includes cumulative appreciation/depreciation of futures contracts as reported in the Schedules of Investments as presented in the Form 10-K for the year ended December 31, 2013. Only current day’s variation margin is reported within the Statements of Financial Condition as presented in the Form 10-K for the year ended December 31, 2013 in receivable/payable on open futures contracts.

124

The Effect of Derivative Instruments on the Statements of Operations

For the three months ended September 30, 2014

Derivatives not accounted for as hedging instruments	Location of Gain or (Loss) on Derivatives Recognized in Income	Fund	Realized Gain or (Loss) on Derivatives Recognized in Income			Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income
Commodity Contracts	Net realized gain (loss) on futures contracts, swap and/or forward agreements/changes in unrealized appreciation/ depreciation on futures contracts, swap and/or forward agreements	ProShares UltraShort Bloomberg Commodity	$	502,112		$	401,110
		ProShares UltraShort Bloomberg Crude Oil		42,549,744			29,109,258
		ProShares UltraShort Bloomberg Natural Gas		13,918,036			(4,337,530	)
		ProShares UltraShort Gold		(4,376,264	)		16,210,828
		ProShares UltraShort Silver		(1,123,414	)		22,946,708
		ProShares Ultra Bloomberg Commodity		(651,785	)		(339,598	)
		ProShares Ultra Bloomberg Crude Oil		(16,410,261	)		(12,476,761	)
		ProShares Ultra Bloomberg Natural Gas		(7,087,097	)		5,766,729
		ProShares Ultra Gold		1,375,191			(21,377,754	)
		ProShares Ultra Silver		9,486,957			(178,532,813	)
Foreign Exchange Contracts	Net realized gain (loss) on futures contracts and/or foreign currency forward contracts/changes in unrealized appreciation/ depreciation on futures contracts and/or foreign currency forward contracts	ProShares Short Euro		767,314			541,828
		ProShares UltraShort Australian Dollar		549,795			2,249,440
		ProShares UltraShort Euro		32,039,809			42,910,400
		ProShares UltraShort Yen		15,787,084			44,778,863
		ProShares Ultra Australian Dollar		(80,720	)		(384,611	)
		ProShares Ultra Euro		(172,537	)		(212,588	)
		ProShares Ultra Yen		(86,452	)		(209,139	)
VIX Futures Contracts	Net realized gain (loss) on futures contracts/ changes in unrealized appreciation/depreciation on futures contracts	ProShares VIX Short-Term Futures ETF		(2,990,117	)		19,045,502
		ProShares VIX Mid-Term Futures ETF		(4,036,079	)		5,996,790
		ProShares Ultra VIX Short-Term Futures ETF		(4,719,200	)		89,185,433
		ProShares Short VIX Short-Term Futures ETF		18,146,923			(33,969,073	)
		Total Trust	$	93,389,039		$	27,303,022

125

The Effect of Derivative Instruments on the Statements of Operations

For the three months ended September 30, 2013

Derivatives not accounted for as hedging instruments	Location of Gain or (Loss) on Derivatives Recognized in Income	Fund	Realized Gain or (Loss) on Derivatives Recognized in Income			Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income
Commodity Contracts	Net realized gain (loss) on futures contracts, swap and/or forward agreements/changes in unrealized appreciation/ depreciation on futures contracts, swap and/or forward agreements	ProShares UltraShort Bloomberg Commodity	$	13,664		$	(212,120	)
		ProShares UltraShort Bloomberg Crude Oil		(86,184,111	)		44,663,321
		ProShares UltraShort Bloomberg Natural Gas		2,862,705			(1,862,190	)
		ProShares UltraShort Gold		6,021,147			(44,053,880	)
		ProShares UltraShort Silver		6,003,481			(32,088,651	)
		ProShares Ultra Bloomberg Commodity		(85,078	)		233,903
		ProShares Ultra Bloomberg Crude Oil		53,589,084			(18,204,607	)
		ProShares Ultra Bloomberg Natural Gas		(14,491,916	)		9,380,633
		ProShares Ultra Gold		(5,910,890	)		36,566,124
		ProShares Ultra Silver		28,400,072			96,489,190
Foreign Exchange Contracts	Net realized gain (loss) on futures contracts, swap and/or forward agreements/changes in unrealized appreciation/ depreciation on futures contracts, swap and/or forward agreements	ProShares Short Euro		(39,024	)		(208,707	)
		ProShares UltraShort Australian Dollar		389,254			(1,865,253	)
		ProShares UltraShort Euro		(8,625,860	)		(30,678,790	)
		ProShares UltraShort Yen		(5,693,424	)		(8,391,457	)
		ProShares Ultra Australian Dollar		(123,128	)		277,231
		ProShares Ultra Euro		41,105			227,504
		ProShares Ultra Yen		(20,255	)		65,431
VIX Futures Contracts	Net realized gain (loss) on futures contracts/changes in unrealized appreciation/depreciation on futures contracts	ProShares VIX Short-Term Futures ETF		(58,627,489	)		1,983,669
		ProShares VIX Mid-Term Futures ETF		(6,929,719	)		(6,313,054	)
		ProShares Ultra VIX Short-Term Futures ETF		(197,375,157	)		9,751,723
		ProShares Short VIX Short-Term Futures ETF		37,631,293			(2,816,258	)
		Total Trust	$	(249,154,246	)	$	52,943,762

126

The Effect of Derivative Instruments on the Statements of Operations

For the nine months ended September 30, 2014

Derivatives not accounted for as hedging instruments	Location of Gain or (Loss) on Derivatives Recognized in Income	Fund	Realized Gain or (Loss) on Derivatives Recognized in Income			Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income
Commodity Contracts	Net realized gain (loss) on futures contracts, swap and/or forward agreements/changes in unrealized appreciation/ depreciation on futures contracts, swap and/or forward agreements	ProShares UltraShort Bloomberg Commodity	$	(3,522	)	$	379,056
		ProShares UltraShort Bloomberg Crude Oil		(1,295,265	)		11,401,138
		ProShares UltraShort Bloomberg Natural Gas		2,732,493			(2,911,986	)
		ProShares UltraShort Gold		(12,650,556	)		(25,093	)
		ProShares UltraShort Silver		(1,282,703	)		14,580,242
		ProShares Ultra Bloomberg Commodity		(274,839	)		(345,632	)
		ProShares Ultra Bloomberg Crude Oil		14,597,508			(9,827,181	)
		ProShares Ultra Bloomberg Natural Gas		9,878,729			8,012,503
		ProShares Ultra Gold		3,319,675			(1,317,485	)
		ProShares Ultra Silver		(22,797,421	)		(89,115,067	)
Foreign Exchange Contracts	Net realized gain (loss) on futures contracts and/or foreign currency forward contracts/changes in unrealized appreciation/ depreciation on futures contracts and/or foreign currency forward contracts	ProShares Short Euro		925,848			463,900
		ProShares UltraShort Australian Dollar		(1,375,743	)		968,995
		ProShares UltraShort Euro		25,744,724			51,071,566
		ProShares UltraShort Yen		15,952,890			5,744,569
		ProShares Ultra Australian Dollar		177,523			(202,891	)
		ProShares Ultra Euro		(127,652	)		(282,823	)
		ProShares Ultra Yen		(108,048	)		2,889
VIX Futures Contracts	Net realized gain (loss) on futures contracts/ changes in unrealized appreciation/depreciation on futures contracts	ProShares VIX Short-Term Futures ETF		(28,437,457	)		29,084,702
		ProShares VIX Mid-Term Futures ETF		(16,100,400	)		7,398,429
		ProShares Ultra VIX Short-Term Futures ETF		(255,442,487	)		72,661,998
		ProShares Short VIX Short-Term Futures ETF		94,414,974			(33,165,401	)
		Total Trust	$	(172,151,729	)	$	64,576,428

127

The Effect of Derivative Instruments on the Statements of Operations

For the nine months ended September 30, 2013

Derivatives not accounted for as hedging instruments	Location of Gain or (Loss) on Derivatives Recognized in Income	Fund	Realized Gain or (Loss) on Derivatives Recognized in Income			Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income
Commodity Contracts	Net realized gain (loss) on futures contracts, swap and/or forward agreements/changes in unrealized appreciation/depreciation on futures contracts, swap and/or forward agreements	ProShares UltraShort Bloomberg Commodity	$	472,331		$	51,626
		ProShares UltraShort Bloomberg Crude Oil		(91,283,615	)		53,041,584
		ProShares UltraShort Bloomberg Natural Gas		254,565			58,149
		ProShares UltraShort Gold		39,762,664			4,027,954
		ProShares UltraShort Silver		86,823,320			(10,266,771	)
		ProShares Ultra Bloomberg Commodity		(868,053	)		68,896
		ProShares Ultra Bloomberg Crude Oil		140,887,078			(68,999,815	)
		ProShares Ultra Bloomberg Natural Gas		410,025			7,251,345
		ProShares Ultra Gold		(124,334,744	)		(1,513,242	)
		ProShares Ultra Silver		(509,899,199	)		65,695,557
Foreign Exchange Contracts	Net realized gain (loss) on futures contracts, swap and/or forward agreements/changes in unrealized appreciation/ depreciation on futures contracts, swap and/or forward agreements	ProShares Short Euro		(114,962	)		(86,038	)
		ProShares UltraShort Australian Dollar		2,294,351			(552,202	)
		ProShares UltraShort Euro		(19,722,590	)		(12,784,494	)
		ProShares UltraShort Yen		139,331,278			(50,633,718	)
		ProShares Ultra Australian Dollar		(863,033	)		169,154
		ProShares Ultra Euro		12,734			103,314
		ProShares Ultra Yen		(1,694,827	)		569,791
VIX Futures Contracts	Net realized gain (loss) on futures contracts and swap agreements/changes in unrealized appreciation/depreciation on futures contracts	ProShares VIX Short-Term Futures ETF		(102,880,094	)		3,441,625
		ProShares VIX Mid-Term Futures ETF		(19,676,804	)		739,790
		ProShares Ultra VIX Short-Term Futures ETF		(302,301,436	)		10,634,281
		ProShares Short VIX Short-Term Futures ETF		58,706,439			(2,062,754	)
		Total Trust	$	(704,684,572	)	$	(1,045,968	)

128

Offsetting Assets and Liabilities

The Funds are subject to master netting agreements or similar arrangements that allow for amounts owed between the Funds and the counterparty to be netted upon an early termination. The party that has the larger payable pays the excess of the larger amount over the smaller amount to the other party. The master netting agreements or similar arrangements do not apply to amounts owed to/from different counterparties. As described above, the Funds utilize derivative instruments to achieve their investment objective during the year. The amounts shown in the Statements of Financial Condition do not take into consideration the effects of legally enforceable master netting agreements or similar arrangements.

For financial reporting purposes, the Funds do not offset derivative assets and derivative liabilities that are subject to netting arrangements in the Statements of Financial Condition. The following table presents each Fund’s derivatives by investment type and by counterparty net of amounts available for offset under a master netting agreement and the related collateral received or pledged by the Funds as of September 30, 2014 and December 31, 2013:

Fair Values of Derivative Instruments as of September 30, 2014
	Assets						Liabilities
	Gross Amounts of Recognized Assets presented in the Statements of Financial Condition		Gross Amounts Offset in the Statements of Financial Condition		Net Amounts of Assets presented in the Statements of Financial Condition		Gross Amounts of Recognized Liabilities presented in the Statements of Financial Condition		Gross Amounts Offset in the Statements of Financial Condition		Net Amounts of Liabilities presented in the Statements of Financial Condition
ProShares UltraShort Bloomberg Commodity
Swap agreements	$	351,391	$	—	$	351,391	$	—	$	—	$	—
ProShares UltraShort Bloomberg Crude Oil
Futures contracts*		5,351,442		—		5,351,442		—		—		—
Swap agreements		1,336,940		—		1,336,940		—		—		—
ProShares UltraShort Bloomberg Natural Gas
Futures contracts*		242,198		—		242,198		—		—		—
ProShares UltraShort Gold
Forward agreements		5,603,080		—		5,603,080		—		—		—
Futures contracts*		760		—		760		—		—		—
ProShares UltraShort Silver
Forward agreements		12,351,895		—		12,351,895		—		—		—
Futures contracts*		1,905		—		1,905		—		—		—
ProShares Short Euro
Futures contracts*		86,385		—		86,385		—		—		—
ProShares UltraShort Australian Dollar
Futures contracts*		—		—		—		83,164		—		83,164
ProShares UltraShort Euro
Foreign currency forward contracts		39,102,543		—		39,102,543		1,779,484		—		1,779,484
ProShares UltraShort Yen
Foreign currency forward contracts		35,860,499		—		35,860,499		729,246		—		729,246
ProShares Ultra Bloomberg Commodity
Swap agreements		—		—		—		330,554		—		330,554
ProShares Ultra Bloomberg Crude Oil
Futures contracts*		—		—		—		5,850,066		—		5,850,066
Swap agreements		—		—		—		1,175,472		—		1,175,472
ProShares Ultra Bloomberg Natural Gas
Futures contracts*		—		—		—		803,837		—		803,837
ProShares Ultra Gold
Forward agreements		—		—		—		8,125,619		—		8,125,619

129

Futures contracts*	—	—	—	1,440	—	1,440
ProShares Ultra Silver
Forward agreements	—	—	—	91,592,767	—	91,592,767
Futures contracts*	—	—	—	5,100	—	5,100
ProShares Ultra Australian Dollar
Futures contracts*	13,680	—	13,680	—	—	—
ProShares Ultra Euro
Foreign currency forward contracts	3,517	—	3,517	185,378	—	185,378
ProShares Ultra Yen
Foreign currency forward contracts	3,275	—	3,275	159,695	—	159,695
ProShares VIX Short-Term Futures ETF
Futures contracts*	528,712	—	528,712	—	—	—
ProShares VIX Mid-Term Futures ETF
Futures contracts*	268,191	—	268,191	—	—	—
ProShares Ultra VIX Short-Term Futures ETF
Futures contracts*	11,373,242	—	11,373,242	—	—	—
ProShares Short VIX Short-Term Futures ETF
Futures contracts*	—	—	—	5,914,427	—	5,914,427

* Current day’s variation margin is reported within the Statements of Financial Condition in receivable/payable on open futures contracts; Cumulative appreciation/depreciation is reported in the Schedule of Investments.

Asset (Liability) amounts shown in the table below represent amounts owed to (by) the Funds for the derivative-related investments at September 30, 2014. These amounts may be collateralized by cash or financial instruments, segregated for the benefit of the Funds or the counterparties, depending on whether the related contracts are in an appreciated or depreciated position at period end. Amounts shown in the column labeled “Net Amount” represent the un-collateralized portions of these amounts at period end. These amounts may be un-collateralized due to timing differences related to market movements or due to minimum thresholds for collateral movement, as further described above under the caption “Account for Derivative Instruments”.

Gross Amounts Not Offset in the Statements of Financial Condition
	Amounts of Recognized Assets / (Liabilities) presented in the Statements of Financial Condition		Financial Instruments for the Benefit of (the Funds) / the Counterparties			Cash Collateral for the Benefit of (the Funds)/the Counterparties			Net Amount
ProShares UltraShort Bloomberg Commodity
Deutsche Bank AG	$	138,092	$	—		$	—		$	138,092
Goldman Sachs International		151,279		—			—			151,279
UBS AG		62,020		—			—			62,020
ProShares UltraShort Bloomberg Crude Oil
Deutsche Bank AG		386,649		—			(150,000	)		236,649
Goldman Sachs & Co.		5,351,442		—			—			5,351,442
Goldman Sachs International		119,484		—			—			119,484
Societe Generale S.A.		263,194		(263,194	)		—			—
UBS AG		567,613		—			—			567,613
ProShares UltraShort Bloomberg Natural Gas
Goldman Sachs & Co.		242,198		—			—			242,198
ProShares UltraShort Gold
Deutsche Bank AG		2,934,951		—			(2,934,951	)		—
Goldman Sachs & Co.		760		—			—			760
Goldman Sachs International		1,104,499		(1,040,501	)		—			63,998
Societe Generale S.A.		566,668		(566,668	)		—
UBS AG		996,962		(955,201	)		—			41,761
ProShares UltraShort Silver
Deutsche Bank AG		6,311,898		—			(4,950,000	)		1,361,898

130

Goldman Sachs & Co.	1,905		—		—	1,905
Goldman Sachs International	2,281,378		(1,823,180	)	—	458,198
Societe Generale S.A.	1,430,359		(1,430,359	)	—	—
UBS AG	2,328,260		(1,708,692	)	—	619,568
ProShares Short Euro
RBC Capital Markets	86,385		—		—	86,385
ProShares UltraShort Australian Dollar
RBC Capital Markets	(83,164	)	—		83,164	—
ProShares UltraShort Euro
Goldman Sachs International	17,950,679		(15,954,132	)	—	1,996,547
UBS AG	19,372,380		(17,710,695	)	—	1,661,685
ProShares UltraShort Yen
Goldman Sachs International	17,180,097		(16,269,531	)	—	910,566
UBS AG	17,951,156		(17,719,273	)	—	231,883
ProShares Ultra Bloomberg Commodity
Deutsche Bank AG	(135,580	)	135,580		—	—
Goldman Sachs International	(148,743	)	148,743		—	—
UBS AG	(46,231	)	46,231		—	—
ProShares Ultra Bloomberg Crude Oil
Deutsche Bank AG	(299,424	)	299,424		—	—
Goldman Sachs & Co.	(5,850,066	)	—		5,028,210	(821,856	)
Goldman Sachs International	(68,287	)	68,287		—	—
Societe Generale S.A.	(222,180	)	222,180		—	—
UBS AG	(585,581	)	585,581		—	—
ProShares Ultra Bloomberg Natural Gas
Goldman Sachs & Co.	(803,837	)	—		803,837	—
ProShares Ultra Gold
Deutsche Bank AG	(4,255,264	)	4,255,264		—	—
Goldman Sachs & Co.	(1,440	)	—		1,440	—
Goldman Sachs International	(1,626,387	)	1,626,387		—	—
Societe Generale S.A.	(714,569	)	714,569		—	—
UBS AG	(1,529,399	)	1,529,399		—	—
ProShares Ultra Silver
Deutsche Bank AG	(46,744,838	)	46,744,838		—	—
Goldman Sachs & Co.	(5,100	)	—		5,100	—
Goldman Sachs International	(17,435,908	)	17,435,908		—	—
Societe Generale S.A.	(9,689,940	)	9,689,940		—	—
UBS AG	(17,722,081	)	17,722,081		—	—
ProShares Ultra Australian Dollar
RBC Capital Markets	13,680		—		—	13,680
ProShares Ultra Euro
Goldman Sachs International	(30,998	)	30,998		—	—
UBS AG	(150,863	)	150,863		—	—
ProShares Ultra Yen
Goldman Sachs International	(29,649	)	29,649		—	—
UBS AG	(126,771	)	113,998		—	(12,773	)
ProShares VIX Short-Term Futures ETF
RBC Capital Markets	528,712		—		—	528,712
ProShares VIX Mid-Term Futures ETF
RBC Capital Markets	268,191		—		—	268,191
ProShares Ultra VIX Short-Term Futures ETF
RBC Capital Markets	11,373,242		—		—	11,373,242
ProShares Short VIX Short-Term Futures ETF
RBC Capital Markets	(5,914,427	)	—		5,914,427	—

131

Fair Values of Derivative Instruments as of December 31, 2013
	Assets						Liabilities
	Gross Amounts of Recognized Assets presented in the Statements of  Financial Condition		Gross Amounts Offset in the Statements of Financial Condition		Net Amounts of Assets presented in the Statements of Financial Condition		Gross Amounts of Recognized Liabilities presented in the Statements of  Financial Condition		Gross Amounts Offset in the Statements of Financial Condition		Net Amounts of Liabilities presented in the Statements of  Financial Condition
ProShares UltraShort Bloomberg Commodity
Swap agreements	$	—	$	—	$	—	$	27,665		—	$	27,665
ProShares UltraShort Bloomberg Crude Oil
Futures contracts*		1,503,943		—		1,503,943		—		—		—
Swap agreements		—		—		—		2,332,900		—		2,332,900
ProShares UltraShort Bloomberg Natural Gas
Futures contracts*		1,520,548		—		1,520,548		—		—		—
ProShares UltraShort Gold
Forward agreements		5,633,053		—		5,633,053		—		—		—
Futures contracts*		300		—		300		—		—		—
ProShares UltraShort Silver
Forward agreements		—		—		—		2,227,857		—		2,227,857
Futures contracts*		2,450		—		2,450		—		—		—
ProShares Short Euro
Futures contracts*		9,100		—		9,100		—		—		—
ProShares UltraShort Australian Dollar
Futures contracts*		—		—		—		86,166		—		86,166
ProShares UltraShort Euro
Foreign currency forward contracts		151,351		—		151,351		13,899,858		—		13,899,858
ProShares UltraShort Yen
Foreign currency forward contracts		31,317,568		—		31,317,568		1,930,884		—		1,930,884
ProShares Ultra Bloomberg Commodity
Swap agreements		15,078		—		15,078		—		—		—
ProShares Ultra Bloomberg Crude Oil
Futures contracts*		—		—		—		997,210		—		997,210
Swap agreements		1,957,893		—		1,957,893		—		—		—
ProShares Ultra Bloomberg Natural Gas
Futures contracts*		—		—		—		5,628,532		—		5,628,532
ProShares Ultra Gold
Forward agreements		—		—		—		6,812,974		—		6,812,974
Futures contracts*		—		—		—		300		—		300
ProShares Ultra Silver
Forward agreements		—		—		—		2,492,880		—		2,492,880
Futures contracts*		—		—		—		2,450		—		2,450
ProShares Ultra Australian Dollar
Futures contracts*		10,650		—		10,650		—		—		—
ProShares Ultra Euro
Foreign currency forward contracts		120,908		—		120,908		19,946		—		19,946
ProShares Ultra Yen
Foreign currency forward contracts		4,052		—		4,052		163,361		—		163,361
ProShares VIX Short-Term Futures ETF
Futures contracts*		3,179,017		—		3,179,017		—		—		—
ProShares VIX Mid-Term Futures ETF
Futures contracts*		100,734		—		100,734		—		—		—
ProShares Ultra VIX Short-Term Futures ETF
Futures contracts*		—		—		—		3,356,803		—		3,356,803
ProShares Short VIX Short-Term Futures ETF
Futures contracts*		603,833		—		603,833		—		—		—

132

* Current day’s variation margin is reported within the Statements of Financial Condition as presented in the Form 10-K for the year ended December 31, 2013 in receivable/payable on open futures contracts; Cumulative appreciation/depreciation is reported in the Schedule of Investments as presented in the Form 10-K for the year ended December 31, 2013.

Asset (Liability) amounts shown in the table below represent amounts owed to (by) the Funds for the derivative-related investments at December 31, 2013. These amounts may be collateralized by cash or financial instruments, segregated for the benefit of the Funds or the counterparties, depending on whether the related contracts are in an appreciated or depreciated position at period end. Amounts shown in the column labeled “Net Amount” represent the uncollateralized portions of these amounts at period end. These amounts may be un-collateralized due to timing differences related to market movements or due to minimum thresholds for collateral movement, as further described above under the caption “Account for Derivative Instruments”.

Gross Amounts Not Offset in the Statements of Financial Condition
	Amounts of Recognized Assets / (Liabilities) presented in the Statements of Financial Condition			Financial Instruments for the Benefit of (the Funds) / the Counterparties			Cash Collateral for the Benefit of (the Funds) / the Counterparties			Net Amount
ProShares UltraShort Bloomberg Commodity
Deutsche Bank AG	$	(11,710	)	$	11,710		$	—		$	—
Goldman Sachs International		(12,945	)		12,945			—			—
UBS AG		(3,010	)		3,010			—			—
ProShares UltraShort Bloomberg Crude Oil
Deutsche Bank AG		(570,114	)		570,114			—			—
Goldman Sachs & Co.		1,503,943			—			—			1,503,943
Goldman Sachs International		(632,990	)		632,990			—			—
Societe Generale S.A.		(402,586	)		402,586			—			—
UBS AG		(727,210	)		727,210			—			—
ProShares UltraShort Bloomberg Natural Gas
Goldman Sachs & Co.		1,520,548			—			—			1,520,548
ProShares UltraShort Gold
Deutsche Bank AG		2,258,281			—			(2,258,281	)		—
Goldman Sachs & Co.		300			—			—			300
Goldman Sachs International		1,411,290			(1,411,290	)		—			—
Societe Generale S.A.		665,044			(665,044	)		—			—
UBS AG		1,298,438			(1,298,438	)		—			—
ProShares UltraShort Silver
Deutsche Bank AG		(445,752	)		445,752			—			—
Goldman Sachs & Co.		2,450			—			—			2,450
Goldman Sachs International		(1,257,636	)		1,257,636			—			—
Societe Generale S.A.		(7,359	)		7,359			—			—
UBS AG		(517,110	)		517,110			—			—
ProShares Short Euro
RBC Capital Markets		9,100			—			—			9,100
ProShares UltraShort Australian Dollar
RBC Capital Markets		(86,166	)		—			86,166			—
ProShares UltraShort Euro
Goldman Sachs International		64,104			—			—			64,104
Goldman Sachs International		(6,820,802	)		6,820,802						—
UBS AG		87,247			—			—			87,247
UBS AG		(7,079,056	)		7,079,056			—			—
ProShares UltraShort Yen
Goldman Sachs International		15,716,318			(13,635,426	)		—			2,080,892

133

Goldman Sachs International	(884,849	)	884,849		—		—
UBS AG	15,601,250		(14,004,926	)	—		1,596,324
UBS AG	(1,046,035	)	1,046,035		—		—
ProShares Ultra Bloomberg Commodity
Deutsche Bank AG	6,454		—		—		6,454
Goldman Sachs International	4,974		—		—		4,974
UBS AG	3,650		—		—		3,650
ProShares Ultra Bloomberg Crude Oil
Deutsche Bank AG	622,117		—		(622,117	)	—
Goldman Sachs & Co.	(997,210	)	—		997,210		—
Goldman Sachs International	576,723		(576,723	)	—		—
Societe Generale S.A.	275,816		(275,816	)	—		—
UBS AG	483,237		(483,237	)	—		—
ProShares Ultra Bloomberg Natural Gas
Goldman Sachs & Co.	(5,628,532	)	—		4,630,277		(998,255	)
ProShares Ultra Gold
Deutsche Bank AG	(3,543,937	)	3,543,937		—		—
Goldman Sachs & Co.	(300	)	—		300		—
Goldman Sachs International	(1,327,335	)	1,327,335		—		—
Societe Generale S.A.	(785,038	)	785,038		—		—
UBS AG	(1,156,664	)	1,156,664		—		—
ProShares Ultra Silver
Deutsche Bank AG	(350,663	)	350,663		—		—
Goldman Sachs & Co.	(2,450	)	—		2,450		—
Goldman Sachs International	(1,345,433	)	1,345,433		—		—
Societe Generale S.A.	(28,581	)	28,581		—		—
UBS AG	(768,203	)	768,203		—		—
ProShares Ultra Australian Dollar
RBC Capital Markets	10,650		—		—		10,650
ProShares Ultra Euro
Goldman Sachs International	56,991		—		—		56,991
Goldman Sachs International	(19,770	)	19,770		—		—
UBS AG	63,917		—		—		63,917
UBS AG	(176	)	176		—		—
ProShares Ultra Yen
Goldman Sachs International	2,462		—		—		2,462
Goldman Sachs International	(78,309	)	78,309		—		—
UBS AG	1,590		—		—		1,590
UBS AG	(85,052	)	85,052		—		—
ProShares VIX Short-Term Futures ETF
RBC Capital Markets	3,179,017		—		—		3,179,017
ProShares VIX Mid-Term Futures ETF
RBC Capital Markets	100,734		—		—		100,734
ProShares Ultra VIX Short-Term Futures ETF
RBC Capital Markets	(3,356,803	)	—		3,356,803		—
ProShares Short VIX Short-Term Futures ETF
RBC Capital Markets	603,833		—		—		603,833

134

NOTE 4 – AGREEMENTS

Management Fee

Each Leveraged Fund, the Short Euro Fund and each Geared VIX Fund pays the Sponsor a Management Fee, monthly in arrears, in an amount equal to 0.95% per annum of its average daily NAV of such Fund. Each Matching VIX Fund pays the Sponsor a Management Fee, monthly in arrears, in an amount equal to 0.85% per annum of its average daily NAV of such Fund. The Managed Futures Fund will pay the Sponsor a Management Fee, monthly in arrears, in an amount equal to 0.75% per annum of its average daily net assets. The Sponsor did not and will not charge its fee in the first year of operation of each Fund in an amount equal to the offering costs. The Sponsor reimbursed each Fund to the extent that its offering costs exceed the Management Fee for the first year of operations. The Management Fee is paid in consideration of the Sponsor’s services as commodity pool operator, and for managing the business and affairs of the Funds. From the Management Fee, the Sponsor pays the fees and expenses of the Administrator, Custodian, Distributor, ProFunds Distributors, Inc. (“PDI”), an affiliated broker-dealer of the Sponsor, Transfer Agent and any index licensors for the Funds , the routine operational, administrative and other ordinary expenses of each Fund, and the normal and expected expenses incurred in connection with the continuous offering of Shares of each Fund after the commencement of its trading operations, including, but not limited to, expenses such as tax preparation expenses, legal fees not in excess of $100,000 per annum, ongoing SEC registration fees not exceeding 0.021% per annum of the NAV of a Fund and Financial Industry Regulatory Authority (“FINRA”) filing fees, individual Schedule K-1 preparation and mailing fees not exceeding 0.10% per annum of the net assets of a Fund, and report preparation and mailing expenses. For the three and nine months ended September 30, 2013 and from January 1, 2014 through July 30, 2014, the Sponsor paid brokerage commissions on VIX futures contracts for the Matching VIX Funds. On July 31, 2014, the Sponsor began paying, and is currently paying, brokerage commissions on VIX futures contracts for the Matching VIX Funds that exceed variable create/redeem fees collected by more than 0.02% of the Matching VIX Fund’s average net assets annually. Each Fund incurs and pays its non-recurring and unusual fees and expenses.

The Administrator

The Sponsor and the Trust, for itself and on behalf of each Fund, has appointed Brown Brothers Harriman & Co. (“BBH&Co.”) as the Administrator of the Funds, and the Sponsor, and the Trust, on its own behalf and on behalf of each Fund, and BBH&Co. have entered into an Administrative Agency Agreement (the “Administration Agreement”) in connection therewith. Pursuant to the terms of the Administration Agreement and under the supervision and direction of the Sponsor and the Trust, BBH&Co. prepares and files certain regulatory filings on behalf of the Funds. BBH&Co. may also perform other services for the Funds pursuant to the Administration Agreement as mutually agreed upon by the Sponsor, the Trust and BBH&Co. from time to time. Pursuant to the terms of the Administration Agreement, BBH&Co. also serves as the Transfer Agent of the Funds. The Administrator’s fees are paid on behalf of the Funds by the Sponsor.

The Custodian

BBH&Co. serves as the Custodian of the Funds, and the Trust, on its own behalf and on behalf of each Fund, and BBH&Co. have entered into a Custodian Agreement in connection therewith. Pursuant to the terms of the Custodian Agreement, BBH&Co. is responsible for the holding and safekeeping of assets delivered to it by the Funds, and performing various administrative duties in accordance with instructions delivered to BBH&Co. by the Funds. The Custodian’s fees are paid on behalf of the Funds by the Sponsor.

The Distributor

SEI Investments Distribution Co. (“SEI”), serves as Distributor of the Funds and assists the Sponsor and the Administrator with certain functions and duties relating to distribution and marketing, including taking creation and redemption orders, consulting with the marketing staff of the Sponsor and its affiliates with respect to compliance with the requirements of FINRA and/or the NFA in connection with marketing efforts, and reviewing and filing of marketing materials with FINRA and/or the NFA. SEI retains all marketing materials separately for each Fund, at c/o SEI, One Freedom Valley Drive, Oaks, PA 19456. The Sponsor, on behalf of each Fund, has entered into a Distribution Services Agreement with SEI.

135

Routine Operational, Administrative and Other Ordinary Expenses

The Sponsor pays all of the routine operational, administrative and other ordinary expenses of each Fund generally, as determined by the Sponsor including, but not limited to, fees and expenses of the Administrator, Custodian, Distributor, PDI, Transfer Agent, accounting and auditing fees and expenses, tax preparation expenses, legal fees not in excess of $100,000 per annum, ongoing SEC registration fees not exceeding 0.021% per annum of the NAV of a Fund, FINRA filing fees, individual Schedule K-1 preparation and mailing fees not exceeding 0.10% per annum of the NAV of a Fund, and report preparation and mailing expenses.

Non-Recurring Fees and Expenses

Each Fund pays all its non-recurring and unusual fees and expenses, if any, as determined by the Sponsor. Non-recurring and unusual fees and expenses are fees and expenses which are unexpected or unusual in nature, such as legal claims and liabilities, litigation costs or indemnification or other material expenses which are not currently anticipated obligations of the Funds. Such fees and expenses are those that are non-recurring, unexpected or unusual in nature.

NOTE 5 – OFFERING COSTS

Offering costs will be amortized by the Funds over a twelve month period on a straight-line basis beginning once the fund commences operations. The Sponsor did not and will not charge its Management Fee in the first year of operations of the Ultra Australian Dollar Fund, UltraShort Australian Dollar Fund, Short Euro Fund and the Managed Futures Fund in an amount equal to the offering costs. The Sponsor reimbursed each Fund, with the exception of each Matching VIX Fund and the Managed Futures Fund, to the extent that its offering costs exceeded 0.95% of its average daily NAV for the first year of operations. The Sponsor will reimburse the Managed Futures Fund to the extent that its offering costs exceed 0.75% of its average daily NAV for the first year of operations. Normal and expected expenses incurred in connection with the continuous offering of Shares of the Managed Futures Fund after the commencement of its trading operations will be paid by the Sponsor.

NOTE 6 – CREATION AND REDEMPTION OF CREATION UNITS

Each Fund issues and redeems shares from time to time, but only in one or more Creation Units. A Creation Unit is a block of 50,000 Shares of a Geared Fund and the Managed Futures Fund and 25,000 Shares of a Matching VIX Fund. Creation Units may be created or redeemed only by Authorized Participants. As a result of the Share splits and reverse Share splits as described in Note 1, certain redemptions as disclosed in the Statements of Changes in Shareholders’ Equity reflect payment of fractional share balances on beneficial shareholder accounts.

Except when aggregated in Creation Units, the Shares are not redeemable securities. Retail investors, therefore, generally will not be able to purchase or redeem Shares directly from or with a Fund. Rather, most retail investors will purchase or sell Shares in the secondary market with the assistance of a broker. Thus, some of the information contained in these Notes to Financial Statements, such as references to the Transaction Fees imposed on purchases and redemptions, is not relevant to retail investors.

Transaction Fees on Creation and Redemption Transactions

The manner by which Creation Units are purchased or redeemed is dictated by the terms of the Authorized Participant Agreement and Authorized Participant Handbook. By placing a purchase order, an Authorized Participant agrees to: (1) deposit cash with the Custodian; and (2) if permitted by the Sponsor in its sole discretion, enter into or arrange for an exchange of futures contract for related position or block trade whereby the Authorized Participant would also transfer to such Fund a number and type of exchange-traded futures contracts at or near the closing settlement price for such contracts on the purchase order date.

Authorized Participants may pay a fixed transaction fee of up to $500 in connection with each order to create or redeem a Creation Unit in order to compensate BBH&Co., as the Administrator, the Custodian and the Transfer Agent of each Fund and its Shares, for services in processing the creation and redemption of Creation Units and to offset the costs of increasing or decreasing derivative positions. Authorized Participants also may pay a variable transaction fee to the Fund of up to 0.10% of the value of the Creation Unit that is purchased or redeemed unless the transaction fee is waived or otherwise adjusted by the Sponsor. The Sponsor provides such Authorized Participant with prompt notice in advance of any such waiver or adjustment of the transaction fee. Authorized Participants may sell the Shares included in the Creation Units they purchase from the Funds to other investors in the secondary market.

136

Transaction fees for the three and nine months ended September 30, 2014, which are included in the Sale and/or Redemption of Shares on the Statements of Changes in Shareholders’ Equity, were as follows:

Fund	Three Months Ended September 30, 2014		Nine Months Ended September 30, 2014
UltraShort Bloomberg Commodity	$	—	$	—
UltraShort Bloomberg Crude Oil		54,104		199,604
UltraShort Bloomberg Natural Gas		3,896		20,800
UltraShort Gold		5,064		28,170
UltraShort Silver		6,199		41,467
Short Euro		—		—
UltraShort Australian Dollar		—		—
UltraShort Euro		—		—
UltraShort Yen		—		—
Ultra Bloomberg Commodity		—		249
Ultra Bloomberg Crude Oil		50,115		136,889
Ultra Bloomberg Natural Gas		6,542		16,058
Ultra Gold		2,477		9,475
Ultra Silver		16,924		54,987
Ultra Australian Dollar		—		—
Ultra Euro		—		—
Ultra Yen		—		—
VIX Short-Term Futures ETF		20,220		20,220
VIX Mid-Term Futures ETF		1,328		1,328
Ultra VIX Short-Term Futures ETF		163,716		446,535
Short VIX Short-Term Futures ETF		67,037		131,011
Total Trust	$	397,622	$	1,106,793

137

NOTE 7 – FINANCIAL HIGHLIGHTS

Selected data for a Share outstanding throughout the three months ended September 30, 2014:

For the Three Months Ended September 30, 2014 (unaudited)

Per Share Operating Performance	UltraShort Bloomberg Commodity			UltraShort Bloomberg Crude Oil			UltraShort Bloomberg Natural Gas			UltraShort Gold			UltraShort Silver			Short Euro			UltraShort Australian Dollar
Net asset value, at June 30, 2014	$	54.2430		$	24.6332		$	40.5583		$	83.9968		$	73.6642		$	35.6131		$	40.2542
Net investment income (loss)		(0.1422	)		(0.0654	)		(0.1378	)		(0.2023	)		(0.1862	)		(0.0864	)		(0.1020	)
Net realized and unrealized gain (loss)		15.0557			6.2237			5.8977			13.1335			33.6339			2.9991			5.7257
Change in net asset value from operations		14.9135			6.1583			5.7599			12.9312			33.4477			2.9127			5.6237
Net asset value, at September 30, 2014	$	69.1565		$	30.7915		$	46.3182		$	96.9280		$	107.1119		$	38.5258		$	45.8779
Market value per share, at June 30, 2014†	$	52.00		$	24.61		$	40.43		$	82.11		$	72.05		$	35.66		$	40.29
Market value per share, at September 30, 2014†	$	67.85		$	30.60		$	46.48		$	98.24		$	107.60		$	38.50		$	45.82
Total Return, at net asset value^		27.5	%		25.0	%		14.2	%		15.4	%		45.4	%		8.2	%		14.0	%
Total Return, at market value^		30.5	%		24.3	%		15.0	%		19.6	%		49.3	%		8.0	%		13.7	%
Ratios to Average Net Assets**
Expense ratio		(0.95	)%		(0.97	)%		(1.14	)%		(0.95	)%		(0.95	)%		(0.96	)%		(1.01	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.92	)%		(0.94	)%		(1.11	)%		(0.92	)%		(0.91	)%		(0.93	)%		(0.98	)%

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2014.

** Percentages are annualized.

138

For the Three Months Ended September 30, 2014 (unaudited)

Per Share Operating Performance	UltraShort Euro			UltraShort Yen			Ultra Bloomberg Commodity			Ultra Bloomberg Crude Oil			Ultra Bloomberg Natural Gas			Ultra Gold			Ultra Silver
Net asset value, at June 30, 2014	$	17.0603		$	64.8923		$	22.0290		$	39.1905		$	45.0351		$	48.3777		$	70.1043
Net investment income (loss)		(0.0419	)		(0.1581	)		(0.0447	)		(0.0778	)		(0.0923	)		(0.1051	)		(0.1442	)
Net realized and unrealized gain (loss)		2.9566			11.0143			(4.9560	)		(8.9949	)		(8.7309	)		(7.1796	)		(23.5528	)
Change in net asset value from operations		2.9147			10.8562			(5.0007	)		(9.0727	)		(8.8232	)		(7.2847	)		(23.6970	)
Net asset value, at September 30, 2014	$	19.9750		$	75.7485		$	17.0283		$	30.1178		$	36.2119		$	41.0930		$	46.4073
Market value per share, at June 30, 2014†	$	17.05		$	64.89		$	22.02		$	39.19		$	45.02		$	49.41		$	71.76
Market value per share, at September 30, 2014†	$	19.96		$	75.76		$	17.06		$	30.34		$	36.20		$	40.59		$	46.15
Total Return, at net asset value^		17.1	%		16.7	%		(22.7	)%		(23.2	)%		(19.6	)%		(15.1	)%		(33.8	)%
Total Return, at market value^		17.1	%		16.8	%		(22.5	)%		(22.6	)%		(19.6	)%		(17.9	)%		(35.7	)%
Ratios to Average Net Assets**
Expense ratio		(0.95	)%		(0.95	)%		(0.95	)%		(0.97	)%		(1.09	)%		(0.95	)%		(0.95	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.91	)%		(0.92	)%		(0.91	)%		(0.94	)%		(1.06	)%		(0.91	)%		(0.91	)%

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2014.

** Percentages are annualized.

139

For the Three Months Ended September 30, 2014 (unaudited)

Per Share Operating Performance	Ultra Australian Dollar			Ultra Euro			Ultra Yen			VIX Short-Term Futures ETF			VIX Mid-Term Futures ETF*			Ultra VIX Short Term Futures ETF			Short VIX Short Term Futures ETF
Net asset value, at June 30, 2014	$	35.9201		$	25.6654		$	19.9677		$	19.0084		$	61.7690		$	26.5520		$	88.4063
Net investment income (loss)		(0.0837	)		(0.0553	)		(0.0438	)		(0.0444	)		(0.1295	)		(0.1176	)		(0.3181	)
Net realized and unrealized gain (loss)		(4.6513	)		(3.8505	)		(2.9546	)		1.8571			2.3798			3.3319			(13.2748	)
Change in net asset value from operations		(4.7350	)		(3.9058	)		(2.9984	)		1.8127			2.2503			3.2143			(13.5929	)
Net asset value, at September 30, 2014	$	31.1851		$	21.7596		$	16.9693		$	20.8211		$	64.0193		$	29.7663		$	74.8134
Market value per share, at June 30, 2014†	$	35.65		$	25.80		$	20.07		$	19.03		$	61.88		$	26.62		$	88.27
Market value per share, at September 30, 2014†	$	30.99		$	21.72		$	17.06		$	20.78		$	63.88		$	29.63		$	74.94
Total Return, at net asset value^		(13.2	)%		(15.2	)%		(15.0	)%		9.5	%		3.6	%		12.1	%		(15.4	)%
Total Return, at market value^		(13.1	)%		(15.8	)%		(15.0	)%		9.2	%		3.2	%		11.3	%		(15.1	)%
Ratios to Average Net Assets**
Expense ratio		(0.99	)%		(0.95	)%		(0.95	)%		(0.94	)%		(0.88	)%		(1.82	)%		(1.54	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.85	)%		(0.85	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.95	)%		(0.91	)%		(0.92	)%		(0.92	)%		(0.85	)%		(1.80	)%		(1.52	)%

* See Note 9 of these Notes to Financial Statements.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2014.

** Percentages are annualized.

140

Selected data for a Share outstanding throughout the three months ended September 30, 2013:

For the Three Months Ended September 30, 2013 (unaudited)

Per Share Operating Performance	UltraShort Bloomberg Commodity			UltraShort Bloomberg Crude Oil			UltraShort Bloomberg Natural Gas			UltraShort Gold			UltraShort Silver			Short Euro			UltraShort Australian Dollar
Net asset value, at June 30, 2013	$	65.8903		$	36.3393		$	88.5724		$	114.0985		$	110.5972		$	37.9264		$	46.4112
Net investment income (loss)		(0.1408	)		(0.0691	)		(0.2504	)		(0.2074	)		(0.1902	)		(0.0886	)		(0.1140	)
Net realized and unrealized gain (loss)		(3.3059	)		(6.0060	)		3.3319			(25.7822	)		(33.8396	)		(1.4518	)		(2.7008	)
Change in net asset value from operations		(3.4467	)		(6.0751	)		3.0815			(25.9896	)		(34.0298	)		(1.5404	)		(2.8148	)
Net asset value, at September 30, 2013	$	62.4436		$	30.2642		$	91.6539		$	88.1089		$	76.5674		$	36.3860		$	43.5964
Market value per share, at June 30, 2013†	$	64.97		$	36.45		$	88.00		$	106.50		$	101.27		$	38.01		$	46.54
Market value per share, at September 30, 2013†	$	57.37		$	30.25		$	91.86		$	87.88		$	76.49		$	36.41		$	43.54
Total Return, at net asset value^		(5.2	)%		(16.7	)%		3.5	%		(22.8	)%		(30.8	)%		(4.1	)%		(6.1	)%
Total Return, at market value^		(11.7	)%		(17.0	)%		4.4	%		(17.5	)%		(24.5	)%		(4.2	)%		(6.4	)%
Ratios to Average Net Assets**
Expense ratio		(0.95	)%		(0.97	)%		(1.17	)%		(0.95	)%		(0.95	)%		(0.97	)%		(1.02	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.91	)%		(0.94	)%		(1.14	)%		(0.91	)%		(0.91	)%		(0.95	)%		(0.99	)%

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2013.

** Percentages are annualized.

141

For the Three Months Ended September 30, 2013 (unaudited)

Per Share Operating Performance	UltraShort Euro			UltraShort Yen			Ultra Bloomberg Commodity			Ultra Bloomberg Crude Oil			Ultra Bloomberg Natural Gas			Ultra Gold			Ultra Silver*
Net asset value, at June 30, 2013	$	19.2890		$	64.1071		$	19.2603		$	30.1614		$	36.0214		$	41.6758		$	62.9731
Net investment income (loss)		(0.0429	)		(0.1464	)		(0.0469	)		(0.0851	)		(0.0937	)		(0.1173	)		(0.1834	)
Net realized and unrealized gain (loss)		(1.5079	)		(1.7693	)		0.7443			4.6335			(3.6705	)		9.1902			17.4893
Change in net asset value from operations		(1.5508	)		(1.9157	)		0.6974			4.5484			(3.7642	)		9.0729			17.3059
Net asset value, at September 30, 2013	$	17.7382		$	62.1914		$	19.9577		$	34.7098		$	32.2572		$	50.7487		$	80.2790
Market value per share, at June 30, 2013†	$	19.29		$	64.08		$	18.96		$	30.11		$	36.26		$	44.63		$	68.00
Market value per share, at September 30, 2013†	$	17.75		$	62.23		$	19.92		$	34.73		$	32.18		$	50.86		$	80.20
Total Return, at net asset value^		(8.0	)%		(3.0	)%		3.6	%		15.1	%		(10.4	)%		21.8	%		27.5	%
Total Return, at market value^		(8.0	)%		(2.9	)%		5.1	%		15.3	%		(11.3	)%		14.0	%		17.9	%
Ratios to Average Net Assets**
Expense ratio		(0.95	)%		(0.95	)%		(0.95	)%		(0.96	)%		(1.11	)%		(0.95	)%		(0.95	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.92	)%		(0.92	)%		(0.91	)%		(0.93	)%		(1.08	)%		(0.91	)%		(0.91	)%

* See Note 1 of these Notes to Financial Statements.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2013.

** Percentages are annualized.

142

For the Three Months Ended September 30, 2013 (unaudited)

Per Share Operating Performance	Ultra Australian Dollar			Ultra Euro			Ultra Yen			VIX Short-Term Futures ETF			VIX Mid-Term Futures ETF+			Ultra VIX Short Term Futures ETF*			Short VIX Short Term Futures ETF*
Net asset value, at June 30, 2013	$	32.8323		$	23.4744		$	21.2199		$	55.9419		$	113.1502		$	287.9838		$	39.1314
Net investment income (loss)		(0.0804	)		(0.0556	)		(0.0490	)		(0.0874	)		(0.1983	)		(0.7102	)		(0.1909	)
Net realized and unrealized gain (loss)		1.5404			1.8323			0.3008			(16.3058	)		(20.2429	)		(149.1718	)		13.5673
Change in net asset value from operations		1.4600			1.7767			0.2518			(16.3932	)		(20.4412	)		(149.8820	)		13.3764
Net asset value, at September 30, 2013	$	34.2923		$	25.2511		$	21.4717		$	39.5487		$	92.7090		$	138.1018		$	52.5078
Market value per share, at June 30, 2013†	$	33.96		$	23.25		$	21.10		$	55.91		$	113.00		$	286.76		$	39.23
Market value per share, at September 30, 2013†	$	34.35		$	25.30		$	21.70		$	39.45		$	92.08		$	137.36		$	52.57
Total Return, at net asset value^		4.4	%		7.6	%		1.2	%		(29.3	)%		(18.1	)%		(52.0	)%		34.2	%
Total Return, at market value^		1.1	%		8.8	%		2.8	%		(29.4	)%		(18.5	)%		(52.1	)%		34.0	%
Ratios to Average Net Assets**
Expense ratio		(1.00	)%		(0.95	)%		(0.95	)%		(0.85	)%		(0.85	)%		(1.81	)%		(1.54	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.85	)%		(0.85	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.97	)%		(0.91	)%		(0.91	)%		(0.83	)%		(0.82	)%		(1.79	)%		(1.51	)%

* See Note 1 of these Notes to Financial Statements.

⁺  See Note 9 of these Notes to Financial Statements.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2013.

** Percentages are annualized.

143

Selected data for a Share outstanding throughout the nine months ended September 30, 2014:

For the Nine Months Ended September 30, 2014 (unaudited)

Per Share Operating Performance	UltraShort Bloomberg Commodity			UltraShort Bloomberg Crude Oil			UltraShort Bloomberg Natural Gas			UltraShort Gold			UltraShort Silver			Short Euro			UltraShort Australian Dollar
Net asset value, at December 31, 2013	$	63.2936		$	31.7301		$	69.9635		$	103.5180		$	89.7820		$	35.5867		$	46.6384
Net investment income (loss)		(0.3965	)		(0.1953	)		(0.3585	)		(0.5973	)		(0.5505	)		(0.2496	)		(0.3090	)
Net realized and unrealized gain (loss)#		6.2594			(0.7433	)		(23.2868	)		(5.9927	)		17.8804			3.1887			(0.4515	)
Change in net asset value from operations		5.8629			(0.9386	)		(23.6453	)		(6.5900	)		17.3299			2.9391			(0.7605	)
Net asset value, at September 30, 2014	$	69.1565		$	30.7915		$	46.3182		$	96.9280		$	107.1119		$	38.5258		$	45.8779
Market value per share, at December 31, 2013†	$	58.41		$	31.58		$	69.36		$	103.53		$	90.19		$	35.66		$	46.66
Market value per share, at September 30, 2014†	$	67.85		$	30.60		$	46.48		$	98.24		$	107.60		$	38.50		$	45.82
Total Return, at net asset value^		9.3	%		(3.0	)%		(33.8	)%		(6.4	)%		19.3	%		8.3	%		(1.6	)%
Total Return, at market value^		16.2	%		(3.1	)%		(33.0	)%		(5.1	)%		19.3	%		8.0	%		(1.8	)%
Ratios to Average Net Assets**
Expense ratio		(0.95	)%		(0.97	)%		(1.16	)%		(0.95	)%		(0.95	)%		(0.96	)%		(1.01	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.91	)%		(0.93	)%		(1.11	)%		(0.90	)%		(0.90	)%		(0.92	)%		(0.96	)%

# The amount shown for a share outstanding throughout the period may not accord with the change in aggregate gains and losses during the period because of timing of creation and redemption units in relation to fluctuating net asset value during the period.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2014.

** Percentages are annualized.

144

For the Nine Months Ended September 30, 2014 (unaudited)

Per Share Operating Performance	UltraShort Euro			UltraShort Yen			Ultra Bloomberg Commodity			Ultra Bloomberg Crude Oil			Ultra Bloomberg Natural Gas			Ultra Gold			Ultra Silver
Net asset value, at December 31, 2013	$	17.0613		$	70.8640		$	19.4317		$	32.0899		$	38.8383		$	41.2553		$	63.3305
Net investment income (loss)		(0.1173	)		(0.4498	)		(0.1409	)		(0.2302	)		(0.3216	)		(0.3155	)		(0.4388	)
Net realized and unrealized gain (loss)#		3.0310			5.3343			(2.2625	)		(1.7419	)		(2.3048	)		0.1532			(16.4844	)
Change in net asset value from operations		2.9137			4.8845			(2.4034	)		(1.9721	)		(2.6264	)		(0.1623	)		(16.9232	)
Net asset value, at September 30, 2014	$	19.9750		$	75.7485		$	17.0283		$	30.1178		$	36.2119		$	41.0930		$	46.4073
Market value per share, at December 31, 2013†	$	17.06		$	70.91		$	19.13		$	32.22		$	39.28		$	41.26		$	63.04
Market value per share, at September 30, 2014†	$	19.96		$	75.76		$	17.06		$	30.34		$	36.20		$	40.59		$	46.15
Total Return, at net asset value^		17.1	%		6.9	%		(12.4	)%		(6.1	)%		(6.8	)%		(0.4	)%		(26.7	)%
Total Return, at market value^		17.0	%		6.8	%		(10.8	)%		(5.8	)%		(7.8	)%		(1.6	)%		(26.8	)%
Ratios to Average Net Assets**
Expense ratio		(0.95	)%		(0.95	)%		(0.95	)%		(0.98	)%		(1.11	)%		(0.95	)%		(0.95	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.90	)%		(0.89	)%		(0.91	)%		(0.93	)%		(1.07	)%		(0.91	)%		(0.91	)%

# The amount shown for a share outstanding throughout the period may not accord with the change in aggregate gains and losses during the period because of timing of creation and redemption units in relation to fluctuating net asset value during the period.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2014.

** Percentages are annualized.

145

For the Nine Months Ended September 30, 2014 (unaudited)
Per Share Operating Performance	Ultra Australian Dollar			Ultra Euro			Ultra Yen			VIX Short-Term Futures ETF			VIX Mid-Term Futures ETF*			Ultra VIX Short Term Futures ETF			Short VIX Short Term Futures ETF
Net asset value, at December 31, 2013	$	31.6801		$	26.0346		$	18.6318		$	28.5387		$	77.1837		$	67.0841		$	67.4993
Net investment income (loss)		(0.2384	)		(0.1697	)		(0.1304	)		(0.1518	)		(0.4227	)		(0.4998	)		(0.7883	)
Net realized and unrealized gain (loss)#		(0.2566	)		(4.1053	)		(1.5321	)		(7.5658	)		(12.7417	)		(36.8180	)		8.1024
Change in net asset value from operations		(0.4950	)		(4.2750	)		(1.6625	)		(7.7176	)		(13.1644	)		(37.3178	)		7.3141
Net asset value, at September 30, 2014	$	31.1851		$	21.7596		$	16.9693		$	20.8211		$	64 .0193		$	29.7663		$	74.8134
Market value per share, at December 31, 2013†	$	31.61		$	25.98		$	18.61		$	28.53		$	77.16		$	67.12		$	67.47
Market value per share, at September 30, 2014†	$	30.99		$	21.72		$	17.06		$	20.78		$	63.88		$	29.63		$	74.94
Total Return, at net asset value^		(1.6	)%		(16.4	)%		(8.9	)%		(27.0	)%		(17.1	)%		(55.6	)%		10.8	%
Total Return, at market value^		(2.0	)%		(16.4	)%		(8.3	)%		(27.2	)%		(17.2	)%		(55.9	)%		11.1	%
Ratios to Average Net Assets**
Expense ratio		(0.99	)%		(0.95	)%		(0.95	)%		(0.87	)%		(0.86	)%		(1.78	)%		(1.51	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.85	)%		(0.85	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.94	)%		(0.90	)%		(0.90	)%		(0.83	)%		(0.82	)%		(1.75	)%		(1.47	)%

* See Note 9 of these Notes to Financial Statements.

# The amount shown for a share outstanding throughout the period may not accord with the change in aggregate gains and losses during the period because of timing of creation and redemption units in relation to fluctuating net asset value during the period.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2014.

** Percentages are annualized.

146

Selected data for a Share outstanding throughout the nine months ended September 30, 2013:

For the Nine Months Ended September 30, 2013 (unaudited)

Per Share Operating Performance	UltraShort Bloomberg Commodity			UltraShort Bloomberg Crude Oil			UltraShort Bloomberg Natural Gas			UltraShort Gold			UltraShort Silver			Short Euro			UltraShort Australian Dollar
Net asset value, at December 31, 2012	$	54.1021		$	40.3079		$	102.1402		$	63.8688		$	51.3951		$	37.6285		$	37.8081
Net investment income (loss)		(0.3875	)		(0.2262	)		(0.6806	)		(0.5395	)		(0.4408	)		(0.2593	)		(0.3257	)
Net realized and unrealized gain (loss)#		8.7290			(9.8175	)		(9.8057	)		24.7796			25.6131			(0.9832	)		6.1140
Change in net asset value from operations		8.3415			(10.0437	)		(10.4863	)		24.2401			25.1723			(1.2425	)		5.7883
Net asset value, at September 30, 2013	$	62.4436		$	30.2642		$	91.6539		$	88.1089		$	76.5674		$	36.3860		$	43.5964
Market value per share, at December 31, 2012†	$	51.64		$	40.44		$	101.64		$	62.60		$	50.07		$	37.64		$	37.74
Market value per share, at September 30, 2013†	$	57.37		$	30.25		$	91.86		$	87.88		$	76.49		$	36.41		$	43.54
Total Return, at net asset value^		15.4	%		(24.9	)%		(10.3	)%		38.0	%		49.0	%		(3.3	)%		15.3	%
Total Return, at market value^		11.1	%		(25.2	)%		(9.6	)%		40.4	%		52.8	%		(3.3	)%		15.4	%
Ratios to Average Net Assets**
Expense ratio		(0.95	)%		(0.98	)%		(1.20	)%		(0.95	)%		(0.95	)%		(0.96	)%		(1.03	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.89	)%		(0.93	)%		(1.15	)%		(0.90	)%		(0.89	)%		(0.93	)%		(0.99	)%

# The amount shown for a share outstanding throughout the period may not accord with the change in aggregate gains and losses during the period because of timing of creation and redemption units in relation to fluctuating net asset value during the period.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2013.

** Percentages are annualized.

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For the Nine Months Ended September 30, 2013 (unaudited)

Per Share Operating Performance	UltraShort Euro			UltraShort Yen			Ultra Bloomberg Commodity			Ultra Bloomberg Crude Oil			Ultra Bloomberg Natural Gas			Ultra Gold			Ultra Silver*
Net asset value, at December 31, 2012	$	19.0172		$	50.7577		$	24.3875		$	29.3941		$	39.0490		$	83.7634		$	171.8906
Net investment income (loss)		(0.1275	)		(0.4164	)		(0.1487	)		(0.2120	)		(0.3134	)		(0.4298	)		(0.7216	)
Net realized and unrealized gain (loss)#		(1.1515	)		11.8501			(4.2811	)		5.5277			(6.4784	)		(32.5849	)		(90.8900	)
Change in net asset value from operations		(1.2790	)		11.4337			(4.4298	)		5.3157			(6.7918	)		(33.0147	)		(91.6116	)
Net asset value, at September 30, 2013	$	17.7382		$	62.1914		$	19.9577		$	34.7098		$	32.2572		$	50.7487		$	80.2790
Market value per share, at December 31, 2012†	$	19.01		$	50.77		$	23.93		$	29.32		$	39.24		$	85.34		$	176.40
Market value per share, at September 30, 2013†	$	17.75		$	62.23		$	19.92		$	34.73		$	32.18		$	50.86		$	80.20
Total Return, at net asset value^		(6.7	)%		22.5	%		(18.2	)%		18.1	%		(17.4	)%		(39.4	)%		(53.3	)%
Total Return, at market value^		(6.6	)%		22.6	%		(16.8	)%		18.5	%		(18.0	)%		(40.4	)%		(54.5	)%
Ratios to Average Net Assets**
Expense ratio		(0.95	)%		(0.95	)%		(0.95	)%		(0.97	)%		(1.13	)%		(0.95	)%		(0.95	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.90	)%		(0.90	)%		(0.90	)%		(0.91	)%		(1.08	)%		(0.88	)%		(0.88	)%

* See Note 1 of these Notes to Financial Statements.

# The amount shown for a share outstanding throughout the period may not accord with the change in aggregate gains and losses during the period because of timing of creation and redemption units in relation to fluctuating net asset value during the period.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2013.

** Percentages are annualized.

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For the Nine Months Ended September 30, 2013 (unaudited)
Per Share Operating Performance	Ultra Australian Dollar			Ultra Euro			Ultra Yen			VIX Short-Term Futures ETF			VIX Mid-Term Futures ETF+			Ultra VIX Short Term Futures ETF*			Short VIX Short Term Futures ETF*
Net asset value, at December 31, 2012	$	41.4986		$	24.3499		$	28.1840		$	83.9374		$	138.8013		$	805.2711		$	33.0649
Net investment income (loss)		(0.2663	)		(0.1625	)		(0.1519	)		(0.3083	)		(0.6171	)		(3.1394	)		(0.5081	)
Net realized and unrealized gain (loss)		(6.9400	)		1.0637			(6.5604	)		(44.0804	)		(45.4752	)		(664.0299	)		19.9510
Change in net asset value from operations		(7.2063	)		0.9012			(6.7123	)		(44.3887	)		(46.0923	)		(667.1693	)		19.4429
Net asset value, at September 30, 2013	$	34.2923		$	25.2511		$	21.4717		$	39.5487		$	92.7090		$	138.1018		$	52.5078
Market value per share, at December 31, 2012†	$	41.45		$	24.32		$	28.28		$	85.05		$	136.88		$	836.00		$	32.73
Market value per share, at September 30, 2013†	$	34.35		$	25.30		$	21.70		$	39.45		$	92.08		$	137.36		$	52.57
Total Return, at net asset value^		(17.4	)%		3.7	%		(23.8	)%		(52.9	)%		(33.2	)%		(82.9	)%		58.8	%
Total Return, at market value^		(17.1	)%		4.0	%		(23.3	)%		(53.6	)%		(32.7	)%		(83.6	)%		60.6	%
Ratios to Average Net Assets**
Expense ratio		(0.99	)%		(0.95	)%		(0.95	)%		(0.85	)%		(0.85	)%		(1.84	)%		(1.54	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.85	)%		(0.85	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.95	)%		(0.90	)%		(0.89	)%		(0.81	)%		(0.81	)%		(1.82	)%		(1.50	)%

* See Note 1 of these Notes to Financial Statements.

⁺  See Note 9 of these Notes to Financial Statements.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2013.

** Percentages are annualized.

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NOTE 8 – RISK

Correlation and Compounding Risk

The Geared Funds do not seek to achieve their stated investment objective over a period of time greater than a single day (as measured from NAV calculation time to NAV calculation time). The return of a Geared Fund for a period longer than a single day is the result of its return for each day compounded over the period and usually will differ from the inverse (-1x), two times the inverse (-2x), or two times (2x) of the return of the Geared Fund’s benchmark for the period. A Fund will lose money if its benchmark performance is flat over time, and it is possible for a Geared Fund to lose money over time even if the performance of its benchmark increases (or decreases in the case of Short and UltraShort Funds), as a result of daily rebalancing, the benchmark’s volatility and compounding. Longer holding periods, higher benchmark volatility, inverse exposure and greater leverage each affect the impact of compounding on a Fund’s returns. Daily compounding of a Geared Fund’s investment returns can dramatically and adversely affect its longer-term performance during periods of high volatility. Volatility may be at least as important to a Geared Fund’s return for a period as the return of the Fund’s underlying benchmark. The Matching VIX Funds and the Managed Futures Fund seek to achieve their stated investment objective both over a single day and over time.

Each Ultra and UltraShort Fund uses leverage and should produce daily returns that are more volatile than that of its benchmark. For example, the daily return of an Ultra Fund with a 2x multiple should be approximately two times as volatile on a daily basis as is the return of a fund with an objective of matching the same benchmark. The daily return of a Short or UltraShort Fund is designed to return the inverse (-1x) or two times the inverse (-2x) of the return that would be expected of a fund with an objective of matching the same benchmark. The Geared Funds are not appropriate for all investors and present different risks than other funds. The Leveraged Funds use leverage and are riskier than similarly benchmarked exchange-traded funds that do not use leverage. An investor should only consider an investment in a Geared Fund if he or she understands the consequences of seeking daily leveraged, daily inverse or daily inverse leveraged investment results. Daily objective geared funds, if used properly and in conjunction with the investor’s view on the future direction and volatility of the markets, can be useful tools for investors who want to manage their exposure to various markets and market segments and who are willing to monitor and/or periodically rebalance their portfolios. Shareholders who invest in the Funds should actively manage and monitor their investments, as frequently as daily.

While the Funds expect to meet their investment objectives, several factors may affect their ability to do so. Among these factors are: (1) the Sponsor’s ability to purchase and sell Financial Instruments in a manner that correlates to a Fund’s objective; (2) an imperfect correlation between the performance of Financial Instruments held by a Fund and the performance of the applicable benchmark; (3) bid-ask spreads on such Financial Instruments; (4) fees, expenses, transaction costs, financing costs associated with the use of Financial Instruments and commission costs; (5) holding instruments traded in a market that has become illiquid or disrupted; (6) a Fund’s Share prices being rounded to the nearest cent and/or valuation methodology; (7) changes to a benchmark index that are not disseminated in advance; (8) the need to conform a Fund’s portfolio holdings to comply with investment restrictions or policies or regulatory or tax law requirements; (9) early and unanticipated closings of the markets on which the holdings of a Fund trade, resulting in the inability of the Fund to execute intended portfolio transactions; (10) accounting standards; and (11) differences caused by a Fund obtaining exposure to only a representative sample of the components of a benchmark, overweighting or underweighting certain components of a benchmark or obtaining exposure to assets that are not included in a benchmark.

A number of factors may affect a Geared Fund’s ability to achieve a high degree of correlation with its benchmark, and there can be no guarantee that a Fund will achieve a high degree of correlation. Failure to achieve a high degree of correlation may prevent a Geared Fund from achieving its investment objective. In order to achieve a high degree of correlation with their underlying benchmarks, the Geared Funds seek to rebalance their portfolios daily to keep exposure consistent with their investment objectives. Being materially under- or over-exposed to the benchmark may prevent such Geared Funds from achieving a high degree of correlation with such benchmark. Market disruptions or closure, large amounts of assets into or out of the Geared Funds, regulatory restrictions or extreme market volatility will adversely affect such Funds’ ability to adjust exposure to requisite levels. The target amount of portfolio exposure is impacted dynamically by the benchmarks’ movements during each day. Because of this, it is unlikely that the Geared Funds will be perfectly exposed (i.e., -1x, -2x or 2x, as applicable) to its benchmark at the end of each day, and the likelihood of being materially under- or over-exposed is higher on days when the benchmark levels are volatile near the close of the trading day. In addition, unlike other funds that do not rebalance their portfolios as frequently, each Geared Fund may be subject to increased trading costs associated with daily portfolio rebalancing in order to maintain appropriate exposure to the underlying benchmarks.

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Counterparty Risk

Certain of the Funds will use swap agreements and/or forward contracts as a means to achieve their respective investment objectives. Such Funds will use either swap agreements and/or forward contracts referencing their respective benchmarks. These Funds may also invest in other swap agreements or forward contracts if such instruments tend to exhibit trading prices or returns that correlate with the benchmark or a component of the benchmark and will further the investment objective of the Fund. Certain Funds may invest in swap agreements or forward contracts if position accountability rules or position limits are reached with respect to specific futures contracts or the market for a specific futures contract experiences emergencies (e.g., natural disaster, terrorist attack or an act of God) or disruptions (e.g., a trading halt or a flash crash) that prevent the Funds from obtaining the appropriate amount of investment exposure to the affected futures contract or certain other futures contracts. Although unlikely, those Funds, under these circumstances, could have 100% exposure to swap agreements or forward contracts.

Swap agreements and forward contracts are generally traded in OTC markets and have only recently become subject to regulation by the CFTC. CFTC rules, however, do not cover all types of swap agreements and forward contracts. Investors, therefore, may not receive the protection of CFTC regulation or the statutory scheme of the Commodity Exchange Act (the “CEA”) in connection with each Fund’s swap agreements or forward contracts. The lack of regulation in these markets could expose investors to significant losses under certain circumstances, including in the event of trading abuses or financial failure by participants.

The Funds will be subject to credit risk with respect to the counterparties to the derivatives contracts (whether a clearing corporation in the case of cleared instruments or another third party in the case of OTC uncleared instruments). Unlike in futures contracts, the counterparty to uncleared swap agreements or forward contracts is generally a single bank or other financial institution, rather than a clearing organization backed by a group of financial institutions. As a result, a Fund is subject to credit risk with respect to the amount it expects to receive from counterparties to uncleared swaps and forward contracts entered into as part of that Fund’s principal investment strategy. If a counterparty becomes bankrupt or otherwise fails to perform its obligations due to financial difficulties, a Fund could suffer significant losses on these contracts and the value of an investor’s investment in a Fund may decline.

The Funds have sought to mitigate these risks by generally requiring that the counterparties for each Fund agree to post collateral for the benefit of the Fund, marked to market daily, subject to certain minimum thresholds; however there are no limitations on the percentage of its assets each Fund may invest in swap agreements or forward contracts with a particular counterparty. To the extent any such collateral is insufficient or there are delays in accessing the collateral, the Funds will be exposed to counterparty risk as described above, including possible delays in recovering amounts as a result of bankruptcy proceedings. The Funds typically enter into transactions only with major global financial institutions.

OTC swaps or forward contracts are less liquid than futures contracts because they are not traded on an exchange, do not have uniform terms and conditions, and are generally entered into based upon the creditworthiness of the parties and the availability of credit support, such as collateral, and in general, are not transferable without the consent of the counterparty. If the level of the Fund’s benchmark has a dramatic intraday move that would cause a material decline in the Fund’s NAV, the terms of the swap may permit the counterparty to immediately close out the transaction with the Fund. In that event, it may not be possible for the Fund to enter into another swap agreement or to invest in other Financial Instruments necessary to achieve the desired exposure consistent with the Fund’s objective. This, in turn, may prevent the Fund from achieving its investment objective, particularly if the level of the Fund’s benchmark reverses all or part of its intraday move by the end of the day. In addition, cleared derivative transactions benefit from daily marking-to-market and settlement, and segregation and minimum capital requirements applicable to intermediaries. Transactions entered into directly between two counterparties generally do not benefit from such protections. This exposes the Funds to the risk that a counterparty will not settle a transaction in accordance with its terms and conditions because of a dispute over the terms of the contract (whether or not bona fide) or because of a credit or liquidity problem, thus causing the Funds to suffer a loss.

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Each counterparty and/or any of its affiliates may be an Authorized Participant or shareholder of a Fund.

The counterparty risk for cleared derivative transactions is generally lower than for uncleared OTC derivatives since generally a clearing organization becomes substituted for each counterparty to a cleared derivative contract and, in effect, guarantees the parties’ performance under the contract as each party to a trade looks only to the clearing house for performance of financial obligations. However, there can be no assurance that the clearing house, or its members, will satisfy its obligations to the Fund.

Leverage Risk

The Leveraged Funds may utilize leverage in seeking to achieve their respective investment objectives and will lose more money in market environments adverse to their respective daily investment objectives than funds that do not employ leverage. The use of leveraged and/or inverse leveraged positions could result in the total loss of an investor’s investment.

For example, because the UltraShort Funds and Ultra Funds include a two times the inverse (-2x), or a two times (2x) multiplier, a single-day movement in the relevant benchmark approaching 50% at any point in the day (for an UltraShort Fund or an UltraShort Fund) could result in the total loss or almost total loss of an investor’s investment if that movement is contrary to the investment objective of the Fund in which an investor has invested, even if such Fund’s benchmark subsequently moves in an opposite direction, eliminating all or a portion of the movement. This would be the case with downward single-day or intraday movements in the underlying benchmark of an Ultra Fund or upward single-day or intraday movements in the benchmark of an UltraShort Fund, even if the underlying benchmark maintains a level greater than zero at all times.

Liquidity Risk

Financial Instruments cannot always be liquidated at the desired price. It is difficult to execute a trade at a specific price when there is a relatively small volume of buy and sell orders in a market. A market disruption can also make it difficult to liquidate a position or find a swap or forward contract counterparty at a reasonable cost. Market illiquidity may cause losses for the Funds. The large size of the positions which the Funds may acquire increases the risk of illiquidity by both making their positions more difficult to liquidate and increasing the losses incurred while trying to do so. Any type of disruption or illiquidity will potentially be exacerbated due to the fact that the Funds will typically invest in Financial Instruments related to one benchmark, which in many cases is highly concentrated.

“Contango” and “Backwardation” Risk

In Funds that hold futures contracts, as the futures contracts near expiration, they are generally replaced by contracts that have a later expiration. Thus, for example, a contract purchased and held in November 2014 may specify a January 2015 expiration. For an Ultra Fund and a Matching VIX Fund, as that contract nears expiration, it may be replaced by selling the January 2015 contract and purchasing the contract expiring in March 2015. This process is referred to as “rolling.” Rolling may have a positive or negative impact on performance. For example, historically, the prices of certain types of futures contracts have frequently been higher for contracts with shorter-term expirations than for contracts with longer-term expirations, which is referred to as “backwardation.” In these circumstances, absent other factors, the sale of the January 2015 contract would take place at a price that is higher than the price at which the March 2015 contract is purchased, thereby creating a gain in connection with rolling. While certain types of futures contracts have historically exhibited consistent periods of backwardation, backwardation will likely not exist in these markets at all times. The presence of contango (where prices of contracts are higher in the distant delivery months than in the nearer delivery months due to the costs of long-term storage of a physical commodity prior to delivery or other factors) in certain futures contracts at the time of rolling would be expected to adversely affect an Ultra Fund or a Matching VIX Fund that invests in such futures, and positively affect a Short Fund or an UltraShort Fund that invests in such futures. Similarly, the presence of backwardation in certain futures contracts at the time of rolling such contracts would be expected to adversely affect the Short Funds and UltraShort Funds, and positively affect the Ultra Funds and Matching VIX Funds.

152

Since the introduction of VIX futures contracts, there have frequently been periods where VIX futures prices reflect higher expected volatility levels further out in time. This can result in a loss from “rolling” the VIX futures to maintain the constant weighted average maturity of the S&P 500 VIX Short-Term Futures Index or the S&P 500 VIX Mid-Term Futures Index (each a “VIX Futures Index”). Losses from exchanging a lower priced VIX future for a higher priced longer-term future in the rolling process would adversely affect the value of each VIX Futures Index and, accordingly, decrease the return of the Ultra VIX Short-Term Futures ETF and the Matching VIX Funds.

Gold and silver historically exhibit persistent “contango” markets rather than backwardation. Natural gas, like crude oil, moves in and out of backwardation and contango but historically has been in contango most commonly. It is generally believed this is because the market needs to build inventories for most of the year in order to have enough storage to make it through a normal winter. Periods of backwardation are typically thought to be caused by demand shocks or supply shortages such as an unusually cold winter or a hurricane.

Other Matters

On September 9, 2014, NYSE Regulation, Inc. (“NYSE Regulation”) sent a letter informing the Sponsor that ProShares Ultra Australian Dollar failed to comply with continued NYSE Arca Equities, Inc. listing standards regarding its number of record or beneficial holders. The Sponsor sent a written plan (“Plan”) to the NYSE Regulation designed to increase and sustain a higher number of record or beneficial holders. Upon review and consideration of the Plan, the NYSE Regulation Staff has granted an extension allowing the continued listing of ProShares Ultra Australian Dollar through at least December 23, 2014. There is no guarantee that the Fund will be able to meet the continued listing standards and avoid a delisting action after that date. If the Fund is delisted, there will not be an active trading market for the Fund’s Shares. If investors need to sell their Fund Shares at a time when no active market for them exists, the price investors receive for the Fund’s Shares, assuming that investors are able to sell them, likely will be lower than the price that investors would receive if an active market did exist. In addition, if the Fund is delisted, the Fund would likely be forced to liquidate.

NOTE 9 – SUBSEQUENT EVENTS

Management has evaluated the possibility of subsequent events existing in the Trust’s and the Funds’ financial statements through the date the financial statements were issued. The subsequent events were as follows:

On October 2, 2014, the Managed Futures Fund commenced investment operations.

On October 15, 2014, the Trust announced a 1-for-4 reverse split of the Shares of beneficial interest of ProShares VIX Mid-Term Futures ETF (NYSE Arca symbol “VIXM”). Prior to the opening of trading on the NYSE Arca on November 6, 2014, ProShares VIX Mid-Term Futures ETF executed a 1-for-4 reverse split of Shares.

The reverse split was effective for shareholders of record after the close of the markets on November 5, 2014, and payable after the close of the markets on November 6, 2014. ProShares VIX Mid-Term Futures ETF traded at its post-reverse split price on November 6, 2014. The ticker symbol for the Fund did not change, and it continues to trade on the NYSE Arca.

The reverse split was applied retroactively for all periods presented, decreasing the number of Shares outstanding for ProShares VIX Mid-Term Futures ETF, and resulted in a proportionate increase in the price per Share and per Share information of ProShares VIX Mid-Term Futures ETF. Therefore, the reverse split did not change the aggregate net asset value of a shareholder’s investment at the time of the reverse split.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

This information should be read in conjunction with the financial statements and notes to the financial statements included with this Quarterly Report on Form 10-Q. The discussion and analysis that follows may contain statements that relate to future events or future performance. In some cases, such forward-looking statements can be identified by terminology such as “will,” “may,” “should,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential” or the negative of these terms or other comparable terminology. None of the Trust, the Sponsor or the Trustee (as each term is defined below) assumes responsibility for the accuracy or completeness of any forward-looking statements. Except as expressly required by federal securities laws, none of the Trust, the Sponsor or the Trustee is under a duty to update any of the forward-looking statements to conform such statements to actual results or to a change in expectations or predictions.

Introduction

ProShares Trust II (formerly known as the Commodities and Currencies Trust) (the “Trust”) is a Delaware statutory trust formed on October 9, 2007 and is currently organized into separate series (each, a “Fund” and collectively, the “Funds”). As of September 30, 2014, the following twenty-one series of the Trust have commenced investment operations: (i) ProShares UltraShort Bloomberg Commodity, ProShares UltraShort Bloomberg Crude Oil, ProShares UltraShort Bloomberg Natural Gas, ProShares UltraShort Gold, ProShares UltraShort Silver, ProShares UltraShort Australian Dollar, ProShares UltraShort Euro, ProShares UltraShort Yen, ProShares Ultra Bloomberg Commodity, ProShares Ultra Bloomberg Crude Oil, ProShares Ultra Bloomberg Natural Gas, ProShares Ultra Gold, ProShares Ultra Silver, ProShares Ultra Australian Dollar, ProShares Ultra Euro and ProShares Ultra Yen (each, a “Leveraged Fund” and collectively, the “Leveraged Funds”); (ii) ProShares Short Euro (the “Short Euro Fund”); (iii) ProShares Ultra VIX Short-Term Futures ETF and ProShares Short VIX Short-Term Futures ETF (each, a “Geared VIX Fund” and collectively, the “Geared VIX Funds”); and (iv) ProShares VIX Short-Term Futures ETF and ProShares VIX Mid-Term Futures ETF (each, a “Matching VIX Fund” and collectively, the “Matching VIX Funds”). Each of the Funds listed above issues common units of beneficial interest (“Shares”), which represent units of fractional undivided beneficial interest in and ownership of only that Leveraged Fund, Short Euro Fund, Geared VIX Fund or Matching VIX Fund. The Shares of each Leveraged Fund, the Short Euro Fund, each Geared VIX Fund and each Matching VIX Fund are listed on the New York Stock Exchange Archipelago (“NYSE Arca”). The Leveraged Funds, the Short Euro Fund and the Geared VIX Funds, are collectively referred to as the “Geared Funds” in this Quarterly Report on Form 10-Q. The Geared VIX Funds and the Matching VIX Funds are collectively referred to as the “VIX Funds” in this Quarterly Report on Form 10-Q.

The Trust registered shares for one additional series: ProShares Managed Futures Strategy (the “Managed Futures Fund”). As of September 30, 2014, the Managed Futures Fund had seed capital, but had not commenced investment operations; therefore, this Quarterly Report on Form 10-Q does not include the Schedule of Investments, Statement of Operations, Statement of Changes in Shareholders’ Equity, Statement of Cash Flows, results of operations or any other financial information for the Managed Futures Fund.

154

The Trust had no operations prior to November 24, 2008, other than matters relating to its organization, the registration of each series under the Securities Act of 1933, as amended, and the sale and issuance to ProShare Capital Management LLC (the “Sponsor”) of fourteen Shares at an aggregate purchase price of $350 in each of the following Funds: ProShares UltraShort Bloomberg Commodity, ProShares UltraShort Bloomberg Crude Oil, ProShares UltraShort Gold, ProShares UltraShort Silver, ProShares UltraShort Euro, ProShares UltraShort Yen, ProShares Ultra Bloomberg Commodity, ProShares Ultra Bloomberg Crude Oil, ProShares Ultra Gold, ProShares Ultra Silver, ProShares Ultra Euro and ProShares Ultra Yen.

Eight of the Funds, ProShares UltraShort Bloomberg Commodity, ProShares UltraShort Bloomberg Crude Oil, ProShares UltraShort Euro, ProShares UltraShort Yen, ProShares Ultra Bloomberg Commodity, ProShares Ultra Bloomberg Crude Oil, ProShares Ultra Euro and ProShares Ultra Yen commenced trading on the NYSE Arca on November 25, 2008. Four of the Funds, ProShares UltraShort Gold, ProShares UltraShort Silver, ProShares Ultra Gold and ProShares Ultra Silver, commenced trading on the NYSE Arca on December 3, 2008. Two of the Funds, ProShares VIX Short-Term Futures ETF and ProShares VIX Mid-Term Futures ETF, commenced trading on the NYSE Arca on January 3, 2011. Two of the Funds, ProShares Ultra VIX Short-Term Futures ETF and ProShares Short VIX Short-Term Futures ETF commenced trading on the NYSE Arca on October 3, 2011. Two of the Funds, ProShares UltraShort Bloomberg Natural Gas and ProShares Ultra Bloomberg Natural Gas, commenced trading on the NYSE Arca on October 4, 2011. One of the Funds, ProShares Short Euro, commenced trading on the NYSE Arca on June 26, 2012. Two of the Funds, ProShares UltraShort Australian Dollar and ProShares Ultra Australian Dollar, commenced trading on the NYSE Arca on July 17, 2012.

ProShare Capital Management LLC serves as the Trust’s Sponsor (the “Sponsor”) and commodity pool operator. Wilmington Trust Company serves as the Trustee of the Trust (the “Trustee”). The Funds are commodity pools, as defined under the CEA and the applicable regulations of the Commodity Futures Trading Commission (the “CFTC”) and are operated by the Sponsor, a commodity pool operator registered with the CFTC. The Trust is not an investment company registered under the Investment Company Act of 1940, as amended.

Effective as of July 1, 2014, the official name for the Dow-Jones Commodity Index and its sub-indexes (Dow-Jones Commodity Subindex^SM, Dow Jones-UBS WTI Crude Oil Subindex^SM, and Dow-Jones Natural Gas Subindex^SM) changed to the Bloomberg Commodity Index, Bloomberg Commodity Subindex^SM, Bloomberg WTI Crude Oil Subindex^SM, and Bloomberg Natural Gas Subindex^SM, respectively. The changes were made to reflect the transfer of several Dow Jones-UBS indexes to Bloomberg L.P. The methodology for the underlying index of each Commodity Index Fund remained the same in all material respects. As a result, the fund name, underlying index name and ticker symbol changed for each of the Commodity Index Funds and are reflected in this Quarterly Report on Form 10-Q. The new name, underlying index name and ticker symbol for each of the Commodity Index Funds are as follows:

Prior Fund Name	New Fund Name	Prior Underlying Index Name and Ticker Symbol	New Underlying Index Name and Ticker Symbol
ProShares UltraShort DJ-UBS Commodity	ProShares UltraShort Bloomberg Commodity	Dow Jones – UBS Commodity IndexSM – DJUBSTR	Bloomberg Commodity IndexSM – BCOMTR
ProShares Ultra DJ-UBS Commodity	ProShares Ultra Bloomberg Commodity	Dow Jones – UBS Commodity IndexSM – DJUBSTR	Bloomberg Commodity IndexSM – BCOMTR
ProShares UltraShort DJ-UBS Crude Oil	ProShares UltraShort Bloomberg Crude Oil	Dow Jones – UBS WTI Crude Oil SubindexSM – DJUBCLTR	Bloomberg WTI Crude Oil SubindexSM – BCOMCLTR
ProShares Ultra DJ-UBS Crude Oil	ProShares Ultra Bloomberg Crude Oil	Dow Jones – UBS WTI Crude Oil SubindexSM – DJUBCLTR	Bloomberg WTI Crude Oil SubindexSM – BCOMCLTR
ProShares UltraShort DJ-UBS Natural Gas	ProShares UltraShort Bloomberg Natural Gas	Dow Jones – UBS Natural Gas SubindexSM – DJUBNGTR	Bloomberg Natural Gas SubindexSM – BCOMNGTR
ProShares Ultra DJ-UBS Natural Gas	ProShares Ultra Bloomberg Natural Gas	Dow Jones – UBS Natural Gas SubindexSM – DJUBNGTR	Bloomberg Natural Gas SubindexSM – BCOMNGTR

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Groups of Funds are collectively referred to in this Quarterly Report on Form 10-Q in several different ways. References to “Short Funds,” “UltraShort Funds,” or “Ultra Funds” refer to the different Funds based upon their investment objectives, but without distinguishing among the Funds’ benchmarks. References to “Commodity Index Funds”, “Commodity Funds” and “Currency Funds” refer to the different Funds according to their general benchmark categories without distinguishing among the Funds’ investment objectives or Fund-specific benchmarks. References to “VIX Funds” refer to the different Funds based upon their investment objective and their general benchmark categories.

Each of the Funds generally invests in Financial Instruments (i.e., instruments whose value is derived from the value of an underlying asset, rate or index, including futures contracts, swap agreements, forward contracts and other instruments) as a substitute for investing directly in commodities, currencies, or spot volatility products in order to gain exposure to its applicable commodity futures index, commodity, currency exchange rate or equity volatility index. Financial Instruments also are used to produce economically “inverse,” “inverse leveraged” or “leveraged” investment results for the Geared Funds.

Each “Short” Fund seeks daily investment results (before fees and expenses) that correspond to the inverse (-1x) of the daily performance of its corresponding benchmark. Each “UltraShort” Fund seeks daily investment results (before fees and expenses) that correspond to two times the inverse (-2x) of the daily performance of its corresponding benchmark. Each “Ultra” Fund seeks daily investment results (before fees and expenses) that correspond to two times (2x) the daily performance of its corresponding benchmark. Daily performance is measured from the calculation of one NAV to the next.

Each Geared Fund seeks investment results for a single day only, not for longer periods. A “single day” is measured from the time a Fund calculates its respective net asset value per Share (“NAV”) to the time of the Fund’s next NAV calculation. This is different from most exchange-traded funds and means that the return of such Fund for a period longer than a single trading day will be the result of each day’s returns compounded over the period, which will very likely differ from -1x, -2x or 2x of the return of the index to which such Fund is benchmarked for that period. In periods of higher market volatility, the volatility of the benchmark may be at least as important to a Geared Fund’s return for the period as the return of the benchmark. Geared Funds are riskier than similarly benchmarked exchange-traded funds that are not geared. Accordingly, these Funds may not be suitable for all investors and should be used only by knowledgeable investors who understand the potential consequences of seeking daily leveraged, inverse or inverse leveraged investment results. Shareholders who invest in the Funds should actively manage and monitor their investments, as frequently as daily. The Geared VIX Funds do not seek to achieve their stated objective over a period greater than a single day. Each Matching VIX Fund seeks results (before fees and expenses), both over a single day and over time, that match the performance of the S&P 500 VIX Short-Term Futures Index (the “Short-Term VIX Index”) or the S&P 500 VIX Mid-Term Futures Index (the “Mid-Term VIX Index”) (each a “VIX Futures Index”). Each Geared VIX Fund seeks daily investment results (before fees and expenses) that correspond to a multiple or the inverse of the daily performance of the Short-Term VIX Index. Each VIX Fund intends to obtain exposure to its benchmark by investing primarily in futures contracts (“VIX futures contracts”) based on the Chicago Board Options Exchange (“CBOE”) Volatility Index (the “VIX”). The Managed Futures Fund seeks to provide investment results (before fees and expenses) that correspond to the performance of the S&P Strategic Futures Index (“SFI”). The Managed Futures Fund intends to obtain exposure to the SFI by primarily investing in unleveraged positions in commodity futures contracts as well as currency and U.S. Treasury futures contracts that are deemed to have sufficient liquidity.

ProShares UltraShort Bloomberg Commodity, ProShares UltraShort Bloomberg Crude Oil, ProShares UltraShort Bloomberg Natural Gas, ProShares Ultra Bloomberg Commodity, ProShares Ultra Bloomberg Crude Oil and ProShares Ultra Bloomberg Natural Gas each have a benchmark that is an index designed to track the performance of commodity futures contracts, as applicable. The daily performance of these indexes and the corresponding Funds will likely be very different from the daily performance of the price of the related physical commodities.

Until August 14, 2014, the price of silver for each of ProShares Ultra Silver and ProShares UltraShort Silver was the U.S. dollar price of silver bullion as measured by the London fixing price per troy ounce of unallocated silver bullion for delivery in London through a member of the London Bullion Market Association (“LBMA”) authorized to affect such delivery. In May 2014, the company that runs the London silver fixing announced that, as of August 14, 2014, they will stop running the process. The LBMA selected the CME Group and Thomson Reuters to calculate the price, which was renamed the London Silver Price, based on an electronic, auction-based methodology effective August 15, 2014.

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Each Geared Fund and the Managed Futures Fund continuously offers and redeems its Shares in blocks of 50,000 Shares and each Matching VIX Fund continuously offers and redeems its Shares in blocks of 25,000 Shares (each such block a “Creation Unit”). Only Authorized Participants may purchase and redeem Shares from a Fund and then only in Creation Units. An Authorized Participant is an entity that has entered into an Authorized Participant Agreement with one or more of the Funds. Shares of the Funds are offered to Authorized Participants in Creation Units at each Fund’s respective NAV. Authorized Participants may then offer to the public, from time to time, Shares from any Creation Unit they create at a per-Share market price that varies depending on, among other factors, the trading price of the Shares of each Fund on the NYSE Arca, the NAV and the supply of and demand for the Shares at the time of the offer. Shares from the same Creation Unit may be offered at different times and may have different offering prices based upon the above factors. The form of Authorized Participant Agreement and related Authorized Participant Handbook set forth the terms and conditions under which an Authorized Participant may purchase or redeem a Creation Unit. Authorized Participants do not receive from any Fund, the Sponsor, or any of their affiliates, any underwriting fees or compensation in connection with their sale of Shares to the public.

Liquidity and Capital Resources

In order to collateralize derivatives positions in indices, commodities or currencies, a significant portion of the net assets of each Fund is held in cash and/or U.S. Treasury securities, agency securities, or other high credit quality short-term fixed-income or similar securities (such as shares of money market funds, bank deposits, bank money market accounts, certain variable rate-demand notes and repurchase agreements collateralized by government securities, whether denominated in U.S. dollars or the applicable foreign currency with respect to a Currency Fund). A portion of these investments may be posted as collateral in connection with swap agreements and each Fund’s trading in futures and forward contracts. The percentage that U.S. Treasury bills and other short-term fixed-income securities bear to the shareholders’ equity of each Fund varies from period to period as the market values of the underlying swaps, futures contracts and forward contracts change. During the three and nine months ended September 30, 2014 and 2013, each of the Funds earned interest income as follows:

Fund	Interest Income Three Months Ended September 30, 2014		Interest Income Three Months Ended September 30, 2013		Interest Income Nine Months Ended September 30, 2014		Interest Income Nine Months Ended September 30, 2013
ProShares UltraShort Bloomberg Commodity	$	295	$	416	$	947	$	1,651
ProShares UltraShort Bloomberg Crude Oil		24,612		34,116		100,900		82,626
ProShares UltraShort Bloomberg Natural Gas		2,392		1,267		15,332		7,217
ProShares UltraShort Gold		7,015		13,065		34,960		48,373
ProShares UltraShort Silver		5,567		8,580		26,362		47,626
ProShares Short Euro		1,279		338		3,684		1,363
ProShares UltraShort Australian Dollar		1,375		1,790		7,366		3,399
ProShares UltraShort Euro		41,636		39,032		170,287		179,135
ProShares UltraShort Yen		28,871		40,839		163,880		171,429
ProShares Ultra Bloomberg Commodity		351		395		1,070		1,809
ProShares Ultra Bloomberg Crude Oil		11,935		13,828		44,923		115,731
ProShares Ultra Bloomberg Natural Gas		3,296		5,794		11,380		22,420
ProShares Ultra Gold		13,569		18,099		45,026		118,967
ProShares Ultra Silver		41,216		51,513		155,173		313,406
ProShares Ultra Australian Dollar		347		242		1,433		1,312
ProShares Ultra Euro		231		371		936		1,468
ProShares Ultra Yen		167		295		988		1,538
ProShares VIX Short-Term Futures ETF		6,363		10,711		40,577		54,250
ProShares VIX Mid-Term Futures ETF		3,406		6,721		13,659		20,472
ProShares Ultra VIX Short-Term Futures ETF		13,610		10,797		55,542		46,863
ProShares Short VIX Short-Term Futures ETF		16,267		6,018		60,496		22,651

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Each Fund’s underlying swaps, futures and forward contracts, as applicable, may be subject to periods of illiquidity because of market conditions, regulatory considerations and other reasons. For example, swaps and forward contracts are not traded on an exchange, do not have uniform terms and conditions, and in general are not transferable without the consent of the counterparty. In the case of futures contracts, commodity exchanges may limit fluctuations in certain futures contract prices during a single day by regulations referred to as “daily limits.” During a single day, no futures trades may be executed at prices beyond the daily limit. Once the price of a futures contract has increased or decreased by an amount equal to the daily limit, positions in such futures contracts can neither be taken nor liquidated unless the traders are willing to effect trades at or within the limit. Futures contract prices have occasionally moved to the daily limit for several consecutive days with little or no trading. Such market conditions could prevent a Fund from promptly liquidating its futures positions.

Entry into swap agreements or forward contracts may further impact liquidity because these contractual agreements are executed “off-exchange” between private parties and, therefore, the time required to offset or “unwind” these positions may be greater than that for exchange-traded instruments. This potential delay could be exacerbated to the extent a counterparty is not a United States person.

The large size of the positions in which a Fund may acquire increases the risk of illiquidity by both making their positions more difficult to liquidate and increasing the losses incurred while trying to do so. Any type of disruption or illiquidity will potentially be exacerbated due to the fact that the Funds will typically invest in Financial Investments related to one benchmark, which in many cases is highly concentrated.

Because each Fund may enter into swaps and may trade futures and forward contracts, its capital is at risk due to changes in the value of these contracts (market risk) or the inability of counterparties to perform under the terms of the contracts (credit risk).

Market Risk

Trading in derivatives contracts involves each Fund entering into contractual commitments to purchase or sell a commodity, currency or spot volatility product underlying the Fund’s benchmark at a specified date and price, should it hold such derivatives contract into the deliverable period. Should a Fund enter into a contractual commitment to sell a physical commodity, currency or spot volatility product, it would be required to make delivery of that commodity, currency or spot volatility product at the contract price and then repurchase the contract at prevailing market prices or settle in cash. Since the repurchase price to which the value of a commodity, currency or spot volatility product can rise is unlimited, entering into commitments to sell commodities, currencies or spot volatility products would expose a Fund to theoretically unlimited risk.

For more information, see “Item 3. Quantitative and Qualitative Disclosures About Market Risk” in this Quarterly Report on Form 10-Q.

Credit Risk

When a Fund enters into swap agreements, futures contracts or forward contracts, the Fund is exposed to credit risk that the counterparty to the contract will not meet its obligations.

The counterparty for futures contracts traded on United States and most foreign futures exchanges as well as certain swaps is the clearing house associated with the particular exchange. In general, clearing houses are backed by their corporate members who may be required to share in the financial burden resulting from the nonperformance by one of their members and, as such, should significantly reduce this credit risk. In cases where the clearing house is not backed by the clearing members (i.e., some foreign exchanges, which may become applicable in the future), it may be backed by a consortium of banks or other financial institutions.

Certain swap and forward agreements are contracted for directly with counterparties. There can be no assurance that any counterparty, clearing member or clearing house will meet its obligations to a Fund.

Swap agreements do not generally involve the delivery of underlying assets either at the outset of a transaction or upon settlement. Accordingly, if the counterparty to an uncleared swap agreement defaults, the Fund’s risk of loss typically consists of the net amount

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of payments that the Fund is contractually entitled to receive, if any. Swap counterparty risk is generally limited to the amount of any unrealized gains, although in the event of a counterparty bankruptcy, there could be delays and costs associated with recovery collateral posted in segregated tri-party accounts at the Fund’s custodian bank.

Forward agreements do not involve the delivery of assets at the onset of a transaction, but may be settled physically in the underlying asset if such contracts are held to expiration, particularly in the case of currency forwards. Thus, prior to settlement, if the counterparty to a forward contract defaults, a Fund’s risk of loss will generally consist of the net amount of payments that the Fund is contractually entitled to receive, if any. However, if physically settled forwards are held until expiration (presently, there is no plan to do this), at the time of settlement, a Fund may be at risk for the full notional value of the forward contracts depending on the type of settlement procedures used.

The Sponsor attempts to minimize certain of these market and credit risks by normally:

• executing and clearing trades with creditworthy counterparties, as determined by the Sponsor;

• limiting the outstanding amounts due from counterparties to the Funds;

• not posting margin directly with a counterparty;

• requiring that the counterparty posts collateral in amounts approximately equal to that owed to the Funds, as marked to market daily, subject to certain minimum thresholds;

• limiting the amount of margin or premium posted at a futures commission merchant (“FCM”); and

• ensuring that deliverable contracts are not held to such a date when delivery of the underlying asset could be called for.

Off-Balance Sheet Arrangements and Contractual Obligations

As of November 3, 2014, the Funds have not used, nor do they expect to use in the future, special purpose entities to facilitate off-balance sheet financing arrangements and have no loan guarantee arrangements or off-balance sheet arrangements of any kind other than agreements entered into in the normal course of business, which may include indemnification provisions related to certain risks service providers undertake in performing services which are in the best interests of the Funds. While each Fund’s exposure under such indemnification provisions cannot be estimated, these general business indemnifications are not expected to have a material impact on a Fund’s financial position.

Management fee payments made to the Sponsor are calculated as a fixed percentage of each Fund’s NAV. As such, the Sponsor cannot anticipate the amount of payments that will be required under these arrangements for future periods as NAVs are not known until a future date. The agreement with the Sponsor may be terminated by either party upon 30 days written notice to the other party. One officer of the Trust also serves as an officer and owner of the Sponsor.

Critical Accounting Policies

The Trust’s and the Funds’ critical accounting policies are as follows:

Preparation of the financial statements and related disclosures in compliance with accounting principles generally accepted in the United States of America requires the application of appropriate accounting rules and guidance, as well as the use of estimates. The Trust’s and the Funds’ application of these policies involves judgments and actual results may differ from the estimates used.

Each Fund has significant exposure to Financial Instruments. The Funds hold a significant portion of their assets in swaps, futures or forward contracts, all of which are recorded on a trade date basis and at fair value in the financial statements, with changes in fair value reported in the Statements of Operations.

The use of fair value to measure Financial Instruments, with related unrealized gains or losses recognized in earnings in each period, is fundamental to the Trust’s and the Funds’ financial statements. The fair value of a Financial Instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (the exit price).

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For financial reporting purposes, the Leveraged Funds, the Short Euro Fund and the VIX Funds value transactions based upon the final closing price in their primary markets. Accordingly, the investment valuations in these financial statements may differ from those used in the calculation of certain Leveraged Funds’, the Short Euro Fund’s and VIX Funds’ final creation/redemption NAV for the three and nine months ended September 30, 2014.

Short-term investments are valued at amortized cost which approximates fair value for daily NAV purposes. For financial reporting purposes, short-term investments are valued at their market price using information provided by a third-party pricing service or market quotations.

Derivatives (e.g., futures, swaps and forward agreements) are generally valued using independent sources and/or agreements with counterparties or other procedures as determined by the Sponsor. Futures contracts, except for those entered into by the Gold, Silver, Australian Dollar and Short Euro Funds, are generally valued at the last settled price on the applicable exchange on which that future trades. Futures contracts entered into by the Gold, Silver, Australian Dollar and Short Euro Funds are valued at the last sales price prior to the time at which the NAV per Share of a Fund is determined. For financial reporting purposes, all futures contracts are valued at last settled price. If there was no sale on that day, and for non-exchange-traded derivatives, the Sponsor may in its sole discretion choose to determine a fair value price as the basis for determining the market value of such position for such day. Such fair value prices would be generally determined based on available inputs about the current value of the underlying financial instrument or commodity and would be based on principles that the Sponsor deems fair and equitable so long as such principles are consistent with normal industry standards. When market closing prices are not available, the Sponsor may fair value an asset of a Fund pursuant to the policies the Sponsor has adopted, which are consistent with normal industry standards.

Fair value pricing may require subjective determinations about the value of an investment. While each Leveraged and VIX Fund’s policy is intended to result in a calculation of the Leveraged or the VIX Fund’s NAV that fairly reflects investment values as of the time of pricing, the Leveraged and the VIX Funds cannot ensure that fair values determined by the Sponsor or persons acting at their direction would accurately reflect the price that the Leveraged or the VIX Fund could obtain for an investment if it were to dispose of that investment as of the time of pricing (for instance, in a forced or distressed sale). The prices used by the Leveraged or the VIX Fund may differ from the value that would be realized if the investments were sold and the differences could be material to the financial statements.

The Funds disclose the fair value of their investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. See Note 2 in Item 1 of this Quarterly Report on Form 10-Q for further information.

Discounts on short-term securities purchased are amortized and reflected as Interest Income in the Statements of Operations.

Realized gains (losses) and changes in unrealized gain (loss) on open positions are determined on a specific identification basis and recognized in the Statements of Operations in the period in which the contract is closed or the changes occur, respectively.

Each Fund pays its respective brokerage commissions, including applicable exchange fees, NFA fees, give-up fees, pit brokerage fees and other transaction related fees and expenses charged in connection with trading activities for each Fund’s investment in U.S. Commodity Futures Trading Commission regulated investments. Brokerage commissions on futures contracts are recognized on a half-turn basis. For the three and nine months ended September 30, 2013 and from January 1, 2014 through July 30, 2014, the Sponsor paid brokerage commissions on VIX futures contracts for the Matching VIX Funds. On July 31, 2014, the Sponsor began paying, and is currently paying, brokerage commissions on VIX futures contracts for the Matching VIX Funds that exceed variable create/redeem fees collected by more than 0.02% of the Matching VIX Fund’s average net assets annually.

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Results of Operations for the Three Months Ended September 30, 2014 Compared to the Three Months Ended September 30, 2013

ProShares UltraShort Bloomberg Commodity

Fund Performance

The following table provides summary performance information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
NAV beginning of period	$	3,254,416		$	3,953,221
NAV end of period	$	4,149,184		$	3,746,428
Percentage change in NAV		27.5	%		(5.2	)%
Shares outstanding beginning of period		59,997			59,997
Shares outstanding end of period		59,997			59,997
Percentage change in shares outstanding		0.0	%		0.0	%
Shares created		—			—
Shares redeemed		—			—
Per share NAV beginning of period	$	54.24		$	65.89
Per share NAV end of period	$	69.16		$	62.44
Percentage change in per share NAV		27.5	%		(5.2	)%
Percentage change in benchmark		(11.8	)%		2.1	%
Benchmark annualized volatility		7.8	%		10.4	%

During the three months ended September 30, 2014, the increase in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of the Bloomberg Commodity Index (formerly Dow Jones-UBS Commodity Index). There was no net change in the Fund’s outstanding Shares from June 30, 2014 to September 30, 2014. By comparison, during the three months ended September 30, 2013, the decrease in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of the Bloomberg Commodity Index. There was no net change in the Fund’s outstanding Shares from June 30, 2013 to September 30, 2013.

For the three months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the inverse of the daily performance of its benchmark. The Fund’s per Share NAV increase of 27.5% for the three months ended September 30, 2014, as compared to the Fund’s per Share NAV decrease of 5.2% for the three months ended September 30, 2013, was primarily due to an appreciation in the value of the assets of the Fund during the three months ended September 30, 2014.

During the three months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on September 23, 2014 at $69.36 per Share and reached its low for the period on July 2, 2014 at $54.51 per Share. By comparison, during the three months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on August 7, 2013 at $66.37 per Share and reached its low for the period on August 28, 2013 at $57.81 per Share.

The benchmark’s decline of 11.8% for the three months ended September 30, 2014, as compared to the benchmark’s rise of 2.1% for the three months ended September 30, 2013, can be attributed to depreciation of the underlying components of the index during the three months ended September 30, 2014.

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Net Income/Loss

The following table provides summary income information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
Net investment income (loss)	$	(8,532	)	$	(8,450	)
Management fee		8,827			8,866
Net realized gain (loss)		502,115			13,686
Change in net unrealized appreciation/depreciation		401,185			(212,029	)
Net income (loss)	$	894,768		$	(206,793	)

The Fund’s net income increased for the three months ended September 30, 2014, as compared to the three months ended September 30, 2013, primarily due to a decline in the Fund’s benchmark index during the three months ended September 30, 2014.

ProShares UltraShort Bloomberg Crude Oil

Fund Performance

The following table provides summary performance information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
NAV beginning of period	$	362,599,585		$	251,466,116
NAV end of period	$	196,140,063		$	442,461,028
Percentage change in NAV		(45.9	)%		76.0	%
Shares outstanding beginning of period		14,719,944			6,919,944
Shares outstanding end of period		6,369,944			14,619,944
Percentage change in shares outstanding		(56.7	)%		111.3	%
Shares created		250,000			12,900,000
Shares redeemed		8,600,000			5,200,000
Per share NAV beginning of period	$	24.63		$	36.34
Per share NAV end of period	$	30.79		$	30.26
Percentage change in per share NAV		25.0	%		(16.7	)%
Percentage change in benchmark		(11.8	)%		7.9	%
Benchmark annualized volatility		18.3	%		19.0	%

During the three months ended September 30, 2014, the decrease in the Fund’s NAV resulted from a decrease from 14,719,944 outstanding Shares at June 30, 2014 to 6,369,944 outstanding Shares at September 30, 2014. The decrease in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of the Bloomberg WTI Crude Oil Subindex^SM (formerly Dow Jones-UBS WTI Crude Oil Subindex^SM). By comparison, during the three months ended September 30, 2013, the increase in the Fund’s NAV resulted primarily from an increase from 6,919,944 outstanding Shares at June 30, 2013 to 14,619,944 outstanding Shares at September 30, 2013. The increase in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of the Bloomberg WTI Crude Oil Subindex^SM.

For the three months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the inverse of the daily performance of its benchmark. The Fund’s per Share NAV increase of 25.0% for the three months ended September 30, 2014, as compared to the Fund’s per Share NAV decrease of 16.7% for the three months ended September 30, 2013, was primarily due to an appreciation in the value of the assets of the Fund during the three months ended September 30, 2014.

During the three months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on September 10, 2014 at $31.28 per Share and reached its low for the period on July 1, 2014 at $24.63 per Share. By comparison, during the three months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on July 1, 2013 at $35.25 per Share and reached its low for the period on September 6, 2013 at $26.59 per Share.

162

The benchmark’s decline of 11.8% for the three months ended September 30, 2014, as compared to the benchmark’s rise of 7.9% for the three months ended September 30, 2013, can be attributed to a decrease in the price of WTI Crude Oil during the three months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
Net investment income (loss)	$	(639,303	)	$	(1,036,872	)
Management fee		648,492			1,047,511
Brokerage commissions		15,423			23,477
Net realized gain (loss)		42,556,429			(86,180,653	)
Change in net unrealized appreciation/depreciation		29,108,049			44,674,375
Net income (loss)	$	71,025,175		$	(42,543,150	)

The Fund’s net income increased for the three months ended September 30, 2014, as compared to the three months ended September 30, 2013, primarily due to a decline in the Fund’s benchmark index during the three months ended September 30, 2014.

ProShares UltraShort Bloomberg Natural Gas

Fund Performance

The following table provides summary performance information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
NAV beginning of period	$	49,682,009		$	19,924,537
NAV end of period	$	19,683,020		$	16,035,027
Percentage change in NAV		(60.4	)%		(19.5	)%
Shares outstanding beginning of period		1,224,952			224,952
Shares outstanding end of period		424,952			174,952
Percentage change in shares outstanding		(65.3	)%		(22.2	)%
Shares created		—			50,000
Shares redeemed		800,000			100,000
Per share NAV beginning of period	$	40.56		$	88.57
Per share NAV end of period	$	46.32		$	91.65
Percentage change in per share NAV		14.2	%		3.5	%
Percentage change in benchmark		(9.3	)%		(4.4	)%
Benchmark annualized volatility		28.0	%		26.5	%

During the three months ended September 30, 2014, the decrease in the Fund’s NAV resulted from a decrease from 1,224,952 outstanding Shares at June 30, 2014 to 424,952 outstanding Shares at September 30, 2014. The decrease in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of the Bloomberg Natural Gas Subindex^SM (formerly Dow Jones-UBS Natural Gas Subindex^SM). By comparison, during the three months ended September 30, 2013, the decrease in the Fund’s NAV resulted primarily from a decrease from 224,952 outstanding Shares at June 30, 2013 to 174,952 outstanding Shares at September 30, 2013. The decrease in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of the Bloomberg Natural Gas Subindex^SM.

163

For the three months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the inverse of the daily performance of its benchmark. The Fund’s per Share NAV increase of 14.2% for the three months ended September 30, 2014, as compared to the Fund’s per Share NAV increase of 3.5% for the three months ended September 30, 2013, was primarily due to greater appreciation in the value of the assets of the Fund during the three months ended September 30, 2014.

During the three months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on July 28, 2014 at $55.42 per Share and reached its low for the period on July 1, 2014 at $40.63 per Share. By comparison, during the three months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on August 9, 2013 at $103.75 per Share and reached its low for the period on July 18, 2013 at $75.90 per Share.

The benchmark’s decline of 9.3% for the three months ended September 30, 2014, as compared to the benchmark’s decline of 4.4% for the three months ended September 30, 2013, can be attributed to a greater decrease in the price of Henry Hub Natural Gas during the three months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
Net investment income (loss)	$	(86,019	)	$	(48,035	)
Management fee		73,623			40,159
Brokerage commissions		14,788			9,143
Net realized gain (loss)		13,918,788			2,863,123
Change in net unrealized appreciation/depreciation		(4,337,011	)		(1,861,542	)
Net income (loss)	$	9,495,758		$	953,546

The Fund’s net income increased for the three months ended September 30, 2014, as compared to the three months ended September 30, 2013, primarily due to a greater decrease in the price of Henry Hub Natural Gas during the three months ended September 30, 2014.

ProShares UltraShort Gold

Fund Performance

The following table provides summary performance information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
NAV beginning of period	$	83,742,981		$	170,802,997
NAV end of period	$	82,095,909		$	145,113,410
Percentage change in NAV		(2.0	)%		(15.0	)%
Shares outstanding beginning of period		996,978			1,496,978
Shares outstanding end of period		846,978			1,646,978
Percentage change in shares outstanding		(15.0	)%		10.0	%
Shares created		50,000			550,000
Shares redeemed		200,000			400,000
Per share NAV beginning of period	$	84.00		$	114.10
Per share NAV end of period	$	96.93		$	88.11
Percentage change in per share NAV		15.4	%		(22.8	)%
Percentage change in benchmark		(7.5	)%		11.3	%
Benchmark annualized volatility		10.6	%		22.7	%

164

During the three months ended September 30, 2014, the decrease in the Fund’s NAV resulted from a decrease from 996,978 outstanding Shares at June 30, 2014 to 846,978 outstanding Shares at September 30, 2014. The decrease in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of gold bullion as measured by the U.S. dollar p.m. fixing price for delivery in London. By comparison, during the three months ended September 30, 2013, the decrease in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of gold bullion as measured by the U.S. dollar p.m. fixing price for delivery in London. The decrease in the Fund’s NAV was offset by an increase from 1,496,978 outstanding Shares at June 30, 2013 to 1,646,978 outstanding Shares at September 30, 2013.

For the three months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the inverse of the daily performance of its benchmark. The Fund’s per Share NAV increase of 15.4% for the three months ended September 30, 2014, as compared to the Fund’s per Share NAV decrease of 22.8% for the three months ended September 30, 2013, was primarily due to an appreciation in the value of the assets of the Fund during the three months ended September 30, 2014.

During the three months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on September 22, 2014 at $97.47 per Share and reached its low for the period on July 10, 2014 at $80.73 per Share. By comparison, during the three months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on July 5, 2013 at $109.28 per Share and reached its low for the period on August 28, 2013 at $78.23 per Share.

The benchmark’s decline of 7.5% for the three months ended September 30, 2014, as compared to the benchmark’s rise of 11.3% for the three months ended September 30, 2013, can be attributed to a decrease in the price of spot gold in U.S. dollar terms during the three months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
Net investment income (loss)	$	(185,871	)	$	(283,915	)
Management fee		192,878			296,972
Brokerage commissions		8			8
Net realized gain (loss)		(4,375,421	)		6,023,935
Change in net unrealized appreciation/depreciation		16,208,294			(44,052,898	)
Net income (loss)	$	11,647,002		$	(38,312,878	)

The Fund’s net income increased for the three months ended September 30, 2014, as compared to the three months ended September 30, 2013, primarily due to a decrease in the price of spot gold in U.S. dollar terms during the three months ended September 30, 2014.

165

ProShares UltraShort Silver

Fund Performance

The following table provides summary performance information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
NAV beginning of period	$	52,190,256		$	83,886,747
NAV end of period	$	59,820,800		$	115,501,076
Percentage change in NAV		14.6	%		37.7	%
Shares outstanding beginning of period		708,489			758,489
Shares outstanding end of period		558,489			1,508,489
Percentage change in shares outstanding		(21.2	)%		98.9	%
Shares created		100,000			1,550,000
Shares redeemed		250,000			800,000
Per share NAV beginning of period	$	73.66		$	110.60
Per share NAV end of period	$	107.11		$	76.57
Percentage change in per share NAV		45.4	%		(30.8	)%
Percentage change in benchmark		(18.0	)%		15.0	%
Benchmark annualized volatility		16.5	%		33.4	%

During the three months ended September 30, 2014, the increase in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of silver bullion as measured by the London Silver Price^†. The increase in the Fund’s NAV was offset by a decrease from 708,489 outstanding Shares at June 30, 2014 to 558,489 outstanding Shares at September 30, 2014. By comparison, during the three months ended September 30, 2013, the increase in the Fund’s NAV resulted primarily from an increase from 758,489 outstanding Shares at June 30, 2013 to 1,508,489 outstanding Shares at September 30, 2013. The increase in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of silver bullion as measured by the U.S. dollar fixing price for delivery in London.

For the three months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the inverse of the daily performance of its benchmark. The Fund’s per Share NAV increase of 45.4% for the three months ended September 30, 2014, as compared to the Fund’s per Share NAV decrease of 30.8% for the three months ended September 30, 2013, was primarily due to an appreciation in the value of the assets of the Fund during the three months ended September 30, 2014.

During the three months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on September 30, 2014 at $107.11 per Share and reached its low for the period on July 10, 2014 at $69.31 per Share. By comparison, during the three months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on July 9, 2013 at $107.42 per Share and reached its low for the period on August 28, 2013 at $61.41 per Share.

The benchmark’s decline of 18.0% for the three months ended September 30, 2014, as compared to the benchmark’s rise of 15.0% for the three months ended September 30, 2013, can be attributed to a decrease in the price of spot silver in U.S. dollar terms during the three months ended September 30, 2014.

^†  On August 14, 2014, the company that ran the London U.S. dollar silver fixing ceased calculating the price of silver for the LBMA. The LBMA selected the CME Group and Thomson Reuters to calculate the price, which was renamed the London Silver Price, beginning August 15, 2014.

166

Net Income/Loss

The following table provides summary income information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
Net investment income (loss)	$	(129,289	)	$	(210,470	)
Management fee		134,847			219,042
Brokerage commissions		9			8
Net realized gain (loss)		(1,121,493	)		6,007,983
Change in net unrealized appreciation/depreciation		22,946,203			(32,085,121	)
Net income (loss)	$	21,695,421		$	(26,287,608	)

The Fund’s net income increased for the three months ended September 30, 2014, as compared to the three months ended September 30, 2013, primarily due to a decrease in the price of spot silver in U.S. dollar terms during the three months ended September 30, 2014.

ProShares Short Euro

Fund Performance

The following table provides summary performance information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
NAV beginning of period	$	14,245,423		$	3,792,834
NAV end of period	$	17,336,789		$	7,277,390
Percentage change in NAV		21.7	%		91.9	%
Shares outstanding beginning of period		400,005			100,005
Shares outstanding end of period		450,005			200,005
Percentage change in shares outstanding		12.5	%		100.0	%
Shares created		50,000			100,000
Shares redeemed		—			—
Per share NAV beginning of period	$	35.61		$	37.93
Per share NAV end of period	$	38.53		$	36.39
Percentage change in per share NAV		8.2	%		(4.1	)%
Percentage change in benchmark		(7.8	)%		3.9	%
Benchmark annualized volatility		4.8	%		7.6	%

During the three months ended September 30, 2014, the increase in the Fund’s NAV resulted primarily from an increase from 400,005 outstanding Shares at June 30, 2014 to 450,005 outstanding Shares at September 30, 2014. The increase in the Fund’s NAV also resulted in part from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to the inverse of the daily performance of the spot price of the euro versus the U.S. dollar. By comparison, during the three months ended September 30, 2013, the increase in the Fund’s NAV resulted from an increase from 100,005 outstanding Shares at June 30, 2013 to 200,005 outstanding Shares at September 30, 2013. The increase in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to the inverse of the daily performance of the spot price of the euro versus the U.S. dollar.

For the three months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 of the inverse of the daily performance of its benchmark. The Fund’s per Share NAV increase of 8.2% for the three months ended September 30, 2014, as compared to the Fund’s per Share NAV decrease of 4.1% for the three months ended September 30, 2013, was primarily due to an appreciation in the value of the assets of the Fund during the three months ended September 30, 2014.

During the three months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on September 30, 2014 at $38.53 per Share and reached its low for the period on July 1, 2014 at $35.65 per Share. By comparison, during the three months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on July 9, 2013 at $38.60 per Share and reached its low for the period on September 25, 2013 at $36.38 per Share.

167

The benchmark’s decline of 7.8% for the three months ended September 30, 2014, as compared to the benchmark’s rise of 3.9% for the three months ended September 30, 2013, can be attributed to a decline in the value of the euro versus the U.S. dollar during the three months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
Net investment income (loss)	$	(37,429	)	$	(16,029	)
Management fee		38,144			16,080
Brokerage commissions		564			287
Net realized gain (loss)		767,314			(39,009	)
Change in net unrealized appreciation/depreciation		541,678			(208,800	)
Net income (loss)	$	1,271,563		$	(263,838	)

The Fund’s net income increased for the three months ended September 30, 2014, as compared to the three months ended September 30, 2013, primarily due to a decline in the value of the euro versus the U.S. dollar during the three months ended September 30, 2014.

ProShares UltraShort Australian Dollar

Fund Performance

The following table provides summary performance information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
NAV beginning of period	$	20,127,301		$	23,205,856
NAV end of period	$	20,645,274		$	23,978,227
Percentage change in NAV		2.6	%		3.3	%
Shares outstanding beginning of period		500,005			500,005
Shares outstanding end of period		450,005			550,005
Percentage change in shares outstanding		(10.0	)%		10.0	%
Shares created		—			50,000
Shares redeemed		50,000			—
Per share NAV beginning of period	$	40.25		$	46.41
Per share NAV end of period	$	45.88		$	43.60
Percentage change in per share NAV		14.0	%		(6.1	)%
Percentage change in benchmark		(7.1	)%		2.0	%
Benchmark annualized volatility		7.1	%		12.1	%

During the three months ended September 30, 2014, the increase in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of the spot price of the Australian dollar versus the U.S. dollar. The increase in the Fund’s NAV was offset by a decrease from 500,005 outstanding Shares at June 30, 2014 to 450,005 outstanding Shares at September 30, 2014. By comparison, during the three months ended September 30, 2013, the increase in the Fund’s NAV resulted from an increase from 500,005 outstanding Shares at June 30, 2013 to 550,005 outstanding Shares at September 30, 2013. The increase in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of the spot price of the Australian dollar versus the U.S. dollar.

168

For the three months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the inverse of the daily performance of its benchmark. The Fund’s per Share NAV increase of 14.0% for the three months ended September 30, 2014, as compared to the Fund’s per Share NAV decrease of 6.1% for the three months ended September 30, 2013, was primarily due to an appreciation in the value of the assets of the Fund during the three months ended September 30, 2014.

During the three months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on September 29, 2014 at $46.12 per Share and reached its low for the period on July 1, 2014 at $39.67 per Share. By comparison, during the three months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on August 2, 2013 at $48.58 per Share and reached its low for the period on September 18, 2013 at $42.08 per Share.

The benchmark’s decline of 7.1% for the three months ended September 30, 2014, as compared to the benchmark’s rise of 2.0% for the three months ended September 30, 2013, can be attributed to a decline in the value of the Australian dollar versus the U.S. dollar during the three months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
Net investment income (loss)	$	(50,580	)	$	(59,621	)
Management fee		49,101			47,611
Brokerage commissions		2,854			4,057
Offering costs		—			2,926
Reduction to Limitation by Sponsor		—			6,817
Net realized gain (loss)		549,800			389,410
Change in net unrealized appreciation/depreciation		2,248,917			(1,864,718	)
Net income (loss)	$	2,748,137		$	(1,534,929	)

The Fund’s net income increased for the three months ended September 30, 2014, as compared to the three months ended September 30, 2013, primarily due to a decline in the value of the Australian dollar versus the U.S. dollar during the three months ended September 30, 2014.

ProShares UltraShort Euro

Fund Performance

The following table provides summary performance information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
NAV beginning of period	$	440,156,895		$	509,228,804
NAV end of period	$	472,408,248		$	456,760,044
Percentage change in NAV		7.3	%		(10.3	)%
Shares outstanding beginning of period		25,800,014			26,400,014
Shares outstanding end of period		23,650,014			25,750,014
Percentage change in shares outstanding		(8.3	)%		(2.5	)%
Shares created		300,000			1,400,000
Shares redeemed		2,450,000			2,050,000

169

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
Per share NAV beginning of period	$	17.06		$	19.29
Per share NAV end of period	$	19.97		$	17.74
Percentage change in per share NAV		17.1	%		(8.0	)%
Percentage change in benchmark		(7.8	)%		3.9	%
Benchmark annualized volatility		4.8	%		7.6	%

During the three months ended September 30, 2014, the increase in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of the spot price of the euro versus the U.S. dollar. The increase in the Fund’s NAV was offset by a decrease from 25,800,014 outstanding Shares at June 30, 2014 to 23,650,014 outstanding Shares at September 30, 2014. By comparison, during the three months ended September 30, 2013, the decrease in the Fund’s NAV resulted primarily from a decrease from 26,400,014 outstanding shares at June 30, 2013 to 25,750,014 outstanding Shares at September 30, 2013. The decrease in the Fund’s NAV also resulted in part from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of the spot price of the euro versus the U.S. dollar.

For the three months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the inverse of the daily performance of its benchmark. The Fund’s per Share NAV increase of 17.1% for the three months ended September 30, 2014, as compared to the Fund’s per Share NAV decrease of 8.0% for the three months ended September 30, 2013, was primarily due to an appreciation in the value of the assets of the Fund during the three months ended September 30, 2014.

During the three months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on September 30, 2014 at $19.97 per Share and reached its low for the period on July 1, 2014 at $17.09 per Share. By comparison, during the three months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on July 9, 2013 at $19.97 per Share and reached its low for the period on September 30, 2013 at $17.74 per Share.

The benchmark’s decline of 7.8% for the three months ended September 30, 2014, as compared to the benchmark’s rise of 3.9% for the three months ended September 30, 2013, can be attributed to a decline in the value of the euro versus the U.S. dollar during the three months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
Net investment income (loss)	$	(1,070,109	)	$	(1,130,081	)
Management fee		1,111,745			1,169,113
Net realized gain (loss)		32,041,814			(8,623,142	)
Change in net unrealized appreciation/depreciation		42,901,264			(30,661,125	)
Net income (loss)	$	73,872,969		$	(40,414,348	)

The Fund’s net income increased for the three months ended September 30, 2014, as compared to the three months ended September 30, 2013, primarily due to a decline in the value of the euro versus the U.S. dollar for the three months ended September 30, 2014.

170

ProShares UltraShort Yen

Fund Performance

The following table provides summary performance information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
NAV beginning of period	$	353,617,215		$	525,633,184
NAV end of period	$	435,500,662		$	463,282,138
Percentage change in NAV		23.2	%		(11.9	)%
Shares outstanding beginning of period		5,449,294			8,199,294
Shares outstanding end of period		5,749,294			7,449,294
Percentage change in shares outstanding		5.5	%		(9.1	)%
Shares created		900,000			100,000
Shares redeemed		600,000			850,000
Per share NAV beginning of period	$	64.89		$	64.11
Per share NAV end of period	$	75.75		$	62.19
Percentage change in per share NAV		16.7	%		(3.0	)%
Percentage change in benchmark		(7.6	)%		0.9	%
Benchmark annualized volatility		5.1	%		11.5	%

During the three months ended September 30, 2014, the increase in the Fund’s NAV resulted primarily from an increase from 5,449,294 outstanding Shares at June 30, 2014 to 5,749,294 outstanding Shares at September 30, 2014. The increase in the Fund’s NAV also resulted in part from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of the spot price of the Japanese yen versus the U.S. dollar. By comparison, during the three months ended September 30, 2013, the decrease in the Fund’s NAV resulted primarily from a decrease from 8,199,294 outstanding Shares at June 30, 2013 to 7,449,294 outstanding Shares at September 30, 2013. The decrease in the Fund’s NAV also resulted in part from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of the spot price of the Japanese yen versus the U.S. dollar.

For the three months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the inverse of the daily performance of its benchmark. The Fund’s per Share NAV increase of 16.7% for the three months ended September 30, 2014, as compared to the Fund’s per Share NAV decrease of 3.0% for the three months ended September 30, 2013, was primarily due to an appreciation in the value of the assets of the Fund during the three months ended September 30, 2014.

During the three months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on September 30, 2014 at $75.75 per Share and reached its low for the period on July 17, 2014 at $64.75 per Share. By comparison, during the three months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on July 5, 2013 at $66.69 per Share and reached its low for the period on August 9, 2013 at $59.91 per Share.

The benchmark’s decline of 7.6% for the three months ended September 30, 2014, as compared to the benchmark’s rise of 0.9% for the three months ended September 30, 2013, can be attributed to a decline in the value of the Japanese yen versus the U.S. dollar during the three months ended September 30, 2014.

171

Net Income/Loss

The following table provides summary income information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
Net investment income (loss)	$	(866,070	)	$	(1,164,837	)
Management fee		894,941			1,205,676
Net realized gain (loss)		15,788,078			(5,692,393	)
Change in net unrealized appreciation/depreciation		44,786,922			(8,391,501	)
Net income (loss)	$	59,708,930		$	(15,248,731	)

The Fund’s net income increased for the three months ended September 30, 2014, as compared to the three months ended September 30, 2013, primarily due to a decline in the value of the Japanese yen versus the U.S. dollar during the three months ended September 30, 2014.

ProShares Ultra Bloomberg Commodity

Fund Performance

The following table provides summary performance information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
NAV beginning of period	$	4,406,118		$	3,852,327
NAV end of period	$	3,405,894		$	3,991,828
Percentage change in NAV		(22.7	)%		3.6	%
Shares outstanding beginning of period		200,014			200,014
Shares outstanding end of period		200,014			200,014
Percentage change in shares outstanding		0.0	%		0.0	%
Shares created		—			—
Shares redeemed		—			—
Per share NAV beginning of period	$	22.03		$	19.26
Per share NAV end of period	$	17.03		$	19.96
Percentage change in per share NAV		(22.7	)%		3.6	%
Percentage change in benchmark		(11.8	)%		2.1	%
Benchmark annualized volatility		7.8	%		10.4	%

During the three months ended September 30, 2014, the decrease in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the Bloomberg Commodity Index. There was no net change in the Fund’s outstanding Shares from June 30, 2014 to September 30, 2014. By comparison, during the three months ended September 30, 2013, the increase in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the Bloomberg Commodity Index. There was no net change in the Fund’s outstanding Shares from June 30, 2013 to September 30, 2013.

For the three months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the daily performance of its benchmark. The Fund’s per Share NAV decrease of 22.7% for the three months ended September 30, 2014, as compared to the Fund’s per Share NAV increase of 3.6% for the three months ended September 30, 2013, was primarily due to depreciation in the value of the assets of the Fund during the three months ended September 30, 2014.

During the three months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on July 2, 2014 at $21.92 per Share and reached its low for the period on September 23, 2014 at $17.01 per Share. By comparison, during the three months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on August 28, 2013 at $21.69 per Share and reached its low for the period on August 7, 2013 at $18.99 per Share.

172

The benchmark’s decline of 11.8% for the three months ended September 30, 2014, as compared to the benchmark’s rise of 2.1% for the three months ended September 30, 2013, can be attributed to a depreciation of the underlying components of the index during the three months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
Net investment income (loss)	$	(8,944	)	$	(9,375	)
Management fee		9,295			9,770
Net realized gain (loss)		(651,766	)		(85,067	)
Change in net unrealized appreciation/depreciation		(339,514	)		233,943
Net income (loss)	$	(1,000,224	)	$	139,501

The Fund’s net income decreased for the three months ended September 30, 2014, as compared to the three months ended September 30, 2013, primarily due to a decline in the Fund’s benchmark index during the three months ended September 30, 2014.

ProShares Ultra Bloomberg Crude Oil

Fund Performance

The following table provides summary performance information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
NAV beginning of period	$	97,943,693		$	218,645,114
NAV end of period	$	179,175,918		$	137,074,786
Percentage change in NAV		82.9	%		(37.3	)%
Shares outstanding beginning of period		2,499,170			7,249,170
Shares outstanding end of period		5,949,170			3,949,170
Percentage change in shares outstanding		138.0	%		(45.5	)%
Shares created		5,200,000			1,000,000
Shares redeemed		1,750,000			4,300,000
Per share NAV beginning of period	$	39.19		$	30.16
Per share NAV end of period	$	30.12		$	34.71
Percentage change in per share NAV		(23.2	)%		15.1	%
Percentage change in benchmark		(11.8	)%		7.9	%
Benchmark annualized volatility		18.3	%		19.0	%

During the three months ended September 30, 2014, the increase in the Fund’s NAV resulted from an increase from 2,499,170 outstanding Shares at June 30, 2014 to 5,959,170 outstanding Shares at September 30, 2014. The increase in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the Bloomberg WTI Crude Oil Subindex^SM. By comparison, during the three months ended September 30, 2013, the decrease in the Fund’s NAV resulted primarily from a decrease from 7,249,170 outstanding shares at June 30, 2013 to 3,949,170 outstanding Shares at September 30, 2013. The decrease in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the Bloomberg WTI Crude Oil Subindex^SM.

For the three months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the daily performance of its benchmark. The Fund’s per Share NAV decrease of 23.2% for the three months ended September 30,

173

2014, as compared to the Fund’s per Share NAV increase of 15.1% for the three months ended September 30, 2013, was primarily due to a depreciation in the value of the assets of the Fund during the three months ended September 30, 2014.

During the three months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on July 1, 2014 at $39.20 per Share and reached its low for the period on September 22, 2014 at $29.99 per Share. By comparison, during the three months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on September 6, 2013 at $39.87 per Share and reached its low for the period on July 1, 2013 at $31.06 per Share.

The benchmark’s decline of 11.8% for the three months ended September 30, 2014, as compared to the benchmark’s rise of 7.9% for the three months ended September 30, 2013, can be attributed to a decrease in the price of WTI Crude Oil during the three months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
Net investment income (loss)	$	(329,563	)	$	(383,510	)
Management fee		333,837			391,381
Brokerage commissions		7,661			5,957
Net realized gain (loss)		(16,408,215	)		53,591,304
Change in net unrealized appreciation/depreciation		(12,477,865	)		(18,204,764	)
Net income (loss)	$	(29,215,643	)	$	35,003,030

The Fund’s net income decreased for the three months ended September 30, 2014, as compared to the three months ended September 30, 2013, primarily due to a decrease in the price of WTI Crude Oil during the three months ended September 30, 2014.

ProShares Ultra Bloomberg Natural Gas

Fund Performance

The following table provides summary performance information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
NAV beginning of period	$	21,163,834		$	42,142,901
NAV end of period	$	69,524,710		$	94,189,168
Percentage change in NAV		228.5	%		123.5	%
Shares outstanding beginning of period		469,941			1,169,941
Shares outstanding end of period		1,919,941			2,919,941
Percentage change in shares outstanding		308.5	%		149.6	%
Shares created		1,650,000			2,100,000
Shares redeemed		200,000			350,000
Per share NAV beginning of period	$	45.04		$	36.02
Per share NAV end of period	$	36.21		$	32.26
Percentage change in per share NAV		(19.6	)%		(10.4	)%
Percentage change in benchmark		(9.3	)%		(4.4	)%
Benchmark annualized volatility		28.0	%		26.5	%

174

During the three months ended September 30, 2014, the increase in the Fund’s NAV resulted from an increase from 469,941 outstanding Shares at June 30, 2014 to 1,919,941 outstanding Shares at September 30, 2014. The increase in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the Bloomberg Natural Gas Subindex^SM. By comparison, during the three months ended September 30, 2013, the increase in the Fund’s NAV resulted primarily from the increase from 1,169,941 outstanding shares at June 30, 2013 to 2,919,941 outstanding Shares at September 30, 2013. The increase in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the Bloomberg Natural Gas Subindex^SM.

For the three months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the daily performance of its benchmark. The Fund’s per Share NAV decrease of 19.6% for the three months ended September 30, 2014, as compared to the Fund’s per Share NAV decrease of 10.4% for the three months ended September 30, 2013, was primarily due to a greater depreciation in the value of the assets of the Fund during the three months ended September 30, 2014.

During the three months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on July 1, 2014 at $44.95 per Share and reached its low for the period on September 5, 2014 at $31.77 per Share. By comparison, during the three months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on July 18, 2013 at $41.04 per Share and reached its low for the period on August 9, 2013 at $29.45 per Share.

The benchmark’s decline of 9.3% for the three months ended September 30, 2014, as compared to the benchmark’s decline of 4.4% for the three months ended September 30, 2013, can be attributed to a greater decrease in the price of Henry Hub Natural Gas during the three months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
Net investment income (loss)	$	(128,208	)	$	(214,137	)
Management fee		114,501			188,763
Brokerage commissions		17,003			31,168
Net realized gain (loss)		(7,086,791	)		(14,490,187	)
Change in net unrealized appreciation/depreciation		5,767,208			9,382,834
Net income (loss)	$	(1,447,791	)	$	(5,321,490	)

The Fund’s net income increased for the three months ended September 30, 2014, as compared to the three months ended September 30, 2013, primarily due to a significant increase in outstanding shares during the three months ended September 30, 2014.

ProShares Ultra Gold

Fund Performance

The following table provides summary performance information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
NAV beginning of period	$	135,458,124		$	139,614,500
NAV end of period	$	113,006,432		$	172,546,283
Percentage change in NAV		(16.6	)%		23.6	%
Shares outstanding beginning of period		2,800,014			3,350,014

175

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
Shares outstanding end of period		2,750,014			3,400,014
Percentage change in shares outstanding		(1.8)	%		1.5	%
Shares created		100,000			350,000
Shares redeemed		150,000			300,000
Per share NAV beginning of period	$	48.38		$	41.68
Per share NAV end of period	$	41.09		$	50.75
Percentage change in per share NAV		(15.1)	%		21.8	%
Percentage change in benchmark		(7.5)	%		11.3	%
Benchmark annualized volatility		10.6	%		22.7	%

During the three months ended September 30, 2014, the decrease in the Fund’s NAV resulted primarily from a decrease from 2,800,014 outstanding Shares at June 30, 2014 to 2,750,014 outstanding Shares at September 30, 2014. The decrease in the Fund’s NAV also resulted in part from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of gold bullion as measured by the U.S. dollar p.m. fixing price for delivery in London. By comparison, during the three months ended September 30, 2013, the increase in the Fund’s NAV resulted from an increase from 3,350,014 outstanding shares at June 30, 2013 to 3,400,014 outstanding Shares at September 30, 2013. The increase in the Fund’s NAV also resulted in part from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of gold bullion as measured by the U.S. dollar p.m. fixing price for delivery in London.

For the three months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the daily performance of its benchmark. The Fund’s per Share NAV decrease of 15.1% for the three months ended September 30, 2014, as compared to the Fund’s per Share NAV increase of 21.8% for the three months ended September 30, 2013, was primarily due to the depreciation in the value of the assets of the Fund during the three months ended September 30, 2014.

During the three months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on July 10, 2014 at $50.21 per Share and reached its low for the period on September 22, 2014 at $40.91 per Share. By comparison, during the three months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on August 28, 2013 at $58.48 per Share and reached its low for the period on July 5, 2013 at $43.01 per Share.

The benchmark’s decline of 7.5% for the three months ended September 30, 2014, as compared to the benchmark’s rise of 11.3% for the three months ended September 30, 2013, can be attributed to a decrease in the price of spot gold in U.S. dollar terms during the three months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
Net investment income (loss)	$	(293,686	)	$	(391,586	)
Management fee		307,247			409,677
Brokerage commissions		8			8
Net realized gain (loss)		1,376,176			(5,907,842	)
Change in net unrealized appreciation/depreciation		(21,378,723	)		36,572,797
Net income (loss)	$	(20,296,233	)	$	30,273,369

The Fund’s net income decreased for the three months ended September 30, 2014, as compared to the three months ended September 30, 2013, primarily due to a decrease in the price of spot gold in U.S. dollar terms during the three months ended September 30, 2014.

176

ProShares Ultra Silver*

Fund Performance

The following table provides summary performance information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
NAV beginning of period	$	501,002,636		$	425,855,952
NAV end of period	$	357,175,403		$	553,925,429
Percentage change in NAV		(28.7	)%		30.1	%
Shares outstanding beginning of period		7,146,533			6,762,507
Shares outstanding end of period		7,696,533			6,900,007
Percentage change in shares outstanding		7.7	%		2.0	%
Shares created		900,000			750,000
Shares redeemed		350,000			612,500
Per share NAV beginning of period	$	70.10		$	62.97
Per share NAV end of period	$	46.41		$	80.28
Percentage change in per share NAV		(33.8	)%		27.5	%
Percentage change in benchmark		(18.0	)%		15.0	%
Benchmark annualized volatility		16.5	%		33.4	%

During the three months ended September 30, 2014, the decrease in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of silver bullion as measured by the London Silver Price^†. The decrease in the Fund’s NAV was offset by an increase from 7,146,533 outstanding Shares at June 30, 2014 to 7,696,533 outstanding Shares at September 30, 2014. By comparison, during the three months ended September 30, 2013, the increase in the Fund’s NAV resulted primarily from an increase from 6,762,507 outstanding shares at June 30, 2013 to 6,900,007 outstanding Shares at September 30, 2013. The increase in the Fund’s NAV also resulted in part from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of silver bullion as measured by the U.S. dollar fixing price for delivery in London.

For the three months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the daily performance of its benchmark. The Fund’s per Share NAV decrease of 33.8% for the three months ended September 30, 2014, as compared to the Fund’s per Share NAV increase of 27.5% for the three months ended September 30, 2013, was primarily due to a depreciation in the value of the assets of the Fund during the three months ended September 30, 2014.

During the three months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on July 10, 2014 at $74.31 per Share and reached its low for the period on September 30, 2014 at $46.41 per Share. By comparison, during the three months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on August 28, 2013 at $106.31 per Share and reached its low for the period on July 9, 2013 at $64.45 per Share.

The benchmark’s decline of 18.0% for the three months ended September 30, 2014, as compared to the benchmark’s rise of 15.0% for the three months ended September 30, 2013, can be attributed to a decrease in the price of spot silver in U.S. dollar terms during the three months ended September 30, 2014.

^†  On August 14, 2014, the company that ran the London U.S. dollar silver fixing ceased calculating the price of silver for the LBMA. The LBMA selected the CME Group and Thomson Reuters to calculate the price, which was renamed the London Silver Price, beginning August 15, 2014.

177

Net Income/Loss

The following table provides summary income information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
Net investment income (loss)	$	(1,023,432	)	$	(1,265,741	)
Management fee		1,064,643			1,317,246
Brokerage commissions		5			8
Net realized gain (loss)		9,487,791			28,405,829
Change in net unrealized appreciation/depreciation		(178,527,065	)		96,493,783
Net income (loss)	$	(170,062,706	)	$	123,633,871

The Fund’s net income decreased for the three months ended September 30, 2014, as compared to the three months ended September 30, 2013, primarily due to a decrease in the price of spot silver in U.S. dollar terms during the three months ended September 30, 2014.

* See Note 1 of the Notes to Financial Statements in Item 1 of Part I in this Quarterly Report on Form 10-Q regarding the reverse Share split for the ProShares Ultra Silver Fund.

ProShares Ultra Australian Dollar

Fund Performance

The following table provides summary performance information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
NAV beginning of period	$	3,592,189		$	3,283,396
NAV end of period	$	3,118,670		$	3,429,398
Percentage change in NAV		(13.2	)%		4.4	%
Shares outstanding beginning of period		100,005			100,005
Shares outstanding end of period		100,005			100,005
Percentage change in shares outstanding		0.0	%		0.0	%
Shares created		—			—
Shares redeemed		—			—
Per share NAV beginning of period	$	35.92		$	32.83
Per share NAV end of period	$	31.19		$	34.29
Percentage change in per share NAV		(13.2	)%		4.4	%
Percentage change in benchmark		(7.1	)%		2.0	%
Benchmark annualized volatility		7.1	%		12.1	%

During the three months ended September 30, 2014, the decrease in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the spot price of the Australian dollar versus the U.S. dollar. There was no net change in outstanding Shares from June 30, 2014 to September 30, 2014. By comparison, during the three months ended September 30, 2013, the increase in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the spot price of the Australian dollar versus the U.S. dollar. There was no net change in outstanding Shares from June 30, 2013 to September 30, 2013.

For the three months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the daily performance of its benchmark. The Fund’s per Share NAV decrease of 13.2% for the three months ended September 30, 2014, as compared to the Fund’s per Share NAV increase of 4.4% for the three months ended September 30, 2013, was primarily due to a depreciation in the value of the assets of the Fund during the three months ended September 30, 2014.

During the three months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on July 1, 2014 at $36.44 per Share and reached its low for the period on September 29, 2014 at $31.03 per Share. By comparison, during the three

178

months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on September 18, 2013 at $35.56 per Share and reached its low for the period on August 2, 2013 at $31.10 per Share.

The benchmark’s decline of 7.1% for the three months ended September 30, 2014, as compared to the benchmark’s rise of 2.0% for the three months ended September 30, 2013, can be attributed to a decline in the value of the Australian dollar versus the U.S. dollar during the three months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
Net investment income (loss)	$	(8,369	)	$	(8,041	)
Management fee		8,338			6,535
Brokerage commissions		378			394
Offering costs		—			2,926
Limitation by Sponsor		—			(1,572	)
Net realized gain (loss)		(80,701	)		(123,121	)
Change in net unrealized appreciation/depreciation		(384,449	)		277,164
Net income (loss)	$	(473,519	)	$	146,002

The Fund’s net income decreased for the three months ended September 30, 2014, as compared to the three months ended September 30, 2013, primarily due to a decline in the value of the Australian dollar versus the U.S. dollar during the three months ended September 30, 2014.

ProShares Ultra Euro

Fund Performance

The following table provides summary performance information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
NAV beginning of period	$	2,566,901		$	3,521,494
NAV end of period	$	2,176,269		$	2,525,460
Percentage change in NAV		(15.2	)%		(28.3	)%
Shares outstanding beginning of period		100,014			150,014
Shares outstanding end of period		100,014			100,014
Percentage change in shares outstanding		0.0	%		(33.3)	%
Shares created		—			—
Shares redeemed		—			50,000
Per share NAV beginning of period	$	25.67		$	23.47
Per share NAV end of period	$	21.76		$	25.25
Percentage change in per share NAV		(15.2	)%		7.6	%
Percentage change in benchmark		(7.8	)%		3.9	%
Benchmark annualized volatility		4.8	%		7.6	%

During the three months ended September 30, 2014, the decrease in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the spot price of the euro versus the U.S. dollar. There was no net change in outstanding Shares from June 30, 2014 to September 30, 2014. By comparison, during the three months ended September 30, 2013, the decrease in the Fund’s NAV resulted from a decrease from 150,014 outstanding Shares at June 30, 2013 to 100,014 outstanding Shares at September 30, 2013. The decrease in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the spot price of the euro versus the U.S. dollar.

179

For the three months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the daily performance of its benchmark. The Fund’s per Share NAV decrease of 15.2% for the three months ended September 30, 2014, as compared to the Fund’s per Share NAV increase of 7.6% for the three months ended September 30, 2013, was primarily due to a depreciation in the value of the assets of the Fund during the three months ended September 30, 2014.

During the three months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on July 1, 2014 at $25.61 per Share and reached its low for the period on September 30, 2014 at $21.76 per Share. By comparison, during the three months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on September 19, 2013 at $25.25 per Share and reached its low for the period on July 9, 2013 at $22.64 per Share.

The benchmark’s decline of 7.8% for the three months ended September 30, 2014, as compared to the benchmark’s rise of 3.9% for the three months ended September 30, 2013, can be attributed to a decline in the value of the euro versus the U.S. dollar during the three months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
Net investment income (loss)	$	(5,529	)	$	(8,123	)
Management fee		5,760			8,494
Net realized gain (loss)		(172,545	)		41,114
Change in net unrealized appreciation/depreciation		(212,558	)		227,594
Net income (loss)	$	(390,632	)	$	260,585

The Fund’s net income decreased for the three months ended September 30, 2014, as compared to the three months ended September 30, 2013, primarily due to a decline in the value of the euro versus the U.S. dollar during the three months ended September 30, 2014.

ProShares Ultra Yen

Fund Performance

The following table provides summary performance information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
NAV beginning of period	$	1,997,051		$	3,183,279
NAV end of period	$	1,697,164		$	3,221,062
Percentage change in NAV		(15.0	)%		1.2	%
Shares outstanding beginning of period		100,014			150,014
Shares outstanding end of period		100,014			150,014
Percentage change in shares outstanding		0.0	%		0.0	%
Shares created		—			—
Shares redeemed		—			—
Per share NAV beginning of period	$	19.97		$	21.22
Per share NAV end of period	$	16.97		$	21.47
Percentage change in per share NAV		(15.0	)%		1.2	%
Percentage change in benchmark		(7.6	)%		0.9	%
Benchmark annualized volatility		5.1	%		11.5	%

180

During the three months ended September 30, 2014, the decrease in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the spot price of the Japanese yen versus the U.S. dollar. There was no net change in the Fund’s outstanding Shares from June 30, 2014 to September 30, 2014. By comparison, during the three months ended September 30, 2013, the increase in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the spot price of the Japanese yen versus the U.S. dollar. There was no net change in the Fund’s outstanding Shares from June 30, 2013 to September 30, 2013.

For the three months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the daily performance of its benchmark. The Fund’s per Share NAV decrease of 15.0% for the three months ended September 30, 2014, as compared to the Fund’s per Share NAV increase of 1.2% for the three months ended September 30, 2013, was primarily due to a depreciation in the value of the assets of the Fund during the three months ended September 30, 2014.

During the three months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on July 17, 2014 at $19.99 per Share and reached its low for the period on September 30, 2014 at $16.97 per Share. By comparison, during the three months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on August 9, 2013 at $22.50 per Share and reached its low for the period on July 5, 2013 at $20.37 per Share.

The benchmark’s decline of 7.6% for the three months ended September 30, 2014, as compared to the benchmark’s rise of 0.9% for the three months ended September 30, 2013, can be attributed to a decline in the value of the Japanese yen versus the U.S. dollar during the three months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
Net investment income (loss)	$	(4,379	)	$	(7,357	)
Management fee		4,546			7,652
Net realized gain (loss)		(86,445	)		(20,236	)
Change in net unrealized appreciation/depreciation		(209,063	)		65,376
Net income (loss)	$	(299,887	)	$	37,783

The Fund’s net income decreased for the three months ended September 30, 2014, as compared to the three months ended September 30, 2013, primarily due to a decline in the value of the Japanese yen versus the U.S. dollar during the three months ended September 30, 2014.

181

ProShares VIX Short-Term Futures ETF

Fund Performance

The following table provides summary performance information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
NAV beginning of period	$	98,364,760		$	174,808,019
NAV end of period	$	140,018,132		$	167,085,628
Percentage change in NAV		42.3	%		(4.4	)%
Shares outstanding beginning of period		5,174,812			3,124,812
Shares outstanding end of period		6,724,812			4,224,812
Percentage change in shares outstanding		30.0	%		35.2	%
Shares created		3,475,000			2,900,000
Shares redeemed		1,925,000			1,800,000
Per share NAV beginning of period	$	19.01		$	55.94
Per share NAV end of period	$	20.82		$	39.55
Percentage change in per share NAV		9.5	%		(29.3	)%
Percentage change in benchmark		9.8	%		(28.9	)%
Benchmark annualized volatility		52.7	%		40.8	%

During the three months ended September 30, 2014, the increase in the Fund’s NAV resulted from an increase from 5,174,812 outstanding Shares at June 30, 2014 to 6,724,812 outstanding Shares at September 30, 2014. The increase in the Fund’s NAV also resulted in part from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to the daily performance of the S&P 500 VIX Short-Term Futures Index. By comparison, during the three months ended September 30, 2013, the decrease in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to the daily performance of the S&P 500 VIX Short-Term Futures Index. The decrease in the Fund’s NAV was offset by an increase from 3,124,812 outstanding Shares at June 30, 2013 to 4,224,812 outstanding Shares at September 30, 2013.

For the three months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 of the daily performance of its benchmark. The Fund’s per Share NAV increase of 9.5% for the three months ended September 30, 2014, as compared to the Fund’s per Share NAV decrease of 29.3% for the three months ended September 30, 2013, was primarily due to the appreciation in the value of the assets of the Fund during the three months ended September 30, 2014.

During the three months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on August 7, 2014 at $23.20 per Share and reached its low for the period on September 18, 2014 at $18.06 per Share. By comparison, during the three months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on July 1, 2013 at $54.66 per Share and reached its low for the period on September 18, 2013 at $36.35 per Share.

The benchmark’s rise of 9.8% for the three months ended September 30, 2014, as compared to the benchmark’s decline of 28.9% for the three months ended September 30, 2013, can be attributed to a rise in the prices of the near-term futures contracts on the VIX futures curve during the three months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
Net investment income (loss)	$	(253,370	)	$	(354,687	)
Management fee		235,234			365,398
Brokerage commissions		24,499			—
Net realized gain (loss)		(2,987,868	)		(58,621,766	)
Change in net unrealized appreciation/depreciation		19,042,796			1,991,315
Net income (loss)	$	15,801,558		$	(56,985,138	)

182

The Fund’s net income increased for the three months ended September 30, 2014, as compared to the three months ended September 30, 2013, primarily due to a rise in the prices of the near-term futures contracts on the VIX futures curve during the three months ended September 30, 2014.

ProShares VIX Mid-Term Futures ETF*

Fund Performance

The following table provides summary performance information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
NAV beginning of period	$	40,535,994		$	72,133,381
NAV end of period	$	45,613,786		$	96,765,151
Percentage change in NAV		12.5	%		34.1	%
Shares outstanding beginning of period		656,251			637,501
Shares outstanding end of period		712,501			1,043,751
Percentage change in shares outstanding		8.6	%		63.7	%
Shares created		118,750			625,000
Shares redeemed		62,500			218,750
Per share NAV beginning of period	$	61.77		$	113.15
Per share NAV end of period	$	64.02		$	92.71
Percentage change in per share NAV		3.6	%		(18.1	)%
Percentage change in benchmark		4.0	%		(17.9	)%
Benchmark annualized volatility		23.4	%		24.3	%

During the three months ended September 30, 2014, the increase in the Fund’s NAV resulted primarily from an increase from 656,251 outstanding Shares at June 30, 2014 to 712,501 outstanding Shares at September 30, 2014. The increase in the Fund’s NAV also resulted in part from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to the daily performance of the S&P 500 VIX Mid-Term Futures Index. By comparison, during the three months ended September 30, 2013, the increase in the Fund’s NAV resulted primarily from an increase from 637,501 outstanding Shares at June 30, 2013 to 1,043,751 outstanding Shares at September 30, 2013. The increase in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to the daily performance of the S&P 500 VIX Mid-Term Futures Index.

For the three months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 of the daily performance of its benchmark. The Fund’s per Share NAV increase of 3.6% for the three months ended September 30, 2014, as compared to the Fund’s per Share NAV decrease of 18.1% for the three months ended September 30, 2013, was primarily due to an appreciation in the value of the assets of the Fund during the three months ended September 30, 2014.

During the three months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on August 7, 2014 at $66.93 per Share and reached its low for the period on August 19, 2014 at $58.76 per Share. By comparison, during the three months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on July 2, 2013 at $112.18 per Share and reached its low for the period on September 18, 2013 at $88.44 per Share.

The benchmark’s rise of 4.0% for the three months ended September 30, 2014, as compared to the benchmark’s decline of 17.9% for the three months ended September 30, 2013, can be attributed to a rise in prices of the futures contracts that made up the S&P 500 VIX Mid-Term Futures Index during the three months ended September 30, 2014.

183

Net Income/Loss

The following table provides summary income information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
Net investment income (loss)	$	(92,236	)	$	(165,692	)
Management fee		92,676			172,413
Brokerage commissions		2,966			—
Net realized gain (loss)		(4,036,024	)		(6,927,757	)
Change in net unrealized appreciation/depreciation		5,997,445			(6,309,282	)
Net income (loss)	$	1,869,185		$	(13,402,731	)

The Fund’s net income increased for the three months ended September 30, 2014, as compared to the three months ended September 30, 2013, primarily due to a rise in the prices of the futures contracts that made up the S&P 500 VIX Mid-Term Futures Index during the three months ended September 30, 2014.

* See Note 9 of the Notes to Financial Statements in Item 1 of Part I in this Quarterly Report on Form 10-Q regarding the Share split for the ProShares VIX Mid-Term Futures ETF.

ProShares Ultra VIX Short-Term Futures ETF*

Fund Performance

The following table provides summary performance information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
NAV beginning of period	$	295,261,247		$	215,235,917
NAV end of period	$	258,077,177		$	286,200,633
Percentage change in NAV		(12.6	)%		33.0	%
Shares outstanding beginning of period		11,120,099			747,389
Shares outstanding end of period		8,670,099			2,072,389
Percentage change in shares outstanding		(22.0	)%		177.3	%
Shares created		11,700,000			2,762,500
Shares redeemed		14,150,000			1,437,500
Per share NAV beginning of period	$	26.55		$	287.98
Per share NAV end of period	$	29.77		$	138.10
Percentage change in per share NAV		12.1	%		(52.0	)%
Percentage change in benchmark		9.8	%		(28.9	)%
Benchmark annualized volatility		52.7	%		40.8	%

During the three months ended September 30, 2014, the decrease in the Fund’s NAV resulted from a decrease from 11,120,099 outstanding Shares at June 30, 2014 to 8,670,099 outstanding Shares at September 30, 2014. The decrease in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the S&P 500 VIX Short-Term Futures Index. By comparison, during the three months ended September 30, 2013, the increase in the Fund’s NAV resulted from an increase from 747,389 outstanding Shares at June 30, 2013 to 2,072,389 outstanding Shares at September 30, 2013. The increase in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the S&P 500 VIX Short-Term Futures Index.

For the three months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the daily performance of its benchmark. The Fund’s per Share NAV increase of 12.1% for the three months ended September 30,

184

2014, as compared to the Fund’s per Share NAV decrease of 52.0% for the three months ended September 30, 2013, was primarily due to an appreciation in the value of the assets of the Fund during the three months ended September 30, 2014.

During the three months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on August 7, 2014 at $38.10 per Share and reached its low for the period on September 18, 2014 at $22.73 per Share. By comparison, during the three months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on July 1, 2013 at $274.79 per Share and reached its low for the period on September 18, 2013 at $117.13 per Share.

The benchmark’s rise of 9.8% for the three months ended September 30, 2014, as compared to the benchmark’s decline of 28.9% for the three months ended September 30, 2013, can be attributed to a rise in the prices of the near-term futures contracts on the VIX futures curve during the three months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
Net investment income (loss)	$	(1,308,139	)	$	(1,259,552	)
Management fee		689,515			667,541
Brokerage commissions		632,234			602,808
Net realized gain (loss)		(4,709,504	)		(197,361,289	)
Change in net unrealized appreciation/depreciation		89,179,537			9,756,983
Net income (loss)	$	83,161,894		$	(188,863,858	)

The Fund’s net income increased for the three months ended September 30, 2014, as compared to the three months ended September 30, 2013, primarily due to a rise in the prices of the near-term futures contracts on the VIX futures curve during the three months ended September 30, 2014.

* See Note 1 of the Notes to Financial Statements in Item 1 of Part I in this Quarterly Report on Form 10-Q regarding the reverse Share split for the ProShares Ultra VIX Short-Term Futures ETF.

ProShares Short VIX Short-Term Futures ETF*

Fund Performance

The following table provides summary performance information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
NAV beginning of period	$	181,236,514		$	117,395,722
NAV end of period	$	310,478,773		$	94,516,078
Percentage change in NAV		71.3	%		(19.5	)%
Shares outstanding beginning of period		2,050,040			3,000,040
Shares outstanding end of period		4,150,040			1,800,040
Percentage change in shares outstanding		102.4	%		(40.0	)%
Shares created		4,450,000			1,500,000
Shares redeemed		2,350,000			2,700,000
Per share NAV beginning of period	$	88.41		$	39.13
Per share NAV end of period	$	74.81		$	52.51
Percentage change in per share NAV		(15.4	)%		34.2	%
Percentage change in benchmark		9.8	%		(28.9	)%
Benchmark annualized volatility		52.7	%		40.8	%

185

During the three months ended September 30, 2014, the increase in the Fund’s NAV resulted from an increase from 2,050,040 outstanding Shares at June 30, 2014 to 4,150,040 outstanding Shares at September 30, 2014. The increase in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to the inverse of the daily performance of the S&P 500 VIX Short-Term Futures Index. By comparison, during the three months ended September 30, 2013, the decrease in the Fund’s NAV resulted from a decrease from 3,000,040 outstanding Shares at June 30, 2013 to 1,800,040 outstanding Shares at September 30, 2013. The decrease in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to the inverse of the daily performance of the S&P 500 VIX Short-Term Futures Index.

For the three months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 of the inverse of the daily performance of its benchmark. The Fund’s per Share NAV decrease of 15.4% for the three months ended September 30, 2014, as compared to the Fund’s per Share NAV increase of 34.2% for the three months ended September 30, 2013, was primarily due to depreciation in the value of the assets of the fund during the three months ended September 30, 2014.

During the three months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on July 3, 2014 at $92.60 per Share and reached its low for the period on August 7, 2014 at $69.91 per Share. By comparison, during the three months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on September 18, 2013 at $57.44 per Share and reached its low for the period on July 1, 2013 at $40.02 per Share.

The benchmark’s rise of 9.8% for the three months ended September 30, 2014, as compared to the benchmark’s decline of 28.9% for the three months ended September 30, 2013, can be attributed to a rise in the prices of the near-term futures contracts on the VIX Futures curve during the three months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the three months ended September 30, 2014 and 2013:

	Three Months Ended September 30, 2014			Three Months Ended September 30, 2013
Net investment income (loss)	$	(989,160	)	$	(339,271	)
Management fee		620,236			212,926
Brokerage commissions		385,191			132,363
Net realized gain (loss)		18,154,494			37,635,709
Change in net unrealized appreciation/depreciation		(33,971,541	)		(2,813,145	)
Net income (loss)	$	(16,806,207	)	$	34,483,293

The Fund’s net income decreased for the three months ended September 30, 2014, as compared to the three months ended September 30, 2013, primarily due to a rise in the prices of the near-term futures contracts on the VIX futures curve during the three months ended September 30, 2014.

* See Note 1 of the Notes to Financial Statements in Item 1 of Part I in this Quarterly Report on Form 10-Q regarding the Share split for the ProShares Short VIX Short-Term Futures ETF.

186

Results of Operations for the Nine Months Ended September 30, 2014 Compared to the Nine Months Ended September 30, 2013

ProShares UltraShort Bloomberg Commodity

Fund Performance

The following table provides summary performance information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
NAV beginning of period	$	3,797,427		$	3,245,965
NAV end of period	$	4,149,184		$	3,746,428
Percentage change in NAV		9.3	%		15.4	%
Shares outstanding beginning of period		59,997			59,997
Shares outstanding end of period		59,997			59,997
Percentage change in shares outstanding		0.0	%		0.0	%
Shares created		—			—
Shares redeemed		—			—
Per share NAV beginning of period	$	63.29		$	54.10
Per share NAV end of period	$	69.16		$	62.44
Percentage change in per share NAV		9.3	%		15.4	%
Percentage change in benchmark		(5.6	)%		(8.6	)%
Benchmark annualized volatility		8.4	%		10.8	%

During the nine months ended September 30, 2014, the increase in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of the Bloomberg Commodity Index. There was no net change in the Fund’s outstanding Shares from December 31, 2013 to September 30, 2014. By comparison, during the nine months ended September 30, 2013, the increase in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of the Bloomberg Commodity Index. There was no net change in the Fund’s outstanding Shares from December 31, 2012 to September 30, 2013.

For the nine months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the inverse of the daily performance of its benchmark. The Fund’s per Share NAV increase of 9.3% for the nine months ended September 30, 2014, as compared to the Fund’s per Share NAV increase of 15.4% for the nine months ended September 30, 2013, was primarily due to a lesser appreciation in the value of the assets of the Fund during the nine months ended September 30, 2014.

During the nine months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on September 23, 2014 at $69.36 per Share and reached its low for the period on April 29, 2014 at $51.38 per Share. By comparison, during the nine months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on August 7, 2013 at $66.37 per Share and reached its low for the period on January 30, 2013 at $51.04 per Share.

The benchmark’s decline of 5.6% for the nine months ended September 30, 2014, as compared to the benchmark’s decline of 8.6% for the nine months ended September 30, 2013, can be attributed to a lesser depreciation of the underlying components of the index during the nine months ended September 30, 2014.

187

Net Income/Loss

The following table provides summary income information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
Net investment income (loss)	$	(23,790	)	$	(23,250	)
Management fee		24,737			24,901
Net realized gain (loss)		(3,519	)		472,355
Change in net unrealized appreciation/depreciation		379,066			51,358
Net income (loss)	$	351,757		$	500,463

The Fund’s net income decreased for the nine months ended September 30, 2014, as compared to the nine months ended September 30, 2013, primarily due to a lesser decline in the Fund’s benchmark index during the nine months ended September 30, 2014.

ProShares UltraShort Bloomberg Crude Oil

Fund Performance

The following table provides summary performance information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
NAV beginning of period	$	256,060,149		$	89,481,266
NAV end of period	$	196,140,063		$	442,461,028
Percentage change in NAV		(23.4	)%		394.5	%
Shares outstanding beginning of period		8,069,944			2,219,944
Shares outstanding end of period		6,369,944			14,619,944
Percentage change in shares outstanding		(21.1	)%		558.6	%
Shares created		14,850,000			22,350,000
Shares redeemed		16,550,000			9,950,000
Per share NAV beginning of period	$	31.73		$	40.31
Per share NAV end of period	$	30.79		$	30.26
Percentage change in per share NAV		(3.0	)%		(24.9	)%
Percentage change in benchmark		(1.8	)%		10.6	%
Benchmark annualized volatility		16.0	%		18.6	%

During the nine months ended September 30, 2014, the decrease in the Fund’s NAV resulted from a decrease from 8,069,944 outstanding Shares at December 31, 2013 to 6,369,944 outstanding Shares at September 30, 2014. The decrease in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of the Bloomberg WTI Crude Oil Subindex^SM. By comparison, during the nine months ended September 30, 2013, the increase in the Fund’s NAV resulted primarily from an increase from 2,219,944 outstanding Shares at December 31, 2012 to 14,619,944 outstanding Shares at September 30, 2013. The increase in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of the Bloomberg WTI Crude Oil Subindex^SM.

For the nine months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the inverse of the daily performance of its benchmark. The Fund’s per Share NAV decrease of 3.0% for the nine months ended September 30, 2014, as compared to the Fund’s per Share NAV decrease of 24.9% for the nine months ended September 30, 2013, was primarily due to a lesser depreciation in the value of the assets of the Fund during the nine months ended September 30, 2014.

During the nine months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on January 9, 2014 at $36.34 per Share and reached its low for the period on June 20, 2014 at $24.07 per Share. By comparison, during the nine months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on April 17, 2013 at $45.45 per Share and reached its low for the period on September 6, 2013 at $26.59 per Share.

188

The benchmark’s decline of 1.8% for the nine months ended September 30, 2014, as compared to the benchmark’s rise of 10.6% for the nine months ended September 30, 2013, can be attributed to a decrease in the price of WTI Crude Oil during the nine months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
Net investment income (loss)	$	(2,067,933	)	$	(1,796,450	)
Management fee		2,113,748			1,830,070
Brokerage commission		55,085			49,006
Net realized gain (loss)		(1,278,263	)		(91,271,858	)
Change in net unrealized appreciation/depreciation		11,391,293			53,049,617
Net income (loss)	$	8,045,097		$	(40,018,691	)

The Fund’s net income increased for the nine months ended September 30, 2014, as compared to the nine months ended September 30, 2013, primarily due to a decrease in the price of WTI Crude Oil during the nine months ended September 30, 2014.

ProShares UltraShort Bloomberg Natural Gas

Fund Performance

The following table provides summary performance information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
NAV beginning of period	$	22,734,767		$	12,768,340
NAV end of period	$	19,683,020		$	16,035,027
Percentage change in NAV		(13.4	)%		25.6	%
Shares outstanding beginning of period		324,952			125,008
Shares outstanding end of period		424,952			174,952
Percentage change in shares outstanding		30.8	%		40.0	%
Shares created		2,400,000			387,500
Shares redeemed		2,300,000			337,556
Per share NAV beginning of period	$	69.96		$	102.14
Per share NAV end of period	$	46.32		$	91.65
Percentage change in per share NAV		(33.8	)%		(10.3	)%
Percentage change in benchmark		2.6	%		(5.4	)%
Benchmark annualized volatility		39.3	%		30.8	%

During the nine months ended September 30, 2014, the decrease in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of the Bloomberg Natural Gas Subindex^SM. The decrease in the Fund’s NAV was offset by an increase from 324,952 outstanding Shares at December 31, 2013 to 424,952 outstanding Shares at September 30, 2014. By comparison, during the nine months ended September 30, 2013, the increase in the Fund’s NAV resulted from an increase from 125,008 outstanding Shares at December 31, 2012 to 174,952 outstanding Shares at September 30, 2013. The increase in the Fund’s NAV also resulted from by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of the Bloomberg Natural Gas Subindex^SM.

189

For the nine months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the inverse of the daily performance of its benchmark. The Fund’s per Share NAV decrease of 33.8% for the nine months ended September 30, 2014, as compared to the Fund’s per Share NAV decrease of 10.3% for the nine months ended September 30, 2013, was primarily due to a greater depreciation in the value of the assets of the Fund during the nine months ended September 30, 2014.

During the nine months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on January 9, 2014 at $76.82 per Share and reached its low for the period on June 12, 2014 at $35.78 per Share. By comparison, during the nine months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on January 9, 2013 at $116.81 per Share and reached its low for the period on April 19, 2013 at $59.27 per Share.

The benchmark’s rise of 2.6% for the nine months ended September 30, 2014, as compared to the benchmark’s decline of 5.4% for the nine months ended September 30, 2013, can be attributed to an increase in the price of Henry Hub Natural Gas during the nine months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
Net investment income (loss)	$	(413,886	)	$	(166,191	)
Management fee		352,678			137,353
Brokerage commission		76,540			36,055
Net realized gain (loss)		2,737,682			255,984
Change in net unrealized appreciation/depreciation		(2,912,004	)		57,806
Net income (loss)	$	(588,208	)	$	147,599

The Fund’s net income decreased for the nine months ended September 30, 2014, as compared to the nine months ended September 30, 2013, primarily due to an increase in the price of Henry Hub Natural Gas during the nine months ended September 30, 2014.

ProShares UltraShort Gold

Fund Performance

The following table provides summary performance information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
NAV beginning of period	$	139,436,456		$	92,416,742
NAV end of period	$	82,095,909		$	145,113,410
Percentage change in NAV		(41.1	)%		57.0	%
Shares outstanding beginning of period		1,346,978			1,446,978
Shares outstanding end of period		846,978			1,646,978
Percentage change in shares outstanding		(37.1	)%		13.8	%
Shares created		450,000			1,750,000
Shares redeemed		950,000			1,550,000
Per share NAV beginning of period	$	103.52		$	63.87
Per share NAV end of period	$	96.93		$	88.11
Percentage change in per share NAV		(6.4	)%		38.0	%
Percentage change in benchmark		1.0	%		(20.0	)%
Benchmark annualized volatility		12.4	%		22.5	%

190

During the nine months ended September 30, 2014, the decrease in the Fund’s NAV resulted primarily from a decrease from 1,346,978 outstanding Shares at December 31, 2013 to 846,978 outstanding Shares at September 30, 2014. The decrease in the Fund’s NAV also resulted in part from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of gold bullion as measured by the U.S. dollar p.m. fixing price for delivery in London. By comparison, during the nine months ended September 30, 2013, the increase in the Fund’s NAV resulted from an increase from 1,446,978 outstanding Shares at December 31, 2012 to 1,646,978 outstanding Shares at September 30, 2013. The increase in the Fund’s NAV also resulted in part from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of gold bullion as measured by the U.S. Dollar p.m. fixing price for delivery in London.

For the nine months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the inverse of the daily performance of its benchmark. The Fund’s per Share NAV decrease of 6.4% for the nine months ended September 30, 2014, as compared to the Fund’s per Share NAV increase of 38.0% for the nine months ended September 30, 2013, was primarily due to a depreciation in the value of the assets of the Fund during the nine months ended September 30, 2014.

During the nine months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on January 8, 2014 at $100.49 per Share and reached its low for the period on March 14, 2014 at $77.10 per Share. By comparison, during the nine months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on June 28, 2013 at $114.11 per Share and reached its low for the period on January 2, 2013 at $61.07 per Share.

The benchmark’s rise of 1.0% for the nine months ended September 30, 2014, as compared to the benchmark’s decline of 20.0% for the nine months ended September 30, 2013, can be attributed to an increase in the price of spot gold in U.S. dollar terms during the nine months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
Net investment income (loss)	$	(654,933	)	$	(843,885	)
Management fee		689,861			892,226
Brokerage commission		32			32
Net realized gain (loss)		(12,647,502	)		39,766,657
Change in net unrealized appreciation/depreciation		(25,284	)		4,026,909
Net income (loss)	$	(13,327,719	)	$	42,949,681

The Fund’s net income decreased for the nine months ended September 30, 2014, as compared to the nine months ended September 30, 2013, primarily due to an increase in the price of spot gold in U.S. dollar terms during the nine months ended September 30, 2014.

ProShares UltraShort Silver

Fund Performance

The following table provides summary performance information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014		Nine Months Ended September 30, 2013
NAV beginning of period	$	112,989,686	$	100,656,703
NAV end of period	$	59,820,800	$	115,501,076

191

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
Percentage change in NAV		(47.1	)%		14.7	%
Shares outstanding beginning of period		1,258,489			1,958,489
Shares outstanding end of period		558,489			1,508,489
Percentage change in shares outstanding		(55.6	)%		(23.0	)%
Shares created		800,000			3,050,000
Shares redeemed		1,500,000			3,500,000
Per share NAV beginning of period	$	89.78		$	51.40
Per share NAV end of period	$	107.11		$	76.57
Percentage change in per share NAV		19.3	%		49.0	%
Percentage change in benchmark		(12.3	)%		(27.6	)%
Benchmark annualized volatility		19.5	%		33.1	%

During the nine months ended September 30, 2014, the decrease in the Fund’s NAV resulted from a decrease from 1,258,489 outstanding Shares at December 31, 2013 to 558,489 outstanding Shares at September 30, 2014. The decrease in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of silver bullion as measured by the London Silver Price^†. By comparison, during the nine months ended September 30, 2013, the increase in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of silver bullion as measured by the U.S. Dollar fixing price for delivery in London. The increase in the Fund’s NAV was offset by a decrease from 1,958,489 outstanding Shares at December 31, 2012 to 1,508,489 outstanding Shares at September 30, 2013.

For the nine months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the inverse of the daily performance of its benchmark. The Fund’s per Share NAV increase of 19.3% for the nine months ended September 30, 2014, as compared to the Fund’s per Share NAV increase of 49.0% for the nine months ended September 30, 2013, was primarily due to a lesser appreciation in the value of the assets of the Fund during the nine months ended September 30, 2014.

During the nine months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on September 30, 2014 at $107.11 per Share and reached its low for the period on February 24, 2014 at $68.80 per Share. By comparison, during the nine months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on June 27, 2013 at $113.67 per Share and reached its low for the period on January 23, 2013 at $43.72 per Share.

The benchmark’s decline of 12.3% for the nine months ended September 30, 2014, as compared to the benchmark’s decline of 27.6% for the nine months ended September 30, 2013, can be attributed to a lesser decrease in the price of spot silver in U.S. dollar terms during the nine months ended September 30, 2014.

^†  On August 14, 2014, the company that ran the London U.S. dollar silver fixing ceased calculating the price of silver for the LBMA. The LBMA selected the CME Group and Thomson Reuters to calculate the price, which was renamed the London Silver Price, beginning August 15, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
Net investment income (loss)	$	(453,626	)	$	(712,063	)
Management fee		479,955			759,657
Brokerage commission		33			32
Net realized gain (loss)		(1,278,772	)		86,830,919
Change in net unrealized appreciation/depreciation		14,577,833			(10,271,469	)
Net income (loss)	$	12,845,435		$	75,847,387

192

The Fund’s net income decreased for the nine months ended September 30, 2014, as compared to the nine months ended September 30, 2013, primarily due to a lesser decrease in the price of spot silver in U.S. dollar terms during the nine months ended September 30, 2014.

ProShares Short Euro

Fund Performance

The following table provides summary performance information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
NAV beginning of period	$	8,896,842		$	3,763,040
NAV end of period	$	17,336,789		$	7,277,390
Percentage change in NAV		94.9	%		93.4	%
Shares outstanding beginning of period		250,005			100,005
Shares outstanding end of period		450,005			200,005
Percentage change in shares outstanding		80.0	%		100.0	%
Shares created		250,000			100,000
Shares redeemed		50,000			—
Per share NAV beginning of period	$	35.59		$	37.63
Per share NAV end of period	$	38.53		$	36.39
Percentage change in per share NAV		8.3	%		(3.3	)%
Percentage change in benchmark		(8.2	)%		2.5	%
Benchmark annualized volatility		5.0	%		8.0	%

During the nine months ended September 30, 2014, the increase in the Fund’s NAV resulted primarily from an increase from 250,005 outstanding Shares at December 31, 2013 to 450,005 outstanding Shares at September 30, 2014. The increase in the Fund’s NAV also resulted in part from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to the inverse of the daily performance of the spot price of the euro versus the U.S. dollar. By comparison, during the nine months ended September 30, 2013, the increase in the Fund’s NAV resulted primarily from an increase from 100,005 outstanding Shares at December 31, 2012 to 200,005 outstanding Shares at September 30, 2013. The increase in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to the inverse of the daily performance of the spot price of the euro versus the U.S. dollar.

For the nine months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 of the inverse of the daily performance of its benchmark. The Fund’s per Share NAV increase of 8.3% for the nine months ended September 30, 2014, as compared to the Fund’s per Share NAV decrease of 3.3% for the nine months ended September 30, 2013, was primarily due to an appreciation in the value of the assets of the Fund during the nine months ended September 30, 2014.

During the nine months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on September 30, 2014 at $38.53 per Share and reached its low for the period on May 6, 2014 at $35.07 per Share. By comparison, during the nine months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on March 27, 2013 at $38.76 per Share and reached its low for the period on February 1, 2013 at $36.34 per Share.

The benchmark’s decline of 8.2% for the nine months ended September 30, 2014, as compared to the benchmark’s rise of 2.5% for the nine months ended September 30, 2013, can be attributed to a decline in the value of the euro versus the U.S. dollar during the nine months ended September 30, 2014.

193

Net Income/Loss

The following table provides summary income information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
Net investment income (loss)	$	(81,283	)	$	(33,006	)
Management fee		83,705			16,573
Brokerage commission		1,262			517
Offering costs		—			45,511
Limitation by Sponsor		—			(28,232	)
Net realized gain (loss)		926,106			(114,800	)
Change in net unrealized appreciation/depreciation		463,426			(86,238	)
Net income (loss)	$	1,308,249		$	(234,044	)

The Fund’s net income increased for the nine months ended September 30, 2014, as compared to the nine months ended September 30, 2013, primarily due to a decline in the value of the euro versus the U.S. dollar in conjunction with an increase in shares outstanding during the nine months ended September 30, 2014.

ProShares UltraShort Australian Dollar

Fund Performance

The following table provides summary performance information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
NAV beginning of period	$	27,983,279		$	3,780,999
NAV end of period	$	20,645,274		$	23,978,227
Percentage change in NAV		(26.2	)%		534.2	%
Shares outstanding beginning of period		600,005			100,005
Shares outstanding end of period		450,005			550,005
Percentage change in shares outstanding		(25.0	)%		450.0	%
Shares created		—			450,000
Shares redeemed		150,000			—
Per share NAV beginning of period	$	46.64		$	37.81
Per share NAV end of period	$	45.88		$	43.60
Percentage change in per share NAV		(1.6	)%		15.3	%
Percentage change in benchmark		(2.0	)%		(10.3	)%
Benchmark annualized volatility		7.7	%		10.6	%

During the nine months ended September 30, 2014, the decrease in the Fund’s NAV resulted primarily from a decrease from 600,005 outstanding Shares at December 31, 2013 to 450,005 outstanding Shares at September 30, 2014. The decrease in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of the spot price of the Australian dollar versus the U.S. dollar. By comparison, during the nine months ended September 30, 2013, the increase in the Fund’s NAV resulted primarily from an increase from 100,005 outstanding Shares at December 31, 2012 to 550,005 outstanding Shares at September 30, 2013. The increase in the Fund’s NAV also resulted in part from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of the spot price of the Australian Dollar versus the U.S. Dollar.

For the nine months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the inverse of the daily performance of its benchmark. The Fund’s per Share NAV decrease of 1.6% for the nine months ended September 30, 2014, as compared to the Fund’s per Share NAV increase of 15.3% for the nine months ended September 30, 2013, was primarily due to a depreciation in the value of the assets of the Fund during the nine months ended September 30, 2014.

194

During the nine months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on January 24, 2014 at $48.83 per Share and reached its low for the period on July 1, 2014 at $39.67 per Share. By comparison, during the nine months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on August 2, 2013 at $48.58 per Share and reached its low for the period on April 11, 2013 at $35.89 per Share.

The benchmark’s decline of 2.0% for the nine months ended September 30, 2014, as compared to the benchmark’s decline of 10.3% for the nine months ended September 30, 2013, can be attributed to a lesser decline in the value of the Australian dollar versus the U.S. dollar during the nine months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
Net investment income (loss)	$	(159,320	)	$	(98,659	)
Management fee		157,466			47,611
Brokerage commission		9,220			7,836
Offering costs		—			47,870
Limitation by Sponsor		—			(1,259	)
Net realized gain (loss)		(1,375,251	)		2,294,668
Change in net unrealized appreciation/depreciation		966,993			(551,893	)
Net income (loss)	$	(567,578	)	$	1,644,116

The Fund’s net income decreased for the nine months ended September 30, 2014, as compared to the nine months ended September 30, 2013, primarily due to a lesser decline in the value of the Australian dollar versus the U.S. dollar during the nine months ended September 30, 2014.

ProShares UltraShort Euro

Fund Performance

The following table provides summary performance information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
NAV beginning of period	$	418,001,115		$	526,778,026
NAV end of period	$	472,408,248		$	456,760,044
Percentage change in NAV		13.0	%		(13.3	)%
Shares outstanding beginning of period		24,500,014			27,700,014
Shares outstanding end of period		23,650,014			25,750,014
Percentage change in shares outstanding		(3.5	)%		(7.0	)%
Shares created		2,550,000			6,250,000
Shares redeemed		3,400,000			8,200,000
Per share NAV beginning of period	$	17.06		$	19.02
Per share NAV end of period	$	19.97		$	17.74
Percentage change in per share NAV		17.1	%		(6.7	)%
Percentage change in benchmark		(8.2	)%		2.5	%
Benchmark annualized volatility		5.0	%		8.0	%

195

During the nine months ended September 30, 2014, the increase in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of the spot price of the euro versus the U.S. dollar. The increase in the Fund’s NAV was offset by a decrease from 24,500,014 outstanding Shares at December 31, 2013 to 23,650,014 outstanding Shares at September 30, 2014. By comparison, during the nine months ended September 30, 2013, the decrease in the Fund’s NAV resulted from a decrease from 27,700,014 outstanding Shares at December 31, 2012 to 25,750,014 outstanding Shares at September 30, 2013. The decrease in the Fund’s NAV also resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of the spot price of the euro versus the U.S. dollar.

For the nine months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the inverse of the daily performance of its benchmark. The Fund’s per Share NAV increase of 17.1% for the nine months ended September 30, 2014, as compared to the Fund’s per Share NAV decrease of 6.7% for the nine months ended September 30, 2013, was primarily due to an appreciation in the value of the assets of the Fund during the nine months ended September 30, 2014.

During the nine months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on September 30, 2014 at $19.97 per Share and reached its low for the period on May 6, 2014 at $16.52 per Share. By comparison, during the nine months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on March 27, 2013 at $20.16 per Share and reached its low for the period on February 1, 2013 at $17.72 per Share.

The benchmark’s decline of 8.2% for the nine months ended September 30, 2014, as compared to the benchmark’s rise of 2.5% for the nine months ended September 30, 2013, can be attributed to a decline in the value of the euro versus the U.S. dollar during the nine months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
Net investment income (loss)	$	(2,919,876	)	$	(3,374,312	)
Management fee		3,090,163			3,553,447
Net realized gain (loss)		25,749,214			(19,715,453	)
Change in net unrealized appreciation/depreciation		51,047,636			(12,790,424	)
Net income (loss)	$	73,876,974		$	(35,880,189	)

The Fund’s net income increased for the nine months ended September 30, 2014, as compared to the nine months ended September 30, 2013, primarily due to a decline in the value of the euro versus the U.S. dollar for the nine months ended September 30, 2014.

ProShares UltraShort Yen

Fund Performance

The following table provides summary performance information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
NAV beginning of period	$	588,121,516		$	408,563,630
NAV end of period	$	435,500,662		$	463,282,138
Percentage change in NAV		(26.0	)%		13.4	%
Shares outstanding beginning of period		8,299,294			8,049,294

196

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
Shares outstanding end of period		5,749,294			7,449,294
Percentage change in shares outstanding		(30.7	)%		(7.5	)%
Shares created		1,350,000			4,300,000
Shares redeemed		3,900,000			4,900,000
Per share NAV beginning of period	$	70.86		$	50.76
Per share NAV end of period	$	75.75		$	62.19
Percentage change in per share NAV		6.9	%		22 .5	%
Percentage change in benchmark		(4.0	)%		(11.8	)%
Benchmark annualized volatility		6.3	%		13.4	%

During the nine months ended September 30, 2014, the decrease in the Fund’s NAV resulted primarily from a decrease from 8,299,294 outstanding Shares at December 31, 2013 to 5,749,294 outstanding Shares at September 30, 2014. The decrease in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of the spot price of the Japanese yen versus the U.S. dollar. By comparison, during the nine months ended September 30, 2013, the increase in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the inverse of the daily performance of the spot price of the Japanese yen versus the U.S. dollar. The increase in the Fund’s NAV was offset by a decrease from 8,049,294 outstanding Shares at December 31, 2012 to 7,449,294 outstanding Shares at September 30, 2013.

For the nine months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the inverse of the daily performance of its benchmark. The Fund’s per Share NAV increase of 6.9% for the nine months ended September 30, 2014, as compared to the Fund’s per Share NAV increase of 22.5% for the nine months ended September 30, 2013, was primarily due to a lesser appreciation in the value of the assets of the Fund during the nine months ended September 30, 2014.

During the nine months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on September 30, 2014 at $75.75 per Share and reached its low for the period on July 17, 2014 at $64.75 per Share. By comparison, during the nine months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on May 17, 2013 at $70.23 per Share and reached its low for the period on January 8, 2013 at $51.09 per Share.

The benchmark’s decline of 4.0% for the nine months ended September 30, 2014, as compared to the benchmark’s decline of 11.8% for the nine months ended September 30, 2013, can be attributed to a lesser decline in the value of the Japanese yen versus the U.S. dollar during the nine months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
Net investment income (loss)	$	(2,636,773	)	$	(3,278,808	)
Management fee		2,800,653			3,450,237
Net realized gain (loss)		15,965,501			139,337,127
Change in net unrealized appreciation/depreciation		5,712,611			(50,643,634	)
Net income (loss)	$	19,041,339		$	85,414,685

The Fund’s net income decreased for the nine months ended September 30, 2014, as compared to the nine months ended September 30, 2013, primarily due to a lesser decline in the value of the Japanese yen versus the U.S. dollar during the nine months ended September 30, 2014.

197

ProShares Ultra Bloomberg Commodity

Fund Performance

The following table provides summary performance information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
NAV beginning of period	$	2,915,034		$	6,097,211
NAV end of period	$	3,405,894		$	3,991,828
Percentage change in NAV		16.8	%		(34.5	)%
Shares outstanding beginning of period		150,014			250,014
Shares outstanding end of period		200,014			200,014
Percentage change in shares outstanding		33.3	%		(20.0	)%
Shares created		50,000			—
Shares redeemed		—			50,000
Per share NAV beginning of period	$	19.43		$	24.39
Per share NAV end of period	$	17.03		$	19.96
Percentage change in per share NAV		(12.4	)%		(18.2	)%
Percentage change in benchmark		(5.6	)%		(8.6	)%
Benchmark annualized volatility		8.4	%		10.8	%

During the nine months ended September 30, 2014, the increase in the Fund’s NAV resulted from an increase from 150,014 outstanding Shares at December 31, 2013 to 200,014 outstanding Shares at September 30, 2014. The increase in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the Bloomberg Commodity Index. By comparison, during the nine months ended September 30, 2013, the decrease in the Fund’s NAV resulted primarily from a decrease from 250,014 outstanding shares at December 31, 2012 to 200,014 outstanding Shares at September 30, 2013. The decrease in the Fund’s NAV also resulted in part from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the Bloomberg Commodity Index.

For the nine months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the daily performance of its benchmark. The Fund’s per Share NAV decrease of 12.4% for the nine months ended September 30, 2014, as compared to the Fund’s per Share NAV decrease of 18.2% for the nine months ended September 30, 2013, was primarily due to a lesser depreciation in the value of the assets of the Fund during the nine months ended September 30, 2014.

During the nine months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on April 29, 2014 at $23.45 per Share and reached its low for the period on September 23, 2014 at $17.01 per Share. By comparison, during the nine months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on January 30, 2013 at $25.72 per Share and reached its low for the period on August 7, 2013 at $18.99 per Share.

The benchmark’s decline of 5.6% for the nine months ended September 30, 2014, as compared to the benchmark’s decline of 8.6% for the nine months ended September 30, 2013, can be attributed to a lesser depreciation of the underlying components of the index during the nine months ended September 30, 2014.

198

Net Income/Loss

The following table provides summary income information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
Net investment income (loss)	$	(23,639	)	$	(30,577	)
Management fee		24,709			32,386
Net realized gain (loss)		(274,820	)		(868,012	)
Change in net unrealized appreciation/depreciation		(345,597	)		68,819
Net income (loss)	$	(644,056	)	$	(829,770	)

The Fund’s net income increased for the nine months ended September 30, 2014, as compared to the nine months ended September 30, 2013, primarily due to lesser decrease in the Fund’s benchmark index during the nine months ended September 30, 2014.

ProShares Ultra Bloomberg Crude Oil

Fund Performance

The following table provides summary performance information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
NAV beginning of period	$	142,773,429		$	483,508,964
NAV end of period	$	179,175,918		$	137,074,786
Percentage change in NAV		25.5	%		(71.7	)%
Shares outstanding beginning of period		4,449,170			16,449,170
Shares outstanding end of period		5,949,170			3,949,170
Percentage change in shares outstanding		33.7	%		(76.0	)%
Shares created		10,400,000			7,700,000
Shares redeemed		8,900,000			20,200,000
Per share NAV beginning of period	$	32.09		$	29.39
Per share NAV end of period	$	30.12		$	34.71
Percentage change in per share NAV		(6.1	)%		18.1	%
Percentage change in benchmark		(1.8	)%		10.6	%
Benchmark annualized volatility		16.0	%		18.6	%

During the nine months ended September 30, 2014, the increase in the Fund’s NAV resulted from an increase from 4,449,170 outstanding Shares at December 31, 2013 to 5,949,170 outstanding Shares at September 30, 2014. The increase in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the Bloomberg WTI Crude Oil Subindex^SM. By comparison, during the nine months ended September 30, 2013, the decrease in the Fund’s NAV resulted primarily from a decrease from 16,449,170 outstanding Shares at December 31, 2012 to 3,949,170 outstanding Shares at September 30, 2013. The decrease in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the Bloomberg WTI Crude Oil Subindex^SM.

For the nine months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the daily performance of its benchmark. The Fund’s per Share NAV decrease of 6.1% for the nine months ended September 30, 2014, as compared to the Fund’s per Share NAV increase of 18.1% for the nine months ended September 30, 2013, was primarily due to a depreciation in the value of the assets of the Fund during the nine months ended September 30, 2014.

During the nine months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on June 20, 2014 at $40.14 per Share and reached its low for the period on January 9, 2014 at $27.85 per Share. By comparison, during the nine months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on September 6, 2013 at $39.87 per Share and reached its low for the period on April 17, 2013 at $25.06 per Share.

199

The benchmark’s decline of 1.8% for the nine months ended September 30, 2014, as compared to the benchmark’s rise of 10.6% for the nine months ended September 30, 2013, can be attributed to a decrease in the price of WTI Crude Oil during the nine months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
Net investment income (loss)	$	(887,576	)	$	(1,830,880	)
Management fee		908,339			1,902,343
Brokerage commission		24,160			44,268
Net realized gain (loss)		14,607,512			140,898,148
Change in net unrealized appreciation/depreciation		(9,838,947	)		(69,016,005	)
Net income (loss)	$	3,880,989		$	70,051,263

The Fund’s net income decreased for the nine months ended September 30, 2014, as compared to the nine months ended September 30, 2013, primarily due to a decrease in the price of WTI Crude Oil during the nine months ended September 30, 2014.

ProShares Ultra Bloomberg Natural Gas

Fund Performance

The following table provides summary performance information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
NAV beginning of period	$	62,915,779		$	73,019,370
NAV end of period	$	69,524,710		$	94,189,168
Percentage change in NAV		10.5	%		29.0	%
Shares outstanding beginning of period		1,619,941			1,869,941
Shares outstanding end of period		1,919,941			2,919,941
Percentage change in shares outstanding		18.5	%		56.2	%
Shares created		2,050,000			3,750,000
Shares redeemed		1,750,000			2,700,000
Per share NAV beginning of period	$	38.84		$	39.05
Per share NAV end of period	$	36.21		$	32.26
Percentage change in per share NAV		(6.8	)%		(17.4	)%
Percentage change in benchmark		2.6	%		(5.4	)%
Benchmark annualized volatility		39.3	%		30.8	%

During the nine months ended September 30, 2014, the increase in the Fund’s NAV resulted primarily from an increase from 1,619,941 outstanding Shares at December 31, 2013 to 1,919,941 outstanding Shares at September 30, 2014. The increase in the Fund’s NAV also resulted in part from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the Bloomberg Natural Gas Subindex^SM. By comparison, during the nine months ended September 30, 2013, the increase in the Fund’s NAV resulted from an increase from 1,869,941 outstanding Shares at December 31, 2012 to 2,919,941 outstanding Shares at September 30, 2013. The increase in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the Bloomberg Natural Gas Subindex^SM.

200

For the nine months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the daily performance of its benchmark. The Fund’s per Share NAV decrease of 6.8% for the nine months ended September 30, 2014, as compared to the Fund’s per Share NAV decrease of 17.4% for the nine months ended September 30, 2013, was primarily due to a lesser depreciation in the value of the assets of the Fund during the nine months ended September 30, 2014.

During the nine months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on January 29, 2014 at $63.78 per Share and reached its low for the period on September 5, 2014 at $31.77 per Share. By comparison, during the nine months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on April 19, 2013 at $59.32 per Share and reached its low for the period on August 9, 2013 at $29.45 per Share.

The benchmark’s rise of 2.6% for the nine months ended September 30, 2014, as compared to the benchmark’s decline of 5.4% for the nine months ended September 30, 2013, can be attributed to an increase in the price of Henry Hub Natural Gas during the nine months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
Net investment income (loss)	$	(297,487	)	$	(523,698	)
Management fee		264,587			458,553
Brokerage commission		44,280			87,565
Net realized gain (loss)		9,882,248			415,531
Change in net unrealized appreciation/depreciation		8,010,121			7,251,831
Net income (loss)	$	17,594,882		$	7,143,664

The Fund’s net income increased for the nine months ended September 30, 2014, as compared to the nine months ended September 30, 2013, primarily due to an increase in the price of Henry Hub Natural Gas during the nine months ended September 30, 2014.

ProShares Ultra Gold

Fund Performance

The following table provides summary performance information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
NAV beginning of period	$	132,017,405		$	335,054,752
NAV end of period	$	113,006,432		$	172,546,283
Percentage change in NAV		(14.4	)%		(48.5	)%
Shares outstanding beginning of period		3,200,014			4,000,014
Shares outstanding end of period		2,750,014			3,400,014
Percentage change in shares outstanding		(14.1	)%		(15.0	)%
Shares created		250,000			550,000
Shares redeemed		700,000			1,150,000
Per share NAV beginning of period	$	41.26		$	83.76
Per share NAV end of period	$	41.09		$	50.75
Percentage change in per share NAV		(0.4	)%		(39.4	)%
Percentage change in benchmark		1.0	%		(20.0	)%
Benchmark annualized volatility		12.4	%		22.5	%

201

During the nine months ended September 30, 2014, the decrease in the Fund’s NAV resulted from a decrease from 3,200,014 outstanding Shares at December 31, 2013 to 2,750,014 outstanding Shares at September 30, 2014. The decrease in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of gold bullion as measured by the U.S. dollar p.m. fixing price for delivery in London. By comparison, during the nine months ended September 30, 2013, the decrease in the Fund’s NAV resulted primarily from a decrease from 4,000,014 outstanding Shares at December 31, 2012 to 3,400,014 outstanding Shares at September 30, 2013. The decrease in the Fund’s NAV also resulted in part from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of gold bullion as measured by the U.S. dollar p.m. fixing price for delivery in London.

For the nine months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the daily performance of its benchmark. The Fund’s per Share NAV decrease of 0.4% for the nine months ended September 30, 2014, as compared to the Fund’s per Share NAV decrease of 39.4% for the nine months ended September 30, 2013, was primarily due to the lesser depreciation in the value of the assets of the Fund during the nine months ended September 30, 2014.

During the nine months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on March 14, 2014 at $54.16 per Share and reached its low for the period on September 22, 2014 at $40.91 per Share. By comparison, during the nine months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on January 2, 2013 at $87.40 per Share and reached its low for the period on June 28, 2013 at $41.68 per Share.

The benchmark’s rise of 1.0% for the nine months ended September 30, 2014, as compared to the benchmark’s decline of 20.0% for the nine months ended September 30, 2013, can be attributed to an increase in the price of spot gold in U.S. dollar terms during the nine months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
Net investment income (loss)	$	(908,315	)	$	(1,573,347	)
Management fee		953,309			1,692,282
Brokerage commission		32			32
Net realized gain (loss)		3,321,383			(124,323,199	)
Change in net unrealized appreciation/depreciation		(1,312,308	)		(1,525,551	)
Net income (loss)	$	1,100,760		$	(127,422,097	)

The Fund’s net income increased for the nine months ended September 30, 2014, as compared to the nine months ended September 30, 2013, primarily due to an increase in the price of spot gold in U.S. dollar terms during the nine months ended September 30, 2014.

ProShares Ultra Silver*

Fund Performance

The following table provides summary performance information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014		Nine Months Ended September 30, 2013
NAV beginning of period	$	465,479,519	$	747,725,400
NAV end of period	$	357,175,403	$	553,925,429

202

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
Percentage change in NAV		(23.3	)%		(25.9	)%
Shares outstanding beginning of period		7,350,007			4,350,007
Shares outstanding end of period		7,696,533			6,900,007
Percentage change in shares outstanding		4.7	%		58.6	%
Shares created		2,087,500			3,387,500
Shares redeemed		1,740,974			837,500
Per share NAV beginning of period	$	63.33		$	171.89
Per share NAV end of period	$	46.41		$	80.28
Percentage change in per share NAV		(26.7	)%		(53.3	)%
Percentage change in benchmark		(12.3	)%		(27.6	)%
Benchmark annualized volatility		19.5	%		33.1	%

During the nine months ended September 30, 2014, the decrease in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of silver bullion as measured by the London Silver Price^†. The decrease in the Fund’s NAV was offset by an increase from 7,350,007 outstanding Shares at December 31, 2013 to 7,696,533 outstanding Shares at September 30, 2014. By comparison, during the nine months ended September 30, 2013, the decrease in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of silver bullion as measured by the U.S. dollar fixing price for delivery in London. The decrease in the Fund’s NAV was offset by an increase from 4,350,007 outstanding Shares at December 31, 2012 to 6,900,007 outstanding Shares at September 30, 2013.

For the nine months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the daily performance of its benchmark. The Fund’s per Share NAV decrease of 26.7% for the nine months ended September 30, 2014, as compared to the Fund’s per Share NAV decrease of 53.3% for the nine months ended September 30, 2013, was primarily due to a lesser depreciation in the value of the assets of the Fund during the nine months ended September 30, 2014.

During the nine months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on February 24, 2014 at $80.11 per Share and reached its low for the period on September 30, 2014 at $46.41 per Share. By comparison, during the nine months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on January 23, 2013 at $197.58 per Share and reached its low for the period on June 27, 2013 at $61.33 per Share.

The benchmark’s decline of 12.3% for the nine months ended September 30, 2014, as compared to the benchmark’s decline of 27.6% for the nine months ended September 30, 2013, can be attributed to a lesser decrease in the price of spot silver in U.S. dollar terms during the nine months ended September 30, 2014.

^†  On August 14, 2014, the company that ran the London U.S. dollar silver fixing ceased calculating the price of silver for the LBMA. The LBMA selected the CME Group and Thomson Reuters to calculate the price, which was renamed the London Silver Price, beginning August 15, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
Net investment income (loss)	$	(3,195,942	)	$	(4,096,782	)
Management fee		3,351,080			4,410,160
Brokerage commission		35			28
Net realized gain (loss)		(22,790,907	)		(509,870,331	)
Change in net unrealized appreciation/depreciation		(89,127,152	)		65,645,670
Net income (loss)	$	(115,114,001	)	$	(448,321,443	)

203

The Fund’s net income increased for the nine months ended September 30, 2014, as compared to the nine months ended September 30, 2013, primarily due to a lesser decrease in the price of spot silver in U.S. dollar terms during the nine months ended September 30, 2014.

* See Note 1 of the Notes to Financial Statements in Item 1 of Part I in this Quarterly Report on Form 10-Q regarding the reverse Share split for the ProShares Ultra Silver Fund.

ProShares Ultra Australian Dollar

Fund Performance

The following table provides summary performance information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
NAV beginning of period	$	3,168,165		$	4,150,068
NAV end of period	$	3,118,670		$	3,429,398
Percentage change in NAV		(1.6	)%		(17.4	)%
Shares outstanding beginning of period		100,005			100,005
Shares outstanding end of period		100,005			100,005
Percentage change in shares outstanding		0.0	%		0.0	%
Shares created		—			—
Shares redeemed		—			—
Per share NAV beginning of period	$	31.68		$	41.50
Per share NAV end of period	$	31.19		$	34.29
Percentage change in per share NAV		(1.5	)%		(17.4	)%
Percentage change in benchmark		(2.0	)%		(10.3	)%
Benchmark annualized volatility		7.7	%		10.6	%

During the nine months ended September 30, 2014, the decrease in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the spot price of the Australian dollar versus the U.S. dollar. There was no net change in outstanding Shares from December 31, 2013 to September 30, 2014. By comparison, during the nine months ended September 30, 2013, the decrease in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the spot price of the Australian dollar versus the U.S. dollar. There was no net change in outstanding Shares from December 31, 2012 to September 30, 2013.

For the nine months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the daily performance of its benchmark. The Fund’s per Share NAV decrease of 1.5% for the nine months ended September 30, 2014, as compared to the Fund’s per Share NAV decrease of 17.4% for the nine months ended September 30, 2013, was primarily due to a lesser depreciation in the value of the assets of the Fund during the nine months ended September 30, 2014.

During the nine months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on July 1, 2014 at $36.44 per Share and reached its low for the period on January 24, 2014 at $30.12 per Share. By comparison, during the nine months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on April 11, 2013 at $43.27 per Share and reached its low for the period on August 2, 2013 at $31.10 per Share.

The benchmark’s decline of 2.0% for the nine months ended September 30, 2014, as compared to the benchmark’s decline of 10.3% for the nine months ended September 30, 2013, can be attributed to a lesser decline in the value of the Australian dollar versus the U.S. dollar during the nine months ended September 30, 2014.

204

Net Income/Loss

The following table provides summary income information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
Net investment income (loss)	$	(23,842	)	$	(26,628	)
Management fee		24,141			6,535
Brokerage commission		1,134			1,171
Offering costs		—			47,870
Limitation by Sponsor		—			(27,636	)
Net realized gain (loss)		177,542			(863,011	)
Change in net unrealized appreciation/depreciation		(203,195	)		168,969
Net income (loss)	$	(49,495	)	$	(720,670	)

The Fund’s net income increased for the nine months ended September 30, 2014, as compared to the nine months ended September 30, 2013, primarily due to a lesser decline in the value of the Australian dollar versus the U.S. dollar during the nine months ended September 30, 2014.

ProShares Ultra Euro

Fund Performance

The following table provides summary performance information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
NAV beginning of period	$	2,603,827		$	4,870,316
NAV end of period	$	2,176,269		$	2,525,460
Percentage change in NAV		(16.4	)%		(48.1	)%
Shares outstanding beginning of period		100,014			200,014
Shares outstanding end of period		100,014			100,014
Percentage change in shares outstanding		0.0	%		(50.0	)%
Shares created		—			—
Shares redeemed		—			100,000
Per share NAV beginning of period	$	26.03		$	24.35
Per share NAV end of period	$	21.76		$	25.25
Percentage change in per share NAV		(16.4	)%		3.7	%
Percentage change in benchmark		(8.2	)%		2.5	%
Benchmark annualized volatility		5.0	%		8.0	%

During the nine months ended September 30, 2014, the decrease in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the spot price of the euro versus the U.S. dollar. There was no net change in outstanding Shares from December 31, 2013 to September 30, 2014. By comparison, during the nine months ended September 30, 2013, the decrease in the Fund’s NAV resulted from a decrease from 200,014 outstanding Shares at December 31, 2012 to 100,014 outstanding Shares at September 30, 2013. The decrease in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the spot price of the euro versus the U.S. dollar.

205

For the nine months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the daily performance of its benchmark. The Fund’s per Share NAV decrease of 16.4% for the nine months ended September 30, 2014, as compared to the Fund’s per Share NAV increase of 3.7% for the nine months ended September 30, 2013, was primarily due to a depreciation in the value of the assets of the Fund during the nine months ended September 30, 2014.

During the nine months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on March 18, 2014 at $26.63 per Share and reached its low for the period on September 30, 2014 at $21.76 per Share. By comparison, during the nine months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on February 1, 2013 at $26.03 per Share and reached its low for the period on July 9, 2013 at $22.64 per Share.

The benchmark’s decline of 8.2% for the nine months ended September 30, 2014, as compared to the benchmark’s rise of 2.5% for the nine months ended September 30, 2013, can be attributed to a decline in the value of the euro versus the U.S. dollar during the nine months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
Net investment income (loss)	$	(16,972	)	$	(26,990	)
Management fee		17,908			28,458
Net realized gain (loss)		(127,660	)		12,752
Change in net unrealized appreciation/depreciation		(282,926	)		103,308
Net income (loss)	$	(427,558	)	$	89,070

The Fund’s net income decreased for the nine months ended September 30, 2014, as compared to the nine months ended September 30, 2013, primarily due to a decline in the value of the euro versus the U.S. dollar during the nine months ended September 30, 2014.

ProShares Ultra Yen

Fund Performance

The following table provides summary performance information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
NAV beginning of period	$	2,795,026		$	4,227,995
NAV end of period	$	1,697,164		$	3,221,062
Percentage change in NAV		(39.3	)%		(23.8	)%
Shares outstanding beginning of period		150,014			150,014
Shares outstanding end of period		100,014			150,014
Percentage change in shares outstanding		(33.3	)%		0.0	%
Shares created		—			50,000
Shares redeemed		50,000			50,000
Per share NAV beginning of period	$	18.63		$	28.18
Per share NAV end of period	$	16.97		$	21.47
Percentage change in per share NAV		(8.9	)%		(23.8	)%
Percentage change in benchmark		(4.0	)%		(11.8	)%
Benchmark annualized volatility		6.3	%		13.4	%

206

During the nine months ended September 30, 2014, the decrease in the Fund’s NAV resulted primarily from a decrease from 150,014 outstanding Shares at December 31, 2013 to 100,014 outstanding Shares at September 30, 2014. The decrease in the Fund’s NAV also resulted in part from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the spot price of the Japanese yen versus the U.S. dollar. By comparison, during the nine months ended September 30, 2013, the decrease in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the spot price of the Japanese yen versus the U.S. dollar. There was no net change in the Fund’s outstanding Shares from December 31, 2012 to September 30, 2013.

For the nine months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the daily performance of its benchmark. The Fund’s per Share NAV decrease of 8.9% for the nine months ended September 30, 2014, as compared to the Fund’s per Share NAV decrease of 23.8% for the nine months ended September 30, 2013, was primarily due to a lesser depreciation in the value of the assets of the Fund during the nine months ended September 30, 2014.

During the nine months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on February 3, 2014 at $20.21 per Share and reached its low for the period on September 30, 2014 at $16.97 per Share. By comparison, during the nine months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on January 8, 2013 at $27.97 per Share and reached its low for the period on May 17, 2013 at $19.65 per Share.

The benchmark’s decline of 4.0% for the nine months ended September 30, 2014, as compared to the benchmark’s decline of 11.8% for the nine months ended September 30, 2013, can be attributed to a lesser decline in the value of the Japanese yen versus the U.S. dollar during the nine months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
Net investment income (loss)	$	(16,867	)	$	(24,644	)
Management fee		17,855			26,182
Net realized gain (loss)		(107,963	)		(1,694,755	)
Change in net unrealized appreciation/depreciation		2,618			569,644
Net income (loss)	$	(122,212	)	$	(1,149,755	)

The Fund’s net income increased for the nine months ended September 30, 2014, as compared to the nine months ended September 30, 2013, primarily due to a lesser decline in the value of the Japanese yen versus the U.S. dollar during the nine months ended September 30, 2014.

ProShares VIX Short-Term Futures ETF

Fund Performance

The following table provides summary performance information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
NAV beginning of period	$	270,398,554		$	137,657,464
NAV end of period	$	140,018,132		$	167,085,628
Percentage change in NAV		(48.2	)%		21.4	%
Shares outstanding beginning of period		9,474,812			1,640,001
Shares outstanding end of period		6,724,812			4,224,812

207

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
Percentage change in shares outstanding		(29.0	)%		157.6	%
Shares created		7,350,000			8,170,000
Shares redeemed		10,100,000			5,585,189
Per share NAV beginning of period	$	28.54		$	83.94
Per share NAV end of period	$	20.82		$	39.55
Percentage change in per share NAV		(27.0	)%		(52.9	)%
Percentage change in benchmark		(26.2	)%		(52.8	)%
Benchmark annualized volatility		50.6	%		60.3	%

During the nine months ended September 30, 2014, the decrease in the Fund’s NAV resulted primarily from a decrease from 9,474,812 outstanding Shares at December 31, 2013 to 6,724,812 outstanding Shares at September 30, 2014. The decrease in the Fund’s NAV also resulted in part from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to the daily performance of the S&P 500 VIX Short-Term Futures Index. By comparison, during the nine months ended September 30, 2013, the increase in the Fund’s NAV resulted from an increase from 1,640,001 outstanding Shares at December 31, 2012 to 4,224,812 outstanding Shares at September 30, 2013. The increase in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to the daily performance of the S&P 500 VIX Short-Term Futures Index.

For the nine months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 of the daily performance of its benchmark. The Fund’s per Share NAV decrease of 27.0% for the nine months ended September 30, 2014, as compared to the Fund’s per Share NAV decrease of 52.9% for the nine months ended September 30, 2013, was primarily due to a lesser depreciation in the value of the assets of the Fund during the nine months ended September 30, 2014.

During the nine months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on February 5, 2014 at $36.25 per Share and reached its low for the period on September 18, 2014 at $18.06 per Share. By comparison, during the nine months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on January 3, 2013 at $76.11 per Share and reached its low for the period on September 18, 2013 at $36.35 per Share.

The benchmark’s decline of 26.2% for the nine months ended September 30, 2014, as compared to the benchmark’s decline of 52.8% for the nine months ended September 30, 2013, can be attributed to a lesser decline in the prices of the near-term futures contracts on the VIX futures curve during the nine months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
Net investment income (loss)	$	(833,205	)	$	(1,117,258	)
Management fee		849,283			1,171,508
Brokerage commission		24,499			—
Net realized gain (loss)		(28,423,976	)		(102,871,341	)
Change in net unrealized appreciation/depreciation		29,074,883			3,439,893
Net income (loss)	$	(182,298	)	$	(100,548,706	)

The Fund’s net income increased for the nine months ended September 30, 2014, as compared to the nine months ended September 30, 2013, primarily due to a lesser decline in the prices of the near-term futures contracts on the VIX futures contracts on the VIX future curve during the nine months ended September 30, 2014.

208

ProShares VIX Mid-Term Futures ETF*

Fund Performance

The following table provides summary performance information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
NAV beginning of period	$	51,134,323		$	37,302,992
NAV end of period	$	45,613,786		$	96,765,151
Percentage change in NAV		(10.8	)%		159.4	%
Shares outstanding beginning of period		662,501			268,751
Shares outstanding end of period		712,501			1,043,751
Percentage change in shares outstanding		7.5	%		288.4	%
Shares created		581,250			1,300,000
Shares redeemed		531,250			525,000
Per share NAV beginning of period	$	77.18		$	138.80
Per share NAV end of period	$	64.02		$	92.71
Percentage change in per share NAV		(17.1	)%		(33.2	)%
Percentage change in benchmark		(16.3	)%		(32.8	)%
Benchmark annualized volatility		22.8	%		25.8	%

During the nine months ended September 30, 2014, the decrease in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to the daily performance of the S&P 500 VIX Mid-Term Futures Index. The decrease in the Fund’s NAV was offset by an increase from 662,501 outstanding Shares at December 31, 2013 to 712,501 outstanding Shares at September 30, 2014. By comparison, during the nine months ended September 30, 2013, the increase in the Fund’s NAV resulted from an increase from 268,751 outstanding Shares at December 31, 2012 to 1,043,751 outstanding Shares at September 30, 2013. The increase in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to the daily performance of the S&P 500 VIX Mid-Term Futures Index.

For the nine months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 of the daily performance of its benchmark. The Fund’s per Share NAV decrease of 17.1% for the nine months ended September 30, 2014, as compared to the Fund’s per Share NAV decrease of 33.2% for the nine months ended September 30, 2013, was primarily due to a lesser depreciation in the value of the assets of the Fund during the nine months ended September 30, 2014.

During the nine months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on February 5, 2014 at $85.56 per Share and reached its low for the period on August 19, 2014 at $58.76 per Share. By comparison, during the nine months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on January 3, 2013 at $129.47 per Share and reached its low for the period on September 18, 2013 at $88.44 per Share.

The benchmark’s decline of 16.3% for the nine months ended September 30, 2014, as compared to the benchmark’s decline of 32.8% for the nine months ended September 30, 2013, can be attributed to a lesser decline in prices of the futures contracts that made up the S&P 500 VIX Mid-Term Futures Index during the nine months ended September 30, 2014.

209

Net Income/Loss

The following table provides summary income information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
Net investment income (loss)	$	(299,431	)	$	(389,961	)
Management fee		310,124			410,433
Brokerage commission		2,966			—
Net realized gain (loss)		(16,098,628	)		(19,673,532	)
Change in net unrealized appreciation/depreciation		7,398,323			738,490
Net income (loss)	$	(8,999,736	)	$	(19,325,003	)

The Fund’s net income increased for the nine months ended September 30, 2014, as compared to the nine months ended September 30, 2013, primarily due to a lesser decline in the prices of the futures contracts that made up the S&P 500 VIX Mid-Term Futures Index during the nine months ended September 30, 2014.

* See Note 9 of the Notes to Financial Statements in Item 1 of Part I in this Quarterly Report on Form 10-Q regarding the reverse Share split for the ProShares VIX Mid-Term Futures ETF.

ProShares Ultra VIX Short-Term Futures ETF*

Fund Performance

The following table provides summary performance information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
NAV beginning of period	$	226,233,584		$	84,716,132
NAV end of period	$	258,077,177		$	286,200,633
Percentage change in NAV		14.1	%		237.8	%
Shares outstanding beginning of period		3,372,389			105,202
Shares outstanding end of period		8,670,099			2,072,389
Percentage change in shares outstanding		157.1	%		1,869.9	%
Shares created		26,025,000			6,100,000
Shares redeemed		20,727,290			4,132,813
Per share NAV beginning of period	$	67.08		$	805.27
Per share NAV end of period	$	29.77		$	138.10
Percentage change in per share NAV		(55.6	)%		(82.9	)%
Percentage change in benchmark		(26.2	)%		(52.8	)%
Benchmark annualized volatility		50.6	%		60.3	%

During the nine months ended September 30, 2014, the increase in the Fund’s NAV resulted from an increase from 3,372,389 outstanding Shares at December 31, 2013 to 8,670,099 outstanding Shares at September 30, 2014. The increase in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the S&P 500 VIX Short-Term Futures Index. By comparison, during the nine months ended September 30, 2013, the increase in the Fund’s NAV resulted from an increase from 105,202 outstanding Shares at December 31, 2012 to 2,072,389 outstanding Shares at September 30, 2013. The increase in the Fund’s NAV was offset by the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to 2x of the daily performance of the S&P 500 VIX Short-Term Futures Index.

For the nine months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 to 2x of the daily performance of its benchmark. The Fund’s per Share NAV decrease of 55.6% for the nine months ended September 30, 2014, as compared to the Fund’s per Share NAV decrease of 82.9% for the nine months ended September 30, 2013, was primarily due to a lesser depreciation in the value of the assets of the Fund during the nine months ended September 30, 2014.

210

During the nine months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on February 5, 2014 at $104.52 per Share and reached its low for the period on September 18, 2014 at $22.73 per Share. By comparison, during the nine months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on January 3, 2013 at $652.25 per Share and reached its low for the period on September 18, 2013 at $117.13 per Share.

The benchmark’s decline of 26.2% for the nine months ended September 30, 2014, as compared to the benchmark’s decline of 52.8% for the nine months ended September 30, 2013, can be attributed to a lesser decline in the prices of the near-term futures contracts on the VIX futures curve during the nine months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
Net investment income (loss)	$	(3,811,314	)	$	(3,722,756	)
Management fee		2,064,694			1,944,995
Brokerage commission		1,802,162			1,824,624
Net realized gain (loss)		(255,418,727	)		(302,267,308	)
Change in net unrealized appreciation/depreciation		72,652,146			10,639,956
Net income (loss)	$	(186,577,895	)	$	(295,350,108	)

The Fund’s net income increased for the nine months ended September 30, 2014, as compared to the nine months ended September 30, 2013, primarily due to a lesser decline in the prices of the near-term futures contracts on the VIX futures curve in conjunction with a significant increase in shares outstanding during the nine months ended September 30, 2014.

* See Note 1 of the Notes to Financial Statements in Item 1 of Part I in this Quarterly Report on Form 10-Q regarding the reverse Share split for the ProShares Ultra VIX Short-Term Futures ETF.

ProShares Short VIX Short-Term Futures ETF*

Fund Performance

The following table provides summary performance information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
NAV beginning of period	$	141,751,202		$	82,663,633
NAV end of period	$	310,478,773		$	94,516,078
Percentage change in NAV		119.0	%		14.3	%
Shares outstanding beginning of period		2,100,040			2,500,040
Shares outstanding end of period		4,150,040			1,800,040
Percentage change in shares outstanding		97.6	%		(28.0	)%
Shares created		8,400,000			9,200,000
Shares redeemed		6,350,000			9,900,000
Per share NAV beginning of period	$	67.50		$	33.06
Per share NAV end of period	$	74.81		$	52.51
Percentage change in per share NAV		10.8	%		58.8	%
Percentage change in benchmark		(26.2	)%		(52.8	)%
Benchmark annualized volatility		50.6	%		60.3	%

211

During the nine months ended September 30, 2014, the increase in the Fund’s NAV resulted primarily from an increase from 2,100,040 outstanding Shares at December 31, 2013 to 4,150,040 outstanding Shares at September 30, 2014. The increase in the Fund’s NAV also resulted in part from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to the inverse of the daily performance of the S&P 500 VIX Short-Term Futures Index. By comparison, during the nine months ended September 30, 2013, the increase in the Fund’s NAV resulted from the cumulative effect of the Fund seeking daily investment results (before fees and expenses) that correspond to the inverse of the daily performance of the S&P 500 VIX Short-Term Futures Index. The increase in the Fund’s NAV was offset by a decrease from 2,500,040 outstanding Shares at December 31, 2012 to 1,800,040 outstanding Shares at September 30, 2013.

For the nine months ended September 30, 2014 and 2013, the Fund’s daily performance had a statistical correlation over 0.99 of the inverse of the daily performance of its benchmark. The Fund’s per Share NAV increase of 10.8% for the nine months ended September 30, 2014, as compared to the Fund’s per Share NAV increase of 58.8% for the nine months ended September 30, 2013, was primarily due to a lesser appreciation in the value of the assets of the fund during the nine months ended September 30, 2014.

During the nine months ended September 30, 2014, the Fund’s per Share NAV reached its high for the period on July 3, 2014 at $92.60 per Share and reached its low for the period on February 5, 2014 at $50.78 per Share. By comparison, during the nine months ended September 30, 2013, the Fund’s per Share NAV reached its high for the period on September 18, 2013 at $57.44 per Share and reached its low for the period on June 24, 2013 at $35.51 per Share.

The benchmark’s decline of 26.2% for the nine months ended September 30, 2014, as compared to the benchmark’s decline of 52.8% for the nine months ended September 30, 2013, can be attributed to a lesser decline in the prices of the near-term futures contracts on the VIX Futures curve during the nine months ended September 30, 2014.

Net Income/Loss

The following table provides summary income information for the Fund for the nine months ended September 30, 2014 and 2013:

	Nine Months Ended September 30, 2014			Nine Months Ended September 30, 2013
Net investment income (loss)	$	(2,500,310	)	$	(848,890	)
Management fee		1,610,858			535,989
Brokerage commission		949,948			335,552
Net realized gain (loss)		94,432,504			58,712,909
Change in net unrealized appreciation/depreciation		(33,171,890	)		(2,063,561	)
Net income (loss)	$	58,760,304		$	55,800,458

The Fund’s net income increased for the nine months ended September 30, 2014, as compared to the nine months ended September 30, 2013, primarily due to a decline in the prices of the near-term futures contracts on the VIX Futures curve in conjunction with a significant increase in shares outstanding during the nine months ended September 30, 2014.

* See Note 1 of the Notes to Financial Statements in Item 1 of Part I in this Quarterly Report on Form 10-Q regarding the Share split for the ProShares Short VIX Short-Term Futures ETF.

212

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

Quantitative Disclosure

Commodity Price Sensitivity

Each of the Commodity Funds and the Commodity Index Funds is exposed to commodity price risk through its holdings of Financial Instruments. The following tables provide information about each of the Commodity Funds’ and the Commodity Index Funds’ Financial Instruments, which were sensitive to commodity price risk. As of September 30, 2014 and 2013, each of the Commodity Funds and the Commodity Index Funds’ positions were as follows:

ProShares UltraShort Bloomberg Commodity:

As of September 30, 2014 and 2013, the ProShares UltraShort Bloomberg Commodity Fund was exposed to inverse commodity price risk through its holding of swap agreements linked to the Bloomberg Commodity Index. The following tables provide information about the Fund’s short swap positions as of September 30, 2014 and 2013, which were sensitive to commodity price risk.

Swap Agreements as of September 30, 2014

Reference Index	Counterparty	Long or Short	Index Close		Notional Amount at Value
Bloomberg Commodity Index	Deutsche Bank AG	Short	$	118.6922	$	(3,142,104	)
Bloomberg Commodity Index	Goldman Sachs International	Short		118 .6922		(3,692,948	)
Bloomberg Commodity Index	UBS AG	Short		118 .6922		(1,467,635	)

Swap Agreements as of September 30, 2013

Reference Index	Counterparty	Long or Short	Index Close		Notional Amount at Value
Bloomberg Commodity Index	Deutsche Bank AG	Short	$	127.1103	$	(2,645,772	)
Bloomberg Commodity Index	Goldman Sachs International	Short		127.1103		(3,749,305	)
Bloomberg Commodity Index	UBS AG	Short		127.1103		(1,095,198	)

The September 30, 2014 and 2013 short swap notional values are calculated by multiplying units times the closing level of the Index. These short notional values will increase (decrease) proportionally with decreases (increases) in the level of the Index. Additional gains (losses) associated with these contracts will be equal to any such subsequent decreases (increases) in short notional values, before accounting for spreads or transaction or financing costs. The Fund will generally attempt to adjust its positions in Financial Instruments each day to have $2.00 of short exposure to the Index for every $1.00 of net assets. While the above information properly represents the then current commodity price risk and is adequate for estimating the following day’s gains or losses, estimates of future values over longer periods should take the Fund’s daily rebalancing efforts into account. Future period returns, before fees and expenses, cannot be estimated simply by estimating the return of the Index and multiplying by negative two. See “Item 1A. Risk Factors” in the Trust’s Annual Report on Form 10-K for the year ended December 31, 2013 filed with the U.S. Securities and Exchange Commission (the “SEC”) on March 3, 2014 (the “Form 10-K”), for additional information regarding performance for periods longer than a single day. Swap counterparty risk is generally limited to the amount of any unrealized gains, although in the event of a counterparty bankruptcy, there could be delays and costs associated with recovering collateral posted in segregated tri-party accounts at the Fund’s custodian bank.

213

ProShares UltraShort Bloomberg Crude Oil:

As of September 30, 2014 and 2013, the ProShares UltraShort Bloomberg Crude Oil Fund was exposed to inverse commodity price risk through its holding of Crude Oil futures contracts and its holding of swap agreements linked to the Bloomberg WTI Crude Oil Subindex^SM. The following tables provide information about the Fund’s positions in these Financial Instruments as of September 30, 2014 and 2013, which were sensitive to commodity price risk.

Futures Positions as of September 30, 2014

Contract	Long or Short		Expiration		Contracts		Valuation Price		Contract Multiplier		Notional Amount at Value
WTI Crude Oil (NYMEX)		Short		November 2014		1,835	$	91.16		1,000	$	(167,278,600	)

Swap Agreements as of September 30, 2014

Reference Index	Counterparty	Long or Short	Index Close		Notional Amount at Value
Bloomberg WTI Crude Oil Subindex	Deutsche Bank AG	Short	$	240.0850	$	(62,351,907	)
Bloomberg WTI Crude Oil Subindex	Goldman Sachs International	Short		240.0850		(69,441,497	)
Bloomberg WTI Crude Oil Subindex	Societe Generale S.A.	Short		240.0850		(23,563,233	)
Bloomberg WTI Crude Oil Subindex	UBS AG	Short		240.0850		(69,653,790	)

Futures Positions as of September 30, 2013

Contract	Long or Short		Expiration		Contracts		Valuation Price		Contract Multiplier		Notional Amount at Value
WTI Crude Oil (NYMEX)		Short		November 2013		3,779	$	102.33		1,000	$	(386,705,070	)

Swap Agreements as of September 30, 2013

Reference Index	Counterparty	Long or Short	Index Close		Notional Amount at Value
Bloomberg WTI Crude Oil Subindex	Deutsche Bank AG	Short	$	253.0597	$	(138,285,284	)
Bloomberg WTI Crude Oil Subindex	Goldman Sachs International	Short		235.0597		(141,900,040	)
Bloomberg WTI Crude Oil Subindex	Societe Generale S.A.	Short		235.0597		(85,110,010	)
Bloomberg WTI Crude Oil Subindex	UBS AG	Short		235.0597		(132,930,537	)

The September 30, 2014 and 2013 short futures notional values are calculated by multiplying the number of contracts held times the valuation price times the contract multiplier. The September 30, 2014 and 2013 short swap notional values are calculated by multiplying the number of units times the closing level of the Index. These short notional values will increase (decrease) proportionally with decreases (increases) in the price of the futures contract or the level of the Index, as applicable. Additional gains (losses) associated with these contracts will be equal to any such subsequent decreases (increases) in short notional values, before accounting for spreads or transaction or financing costs. The Fund will generally attempt to adjust its positions in Financial Instruments each day to have $2.00 of short exposure to the Index for every $1.00 of net assets. While the above information properly represents the then current commodity price risk and is adequate for estimating the following day’s gains or losses, estimates of future values over longer periods should take the Fund’s daily rebalancing efforts into account. Future period returns, before fees and expenses, cannot be estimated simply by estimating the return of the Index and multiplying by negative two. See “Item 1A. Risk Factors” in the Form 10-K for additional information regarding performance for periods longer than a single day. Swap counterparty risk is generally limited to the amount of any unrealized gains, although in the event of a counterparty bankruptcy, there could be delays and costs associated with recovering collateral posted in segregated tri-party accounts at the Fund’s custodian bank.

214

ProShares UltraShort Bloomberg Natural Gas:

As of September 30, 2014 and 2013, the ProShares UltraShort Bloomberg Natural Gas Fund was exposed to inverse commodity price risk through its holding of Natural Gas futures contracts. The following tables provide information about the Fund’s positions in these Financial Instruments as of September 30, 2014 and 2013, which were sensitive to commodity price risk.

Futures Positions as of September 30, 2014

Contract	Long or Short		Expiration		Contracts		Valuation Price		Contract Multiplier		Notional Amount at Value
Natural Gas (NYMEX)		Short		November 2014		955	$	4.12		10,000	$	(39,355,550	)

Futures Positions as of September 30, 2013

Contract	Long or Short		Expiration		Contracts		Valuation Price		Contract Multiplier		Notional Amount at Value
Natural Gas (NYMEX)		Short		November 2013		901	$	3.56		10,000	$	(32,075,600	)

The September 30, 2014 and 2013 short futures notional values are calculated by multiplying the number of contracts held times the valuation price times the contract multiplier. The short notional values will increase (decrease) proportionally with decreases (increases) in the price of the futures contract. Additional gains (losses) associated with these contracts will be equal to any such subsequent decreases (increases) in short notional values, before accounting for spreads or transaction or financing costs. The Fund will generally attempt to adjust its positions in Financial Instruments each day to have $2.00 of short exposure to the Index for every $1.00 of net assets. While the above information properly represents the then current commodity price risk and is adequate for estimating the following day’s gains or losses, estimates of future values over longer periods should take the Fund’s daily rebalancing efforts into account. Future period returns, before fees and expenses, cannot be estimated simply by estimating the return of the Index and multiplying by negative two. See “Item 1A. Risk Factors” in the Form 10-K for additional information regarding performance for periods longer than a single day.

ProShares UltraShort Gold:

As of September 30, 2014 and 2013, the ProShares UltraShort Gold Fund was exposed to inverse commodity price risk through its holding of Gold futures contracts and Gold forward agreements. The following tables provide information about the Fund’s positions in these Financial Instruments as of September 30, 2014 and 2013, which were sensitive to commodity price risk.

Futures Positions as of September 30, 2014

Contract	Long or Short		Expiration		Contracts		Valuation Price		Contract Multiplier		Notional Amount at Value
Gold Futures (COMEX)		Short		December 2014		2	$	1,211.60		100	$	(242,320	)

Forward Agreements as of September 30, 2014

Reference Index	Counterparty	Long or Short	Valuation Price		Notional Amount at Value
0.995 Fine Troy Ounce Gold	Deutsche Bank AG	Short	$	1,216.53	$	(82,724,040	)
0.995 Fine Troy Ounce Gold	Goldman Sachs International	Short		1,216.53		(32,843,877	)
0.995 Fine Troy Ounce Gold	Societe Generale S.A.	Short		1,216.53		(16,666,461	)
0.995 Fine Troy Ounce Gold	UBS AG	Short		1,216.53		(31,690,607	)

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Futures Positions as of September 30, 2013

Contract	Long or Short		Expiration		Contracts		Valuation Price		Contract Multiplier		Notional Amount at Value
Gold Futures (COMEX)		Short		December 2013		2	$	1,327.00		100	$	(265,400	)

Forward Agreements as of September 30, 2013

Reference Index	Counterparty	Long or Short	Valuation Price		Notional Amount at Value
0.995 Fine Troy Ounce Gold	Deutsche Bank AG	Short	$	1,326.53	$	(161,438,701	)
0.995 Fine Troy Ounce Gold	Goldman Sachs International	Short		1,326.53		(78,262,617	)
0.995 Fine Troy Ounce Gold	Societe Generale S.A.	Short		1,326.53		(39,795,900	)
0.995 Fine Troy Ounce Gold	UBS AG	Short		1,326.53		(10,413,261	)

The September 30, 2014 and 2013 short futures notional values are calculated by multiplying the number of contracts held times the valuation price times the contract multiplier. The September 30, 2014 and 2013 short forward notional values equal units multiplied by the forward price. These short notional values will increase (decrease) proportionally with decreases (increases) in the price of the futures contract or forward price, as applicable. Additional gains (losses) associated with these contracts will be equal to any such subsequent decreases (increases) in notional values, before accounting for spreads or transaction or financing costs. The Fund will generally attempt to adjust its positions in Financial Instruments each day to have $2.00 of short exposure to the Index for every $1.00 of net assets. While the above information properly represents the then current commodity price risk and is adequate for estimating the following day’s gains or losses, estimates of future values over longer periods should take the Fund’s daily rebalancing efforts into account. Future period returns, before fees and expenses, cannot be estimated simply by estimating the return of the Index and multiplying by negative two. See “Item 1A. Risk Factors” in the Form 10-K for additional information regarding performance for periods longer than a single day. Counterparty risk related to the forward agreements is generally limited to the amount of any unrealized gains, although in the event of a counterparty bankruptcy, there could be delays and costs associated with recovering collateral posted in segregated tri-party accounts at the Fund’s custodian bank.

ProShares UltraShort Silver:

As of September 30, 2014 and 2013, the ProShares UltraShort Silver Fund was exposed to inverse commodity price risk through its holding of Silver futures contracts and Silver forward agreements. The following tables provide information about the Fund’s positions in these Financial Instruments as of September 30, 2014 and 2013, which were sensitive to commodity price risk.

Futures Positions as of September 30, 2014

Contract	Long or Short		Expiration		Contracts		Valuation Price		Contract Multiplier		Notional Amount at Value
Silver Futures (COMEX)		Short		December 2014		1	$	17.057		5,000	$	(85,285	)

Forward Agreements as of September 30, 2014

Reference Index	Counterparty	Long or Short	Valuation Price		Notional Amount at Value
0.999 Fine Troy Ounce Silver	Deutsche Bank AG	Short	$	17.1113	$	(58,914,206	)
0.999 Fine Troy Ounce Silver	Goldman Sachs International	Short		17.1110		(20,644,422	)
0.999 Fine Troy Ounce Silver	Societe Generale S.A.	Short		17.1110		(11,755,257	)
0.999 Fine Troy Ounce Silver	UBS AG	Short		17.1111		(28,233,315	)

216

Futures Positions as of September 30, 2013

Contract	Long or Short		Expiration		Contracts		Valuation Price		Contract Multiplier		Notional Amount at Value
Silver Futures (COMEX)		Short		December 2013		2	$	21.708		5,000	$	(217,080	)

Forward Agreements as of September 30, 2013

Reference Index	Counterparty	Long or Short	Valuation Price		Notional Amount at Value
0.999 Fine Troy Ounce Silver	Deutsche Bank AG	Short	$	21.6828	$	(118,539,868	)
0.999 Fine Troy Ounce Silver	Goldman Sachs International	Short		21.6828		(65,406,166	)
0.999 Fine Troy Ounce Silver	Societe Generale S.A.	Short		21.6828		(37,923,217	)
0.999 Fine Troy Ounce Silver	UBS AG	Short		21.6828		(8,911,631	)

The September 30, 2014 and 2013 short futures notional values are calculated by multiplying the number of contracts held times the valuation price times the contract multiplier. The September 30, 2014 and 2013 short forward notional values equal units multiplied by the forward price. These short notional values will increase (decrease) proportionally with (decreases) increases in the price of the futures contract or forward price, as applicable. Additional gains (losses) associated with these contracts will be equal to any such subsequent decreases (increases) in short notional values, before accounting for spreads or transaction or financing costs. The Fund will generally attempt to adjust its positions in Financial Instruments each day to have $2.00 of short exposure to the Index for every $1.00 of net assets. While the above information properly represents the then current commodity price risk and is adequate for estimating the following day’s gains or losses, estimates of future values over longer periods should take the Fund’s daily rebalancing efforts into account. Future period returns, before fees and expenses, cannot be estimated simply by estimating the return of the Index and multiplying by negative two. See “Item 1A. Risk Factors” in the Form 10-K for additional information regarding performance for periods longer than a single day. Counterparty risk related to the forward agreements is generally limited to the amount of any unrealized gains, although in the event of a counterparty bankruptcy, there could be delays and costs associated with recovering collateral posted in segregated tri-party accounts at the Fund’s custodian bank.

ProShares Ultra Bloomberg Commodity:

As of September 30, 2014 and 2013, the ProShares Ultra Bloomberg Commodity Fund was exposed to commodity price risk through its holding of swap agreements linked to the Bloomberg Commodity Index. The following tables provide information about the Fund’s swap positions as of September 30, 2014 and 2013, which were sensitive to commodity price risk.

Swap Agreements as of September 30, 2014

Reference Index	Counterparty	Long or Short	Index Close		Notional Amount at Value
Bloomberg Commodity Index	Deutsche Bank AG	Long	$	118.6922	$	2,826,697
Bloomberg Commodity Index	Goldman Sachs International	Long		118.6922		3,040,456
Bloomberg Commodity Index	UBS AG	Long		118.6922		938,766

Swap Agreements as of September 30, 2013

Reference Index	Counterparty	Long or Short	Index Close		Notional Amount at Value
Bloomberg Commodity Index	Deutsche Bank AG	Long	$	127.1103	$	2,467,834
Bloomberg Commodity Index	Goldman Sachs International	Long		127.1103		3,803,041
Bloomberg Commodity Index	UBS AG	Long		127.1103		1,697,422

217

The September 30, 2014 and 2013 swap notional values are calculated by multiplying units times the closing level of the Index. These notional values will increase (decrease) proportionally with increases (decreases) in the level of the Index. Additional gains (losses) associated with these contracts will be equal to any such subsequent increases (decreases) in notional values, before accounting for spreads or transaction or financing costs. The Fund will generally attempt to adjust its positions in Financial Instruments each day to have $2.00 of exposure to the Index for every $1.00 of net assets. While the above information properly represents the then current commodity price risk and is adequate for estimating the following day’s gains or losses, estimates of future values over longer periods should take the Fund’s daily rebalancing efforts into account. Future period returns, before fees and expenses, cannot be estimated simply by estimating the return of the Index and multiplying by two. See “Item 1A. Risk Factors” in the Form 10-K for additional information regarding performance for periods longer than a single day. Swap counterparty risk is generally limited to the amount of any unrealized gains, although in the event of a counterparty bankruptcy, there could be delays and costs associated with recovering collateral posted in segregated tri-party accounts at the Fund’s custodian bank.

ProShares Ultra Bloomberg Crude Oil:

As of September 30, 2014 and 2013, the ProShares Ultra Bloomberg Crude Oil Fund was exposed to commodity price risk through its holding of Crude Oil futures contracts and its holding of swap agreements linked to the Bloomberg WTI Crude Oil Subindex^SM. The following tables provide information about the Fund’s positions in these Financial Instruments as of September 30, 2014 and 2013, which were sensitive to commodity price risk.

Futures Positions as of September 30, 2014

Contract

Long or Short

Expiration

Contracts

Valuation Price

Contract Multiplier

Notional Amount at Value

Crude Oil (NYMEX)

Long

November 2014

1,693

$

91.16

1,000

$

154,333,880

Swap Agreements as of September 30, 2014

Reference Index	Counterparty	Long or Short	Index Close		Notional Amount at Value
Bloomberg WTI Crude Oil Subindex	Deutsche Bank AG	Long	$	240.0850	$	66,036,469
Bloomberg WTI Crude Oil Subindex	Goldman Sachs International	Long		240.0850		52,389,330
Bloomberg WTI Crude Oil Subindex	Societe Generale S.A.	Long		240.0850		24,059,224
Bloomberg WTI Crude Oil Subindex	UBS AG	Long		240.0850		61,519,125

Futures Positions as of September 30, 2013

Contract

Long or Short

Expiration

Contracts

Valuation Price

Contract Multiplier

Notional Amount at Value

WTI Crude Oil (NYMEX)

Long

November 2013

1,093

$

102.33

1,000

$

111,846,690

Swap Agreements as of September 30, 2013

Reference Index	Counterparty	Long or Short	Index Close		Notional Amount at Value
Bloomberg WTI Crude Oil Subindex	Deutsche Bank AG	Long	$	253.0597	$	46,973,928
Bloomberg WTI Crude Oil Subindex	Goldman Sachs International	Long		253.0597		45,742,000
Bloomberg WTI Crude Oil Subindex	Societe Generale S.A.	Long		253.0597		25,106,915
Bloomberg WTI Crude Oil Subindex	UBS AG	Long		253.0597		44,514,417

The September 30, 2014 and 2013 futures notional values are calculated by multiplying the number of contracts held times the valuation price times the contract multiplier. The September 30, 2014 and 2013 swap notional values are calculated by multiplying the number of units times the closing level of the Index. These notional values will increase (decrease) proportionally with increases (decreases) in the price of the futures contract or the level of the Index, as applicable. Additional gains (losses) associated with these

218

contracts will be equal to any such subsequent increases (decreases) in notional values, before accounting for spreads or transaction or financing costs. The Fund will generally attempt to adjust its positions in Financial Instruments each day to have $2.00 of exposure to the Index for every $1.00 of net assets. While the above information properly represents the then current commodity price risk and is adequate for estimating the following day’s gains or losses, estimates of future values over longer periods should take the Fund’s daily rebalancing efforts into account. Future period returns, before fees and expenses, cannot be estimated simply by estimating the return of the Index and multiplying by two. See “Item 1A. Risk Factors” in the Form 10-K for additional information regarding performance for periods longer than a single day. Swap counterparty risk is generally limited to the amount of any unrealized gains, although in the event of a counterparty bankruptcy, there could be delays and costs associated with recovering collateral posted in segregated tri-party accounts at the Fund’s custodian bank.

ProShares Ultra Bloomberg Natural Gas:

As of September 30, 2014 and 2013, the ProShares Ultra Bloomberg Natural Gas Fund was exposed to commodity price risk through its holding of Natural Gas futures contracts. The following tables provide information about the Fund’s positions in these Financial Instruments as of September 30, 2014 and 2013, which were sensitive to commodity price risk.

Futures Positions as of September 30, 2014

Contract

Long or Short

Expiration

Contracts

Valuation Price

Contract Multiplier

Notional Amount at Value

Natural Gas (NYMEX)

Long

November 2014

3,374

$

4.12

10,000

$

139,042,540

Futures Positions as of September 30, 2013

Contract

Long or Short

Expiration

Contracts

Valuation Price

Contract Multiplier

Notional Amount at Value

Natural Gas (NYMEX)

Long

November 2013

5,291

$

3.56

10,000

$

188,359,600

The September 30, 2014 and 2013 futures notional values are calculated by multiplying the number of contracts held times the valuation price times the contract multiplier. The notional values will increase (decrease) proportionally with increases (decreases) in the price of the futures contract, as applicable. Additional gains (losses) associated with these contracts will be equal to any such subsequent increases (decreases) in notional values, before accounting for spreads or transaction or financing costs. The Fund will generally attempt to adjust its positions in Financial Instruments each day to have $2.00 of exposure to the Index for every $1.00 of net assets. While the above information properly represents the then current commodity price risk and is adequate for estimating the following day’s gains or losses, estimates of future values over longer periods should take the Fund’s daily rebalancing efforts into account. Future period returns, before fees and expenses, cannot be estimated simply by estimating the return of the Index and multiplying by two. See “Item 1A. Risk Factors” in the Form 10-K for additional information regarding performance for periods longer than a single day.

ProShares Ultra Gold:

As of September 30, 2014 and 2013, the ProShares Ultra Gold Fund was exposed to commodity price risk through its holding of Gold futures contracts and Gold forward agreements. The following tables provide information about the Fund’s positions in these Financial Instruments as of September 30, 2014 and 2013, which were sensitive to commodity price risk.

Futures Positions as of September 30, 2014

Contract

Long or Short

Expiration

Contracts

Valuation Price

Contract Multiplier

Notional Amount at Value

Gold Futures (COMEX)

Long

December 2014

2

$

1,211.60

100

$

242,320

219

Forward Agreements as of September 30, 2014

Reference Index	Counterparty	Long or Short	Valuation Price		Notional Amount at Value
0.995 Fine Troy Ounce Gold	Deutsche Bank AG	Long	$	1,216.53	$	117,395,145
0.995 Fine Troy Ounce Gold	Goldman Sachs International	Long		1,216.53		47,833,960
0.995 Fine Troy Ounce Gold	Societe Generale S.A.	Long		1,216.53		18,491,256
0.995 Fine Troy Ounce Gold	UBS AG	Long		1,216.53		42,091,938

Futures Positions as of September 30, 2013

Contract

Long or Short

Expiration

Contracts

Valuation Price

Contract Multiplier

Notional Amount at Value

Gold Futures (COMEX)

Long

December 2013

2

$

1,327.00

100

$

265,400

Forward Agreements as of September 30, 2013

Reference Index	Counterparty	Long or Short	Valuation Price		Notional Amount at Value
0.995 Fine Troy Ounce Gold	Deutsche Bank AG	Long	$	1,326.53	$	188,632,566
0.995 Fine Troy Ounce Gold	Goldman Sachs International	Long		1,326.53		88,373,429
0.995 Fine Troy Ounce Gold	Societe Generale S.A.	Long		1,326.53		46,295,897
0.995 Fine Troy Ounce Gold	UBS AG	Long		1,326.53		21,489,786

The September 30, 2014 and 2013 futures notional values are calculated by multiplying the number of contracts held times the valuation price times the contract multiplier. The September 30, 2014 and 2013 forward notional values equal units multiplied by the forward price. These notional values will increase (decrease) proportionally with increases (decreases) in the price of the futures contract or forward price, as applicable. Additional gains (losses) associated with these contracts will be equal to any such subsequent increases (decreases) in notional values, before accounting for spreads or transaction or financing costs. The Fund will generally attempt to adjust its positions in Financial Instruments each day to have $2.00 of exposure to the Index for every $1.00 of net assets. While the above information properly represents the then current commodity price risk and is adequate for estimating the following day’s gains or losses, estimates of future values over longer periods should take the Fund’s daily rebalancing efforts into account. Future period returns, before fees and expenses, cannot be estimated simply by estimating the return of the Index and multiplying by two. See “Item 1A. Risk Factors” in the Form 10-K for additional information regarding performance for periods longer than a single day. Counterparty risk related to the forward agreements is generally limited to the amount of any unrealized gains, although in the event of a counterparty bankruptcy, there could be delays and costs associated with recovering collateral posted in segregated tri-party accounts at the Fund’s custodian bank.

ProShares Ultra Silver:

As of September 30, 2014 and 2013, the ProShares Ultra Silver Fund was exposed to commodity price risk through its holding of Silver futures contracts and Silver forward agreements. The following tables provide information about the Fund’s positions in these Financial Instruments as of September 30, 2014 and 2013, which were sensitive to commodity price risk.

Futures Positions as of September 30, 2014

Contract

Long or Short

Expiration

Contracts

Valuation Price

Contract Multiplier

Notional Amount at Value

Silver Futures (COMEX)

Long

December 2014

2

$

17.057

5,000

$

170,570

220

Forward Agreements as of September 30, 2014

Reference Index	Counterparty	Long or Short	Valuation Price		Notional Amount at Value
0.999 Fine Troy Ounce Silver	Deutsche Bank AG	Long	$	17.1113	$	369,963,417
0.999 Fine Troy Ounce Silver	Goldman Sachs International	Long		17.1110		140,358,111
0.999 Fine Troy Ounce Silver	Societe Generale S.A.	Long		17.1110		79,189,708
0.999 Fine Troy Ounce Silver	UBS AG	Long		17.1111		124,654,364

Futures Positions as of September 30, 2013

Contract

Long or Short

Expiration

Contracts

Valuation Price

Contract Multiplier

Notional Amount at Value

Silver Futures (COMEX)

Long

December 2013

2

$

21.708

5,000

$

217,080

Forward Agreements as of September 30, 2013

Reference Index	Counterparty	Long or Short	Valuation Price		Notional Amount at Value
0.999 Fine Troy Ounce Silver	Deutsche Bank AG	Long	$	21.6828	$	600,570,194
0.999 Fine Troy Ounce Silver	Goldman Sachs International	Long		21.6828		266,325,496
0.999 Fine Troy Ounce Silver	Societe Generale S.A.	Long		21.6828		177,105,110
0.999 Fine Troy Ounce Silver	UBS AG	Long		21.6828		63,639,018

The September 30, 2014 and 2013 futures notional values are calculated by multiplying the number of contracts held times the valuation price times the contract multiplier. The September 30, 2014 and 2013 forward notional values equal units multiplied by the forward price. These notional values will increase (decrease) proportionally with increases (decreases) in the price of the futures contract or forward price, as applicable. Additional gains (losses) associated with these contracts will be equal to any such subsequent increases (decreases) in notional values, before accounting for spreads or transaction or financing costs. The Fund will generally attempt to adjust its positions in Financial Instruments each day to have $2.00 of exposure to the Index for every $1.00 of net assets. While the above information properly represents the then current commodity price risk and is adequate for estimating the following day’s gains or losses, estimates of future values over longer periods should take the Fund’s daily rebalancing efforts into account. Future period returns, before fees and expenses, cannot be estimated simply by estimating the return of the Index and multiplying by two. See “Item 1A. Risk Factors” in the Form 10-K for additional information regarding performance for periods longer than a single day. Counterparty risk related to the forward agreements is generally limited to the amount of any unrealized gains, although in the event of a counterparty bankruptcy, there could be delays and costs associated with recovering collateral posted in segregated tri-party accounts at the Fund’s custodian bank.

Exchange Rate Sensitivity

Each of the Currency Funds is exposed to exchange rate risk through its holdings of Financial Instruments. The following tables provide information about each of the Currency Fund’s Financial Instruments, which are sensitive to changes in exchange rates. As of September 30, 2014 and 2013, each of the Currency Fund’s positions were as follows:

ProShares Short Euro:

As of September 30, 2014 and 2013, the ProShares Short Euro Fund was exposed to inverse exchange rate price risk through its holdings of Euro/USD foreign currency futures contracts. The following table provides information about the Fund’s positions in these Financial Instruments as of September 30, 2014 and 2013, which were sensitive to exchange rate price risk.

221

Futures Positions as of September 30, 2014

Contract	Long or Short	Expiration	Contracts		Valuation Price		Contract Multiplier		Notional Amount at Value
Euro Fx Currency Futures (CME)	Short	December 2014		110	$	1.2635		125,000	$	(17,373,125	)

Futures Positions as of September 30, 2013

Contract	Long or Short	Expiration	Contracts		Valuation Price		Contract Multiplier		Notional Amount at Value
Euro Fx Currency Futures (CME)	Short	December 2013		43	$	1.3527		125,000	$	(7,270,763	)

The September 30, 2014 and 2013 short futures notional values are calculated by multiplying the number of contracts held times the valuation price times the contract multiplier. The short notional values will increase (decrease) proportionally with decreases (increases) in the price of the futures contract. Additional gains (losses) associated with these contracts will be equal to any such subsequent decreases (increases) in short notional values, before accounting for spreads or transaction or financing costs. The Fund will generally attempt to adjust its positions in Financial Instruments each day to have $1.00 of short exposure to the euro for every $1.00 of net assets. While the above information properly represents the then current exchange rate price risk and is adequate for estimating the following day’s gains or losses, estimates of future values over longer periods should take the Fund’s daily rebalancing efforts into account. Future period returns, before fees and expenses, cannot be estimated simply by estimating the appreciation or depreciation of the euro and multiplying by negative one. See “Item 1A. Risk Factors” in the Form 10-K for additional information regarding performance for periods longer than a single day.

ProShares UltraShort Australian Dollar:

As of September 30, 2014 and 2013, the ProShares UltraShort Australian Dollar Fund was exposed to inverse exchange rate price risk through its holdings of AUD/USD foreign currency futures contracts. The following table provides information about the Fund’s positions in these Financial Instruments as of September 30, 2014 and 2013, which were sensitive to exchange rate price risk.

Futures Positions as of September 30, 2014

Contract	Long or Short	Expiration	Contracts		Valuation Price		Contract Multiplier		Notional Amount at Value
Australian Dollar Fx Currency Futures (CME)	Short	December 2014		473	$	86.97		1,000	$	(41,136,810	)

Futures Positions as of September 30, 2013

Contract	Long or Short	Expiration	Contracts		Valuation Price		Contract Multiplier		Notional Amount at Value
Australian Dollar Fx Currency Futures (CME)	Short	December 2013		519	$	92.79		1,000	$	(48,158,010	)

The September 30, 2014 and 2013 short futures notional value is calculated by multiplying the number of contracts held times the valuation price times the contract multiplier. The short notional value will increase (decrease) proportionally with decreases (increases) in the price of the futures contract. Additional gains (losses) associated with these contracts will be equal to any such subsequent decreases (increases) in short notional values, before accounting for spreads or transaction or financing costs. The Fund will generally attempt to adjust its positions in Financial Instruments each day to have $2.00 of short exposure to the Australian dollar for every $1.00 of net assets. While the above information properly represents the then current exchange rate price risk and is adequate for estimating the following day’s gains or losses, estimates of future values over longer periods should take the Fund’s daily rebalancing efforts into account. Future period returns, before fees and expenses, cannot be estimated simply by estimating the appreciation or depreciation of the Australian dollar and multiplying by negative two. See “Item 1A. Risk Factors” in the Form 10-K for additional information regarding performance for periods longer than a single day.

222

ProShares UltraShort Euro:

As of September 30, 2014 and 2013, the ProShares UltraShort Euro Fund was exposed to inverse exchange rate price risk through its holdings of Euro/USD foreign currency forward contracts. The following tables provide information about the Fund’s positions in these Financial Instruments as of September 30, 2014 and 2013, which were sensitive to exchange rate price risk.

Foreign Currency Forward Contracts as of September 30, 2014

Reference Currency	Counterparty	Long or Short	Settlement Date		Euro			Forward Rate		Market Value USD
Euro	Goldman Sachs International	Long		10/03/14		50,953,400			1.2630	$	64,354,521
Euro	UBS AG	Long		10/03/14		16,358,400			1.2630		20,660,780
Euro	Goldman Sachs International	Short		10/03/14		(407,363,625	)		1.2630		(514,503,272	)
Euro	UBS AG	Short		10/03/14		(408,335,300	)		1.2630		(515,730,505	)

Foreign Currency Forward Contracts as of September 30, 2013

Reference Currency	Counterparty	Long or Short	Settlement Date		Euro			Forward Rate		Market Value USD
Euro	Goldman Sachs International	Long		10/04/13		59,619,300			1.3528	$	80,653,379
Euro	UBS AG	Long		10/04/13		44,376,200			1.3528		60,032,413
Euro	Goldman Sachs International	Short		10/04/13		(395,033,825	)		1.3528		(534,404,339	)
Euro	UBS AG	Short		10/04/13		(385,179,200	)		1.3528		(521,072,938	)

The September 30, 2014 and 2013 USD market values equal the number of euros multiplied by the forward rate. These short notional values will increase (decrease) proportionally with decreases (increases) in the forward price. Additional gains (losses) associated with these contracts will be equal to any such subsequent decreases (increases) in short notional values, before accounting for spreads or transaction or financing costs. The Fund will generally attempt to adjust its positions in Financial Instruments each day to have $2.00 of short exposure to the euro for every $1.00 of net assets. While the above information properly represents the then current exchange rate price risk and is adequate for estimating the following day’s gains or losses, estimates of future values over longer periods should take the Fund’s daily rebalancing efforts into account. Future period returns, before fees and expenses, cannot be estimated simply by estimating the appreciation or depreciation of the euro and multiplying by negative two. See “Item 1A. Risk Factors” in the Form 10-K for additional information regarding performance for periods longer than a single day. Counterparty risk related to foreign currency forward contracts is generally limited to the amount of any unrealized gains, although in the event of a counterparty bankruptcy, there could be delays and costs associated with recovering collateral posted in segregated tri-party accounts at the Fund’s custodian bank.

ProShares UltraShort Yen:

As of September 30, 2014 and 2013, the ProShares UltraShort Yen Fund was exposed to inverse exchange rate price risk through its holdings of Yen/USD foreign currency forward contracts. The following tables provide information about the Fund’s positions in these Financial Instruments as of September 30, 2014 and 2013, which were sensitive to exchange rate price risk.

Foreign Currency Forward Contracts as of September 30, 2014

Reference Currency	Counterparty	Long or Short	Settlement Date		Yen			Forward Rate		Market Value USD
Yen	Goldman Sachs International	Long		10/03/14		2,823,176,700			0.009118	$	25,741,849
Yen	UBS AG	Long		10/03/14		2,754,478,000			0.009118		25,115,452
Yen	Goldman Sachs International	Short		10/03/14		(51,996,123,300	)		0.009118		(474,102,939	)
Yen	UBS AG	Short		10/03/14		(49,151,071,100	)		0.009118		(448,161,628	)

223

Foreign Currency Forward Contracts as of September 30, 2013

Reference Currency	Counterparty	Long or Short	Settlement Date		Yen			Forward Rate		Market Value USD
Yen	Goldman Sachs International	Long		10/04/13		10,842,832,400			0.010173	$	110,305,446
Yen	UBS AG	Long		10/04/13		4,202,410,900			0.010173		42,751,635
Yen	Goldman Sachs International	Short		10/04/13		(56,007,835,200	)		0.010173		(569,774,484	)
Yen	UBS AG	Short		10/04/13		(50,043,376,200	)		0.010173		(509,097,321	)

The September 30, 2014 and 2013 USD market values equal the number of yen multiplied by the forward rate. These short notional values will increase (decrease) proportionally with decreases (increases) in the forward price. Additional gains (losses) associated with these contracts will be equal to any such subsequent decreases (increases) in short notional values, before accounting for spreads or transaction or financing costs. The Fund will generally attempt to adjust its positions in Financial Instruments each day to have $2.00 of short exposure to the yen for every $1.00 of net assets. While the above information properly represents the then current exchange rate price risk and is adequate for estimating the following day’s gains or losses, estimates of future values over longer periods should take the Fund’s daily rebalancing efforts into account. Future period returns, before fees and expenses, cannot be estimated simply by estimating the appreciation or depreciation of the yen and multiplying by negative two. See “Item 1A. Risk Factors” in the Form 10-K for additional information regarding performance for periods longer than a single day. Counterparty risk related to foreign currency forward contracts is generally limited to the amount of any unrealized gains, although in the event of a counterparty bankruptcy, there could be delays and costs associated with recovering collateral posted in segregated tri-party accounts at the Fund’s custodian bank.

ProShares Ultra Australian Dollar:

As of September 30, 2014 and 2013, the ProShares Ultra Australian Dollar Fund was exposed to exchange rate price risk through its holdings of AUD/USD foreign currency futures contracts. The following table provides information about the Fund’s positions in these Financial Instruments as of September 30, 2014 and 2013, which were sensitive to exchange rate price risk.

Futures Positions as of September 30, 2014

Contract	Long or Short	Expiration	Contracts		Valuation Price		Contract Multiplier		Notional Amount at Value
Australian Dollar Fx Currency Futures (CME)	Long	December 2014		72	$	86.97		1,000	$	6,261,840

Futures Positions as of September 30, 2013

Contract	Long or Short	Expiration	Contracts		Valuation Price		Contract Multiplier		Notional Amount at Value
Australian Dollar Fx Currency Futures (CME)	Long	December 2013		74	$	92.79		1,000	$	6,866,460

The September 30, 2014 and 2013 futures notional values are calculated by multiplying the number of contracts held times the valuation price times the contract multiplier. The notional values will increase (decrease) proportionally with increases (decreases) in the price of the futures contract. Additional gains (losses) associated with these contracts will be equal to any such subsequent increases (decreases) in notional values, before accounting for spreads or transaction or financing costs. The Fund will generally attempt to adjust its positions in Financial Instruments each day to have $2.00 of exposure to the Australian dollar for every $1.00 of net assets. While the above information properly represents the then current exchange rate price risk and is adequate for estimating the following day’s gains or losses, estimates of future values over longer periods should take the Fund’s daily rebalancing efforts into account. Future period returns, before fees and expenses, cannot be estimated simply by estimating the appreciation or depreciation of the Australian dollar and multiplying by two. See “Item 1A. Risk Factors” in the Form 10-K for additional information regarding performance for periods longer than a single day.

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ProShares Ultra Euro:

As of September 30, 2014 and 2013, the ProShares Ultra Euro Fund was exposed to exchange rate price risk through its holdings of Euro/USD foreign currency forward contracts. The following tables provide information about the Fund’s positions in these Financial Instruments as of September 30, 2014 and 2013, which were sensitive to exchange rate price risk.

Foreign Currency Forward Contracts as of September 30, 2014

Reference Currency	Counterparty	Long or Short	Settlement Date		Euro			Forward Rate		Market Value USD
Euro	Goldman Sachs International	Long		10/03/14		621,725			1.2630	$	785,243
Euro	UBS AG	Long		10/03/14		2,994,100			1.2630		3,781,570
Euro	Goldman Sachs International	Short		10/03/14		(72,700	)		1.2630		(91,821	)
Euro	UBS AG	Short		10/03/14		(97,300	)		1.2630		(122,891	)
Foreign Currency Forward Contracts as of September 30, 2013
Reference Currency	Counterparty	Long or Short	Settlement Date		Euro			Forward Rate		Market Value USD
Euro	Goldman Sachs International	Long		10/04/13		1,573,025			1.3528	$	2,127,999
Euro	UBS AG	Long		10/04/13		4,058,700			1.3528		5,490,636
Euro	Goldman Sachs International	Short		10/04/13		(1,867,300	)		1.3528		(2,526,096	)
Euro	UBS AG	Short		10/04/13		(38,400	)		1.3528		(51,948	)

The September 30, 2014 and 2013 USD market value equals the number of euros multiplied by the forward rate. These notional values will increase (decrease) proportionally with increases (decreases) in the forward price. Additional gains (losses) associated with these contracts will be equal to any such subsequent increases (decreases) in notional values, before accounting for spreads or transaction or financing costs. The Fund will generally attempt to adjust its positions in Financial Instruments each day to have $2.00 of exposure to the euro for every $1.00 of net assets. While the above information properly represents the then current exchange rate price risk and is adequate for estimating the following day’s gains or losses, estimates of future values over longer periods should take the Fund’s daily rebalancing efforts into account. Future period returns, before fees and expenses, cannot be estimated simply by estimating the appreciation or depreciation of the euro and multiplying by two. See “Item 1A. Risk Factors” in the Form 10-K for additional information regarding performance for periods longer than a single day. Counterparty risk related to foreign currency forward contracts is generally limited to the amount of any unrealized gains, although in the event of a counterparty bankruptcy, there could be delays and costs associated with recovering collateral posted in segregated tri-party accounts at the Fund’s custodian bank.

ProShares Ultra Yen:

As of September 30, 2014 and 2013, the ProShares Ultra Yen Fund was exposed to exchange rate price risk through its holdings of Yen/USD foreign currency forward contracts. The following table provides information about the Fund’s positions in these Financial Instruments as of September 30, 2014 and 2013, which were sensitive to exchange rate price risk.

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Foreign Currency Forward Contracts as of September 30, 2014

Reference Currency	Counterparty	Long or Short	Settlement Date		Yen			Forward Rate		Market Value USD
Yen	Goldman Sachs International	Long		10/03/14		79,232,400			0.009118	$	722,445
Yen	UBS AG	Long		10/03/14		312,531,500			0.009118		2,849,676
Yen	Goldman Sachs International	Short		10/03/14		(12,190,700	)		0.009118		(111,155	)
Yen	UBS AG	Short		10/03/14		(7,374,200	)		0.009118		(67,238	)

Foreign Currency Forward Contracts as of September 30, 2013

Reference Currency	Counterparty	Long or Short	Settlement Date		Yen			Forward Rate		Market Value USD
Yen	Goldman Sachs International	Long		10/04/13		317,266,000			0.010173	$	3,227,585
Yen	UBS AG	Long		10/04/13		339,056,000			0.010173		3,449,258
Yen	Goldman Sachs International	Short		10/04/13		(18,973,500	)		0.010173		(193,020	)
Yen	UBS AG	Short		10/04/13		(3,870,100	)		0.010173		(39,371	)

The September 30, 2014 and 2013 USD market values equal the number of yen multiplied by the forward rate. These notional values will increase (decrease) proportionally with increases (decreases) in the forward price. Additional gains (losses) associated with these contracts will be equal to any such subsequent increases (decreases) in notional values, before accounting for spreads or transaction or financing costs. The Fund will generally attempt to adjust its positions in Financial Instruments each day to have $2.00 of exposure to the yen for every $1.00 of net assets. While the above information properly represents the then current exchange rate price risk and is adequate for estimating the following day’s gains or losses, estimates of future values over longer periods should take the Fund’s daily rebalancing efforts into account. Future period returns, before fees and expenses, cannot be estimated simply by estimating the appreciation or depreciation of the yen and multiplying by two. See “Item 1A. Risk Factors” in the Form 10-K for additional information regarding performance for periods longer than a single day. Counterparty risk related to foreign currency forward contracts is generally limited to the amount of any unrealized gains, although in the event of a counterparty bankruptcy, there could be delays and costs associated with recovering collateral posted in segregated tri-party accounts at the Fund’s custodian bank.

Equity Market Volatility Sensitivity

Each of the VIX Funds is exposed to equity market volatility risk through its holdings of Financial Instruments. The following tables provide information about each of the VIX Funds’ Financial Instruments, which are sensitive to changes in equity market volatility indexes. As of September 30, 2014 and 2013, each of the VIX Funds’ positions were as follows:

ProShares VIX Short-Term Futures ETF

As of September 30, 2014 and 2013, the ProShares VIX Short-Term Futures ETF Fund was exposed to equity market volatility risk through its holding of VIX futures contracts. The following table provides information about the Fund’s positions in VIX futures contracts as of September 30, 2014 and 2013, which were sensitive to equity market volatility risk.

Futures Positions as of September 30, 2014

Contract	Long or Short	Expiration	Contracts		Valuation Price		Contract Multiplier		Notional Amount at Value
VIX Futures (CBOE)	Long	October 2014		5,102	$	16.30		1,000	$	83,162,600
VIX Futures (CBOE)	Long	November 2014		3,402		16.65		1,000		56,643,300

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Futures Positions as of September 30, 2013

Contract	Long or Short		Expiration	Contracts		Valuation Price		Contract Multiplier		Notional Amount at Value
VIX Futures (CBOE)		Long	October 2013		5,549	$	16.20		1,000	$	89,893,800
VIX Futures (CBOE)		Long	November 2013		4,540		16.90		1,000		76,726,000

The September 30, 2014 and 2013 futures notional values are calculated by multiplying the number of contracts held times the valuation price times the contract multiplier. The notional values will increase (decrease) proportionally with increases (decreases) in the price of the futures contract. Additional gains (losses) associated with these contracts will be equal to any such subsequent increases (decreases) in notional values, before accounting for spreads or transaction or financing costs. The Fund will generally attempt to adjust its positions in Financial Instruments each day to match the performance of the Index. While the above information properly represents the then current equity price risk and is adequate for estimating the following day’s gains or losses, estimates of future values over longer periods should take the Fund’s daily rebalancing efforts into account. Future period returns, before fees and expenses, cannot be estimated simply by estimating the return of the Index. See “Item 1A. Risk Factors” in the Form 10-K for additional information regarding performance for periods longer than a single day.

ProShares VIX Mid-Term Futures ETF

As of September 30, 2014 and 2013, the ProShares VIX Mid-Term Futures ETF Fund was exposed to equity market volatility risk through its holding of VIX futures contracts. The following table provides information about the Fund’s positions in VIX futures contracts as of September 30, 2014 and 2013, which were sensitive to equity market volatility risk.

Futures Positions as of September 30, 2014

Contract	Long or Short		Expiration	Contracts		Valuation Price		Contract Multiplier		Notional Amount at Value
VIX Futures (CBOE)		Long	January 2015		506	$	17.45		1,000	$	8,829,700
VIX Futures (CBOE)		Long	February 2015		844		17.90		1,000		15,107,600
VIX Futures (CBOE)		Long	March 2015		844		18.25		1,000		15,403,000
VIX Futures (CBOE)		Long	April 2015		338		18.60		1,000		6,286,800

Futures Positions as of September 30, 2013

Contract	Long or Short		Expiration	Contracts		Valuation Price		Contract Multiplier		Notional Amount at Value
VIX Futures (CBOE)		Long	January 2014		943	$	18.05		1,000	$	17,021,150
VIX Futures (CBOE)		Long	February 2014		1,715		18.65		1,000		31,984,750
VIX Futures (CBOE)		Long	March 2014		1,716		19.10		1,000		32,775,600
VIX Futures (CBOE)		Long	April 2014		772		19.40		1,000		14,976,800

The September 30, 2014 and 2013 futures notional values are calculated by multiplying the number of contracts held times the valuation price times the contract multiplier. The notional values will increase (decrease) proportionally with increases (decreases) in the price of the futures contract. Additional gains (losses) associated with these contracts will be equal to any such subsequent increases (decreases) in notional values, before accounting for spreads or transaction or financing costs. The Fund will generally attempt to adjust its positions in Financial Instruments each day to match the performance of the Index. While the above information properly represents the then current equity price risk and is adequate for estimating the following day’s gains or losses, estimates of future values over longer periods should take the Fund’s daily rebalancing efforts into account. Future period returns, before fees and expenses, cannot be estimated simply by estimating the return of the Index. See “Item 1A. Risk Factors” in the Form 10-K for additional information regarding performance for periods longer than a single day.

ProShares Ultra VIX Short-Term Futures ETF

As of September 30, 2014 and 2013, the ProShares Ultra VIX Short-Term Futures ETF Fund was exposed to equity market volatility risk through its holding of VIX futures contracts. The following tables provide information about the Fund’s positions in these VIX futures contracts as of September 30, 2014 and 2013, which were sensitive to equity market volatility risk.

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Futures Positions as of September 30, 2014

Contract	Long or Short		Expiration	Contracts		Valuation Price		Contract Multiplier		Notional Amount at Value
VIX Futures (CBOE)		Long	October 2014		18,828	$	16.30		1,000	$	306,896,400
VIX Futures (CBOE)		Long	November 2014		12,550		16.65		1,000		208,957,500

Futures Positions as of September 30, 2013

Contract	Long or Short		Expiration	Contracts		Valuation Price		Contract Multiplier		Notional Amount at Value
VIX Futures (CBOE)		Long	October 2013		19,039	$	16.20		1,000	$	308,431,800
VIX Futures (CBOE)		Long	November 2013		15,586		16.90		1,000		263,403,400

The September 30, 2014 and 2013 futures notional values are calculated by multiplying the number of contracts held times the valuation price times the contract multiplier. These notional values will increase (decrease) proportionally with increases (decreases) in the price of the futures contract or the level of the Index, as applicable. Additional gains (losses) associated with these contracts will be equal to any such subsequent increases (decreases) in notional values, before accounting for spreads or transaction or financing costs. The Fund will generally attempt to adjust its positions in Financial Instruments each day to have $2.00 of exposure to the Index for every $1.00 of net assets. While the above information properly represents the then current equity price risk and is adequate for estimating the following day’s gains or losses, estimates of future values over longer periods should take the Fund’s daily rebalancing efforts into account. Future period returns, before fees and expenses, cannot be estimated simply by estimating the return of the Index and multiplying by two. See “Item 1A. Risk Factors” in the Form 10-K for additional information regarding performance for periods longer than a single day.

ProShares Short VIX Short-Term Futures ETF

As of September 30, 2014 and 2013, the ProShares Short VIX Short-Term Futures ETF Fund was exposed to inverse equity market volatility risk through its holding of VIX futures contracts. The following table provides information about the Fund’s positions in VIX futures contracts as of September 30, 2014 and 2013, which were sensitive to equity market volatility risk.

Futures Positions as of September 30, 2014

Contract	Long or Short		Expiration	Contracts		Valuation Price		Contract Multiplier		Notional Amount at Value
VIX Futures (CBOE)		Short	October 2014		11,352	$	16.30		1,000	$	(185,037,600	)
VIX Futures (CBOE)		Short	November 2014		7,575		16.65		1,000		(126,123,750	)

Futures Positions as of September 30, 2013

Contract	Long or Short		Expiration	Contracts		Valuation Price		Contract Multiplier		Notional Amount at Value
VIX Futures (CBOE)		Short	October 2013		3,153	$	16.20		1,000	$	(51,078,600	)
VIX Futures (CBOE)		Short	November 2013		2,585		16.90		1,000		(43,686,500	)

The September 30, 2014 and 2013 short futures notional values are calculated by multiplying the number of contracts held times the valuation price times the contract multiplier. The short notional values will increase (decrease) proportionally with decreases (increases) in the price of the futures contract. Additional gains (losses) associated with these contracts will be equal to any such subsequent decreases (increases) in short notional values, before accounting for spreads or transaction or financing costs. The Fund will generally attempt to adjust its positions in Financial Instruments each day to have $1.00 of short exposure to the Index for every $1.00 of net assets. While the above information properly represents the then current equity price risk and is adequate for estimating the following day’s gains or losses, estimates of future values over longer periods should take the Fund’s daily rebalancing efforts into account. Future period returns, before fees and expenses, cannot be estimated simply by estimating the return of the Index and multiplying by negative one. See “Item 1A. Risk Factors” in the Form 10-K for additional information regarding performance for periods longer than a single day.

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Qualitative Disclosure

As described above in Item 2 of this Quarterly Report on Form 10-Q, it is the investment objective of each Geared Fund to seek daily investment results, before fees and expenses, which correspond to a multiple, the inverse or an inverse multiple of the daily performance, whether positive or negative, of its corresponding benchmark. Each Short Fund seeks daily investment results (before fees and expenses) that correspond to the inverse (-1x) of the daily performance of its corresponding benchmark. Each UltraShort Fund seeks daily investment results (before fees and expenses) that correspond to two times the inverse (-2x) of the daily performance of its corresponding benchmark. Each Ultra Fund seeks daily investment results (before fees and expenses) that correspond to two times (2x) the daily performance of its corresponding benchmark. Each Matching VIX Fund seeks investment results (before fees and expenses), both over a single day and over time, that match the performance of a benchmark. The Geared Funds do not seek to achieve these stated investment objectives over a period of time greater than a single day because mathematical compounding prevents the Geared Funds from achieving such results. Performance over longer periods of time will be influenced not only by the cumulative period performance of the corresponding benchmark but equally by the intervening volatility of the benchmark as well as fees and expenses, including costs associated with the use of Financial Instruments such as financing costs and trading spreads. Future period returns, before fees and expenses, cannot be estimated simply by estimating the percent change in the corresponding benchmark and multiplying by two or negative two. Shareholders who invest in the Funds should actively manage and monitor their investments, as frequently as daily. See “Item 1A. Risk Factors” in the Form 10-K for additional information regarding performance for periods longer than a single day. The Matching VIX Funds seek to achieve their stated investment objective both over a single day and over time.

Primary Market Risk Exposure

The primary market risks that the Funds are exposed to depend on each Fund’s investment objective and corresponding benchmark. For example, the primary market risk that the ProShares UltraShort Bloomberg Crude Oil and the ProShares Ultra Bloomberg Crude Oil Funds are exposed to are inverse and direct exposure, respectively, to the price of crude oil as measured by the return of holding and periodically rolling crude oil futures contracts (the Bloomberg Commodity Index and its sub-indexes are based on the price of rolling futures positions, rather than on the cash price for immediate delivery of the corresponding commodity).

Each Fund’s exposure to market risk is further influenced by a number of factors, including the liquidity of the markets in which the contracts are traded and the relationships among the contracts held. The inherent uncertainty of each Fund’s trading as well as the development of drastic market occurrences could ultimately lead to a loss of all or substantially all of investors’ capital.

As described above in Item 2 of this Quarterly Report on Form 10-Q, trading in certain futures contracts or forward agreements involves each Fund entering into contractual commitments to purchase or sell a commodity underlying a Fund’s benchmark at a specified date and price, should it hold such futures contracts or forward agreements into the deliverable period. Should a Fund enter into a contractual commitment to sell a physical commodity, it is required to make delivery of that commodity at the contract price and then repurchase the contract at prevailing market prices or settle in cash. Since the repurchase price to which the value of a commodity can rise is unlimited, entering into commitments to sell commodities would expose a Fund to theoretically unlimited risk.

Commodity Price Sensitivity

As further described in “Item 1A. Risk Factors” in the Form 10-K, the value of the Shares of each Fund relates directly to the value of, and realized profit or loss from, the Financial Instruments and other assets held by the Fund and fluctuations in the price of these assets could materially adversely affect an investment in the Shares. With regard to the Commodity Index Funds or the Commodity Funds, several factors may affect the price of a commodity underlying a Commodity Index Fund or a Commodity Fund, and in turn, the Financial Instruments and other assets, if any, owned by such a Fund. The impact of changes in the price of a physical commodity or of a commodity index (comprised of commodity futures contracts) will affect investors differently depending upon the Fund in which investors invest. Daily increases in the price of an underlying commodity or commodity index will negatively impact the daily

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performance of Shares of an UltraShort Fund and daily decreases in the price of an underlying commodity or commodity index will negatively impact the daily performance of Shares of an Ultra Fund.

Additionally, performance over time is a cumulative effect of geometrically linking each day’s leveraged or inverse leveraged returns. For instance, if a corresponding benchmark was up 10% and then down 10%, which would result in a (1.1*0.9)-1 = -1% period benchmark return, the two-day period return for a theoretical two-times fund would be equal to a (1.2 *0.8)-1 = -4% period Fund return (rather than simply two times the period return of the benchmark).

Exchange Rate Sensitivity

As further described in “Item 1A. Risk Factors” in the Form 10-K, the value of the Shares of each Fund relates directly to the value of, and realized profit or loss from, the Financial Instruments and other assets held by the Fund and fluctuations in the price of these assets could materially adversely affect an investment in the Shares. With regard to the Currency Funds, several factors may affect the value of the foreign currencies or the U.S. dollar, and, in turn, the Financial Instruments and other assets, if any, owned by a Fund. The impact of changes in the price of a currency will affect investors differently depending upon the Fund in which investors invest. Daily increases in the price of a currency will negatively impact the daily performance of Shares of a Short Fund or an UltraShort Fund and daily decreases in the price of a currency will negatively impact the daily performance of Shares of an Ultra Fund.

Additionally, performance over time is a cumulative effect of geometrically linking each day’s leveraged or inverse leveraged returns. For instance, if a corresponding benchmark was up 10% and then down 10%, which would result in a (1.1*0.9)-1 = -1% period benchmark return, the two-day period return for a theoretical two-times fund would be equal to a (1.2 *0.8)-1 = -4% period Fund return (rather than simply two times the period return of the benchmark).

Equity Market Volatility Sensitivity

As further described in “Item 1A. Risk Factors” in the Form 10-K, the value of the Shares of each VIX Fund relates directly to the value of, and realized profit or loss from, the Financial Instruments and other assets held by the Fund and fluctuations in the price of these assets could materially adversely affect an investment in the Shares. Several factors may affect the price and/or liquidity of VIX futures contracts and other assets, if any, owned by a VIX Fund. The impact of changes in the price of these assets will affect investors differently depending upon the Fund in which investors invest.

Managing Market Risks

Each Fund seeks to remain fully exposed to the corresponding benchmark at the levels implied by the relevant investment objective (-1x, -2x, or 2x), regardless of market direction or sentiment. At the close of the relevant markets each trading day (see NAV calculation times), each Fund will seek to position its portfolio so that its exposure to its benchmark is consistent with its investment objective. As described above in Item 2 of this Quarterly Report on Form 10-Q, these adjustments are done through the use of various Financial Instruments. No attempt is made to adjust market exposure in order to avoid changes to the benchmark that would cause the Funds to lose value. Factors common to all Funds that may require portfolio re-positioning are create/redeem activity and index rebalances.

For Geared Funds, the impact of the Index’s movements during the day also affects whether the Fund’s portfolio needs to be re-positioned. For example, if the Index for an Ultra Fund has risen on a given day, net assets of the Fund should rise. As a result, the Fund’s long exposure will need to be increased to the extent there are not offsetting factors such as redemption activity. Conversely, if the Index has fallen on a given day, net assets of an Ultra Fund should fall. As a result, the Fund’s long exposure will generally need to be decreased. Net assets for Short Funds, UltraShort Funds will generally decrease when the Index rises on a given day. As a result, the Fund’s short exposure may need to be decreased. Conversely, if the Index has fallen on a given day, a Short Fund’s, an UltraShort Fund’s assets should rise. As a result, the Fund’s short exposure may need to be increased.

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The use of certain Financial Instruments introduces counterparty risk. A Fund will be subject to credit risk with respect to the amount it expects to receive from counterparties to Financial Instruments entered into by the Fund. A Fund may be negatively impacted if a counterparty fails to perform its obligations. Each Fund intends to enter into swap and forward agreements only with major global financial institutions that meet certain credit quality standards and monitoring policies. Each Fund may use various techniques to minimize credit risk including early termination or reset and payment, limiting the net amount due from any individual counterparty, and generally requiring that the counterparty post collateral with respect to amounts owed to the Funds, marked to market daily.

Most Financial Instruments held by the Funds are “unfunded” meaning that the Fund will obtain exposure to the corresponding benchmark while still being in possession of its original cash assets. The cash positions that result from use of such Financial Instruments are held in a manner to minimize both interest rate and credit risk. During the reporting period, cash positions were maintained in a non-interest bearing demand deposit account. The Funds also invest a portion of this cash in cash equivalents (such as shares of money market funds, bank deposits, bank money market accounts, certain variable rate-demand notes and repurchase agreements collateralized by government securities).

Item  4.    Controls and Procedures.

Disclosure Controls and Procedures

Under the supervision and with the participation of the principal executive officer and principal financial officer of the Trust, Trust management has evaluated the effectiveness of the Trust’s and the Funds’ disclosure controls and procedures, and have concluded that the disclosure controls and procedures of the Trust and the Funds (as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “1934 Act”)) were effective, as of September 30, 2014, including providing reasonable assurance that information required to be disclosed in the reports that the Trust files or submits under the 1934 Act on behalf of the Trust and the Funds is recorded, processed, summarized and reported, within the time periods specified in the applicable rules and forms, and that such information is accumulated and communicated to the duly authorized officers of the Trust as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

There were no changes in the Trust’s or the Funds’ internal control over financial reporting that occurred during the quarter ended September 30, 2014, that have materially affected, or are reasonably likely to materially affect, the Trust’s or the Funds’ internal control over financial reporting.

Certifications

The certifications by the Principal Executive Officer and Principal Financial Officer of the Trust required by Section 302 and Section 906 of the Sarbanes-Oxley Act of 2002, which are filed or furnished as exhibits to this Quarterly Report on Form 10-Q, apply both to the Trust taken as a whole and each Fund, and the Principal Executive Officer and Principal Financial Officer of the Trust are certifying both as to the Trust taken as a whole and each Fund.

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Part II. OTHER INFORMATION

Item 1. Legal Proceedings.

None.

Item 1A. Risk Factors.

Except as noted below, there has not been a material change to the Risk Factors previously disclosed in the Trust’s Annual Report on Form 10-K for the year ended December 31, 2013, filed on March 3, 2014, as amended.

The following risk factors either: 1) apply specifically to the Managed Futures Fund, a new series of the Trust that launched on October 2, 2014; or 2) describe a potential delisting notice received by ProShares Ultra Australian Dollar.

Risks Specific to the Managed Futures Fund

The level of the S&P Strategic Futures Index (the “SFI”) and the returns attributable to the underlying SFI index components (the “SFI Futures Contracts”) depend on whether a particular SFI Futures Contract is positioned long or short.

The impact of changes in the prices of the SFI Futures Contracts will affect the Managed Futures Fund differently depending upon whether such SFI Futures Contract is positioned long or short. Increases in the price of an underlying SFI Futures Contract will negatively impact the Managed Futures Fund’s performance when the SFI Futures Contract is positioned short and decreases in the price of an underlying SFI Futures Contract will negatively impact the Managed Futures Fund’s performance when the SFI Futures Contract is positioned long.

Short positions should be considered to be speculative and could result in the total loss of an investor’s investment.

The Managed Futures Fund may take short positions in the SFI Futures Contracts. Because the holder of a short position is exposed to losses upon any increase in price, and a price increase is potentially unlimited, short positions will expose the Managed Futures Fund to potentially unlimited losses, which could result in a total loss of investment.

Monthly repositioning may expose the Managed Futures Fund to increased losses in volatile markets.

The SFI is designed to potentially capture the economic benefit derived from both rising and declining trends in futures prices. In order to accomplish this, the SFI positions are rebalanced and repositioned, either long or short, on a monthly basis. Long positions or short positions in each SFI Futures Contract are determined based on price movements over the past seven months. In volatile markets, this may result in the SFI Futures Contracts frequently being repositioned from long to short and vice versa. If the price movements that caused a particular SFI Futures Contract to be repositioned subsequently reverse themselves, the Managed Futures Fund’s index will be negatively impacted. For example, if Gold is positioned long for the month of March, and the underlying SFI Futures Contracts decline in price, the SFI will experience losses. Depending on the magnitude of the price decline, Gold may reposition itself to short at month end. If, in April, the market reverses and appreciates in price, Gold will again experience losses, even if the price of Gold futures contracts measured across both months is flat from a performance perspective. Such activity can cause the Managed Futures Fund to lose more, and possibly significantly more, than an investment focused only on long or short positions in the same futures contracts.

The Managed Futures Fund has a limited operating history, and, as a result, investors have a limited performance history to serve as a factor for evaluating an investment in the Managed Futures Fund.

The Managed Futures Fund has a limited performance history upon which to evaluate an investor’s investment in the Managed Futures Fund. Although past performance is not necessarily indicative of future results, if the Managed Futures Fund had a longer performance history, such performance history might (or might not) provide investors with more information on which to evaluate an investment in the Managed Futures Fund. Likewise, the SFI has a limited history which might (or might not) provide investors with more information on which to evaluate an investment in the Managed Futures Fund.

232

Risks Specific to the Managed Futures Fund, the Commodity Index Funds, the Commodity Funds, the Currency Funds and the VIX Funds.

With regard to the Managed Futures Fund, the Commodity Index Funds and the Commodity Fund, several factors may affect the price of commodities and, in turn, the Financial Instruments and other assets, if any, owned by such a Fund, including, but not limited to:

• Significant increases or decreases in the available supply of a physical commodity due to natural or technological factors. Natural factors would include depletion of known cost-effective sources for a commodity or the impact of severe weather on the ability to produce or distribute the commodity. Technological factors, such as increases in availability created by new or improved extraction, refining and processing equipment and methods or decreases caused by failure or unavailability of major refining and processing equipment (for example, shutting down or constructing oil refineries), also materially influence the supply of commodities.

• Significant increases or decreases in the demand for a physical commodity due to natural or technological factors. Natural factors would include such events as unusual climatological conditions impacting the demand for commodities. Technological factors may include such developments as substitutes for particular commodities.

• A significant change in the attitude of speculators and investors towards a commodity. Should the speculative community take a negative or positive view towards any given commodity, it could cause a change in world prices of any given commodity and the price of Shares based upon a benchmark related to that commodity will be affected.

• Large purchases or sales of physical commodities by the official sector. Governments and large institutions have large commodities holdings or may establish major commodities positions. For example, a significant portion of the aggregate world gold holdings is owned by governments, central banks and related institutions. Similarly, nations with centralized or nationalized oil production and organizations such as the Organization of Petroleum Exporting Countries control large physical quantities of crude oil. If one or more of these institutions decides to buy or sell any commodity in amounts large enough to cause a change in world prices, the price of Shares based upon a benchmark related to that commodity will be affected.

• Other political factors. In addition to the organized political and institutional trading-related activities described above, peaceful political activity such as imposition of regulations or entry into trade treaties, as well as political disruptions caused by societal breakdown, insurrection and/or war may greatly influence commodities prices.

• A significant increase or decrease in commodity hedging activity by commodity producers. Should there be an increase or decrease in the level of hedge activity of commodity producing companies, countries and/or organizations, it could cause a change in world prices of any given commodity, causing the price of Shares based upon a benchmark related to that commodity to be affected.

• The recent proliferation of commodity-linked products and their unknown effect on the commodity markets.

233

With regard to the Managed Futures Fund and the Currency Funds, several factors may affect the value of foreign currencies or the U.S. dollar and, in turn, Financial Instruments and other assets, if any, owned by a Fund, including, but not limited to:

• Debt level and trade deficit of the relevant foreign countries;

• Inflation rates of the United States and the relevant foreign countries and investors’ expectations concerning inflation rates;

• Interest rates of the United States and the relevant foreign countries and investors’ expectations concerning interest rates;

• Investment and trading activities of mutual funds, hedge funds and currency funds;

• Global or regional political, economic or financial events and situations;

• Sovereign action to set or restrict currency conversion; and

• Monetary policies and other related activities of central banks within the U.S. and other relevant foreign markets.

With regard to the Managed Futures Fund, several factors may affect the value of U.S. Treasury securities and, in turn, certain Financial Instruments and related assets, if any, owned by the Managed Futures Fund, including, but not limited to:

• Perception of risk, or the lack thereof, in assets other than U.S. Treasury securities;

• Debt level and trade deficit of the United States;

• Inflation rates of the United States and the relevant foreign countries and investors’ expectations concerning inflation rates;

• Interest rates of the United States and the relevant foreign countries and investors’ expectations concerning interest rates;

• Fluctuations in the value of the U.S. dollar relative to other currencies; and

• Fluctuations in the supply of, and demand for, the underlying U.S. Treasury securities.

With regard to the VIX Funds, several factors may affect the price and/or liquidity of VIX futures contracts and other assets, if any, owned by a VIX Fund, including, but not limited to:

• Prevailing market prices and forward volatility levels of the U.S. stock markets, the S&P 500, the equity securities included in the S&P 500 and prevailing market prices of options on the S&P 500, the VIX, options on the VIX, the relevant VIX futures contracts, or any other financial instruments related to the S&P 500 and the VIX or VIX futures contracts;

• Interest rates;

• Economic, financial, political, regulatory, geographical, biological or judicial events that affect the level of the Index or the market price or forward volatility of the U.S. stock markets, the equity securities included in the S&P 500, the S&P 500, the VIX or the relevant futures or option contracts on the VIX;

• Supply and demand as well as hedging activities in the listed and over-the-counter (“OTC”) equity derivatives markets;

234

• Disruptions in trading of the S&P 500, futures contracts on the S&P 500 or options on the S&P 500; and

• The level of contango or backwardation in the VIX futures contracts market.

These factors interrelate in complex ways, and the effect of one factor on the market value of a Fund may offset or enhance the effect of another factor. In addition, the impact of changes in the level of a commodity index or the value of a commodity or currency will affect investors differently depending upon the Managed Futures Fund, the Commodity Index Fund, the Commodity Fund, Currency Fund or VIX Fund in which an investor invests. Daily increases in the level of a commodity index or a VIX futures index or the value of a commodity or currency will negatively impact the daily performance of Shares of the Short and UltraShort Commodity Index, Commodity, Currency or VIX Funds.

The Managed Futures Fund and the Commodity Index Funds are linked to indexes comprised of commodity futures contracts and/or financial futures contracts, and are not directly linked to the “spot” prices of the underlying physical commodities or financial assets. Futures contracts may perform very differently from the spot price of the underlying physical commodities or financial assets.

The Managed Futures Fund and each Commodity Index Fund are designed to correspond (before fees and expenses) to the performance of, or a multiple or an inverse multiple of, the daily performance of its applicable benchmark, which is intended to reflect the performance of the prices of futures contracts on certain physical commodities and/or financial assets. The Managed Futures Fund and the Commodity Index Funds are not directly linked to the “spot” price of the physical commodities. While prices of swaps, futures contracts and other derivatives contracts are, as a rule, related to the prices of an underlying cash market, they are not perfectly correlated and often can perform very differently. It is possible that during certain time periods, the performance of different derivatives contracts may be substantially lower or higher than cash market prices for the underlying commodity or financial asset due to differences in derivatives contract terms or as supply, demand or other economic or regulatory factors become more pronounced in either the cash or derivatives markets. Depending upon the direction and level of the benchmark changes, the Funds may underperform or outperform a portfolio of cash market commodities or financial assets.

ProShares Ultra Australian Dollar has received a potential delisting letter from NYSE Regulation, Inc. If the Fund is delisted, investors may not have an active trading market for the Fund’s Shares, and the Fund would likely be forced to liquidate.

On September 9, 2014, NYSE Regulation, Inc. (“NYSE Regulation”) sent a letter informing the Sponsor that ProShares Ultra Australian Dollar failed to comply with continued NYSE Arca Equities, Inc. listing standards regarding its number of record or beneficial holders. The Sponsor sent a written plan (“Plan”) to the NYSE Regulation designed to increase and sustain a higher number of record or beneficial holders. Upon review and consideration of the Plan, the NYSE Regulation Staff has granted an extension allowing the continued listing of ProShares Ultra Australian Dollar through at least December 23, 2014. There is no guarantee that the Fund will be able to meet the continued listing standards and avoid a delisting action after that date. If the Fund is delisted, there will not be an active trading market for the Fund’s Shares. If investors need to sell their Fund Shares at a time when no active market for them exists, the price investors receive for the Fund’s Shares, assuming that investors are able to sell them, likely will be lower than the price that investors would receive if an active market did exist. In addition, if the Fund is delisted, the Fund would likely be forced to liquidate.

235

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

(a) None.

(b) The Trust initially registered Shares on its Registration Statement on Form S-1 (File No. 333-146801), which was declared effective on November 21, 2008, and registered additional Shares on its Registration Statement on Form S-1 (File No. 333- 156888), which was declared effective on February 13, 2009. The Trust terminated these two offerings before the sale of all registered Shares and re-allocated the remaining amount of the registered Shares among the Funds listed on its Registration Statement on Form S-3 (File No. 333-163511), which became effective on December 4, 2009. It then registered additional Shares and/or added Funds pursuant to post-effective amendments to that Registration Statement on Form S-3, which became effective on May 28, 2010, November 5, 2010, December 23, 2010 and April 13, 2011, as well as on a Registration Statement on Form S-1 (File No. 333-178707), which became effective on June 25, 2012. On June 26, 2012, a post-effective amendment to the Registration Statement on Form S-3 (File No. 333-163511) was declared effective, which registered additional Shares for ProShares Ultra Bloomberg Crude Oil and terminated the offerings for certain publicly offered Funds and certain Funds that had never been publicly offered. New offerings for those Funds that had been publicly offered were registered on an accompanying Registration Statement on Form S-1 (File No. 333-176878), which was also declared effective on June 26, 2012. On September 24, 2012, a Registration Statement on Form S-1 (File No. 333-183672) was declared effective, which registered additional Shares for ProShares Ultra VIX Short-Term Futures ETF, ProShares VIX Short-Term Futures ETF and ProShares Short VIX Short-Term Futures ETF. This registration statement (File No. 333-183672) was a combined prospectus and acted as a post-effective amendment to the Form S-1 (File No. 333-176878). On September 27, 2012, a Registration Statement on Form S-3 (File No. 333-183674) was declared effective, which registered additional Shares for ProShares Ultra Bloomberg Crude Oil, ProShares UltraShort Bloomberg Crude Oil and ProShares UltraShort Euro. This registration statement was a combined prospectus and acted as a post-effective amendment to the Form S-3 (File No. 333-163511). On September 28, 2012, a post-effective amendment to a Registration Statement on Form S-1 (File No. 333-178707) was declared effective, terminating the proposed offerings of several unlaunched currency funds. On January 30, 2013, a Registration Statement on Form S-1 (File No. 333-185288) was declared effective. That registration statement, which registered additional Shares to ProShares Short VIX Short-Term Futures ETF, acted as a combined prospectus and post-effective amendment to the Trust’s Form S-1 Registration Statements (File Nos. 333-183672 and 333-178707). Also, on January 30, 2013, a Registration Statement on Form S-3 (File No. 333-185289) was declared effective. That registration statement, which registered additional Shares to ProShares Ultra Bloomberg Crude Oil, ProShares UltraShort Euro, ProShares Ultra VIX Short-Term Futures ETF and ProShares VIX Short-Term Futures ETF, acted as a combined prospectus and post-effective amendment to the Trust’s Form S-1 Registration Statement (File No. 333-193672) and Form S-3 Registration Statement (File No. 333-183674). On April 24, 2013, a post-effective amendment to the Form S-1 Registration Statement (File No. 333-185288) was declared effective, terminating the registered but unlaunched offerings related to: ProShares UltraPro Short Euro, ProShares Managed Futures Strategy and ProShares Commodity Managed Futures Strategy. On April 29, 2013, a Registration Statement on Form S-3 (File No. 333-187820) was declared effective, which registered additional Shares for ProShares Ultra Bloomberg Crude Oil, ProShares UltraShort Bloomberg Crude Oil, ProShares Ultra Silver, ProShares UltraShort Silver, ProShares UltraShort Euro, ProShares UltraShort Yen, ProShares Ultra VIX Short-Term Futures ETF and ProShares VIX Short-Term Futures ETF. That registration statement was a combined prospectus and acted as a post-effective amendment to the Form S-3 (File No. 333-185289). On May 21, 2013, a Registration Statement on Form S-1 (File 333-188215) was declared effective, which registered additional Shares for ProShares Ultra Bloomberg Natural Gas, ProShares UltraShort Bloomberg Natural Gas, ProShares Short VIX Short-Term Futures ETF and ProShares VIX Mid-Term Futures ETF. That registration statement was a combined prospectus and acted as a post-effective amendment to the Form S-1 (File No. 333-185288). On July 30, 2013, a Registration Statement on Form S-3 (File No. 333-189967) was declared effective, which registered additional Shares for ProShares Bloomberg Crude Oil and ProShares UltraShort Yen and partially terminated registered and unissued Shares of ProShares Ultra Bloomberg Crude Oil, ProShares Ultra Silver, ProShares UltraShort Silver, ProShares UltraShort Euro and ProShares VIX Short-Term Futures ETF. That registration statement was a combined prospectus and acted as a post-effective amendment to the Form S-3 (File No. 333-187820). On May 6, 2014, a post-effective amendment to the Form S-1 Registration Statement (File No. 333-188215) was declared effective, updating the Form S-1 Registration Statement by, among other things, incorporating by reference the audited financial statements for the fiscal year ended December 31, 2013. The post-effective amendment did not register any additional shares. On July 30, 2014, a Registration Statement on Form S-1 (File No. 333-196884) was declared effective, which partially terminated registered and unissued Shares of ProShares VIX Mid-Term Futures ETF, ProShares Ultra Bloomberg Commodity, ProShares Ultra Euro, ProShares Ultra Yen and ProShares UltraShort Bloomberg Commodity. That registration statement was a combined prospectus and acted as a post-effective amendment to two Form S-1 registration statements (File Nos. 333-188215 and 333-185288). On July 30, 2014, a Registration Statement on Form S-3 (File No. 333-196885) was also declared effective, which registered additional Shares for ProShares Ultra Bloomberg Crude Oil, ProShares UltraShort Bloomberg Crude Oil and ProShares UltraShort Euro and partially terminated registered and unissued Shares of ProShares Ultra Gold, ProShares Ultra Silver and ProShares UltraShort Silver. That Registration Statement also was a combined prospectus and acted as a post-effective amendment to the Form S-3 (File No. 333-189967). Through the July 30, 2014 filings, ProShares Short VIX Short-Term Futures ETF was transferred from the Form S-1 to the Form S-3. On September 29, 2014, a Registration Statement on Form S-1 (File No. 333-198189) was declared effective, which registered a new offering of the Managed Futures Fund and acted as a post-effective amendment to the Form S-1 Registration Statement (File No. 333-196884). Thus, as of September 30, 2014, the Trust continued to have two effective registration statements outstanding: 1) a Form S-1 Registration Statement (No. 333-198189); and 2) a Form S-3 Registration Statement (No. 333-196885).

236

Substantially all of the proceeds received by each Fund from the issuance and sale of Shares to Authorized Participants are used by each Fund to enter into Financial Instruments relating to that Fund’s benchmark in combination with cash or cash equivalents and/or U.S. Treasury Securities or other high credit quality short-term fixed-income or similar securities (such as shares of money market funds and collateralized repurchase agreements) that may be used to collateralize swap agreements or forward contracts or deposited with FCMs as margin in connection with any futures transactions. Each Geared Fund and the Managed Futures Fund continuously offers and redeems its Shares in blocks of 50,000 Shares, and each Matching VIX Fund continuously offers and redeems Shares in blocks of 25,000 Shares.

Title of Securities Registered	Amount Registered As of September 30, 2014		Shares Sold For the Three Months Ended September 30, 2014		Sale Price of Shares Sold For the Three Months Ended September 30, 2014
ProShares UltraShort Bloomberg Commodity Common Units of Beneficial Interest	$	300,000,000		—	$	—
ProShares UltraShort Bloomberg Crude Oil Common Units of Beneficial Interest	$	4,275,000,000		250,000	$	6,324,297
ProShares UltraShort Bloomberg Natural Gas Common Units of Beneficial Interest*	$	570,000,000		—	$	—
ProShares UltraShort Gold Common Units of Beneficial Interest*	$	1,000,000,000		50,000	$	4,823,848
ProShares UltraShort Silver Common Units of Beneficial Interest*	$	2,600,000,000		100,000	$	7,242,734
ProShares Short Euro Common Units of Beneficial Interest	$	200,000,000		50,000	$	1,819,803
ProShares UltraShort Australian Dollar Common Units of Beneficial Interest	$	200,000,000		—	$	—
ProShares UltraShort Euro Common Units of Beneficial Interest*	$	2,953,506,872		300,000	$	5,399,540
ProShares UltraShort Yen Common Units of Beneficial Interest*	$	1,800,000,000		900,000	$	63,621,323
ProShares Ultra Bloomberg Commodity Common Units of Beneficial Interest	$	200,000,000		—	$	—
ProShares Ultra Bloomberg Crude Oil Common Units of Beneficial Interest*	$	4,608,246,073		5,200,000	$	167,655,013

237

ProShares Ultra Bloomberg Natural Gas Common Units of Beneficial Interest*	$	680,000,000	1,650,000	$	57,076,442
ProShares Ultra Gold Common Units of Beneficial Interest*	$	700,000,000	100,000	$	4,534,428
ProShares Ultra Silver Common Units of Beneficial Interest*	$	3,100,000,000	900,000	$	50,808,318
ProShares Ultra Australian Dollar Common Units of Beneficial Interest	$	200,000,000	—	$	—
ProShares Ultra Euro Common Units of Beneficial Interest	$	300,000,000	—	$	—
ProShares Ultra Yen Common Units of Beneficial Interest	$	300,000,000	—	$	—
ProShares Managed Futures Strategy Common Units of Beneficial Interest	$	200,000,000	10	$	200
ProShares VIX Short-Term Futures ETF Common Units of Beneficial Interest*	$	3,250,000,000	3,475,000	$	66,062,556
ProShares VIX Mid-Term Futures ETF Common Units of Beneficial Interest	$	1,100,000,000	118,750	$	7,132,205
ProShares Ultra VIX Short-Term Futures ETF Common Units of Beneficial Interest*	$	8,000,000,000	11,700,000	$	288,044,131
ProShares Short VIX Short-Term Futures ETF Common Units of Beneficial Interest*	$	2,750,000,000	4,450,000	$	348,502,796
Total:	$	39,286,752,945	29,243,760	$	1,079,047,634

^*  On October 28, 2014, a Registration Statement on Form S-1 (File No. 333-199642) and a Registration Statement on Form S-3 (File No. 333-199641) were filed, which (when declared effective) will register additional Shares for: ProShares UltraShort Bloomberg Natural Gas (increasing its total amount registered to $670,000,000); ProShares UltraShort Gold (increasing its total amount registered to $1,100,000,000); ProShares UltraShort Silver (increasing its total amount registered to $3,300,000,000); ProShares UltraShort Euro (increasing its total amount registered to $3,053,506,872); ProShares UltraShort Yen (increasing its total amount registered to $1,900,000,000); ProShares Ultra Bloomberg Crude Oil (increasing its total amount registered to $6,008,246,073); ProShares Ultra Bloomberg Natural Gas (increasing its total amount registered to $880,000,000); ProShares Ultra Gold (increasing its total amount registered to $850,000,000); ProShares Ultra Silver (increasing its total amount registered to $3,800,000,000); ProShares VIX Short-Term Futures ETF (increasing its total amount registered to $3,950,000,000); ProShares Ultra VIX Short-Term Futures ETF (increasing its total amount registered to $9,000,000,000); and ProShares Short VIX Short-Term Futures ETF (increasing its total amount registered to $5,750,000,000).

(c) From July 1, 2014 to September 30, 2014, the number of Shares redeemed and average price per Share for each Fund were as follows:

Fund	Total Number of Shares Redeemed		Average Price Per Share
ProShares UltraShort Bloomberg Commodity
07/01/14 to 07/31/14		—	$	—
08/01/14 to 08/31/14		—	$	—
09/01/14 to 09/30/14		—	$	—
ProShares UltraShort Bloomberg Crude Oil
07/01/14 to 07/31/14		3,250,000	$	26.74
08/01/14 to 08/31/14		4,050,000	$	28.86
09/01/14 to 09/30/14		1,300,000	$	30.76
ProShares UltraShort Bloomberg Natural Gas
07/01/14 to 07/31/14		550,000	$	47.97
08/01/14 to 08/31/14		200,000	$	52.17
09/01/14 to 09/30/14		50,000	$	53.56
ProShares UltraShort Gold
07/01/14 to 07/31/14		50,000	$	82.38
08/01/14 to 08/31/14		50,000	$	87.05
09/01/14 to 09/30/14		100,000	$	96.47
ProShares UltraShort Silver

238

07/01/14 to 07/31/14	50,000	$	75.68
08/01/14 to 08/31/14	100,000	$	84.19
09/01/14 to 09/30/14	100,000	$	91.04
ProShares Short Euro
07/01/14 to 07/31/14	—	$	—
08/01/14 to 08/31/14	—	$	—
09/01/14 to 09/30/14	—	$	—
ProShares UltraShort Australian Dollar
07/01/14 to 07/31/14	—	$	—
08/01/14 to 08/31/14	—	$	—
09/01/14 to 09/30/14	50,000	$	44.60
ProShares UltraShort Euro
07/01/14 to 07/31/14	—	$	—
08/01/14 to 08/31/14	350,000	$	18.49
09/01/14 to 09/30/14	2,100,000	$	19.31
ProShares UltraShort Yen
07/01/14 to 07/31/14	150,000	$	65.11
08/01/14 to 08/31/14	250,000	$	66.93
09/01/14 to 09/30/14	200,000	$	74.74
ProShares Ultra Bloomberg Commodity
07/01/14 to 07/31/14	—	$	—
08/01/14 to 08/31/14	—	$	—
09/01/14 to 09/30/14	—	$	—
ProShares Ultra Bloomberg Crude Oil
07/01/14 to 07/31/14	350,000	$	37.42
08/01/14 to 08/31/14	200,000	$	31.63
09/01/14 to 09/30/14	1,200,000	$	31.49
ProShares Ultra Bloomberg Natural Gas
07/01/14 to 07/31/14	—	$	—
08/01/14 to 08/31/14	—	$	—
09/01/14 to 09/30/14	200,000	$	36.34
ProShares Ultra Gold
07/01/14 to 07/31/14	50,000	$	46.78
08/01/14 to 08/31/14	—	$	—
09/01/14 to 09/30/14	100,000	$	43.51
ProShares Ultra Silver
07/01/14 to 07/31/14	350,000	$	70.21
08/01/14 to 08/31/14	—	$	—
09/01/14 to 09/30/14	—	$	—
ProShares Ultra Australian Dollar
07/01/14 to 07/31/14	—	$	—
08/01/14 to 08/31/14	—	$	—
09/01/14 to 09/30/14	—	$	—
ProShares Ultra Euro
07/01/14 to 07/31/14	—	$	—
08/01/14 to 08/31/14	—	$	—
09/01/14 to 09/30/14	—	$	—
ProShares Ultra Yen
07/01/14 to 07/31/14	—	$	—
08/01/14 to 08/31/14	—	$	—
09/01/14 to 09/30/14	—	$	—
ProShares VIX Short-Term Futures ETF
07/01/14 to 07/31/14	750,000	$	19.25
08/01/14 to 08/31/14	1,175,000	$	21.94
09/01/14 to 09/30/14	—	$	—
ProShares VIX Mid-Term Futures ETF
07/01/14 to 07/31/14	—	$	—
08/01/14 to 08/31/14	62,500	$	62.78
09/01/14 to 09/30/14	—	$	—

239

ProShares Ultra VIX Short-Term Futures ETF
07/01/14 to 07/31/14	3,850,000	$	28.83
08/01/14 to 08/31/14	2,600,000	$	34.72
09/01/14 to 09/30/14	7,700,000	$	26.90
ProShares Short VIX Short-Term Futures ETF
07/01/14 to 07/31/14	100,000	$	91.70
08/01/14 to 08/31/14	1,350,000	$	85.50
09/01/14 to 09/30/14	900,000	$	86.51
Total:	33,887,500	$	34.35

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

None.

Item 6. Exhibits.

Exhibit No.	Description of Document
31.1	Certification by Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002(1)
31.2	Certification by Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002(1)
32.1	Certification by Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002(1)
32.2	Certification by Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002(1)
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema
101.CAL	XBRL Taxonomy Extension Calculation Linkbase
101.DEF	XBRL Taxonomy Extension Definition Linkbase
101.LAB	XBRL Taxonomy Extension Label Linkbase
101.PRE	XBRL Taxonomy Extension Presentation Linkbase

(1) Filed herewith.

240

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

PROSHARES TRUST II

/s/ Todd Johnson
By:	Todd Johnson

Principal Executive Officer

Date:   November 7, 2014

/s/ Edward Karpowicz
By:	Edward Karpowicz

Principal Financial Officer

Date:   November 7, 2014

EX-31.1

Exhibit 31.1

Certification of Principal Executive Officer

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Todd Johnson, certify that:

1. I have reviewed this quarterly report on Form 10-Q of ProShares Trust II and each of its Funds;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 7, 2014	By:	/s/ Todd Johnson
	Name:	Todd Johnson
	Title:	Principal Executive Officer
		ProShares Trust II

EX-31.2

Exhibit 31.2

Certification of Principal Financial Officer

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Edward Karpowicz, certify that:

1. I have reviewed this quarterly report on Form 10-Q of ProShares Trust II and each of its Funds;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 7, 2014	By:	/s/ Edward Karpowicz
	Name:	Edward Karpowicz
	Title:	Principal Financial Officer
		ProShares Trust II

EX-32.1

Exhibit 32.1

Certification of Principal Executive Officer

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

In connection with the Quarterly Report on Form 10-Q for the quarter ended September 30, 2014 (the “Report”) of ProShares Trust II (the “Registrant”) and each of its Funds, as filed with the U.S. Securities and Exchange Commission on the date hereof, I, Todd Johnson, the Principal Executive Officer of the Registrant, hereby certify, to the best of my knowledge, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

Date: November 7, 2014	By:	/s/ Todd Johnson
	Name:	Todd Johnson
	Title:	Principal Executive Officer
		ProShares Trust II

EX-32.2

Exhibit 32.2

Certification of Principal Financial Officer

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

In connection with the Quarterly Report on Form 10-Q for the quarter ended September 30, 2014 (the “Report”) of ProShares Trust II (the “Registrant”) and each of its Funds, as filed with the U.S. Securities and Exchange Commission on the date hereof, I, Edward Karpowicz, the Principal Financial Officer of the Registrant, hereby certify, to the best of my knowledge, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

Date: November 7, 2014	By:	/s/ Edward Karpowicz
	Name:	Edward Karpowicz
	Title:	Principal Financial Officer
		ProShares Trust II

XML

Investments - Effect of Derivative Instruments on Statements of Operations (Detail) (USD $)	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income	$ 93,389,039	$ (249,154,246)	$ (172,151,729)	$ (704,684,572)
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income	27,303,022	52,943,762	64,576,428	(1,045,968)
Commodity Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts, Swap and/ or Forward Agreements/ Changes in Unrealized Appreciation/ Depreciation on Futures Contracts, Swap and/ or Forward Agreements [Member] | ProShares UltraShort Bloomberg Commodity [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income	502,112	13,664	(3,522)	472,331
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income	401,110	(212,120)	379,056	51,626
Commodity Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts, Swap and/ or Forward Agreements/ Changes in Unrealized Appreciation/ Depreciation on Futures Contracts, Swap and/ or Forward Agreements [Member] | ProShares UltraShort Bloomberg Crude Oil [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income	42,549,744	(86,184,111)	(1,295,265)	(91,283,615)
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income	29,109,258	44,663,321	11,401,138	53,041,584
Commodity Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts, Swap and/ or Forward Agreements/ Changes in Unrealized Appreciation/ Depreciation on Futures Contracts, Swap and/ or Forward Agreements [Member] | ProShares UltraShort Bloomberg Natural Gas [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income	13,918,036	2,862,705	2,732,493	254,565
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income	(4,337,530)	(1,862,190)	(2,911,986)	58,149
Commodity Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts, Swap and/ or Forward Agreements/ Changes in Unrealized Appreciation/ Depreciation on Futures Contracts, Swap and/ or Forward Agreements [Member] | ProShares UltraShort Gold [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income	(4,376,264)	6,021,147	(12,650,556)	39,762,664
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income	16,210,828	(44,053,880)	(25,093)	4,027,954
Commodity Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts, Swap and/ or Forward Agreements/ Changes in Unrealized Appreciation/ Depreciation on Futures Contracts, Swap and/ or Forward Agreements [Member] | ProShares UltraShort Silver [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income	(1,123,414)	6,003,481	(1,282,703)	86,823,320
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income	22,946,708	(32,088,651)	14,580,242	(10,266,771)
Commodity Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts, Swap and/ or Forward Agreements/ Changes in Unrealized Appreciation/ Depreciation on Futures Contracts, Swap and/ or Forward Agreements [Member] | ProShares Ultra Bloomberg Commodity [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income	(651,785)	(85,078)	(274,839)	(868,053)
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income	(339,598)	233,903	(345,632)	68,896
Commodity Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts, Swap and/ or Forward Agreements/ Changes in Unrealized Appreciation/ Depreciation on Futures Contracts, Swap and/ or Forward Agreements [Member] | ProShares Ultra Bloomberg Crude Oil [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income	(16,410,261)	53,589,084	14,597,508	140,887,078
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income	(12,476,761)	(18,204,607)	(9,827,181)	(68,999,815)
Commodity Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts, Swap and/ or Forward Agreements/ Changes in Unrealized Appreciation/ Depreciation on Futures Contracts, Swap and/ or Forward Agreements [Member] | ProShares Ultra Bloomberg Natural Gas [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income	(7,087,097)	(14,491,916)	9,878,729	410,025
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income	5,766,729	9,380,633	8,012,503	7,251,345
Commodity Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts, Swap and/ or Forward Agreements/ Changes in Unrealized Appreciation/ Depreciation on Futures Contracts, Swap and/ or Forward Agreements [Member] | ProShares Ultra Gold [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income	1,375,191	(5,910,890)	3,319,675	(124,334,744)
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income	(21,377,754)	36,566,124	(1,317,485)	(1,513,242)
Commodity Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts, Swap and/ or Forward Agreements/ Changes in Unrealized Appreciation/ Depreciation on Futures Contracts, Swap and/ or Forward Agreements [Member] | ProShares Ultra Silver [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income	9,486,957	28,400,072	(22,797,421)	(509,899,199)
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income	(178,532,813)	96,489,190	(89,115,067)	65,695,557
Foreign Exchange Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts, Swap and/ or Forward Agreements/ Changes in Unrealized Appreciation/ Depreciation on Futures Contracts, Swap and/ or Forward Agreements [Member] | ProShares Short Euro [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income		(39,024)		(114,962)
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income		(208,707)		(86,038)
Foreign Exchange Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts, Swap and/ or Forward Agreements/ Changes in Unrealized Appreciation/ Depreciation on Futures Contracts, Swap and/ or Forward Agreements [Member] | ProShares UltraShort Australian Dollar [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income		389,254		2,294,351
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income		(1,865,253)		(552,202)
Foreign Exchange Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts, Swap and/ or Forward Agreements/ Changes in Unrealized Appreciation/ Depreciation on Futures Contracts, Swap and/ or Forward Agreements [Member] | ProShares UltraShort Euro [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income		(8,625,860)		(19,722,590)
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income		(30,678,790)		(12,784,494)
Foreign Exchange Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts, Swap and/ or Forward Agreements/ Changes in Unrealized Appreciation/ Depreciation on Futures Contracts, Swap and/ or Forward Agreements [Member] | ProShares UltraShort Yen [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income		(5,693,424)		139,331,278
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income		(8,391,457)		(50,633,718)
Foreign Exchange Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts, Swap and/ or Forward Agreements/ Changes in Unrealized Appreciation/ Depreciation on Futures Contracts, Swap and/ or Forward Agreements [Member] | ProShares Ultra Australian Dollar [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income		(123,128)		(863,033)
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income		277,231		169,154
Foreign Exchange Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts, Swap and/ or Forward Agreements/ Changes in Unrealized Appreciation/ Depreciation on Futures Contracts, Swap and/ or Forward Agreements [Member] | ProShares Ultra Euro [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income		41,105		12,734
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income		227,504		103,314
Foreign Exchange Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts, Swap and/ or Forward Agreements/ Changes in Unrealized Appreciation/ Depreciation on Futures Contracts, Swap and/ or Forward Agreements [Member] | ProShares Ultra Yen [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income		(20,255)		(1,694,827)
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income		65,431		569,791
Foreign Exchange Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts and/or Foreign Currency Forward Contracts/Changes in Unrealized Appreciation/ Depreciation on Futures Contracts and/or Foreign Currency Forward Contracts [Member] | ProShares Short Euro [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income	767,314		925,848
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income	541,828		463,900
Foreign Exchange Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts and/or Foreign Currency Forward Contracts/Changes in Unrealized Appreciation/ Depreciation on Futures Contracts and/or Foreign Currency Forward Contracts [Member] | ProShares UltraShort Australian Dollar [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income	549,795		(1,375,743)
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income	2,249,440		968,995
Foreign Exchange Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts and/or Foreign Currency Forward Contracts/Changes in Unrealized Appreciation/ Depreciation on Futures Contracts and/or Foreign Currency Forward Contracts [Member] | ProShares UltraShort Euro [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income	32,039,809		25,744,724
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income	42,910,400		51,071,566
Foreign Exchange Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts and/or Foreign Currency Forward Contracts/Changes in Unrealized Appreciation/ Depreciation on Futures Contracts and/or Foreign Currency Forward Contracts [Member] | ProShares UltraShort Yen [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income	15,787,084		15,952,890
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income	44,778,863		5,744,569
Foreign Exchange Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts and/or Foreign Currency Forward Contracts/Changes in Unrealized Appreciation/ Depreciation on Futures Contracts and/or Foreign Currency Forward Contracts [Member] | ProShares Ultra Australian Dollar [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income	(80,720)		177,523
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income	(384,611)		(202,891)
Foreign Exchange Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts and/or Foreign Currency Forward Contracts/Changes in Unrealized Appreciation/ Depreciation on Futures Contracts and/or Foreign Currency Forward Contracts [Member] | ProShares Ultra Euro [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income	(172,537)		(127,652)
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income	(212,588)		(282,823)
Foreign Exchange Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts and/or Foreign Currency Forward Contracts/Changes in Unrealized Appreciation/ Depreciation on Futures Contracts and/or Foreign Currency Forward Contracts [Member] | ProShares Ultra Yen [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income	(86,452)		(108,048)
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income	(209,139)		2,889
VIX Futures Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts/ Changes in Unrealized Appreciation/ Depreciation on Futures Contracts [Member] | ProShares VIX Short-Term Futures ETF [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income	(2,990,117)	(58,627,489)	(28,437,457)	(102,880,094)
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income	19,045,502	1,983,669	29,084,702	3,441,625
VIX Futures Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts/ Changes in Unrealized Appreciation/ Depreciation on Futures Contracts [Member] | ProShares VIX Mid-Term Futures ETF [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income	(4,036,079)	(6,929,719)	(16,100,400)	(19,676,804)
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income	5,996,790	(6,313,054)	7,398,429	739,790
VIX Futures Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts/ Changes in Unrealized Appreciation/ Depreciation on Futures Contracts [Member] | ProShares Ultra VIX Short-Term Futures ETF [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income	(4,719,200)	(197,375,157)	(255,442,487)	(302,301,436)
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income	89,185,433	9,751,723	72,661,998	10,634,281
VIX Futures Contracts [Member] | Net Realized Gain (Loss) on Futures Contracts/ Changes in Unrealized Appreciation/ Depreciation on Futures Contracts [Member] | ProShares Short VIX Short-Term Futures ETF [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain or (Loss) on Derivatives Recognized in Income	18,146,923	37,631,293	94,414,974	58,706,439
Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income	$ (33,969,073)	$ (2,816,258)	$ (33,165,401)	$ (2,062,754)

XML

Subsequent Events - Additional Information (Detail) (ProShares Managed Futures Strategy [Member])	9 Months Ended
	Sep. 30, 2014	Oct. 15, 2014 Subsequent Event [Member]
Subsequent Event [Line Items]
Investment operations commencement date	Oct. 02, 2014
Shares reverse split, Description	1-for-4 reverse split
Shares reverse split ratio		0.25
Execution Date (Prior to Opening of Trading)	2014-11-06

XML

Financial Highlights - Per Share Operating Performance (Detail) (USD $)	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
ProShares UltraShort Bloomberg Commodity [Member]
Financial Highlights [Line Items]
Net asset value, beginning balance	$ 54.2430	$ 65.8903	$ 63.2936	$ 54.1021
Net investment income (loss)	$ (0.1422)	$ (0.1408)	$ (0.3965)	$ (0.3875)
Net realized and unrealized gain (loss)	$ 15.0557	$ (3.3059)	$ 6.2594	$ 8.7290
Change in net asset value from operations	$ 14.9135	$ (3.4467)	$ 5.8629	$ 8.3415
Net asset value, ending balance	$ 69.1565	$ 62.4436	$ 69.1565	$ 62.4436
Market value per share, beginning balance	$ 52.00	$ 64.97	$ 58.41	$ 51.64
Market value per share, ending balance	$ 67.85	$ 57.37	$ 67.85	$ 57.37
Total Return, at net asset value	27.50%	(5.20%)	9.30%	15.40%
Total Return, at market value	30.50%	(11.70%)	16.20%	11.10%
Ratios to Average Net Assets
Expense ratio	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Expense ratio, excluding brokerage commissions	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Net investment income (loss)	(0.92%)	(0.91%)	(0.91%)	(0.89%)
ProShares UltraShort Bloomberg Crude Oil [Member]
Financial Highlights [Line Items]
Net asset value, beginning balance	$ 24.6332	$ 36.3393	$ 31.7301	$ 40.3079
Net investment income (loss)	$ (0.0654)	$ (0.0691)	$ (0.1953)	$ (0.2262)
Net realized and unrealized gain (loss)	$ 6.2237	$ (6.0060)	$ (0.7433)	$ (9.8175)
Change in net asset value from operations	$ 6.1583	$ (6.0751)	$ (0.9386)	$ (10.0437)
Net asset value, ending balance	$ 30.7915	$ 30.2642	$ 30.7915	$ 30.2642
Market value per share, beginning balance	$ 24.61	$ 36.45	$ 31.58	$ 40.44
Market value per share, ending balance	$ 30.60	$ 30.25	$ 30.60	$ 30.25
Total Return, at net asset value	25.00%	(16.70%)	(3.00%)	(24.90%)
Total Return, at market value	24.30%	(17.00%)	(3.10%)	(25.20%)
Ratios to Average Net Assets
Expense ratio	(0.97%)	(0.97%)	(0.97%)	(0.98%)
Expense ratio, excluding brokerage commissions	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Net investment income (loss)	(0.94%)	(0.94%)	(0.93%)	(0.93%)
ProShares UltraShort Bloomberg Natural Gas [Member]
Financial Highlights [Line Items]
Net asset value, beginning balance	$ 40.5583	$ 88.5724	$ 69.9635	$ 102.1402
Net investment income (loss)	$ (0.1378)	$ (0.2504)	$ (0.3585)	$ (0.6806)
Net realized and unrealized gain (loss)	$ 5.8977	$ 3.3319	$ (23.2868)	$ (9.8057)
Change in net asset value from operations	$ 5.7599	$ 3.0815	$ (23.6453)	$ (10.4863)
Net asset value, ending balance	$ 46.3182	$ 91.6539	$ 46.3182	$ 91.6539
Market value per share, beginning balance	$ 40.43	$ 88.00	$ 69.36	$ 101.64
Market value per share, ending balance	$ 46.48	$ 91.86	$ 46.48	$ 91.86
Total Return, at net asset value	14.20%	3.50%	(33.80%)	(10.30%)
Total Return, at market value	15.00%	4.40%	(33.00%)	(9.60%)
Ratios to Average Net Assets
Expense ratio	(1.14%)	(1.17%)	(1.16%)	(1.20%)
Expense ratio, excluding brokerage commissions	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Net investment income (loss)	(1.11%)	(1.14%)	(1.11%)	(1.15%)
ProShares UltraShort Gold [Member]
Financial Highlights [Line Items]
Net asset value, beginning balance	$ 83.9968	$ 114.0985	$ 103.5180	$ 63.8688
Net investment income (loss)	$ (0.2023)	$ (0.2074)	$ (0.5973)	$ (0.5395)
Net realized and unrealized gain (loss)	$ 13.1335	$ (25.7822)	$ (5.9927)	$ 24.7796
Change in net asset value from operations	$ 12.9312	$ (25.9896)	$ (6.5900)	$ 24.2401
Net asset value, ending balance	$ 96.9280	$ 88.1089	$ 96.9280	$ 88.1089
Market value per share, beginning balance	$ 82.11	$ 106.50	$ 103.53	$ 62.60
Market value per share, ending balance	$ 98.24	$ 87.88	$ 98.24	$ 87.88
Total Return, at net asset value	15.40%	(22.80%)	(6.40%)	38.00%
Total Return, at market value	19.60%	(17.50%)	(5.10%)	40.40%
Ratios to Average Net Assets
Expense ratio	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Expense ratio, excluding brokerage commissions	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Net investment income (loss)	(0.92%)	(0.91%)	(0.90%)	(0.90%)
ProShares UltraShort Silver [Member]
Financial Highlights [Line Items]
Net asset value, beginning balance	$ 73.6642	$ 110.5972	$ 89.7820	$ 51.3951
Net investment income (loss)	$ (0.1862)	$ (0.1902)	$ (0.5505)	$ (0.4408)
Net realized and unrealized gain (loss)	$ 33.6339	$ (33.8396)	$ 17.8804	$ 25.6131
Change in net asset value from operations	$ 33.4477	$ (34.0298)	$ 17.3299	$ 25.1723
Net asset value, ending balance	$ 107.1119	$ 76.5674	$ 107.1119	$ 76.5674
Market value per share, beginning balance	$ 72.05	$ 101.27	$ 90.19	$ 50.07
Market value per share, ending balance	$ 107.60	$ 76.49	$ 107.60	$ 76.49
Total Return, at net asset value	45.40%	(30.80%)	19.30%	49.00%
Total Return, at market value	49.30%	(24.50%)	19.30%	52.80%
Ratios to Average Net Assets
Expense ratio	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Expense ratio, excluding brokerage commissions	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Net investment income (loss)	(0.91%)	(0.91%)	(0.90%)	(0.89%)
ProShares Short Euro [Member]
Financial Highlights [Line Items]
Net asset value, beginning balance	$ 35.6131	$ 37.9264	$ 35.5867	$ 37.6285
Net investment income (loss)	$ (0.0864)	$ (0.0886)	$ (0.2496)	$ (0.2593)
Net realized and unrealized gain (loss)	$ 2.9991	$ (1.4518)	$ 3.1887	$ (0.9832)
Change in net asset value from operations	$ 2.9127	$ (1.5404)	$ 2.9391	$ (1.2425)
Net asset value, ending balance	$ 38.5258	$ 36.3860	$ 38.5258	$ 36.3860
Market value per share, beginning balance	$ 35.66	$ 38.01	$ 35.66	$ 37.64
Market value per share, ending balance	$ 38.50	$ 36.41	$ 38.50	$ 36.41
Total Return, at net asset value	8.20%	(4.10%)	8.30%	(3.30%)
Total Return, at market value	8.00%	(4.20%)	8.00%	(3.30%)
Ratios to Average Net Assets
Expense ratio	(0.96%)	(0.97%)	(0.96%)	(0.96%)
Expense ratio, excluding brokerage commissions	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Net investment income (loss)	(0.93%)	(0.95%)	(0.92%)	(0.93%)
ProShares UltraShort Yen [Member]
Financial Highlights [Line Items]
Net asset value, beginning balance	$ 64.8923	$ 64.1071	$ 70.8640	$ 50.7577
Net investment income (loss)	$ (0.1581)	$ (0.1464)	$ (0.4498)	$ (0.4164)
Net realized and unrealized gain (loss)	$ 11.0143	$ (1.7693)	$ 5.3343	$ 11.8501
Change in net asset value from operations	$ 10.8562	$ (1.9157)	$ 4.8845	$ 11.4337
Net asset value, ending balance	$ 75.7485	$ 62.1914	$ 75.7485	$ 62.1914
Market value per share, beginning balance	$ 64.89	$ 64.08	$ 70.91	$ 50.77
Market value per share, ending balance	$ 75.76	$ 62.23	$ 75.76	$ 62.23
Total Return, at net asset value	16.70%	(3.00%)	6.90%	22.50%
Total Return, at market value	16.80%	(2.90%)	6.80%	22.60%
Ratios to Average Net Assets
Expense ratio	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Expense ratio, excluding brokerage commissions	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Net investment income (loss)	(0.92%)	(0.92%)	(0.89%)	(0.90%)
ProShares Ultra Bloomberg Commodity [Member]
Financial Highlights [Line Items]
Net asset value, beginning balance	$ 22.0290	$ 19.2603	$ 19.4317	$ 24.3875
Net investment income (loss)	$ (0.0447)	$ (0.0469)	$ (0.1409)	$ (0.1487)
Net realized and unrealized gain (loss)	$ (4.9560)	$ 0.7443	$ (2.2625)	$ (4.2811)
Change in net asset value from operations	$ (5.0007)	$ 0.6974	$ (2.4034)	$ (4.4298)
Net asset value, ending balance	$ 17.0283	$ 19.9577	$ 17.0283	$ 19.9577
Market value per share, beginning balance	$ 22.02	$ 18.96	$ 19.13	$ 23.93
Market value per share, ending balance	$ 17.06	$ 19.92	$ 17.06	$ 19.92
Total Return, at net asset value	(22.70%)	3.60%	(12.40%)	(18.20%)
Total Return, at market value	(22.50%)	5.10%	(10.80%)	(16.80%)
Ratios to Average Net Assets
Expense ratio	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Expense ratio, excluding brokerage commissions	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Net investment income (loss)	(0.91%)	(0.91%)	(0.91%)	(0.90%)
ProShares Ultra Bloomberg Crude Oil [Member]
Financial Highlights [Line Items]
Net asset value, beginning balance	$ 39.1905	$ 30.1614	$ 32.0899	$ 29.3941
Net investment income (loss)	$ (0.0778)	$ (0.0851)	$ (0.2302)	$ (0.2120)
Net realized and unrealized gain (loss)	$ (8.9949)	$ 4.6335	$ (1.7419)	$ 5.5277
Change in net asset value from operations	$ (9.0727)	$ 4.5484	$ (1.9721)	$ 5.3157
Net asset value, ending balance	$ 30.1178	$ 34.7098	$ 30.1178	$ 34.7098
Market value per share, beginning balance	$ 39.19	$ 30.11	$ 32.22	$ 29.32
Market value per share, ending balance	$ 30.34	$ 34.73	$ 30.34	$ 34.73
Total Return, at net asset value	(23.20%)	15.10%	(6.10%)	18.10%
Total Return, at market value	(22.60%)	15.30%	(5.80%)	18.50%
Ratios to Average Net Assets
Expense ratio	(0.97%)	(0.96%)	(0.98%)	(0.97%)
Expense ratio, excluding brokerage commissions	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Net investment income (loss)	(0.94%)	(0.93%)	(0.93%)	(0.91%)
ProShares Ultra Bloomberg Natural Gas [Member]
Financial Highlights [Line Items]
Net asset value, beginning balance	$ 45.0351	$ 36.0214	$ 38.8383	$ 39.0490
Net investment income (loss)	$ (0.0923)	$ (0.0937)	$ (0.3216)	$ (0.3134)
Net realized and unrealized gain (loss)	$ (8.7309)	$ (3.6705)	$ (2.3048)	$ (6.4784)
Change in net asset value from operations	$ (8.8232)	$ (3.7642)	$ (2.6264)	$ (6.7918)
Net asset value, ending balance	$ 36.2119	$ 32.2572	$ 36.2119	$ 32.2572
Market value per share, beginning balance	$ 45.02	$ 36.26	$ 39.28	$ 39.24
Market value per share, ending balance	$ 36.20	$ 32.18	$ 36.20	$ 32.18
Total Return, at net asset value	(19.60%)	(10.40%)	(6.80%)	(17.40%)
Total Return, at market value	(19.60%)	(11.30%)	(7.80%)	(18.00%)
Ratios to Average Net Assets
Expense ratio	(1.09%)	(1.11%)	(1.11%)	(1.13%)
Expense ratio, excluding brokerage commissions	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Net investment income (loss)	(1.06%)	(1.08%)	(1.07%)	(1.08%)
ProShares Ultra Gold [Member]
Financial Highlights [Line Items]
Net asset value, beginning balance	$ 48.3777	$ 41.6758	$ 41.2553	$ 83.7634
Net investment income (loss)	$ (0.1051)	$ (0.1173)	$ (0.3155)	$ (0.4298)
Net realized and unrealized gain (loss)	$ (7.1796)	$ 9.1902	$ 0.1532	$ (32.5849)
Change in net asset value from operations	$ (7.2847)	$ 9.0729	$ (0.1623)	$ (33.0147)
Net asset value, ending balance	$ 41.0930	$ 50.7487	$ 41.0930	$ 50.7487
Market value per share, beginning balance	$ 49.41	$ 44.63	$ 41.26	$ 85.34
Market value per share, ending balance	$ 40.59	$ 50.86	$ 40.59	$ 50.86
Total Return, at net asset value	(15.10%)	21.80%	(0.40%)	(39.40%)
Total Return, at market value	(17.90%)	14.00%	(1.60%)	(40.40%)
Ratios to Average Net Assets
Expense ratio	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Expense ratio, excluding brokerage commissions	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Net investment income (loss)	(0.91%)	(0.91%)	(0.91%)	(0.88%)
ProShares Ultra Silver [Member]
Financial Highlights [Line Items]
Net asset value, beginning balance	$ 70.1043	$ 62.9731	$ 63.3305	$ 171.8906
Net investment income (loss)	$ (0.1442)	$ (0.1834)	$ (0.4388)	$ (0.7216)
Net realized and unrealized gain (loss)	$ (23.5528)	$ 17.4893	$ (16.4844)	$ (90.8900)
Change in net asset value from operations	$ (23.6970)	$ 17.3059	$ (16.9232)	$ (91.6116)
Net asset value, ending balance	$ 46.4073	$ 80.2790	$ 46.4073	$ 80.2790
Market value per share, beginning balance	$ 71.76	$ 68.00	$ 63.04	$ 176.40
Market value per share, ending balance	$ 46.15	$ 80.20	$ 46.15	$ 80.20
Total Return, at net asset value	(33.80%)	27.50%	(26.70%)	(53.30%)
Total Return, at market value	(35.70%)	17.90%	(26.80%)	(54.50%)
Ratios to Average Net Assets
Expense ratio	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Expense ratio, excluding brokerage commissions	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Net investment income (loss)	(0.91%)	(0.91%)	(0.91%)	(0.88%)
ProShares Ultra Australian Dollar [Member]
Financial Highlights [Line Items]
Net asset value, beginning balance	$ 35.9201	$ 32.8323	$ 31.6801	$ 41.4986
Net investment income (loss)	$ (0.0837)	$ (0.0804)	$ (0.2384)	$ (0.2663)
Net realized and unrealized gain (loss)	$ (4.6513)	$ 1.5404	$ (0.2566)	$ (6.9400)
Change in net asset value from operations	$ (4.7350)	$ 1.4600	$ (0.4950)	$ (7.2063)
Net asset value, ending balance	$ 31.1851	$ 34.2923	$ 31.1851	$ 34.2923
Market value per share, beginning balance	$ 35.65	$ 33.96	$ 31.61	$ 41.45
Market value per share, ending balance	$ 30.99	$ 34.35	$ 30.99	$ 34.35
Total Return, at net asset value	(13.20%)	4.40%	(1.60%)	(17.40%)
Total Return, at market value	(13.10%)	1.10%	(2.00%)	(17.10%)
Ratios to Average Net Assets
Expense ratio	(0.99%)	(1.00%)	(0.99%)	(0.99%)
Expense ratio, excluding brokerage commissions	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Net investment income (loss)	(0.95%)	(0.97%)	(0.94%)	(0.95%)
ProShares Ultra Euro [Member]
Financial Highlights [Line Items]
Net asset value, beginning balance	$ 25.6654	$ 23.4744	$ 26.0346	$ 24.3499
Net investment income (loss)	$ (0.0553)	$ (0.0556)	$ (0.1697)	$ (0.1625)
Net realized and unrealized gain (loss)	$ (3.8505)	$ 1.8323	$ (4.1053)	$ 1.0637
Change in net asset value from operations	$ (3.9058)	$ 1.7767	$ (4.2750)	$ 0.9012
Net asset value, ending balance	$ 21.7596	$ 25.2511	$ 21.7596	$ 25.2511
Market value per share, beginning balance	$ 25.80	$ 23.25	$ 25.98	$ 24.32
Market value per share, ending balance	$ 21.72	$ 25.30	$ 21.72	$ 25.30
Total Return, at net asset value	(15.20%)	7.60%	(16.40%)	3.70%
Total Return, at market value	(15.80%)	8.80%	(16.40%)	4.00%
Ratios to Average Net Assets
Expense ratio	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Expense ratio, excluding brokerage commissions	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Net investment income (loss)	(0.91%)	(0.91%)	(0.90%)	(0.90%)
ProShares Ultra Yen [Member]
Financial Highlights [Line Items]
Net asset value, beginning balance	$ 19.9677	$ 21.2199	$ 18.6318	$ 28.1840
Net investment income (loss)	$ (0.0438)	$ (0.0490)	$ (0.1304)	$ (0.1519)
Net realized and unrealized gain (loss)	$ (2.9546)	$ 0.3008	$ (1.5321)	$ (6.5604)
Change in net asset value from operations	$ (2.9984)	$ 0.2518	$ (1.6625)	$ (6.7123)
Net asset value, ending balance	$ 16.9693	$ 21.4717	$ 16.9693	$ 21.4717
Market value per share, beginning balance	$ 20.07	$ 21.10	$ 18.61	$ 28.28
Market value per share, ending balance	$ 17.06	$ 21.70	$ 17.06	$ 21.70
Total Return, at net asset value	(15.00%)	1.20%	(8.90%)	(23.80%)
Total Return, at market value	(15.00%)	2.80%	(8.30%)	(23.30%)
Ratios to Average Net Assets
Expense ratio	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Expense ratio, excluding brokerage commissions	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Net investment income (loss)	(0.92%)	(0.91%)	(0.90%)	(0.89%)
ProShares VIX Short-Term Futures ETF [Member]
Financial Highlights [Line Items]
Net asset value, beginning balance	$ 19.0084	$ 55.9419	$ 28.5387	$ 83.9374
Net investment income (loss)	$ (0.0444)	$ (0.0874)	$ (0.1518)	$ (0.3083)
Net realized and unrealized gain (loss)	$ 1.8571	$ (16.3058)	$ (7.5658)	$ (44.0804)
Change in net asset value from operations	$ 1.8127	$ (16.3932)	$ (7.7176)	$ (44.3887)
Net asset value, ending balance	$ 20.8211	$ 39.5487	$ 20.8211	$ 39.5487
Market value per share, beginning balance	$ 19.03	$ 55.91	$ 28.53	$ 85.05
Market value per share, ending balance	$ 20.78	$ 39.45	$ 20.78	$ 39.45
Total Return, at net asset value	9.50%	(29.30%)	(27.00%)	(52.90%)
Total Return, at market value	9.20%	(29.40%)	(27.20%)	(53.60%)
Ratios to Average Net Assets
Expense ratio	(0.94%)	(0.85%)	(0.87%)	(0.85%)
Expense ratio, excluding brokerage commissions	(0.85%)	(0.85%)	(0.85%)	(0.85%)
Net investment income (loss)	(0.92%)	(0.83%)	(0.83%)	(0.81%)
ProShares VIX Mid-Term Futures ETF [Member]
Financial Highlights [Line Items]
Net asset value, beginning balance	$ 61.7690	$ 113.1502	$ 77.1837	$ 138.8013
Net investment income (loss)	$ (0.1295)	$ (0.1983)	$ (0.4227)	$ (0.6171)
Net realized and unrealized gain (loss)	$ 2.3798	$ (20.2429)	$ (12.7417)	$ (45.4752)
Change in net asset value from operations	$ 2.2503	$ (20.4412)	$ (13.1644)	$ (46.0923)
Net asset value, ending balance	$ 64.0193	$ 92.7090	$ 64.0193	$ 92.7090
Market value per share, beginning balance	$ 61.88	$ 113.00	$ 77.16	$ 136.88
Market value per share, ending balance	$ 63.88	$ 92.08	$ 63.88	$ 92.08
Total Return, at net asset value	3.60%	(18.10%)	(17.10%)	(33.20%)
Total Return, at market value	3.20%	(18.50%)	(17.20%)	(32.70%)
Ratios to Average Net Assets
Expense ratio	(0.88%)	(0.85%)	(0.86%)	(0.85%)
Expense ratio, excluding brokerage commissions	(0.85%)	(0.85%)	(0.85%)	(0.85%)
Net investment income (loss)	(0.85%)	(0.82%)	(0.82%)	(0.81%)
ProShares Ultra VIX Short-Term Futures ETF [Member]
Financial Highlights [Line Items]
Net asset value, beginning balance	$ 26.5520	$ 287.9838	$ 67.0841	$ 805.2711
Net investment income (loss)	$ (0.1176)	$ (0.7102)	$ (0.4998)	$ (3.1394)
Net realized and unrealized gain (loss)	$ 3.3319	$ (149.1718)	$ (36.8180)	$ (664.0299)
Change in net asset value from operations	$ 3.2143	$ (149.8820)	$ (37.3178)	$ (667.1693)
Net asset value, ending balance	$ 29.7663	$ 138.1018	$ 29.7663	$ 138.1018
Market value per share, beginning balance	$ 26.62	$ 286.76	$ 67.12	$ 836.00
Market value per share, ending balance	$ 29.63	$ 137.36	$ 29.63	$ 137.36
Total Return, at net asset value	12.10%	(52.00%)	(55.60%)	(82.90%)
Total Return, at market value	11.30%	(52.10%)	(55.90%)	(83.60%)
Ratios to Average Net Assets
Expense ratio	(1.82%)	(1.81%)	(1.78%)	(1.84%)
Expense ratio, excluding brokerage commissions	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Net investment income (loss)	(1.80%)	(1.79%)	(1.75%)	(1.82%)
ProShares Short VIX Short-Term Futures ETF [Member]
Financial Highlights [Line Items]
Net asset value, beginning balance	$ 88.4063	$ 39.1314	$ 67.4993	$ 33.0649
Net investment income (loss)	$ (0.3181)	$ (0.1909)	$ (0.7883)	$ (0.5081)
Net realized and unrealized gain (loss)	$ (13.2748)	$ 13.5673	$ 8.1024	$ 19.9510
Change in net asset value from operations	$ (13.5929)	$ 13.3764	$ 7.3141	$ 19.4429
Net asset value, ending balance	$ 74.8134	$ 52.5078	$ 74.8134	$ 52.5078
Market value per share, beginning balance	$ 88.27	$ 39.23	$ 67.47	$ 32.73
Market value per share, ending balance	$ 74.94	$ 52.57	$ 74.94	$ 52.57
Total Return, at net asset value	(15.40%)	34.20%	10.80%	58.80%
Total Return, at market value	(15.10%)	34.00%	11.10%	60.60%
Ratios to Average Net Assets
Expense ratio	(1.54%)	(1.54%)	(1.51%)	(1.54%)
Expense ratio, excluding brokerage commissions	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Net investment income (loss)	(1.52%)	(1.51%)	(1.47%)	(1.50%)
ProShares UltraShort Euro [Member]
Financial Highlights [Line Items]
Net asset value, beginning balance	$ 17.0603	$ 19.2890	$ 17.0613	$ 19.0172
Net investment income (loss)	$ (0.0419)	$ (0.0429)	$ (0.1173)	$ (0.1275)
Net realized and unrealized gain (loss)	$ 2.9566	$ (1.5079)	$ 3.0310	$ (1.1515)
Change in net asset value from operations	$ 2.9147	$ (1.5508)	$ 2.9137	$ (1.2790)
Net asset value, ending balance	$ 19.9750	$ 17.7382	$ 19.9750	$ 17.7382
Market value per share, beginning balance	$ 17.05	$ 19.29	$ 17.06	$ 19.01
Market value per share, ending balance	$ 19.96	$ 17.75	$ 19.96	$ 17.75
Total Return, at net asset value	17.10%	(8.00%)	17.10%	(6.70%)
Total Return, at market value	17.10%	(8.00%)	17.00%	(6.60%)
Ratios to Average Net Assets
Expense ratio	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Expense ratio, excluding brokerage commissions	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Net investment income (loss)	(0.91%)	(0.92%)	(0.90%)	(0.90%)
ProShares UltraShort Australian Dollar [Member]
Financial Highlights [Line Items]
Net asset value, beginning balance	$ 40.2542	$ 46.4112	$ 46.6384	$ 37.8081
Net investment income (loss)	$ (0.1020)	$ (0.1140)	$ (0.3090)	$ (0.3257)
Net realized and unrealized gain (loss)	$ 5.7257	$ (2.7008)	$ (0.4515)	$ 6.1140
Change in net asset value from operations	$ 5.6237	$ (2.8148)	$ (0.7605)	$ 5.7883
Net asset value, ending balance	$ 45.8779	$ 43.5964	$ 45.8779	$ 43.5964
Market value per share, beginning balance	$ 40.29	$ 46.54	$ 46.66	$ 37.74
Market value per share, ending balance	$ 45.82	$ 43.54	$ 45.82	$ 43.54
Total Return, at net asset value	14.00%	(6.10%)	(1.60%)	15.30%
Total Return, at market value	13.70%	(6.40%)	(1.80%)	15.40%
Ratios to Average Net Assets
Expense ratio	(1.01%)	(1.02%)	(1.01%)	(1.03%)
Expense ratio, excluding brokerage commissions	(0.95%)	(0.95%)	(0.95%)	(0.95%)
Net investment income (loss)	(0.98%)	(0.99%)	(0.96%)	(0.99%)

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Organization - Schedule of Share Splits and Reverse Share Splits (Detail)	9 Months Ended
	Sep. 30, 2014
ProShares UltraShort Bloomberg Natural Gas [Member] | June 10, 2013 Reverse Share Split [Member]
Organization [Line Items]
Execution Date (Prior to Opening of Trading)	June 10, 2013
Date Trading Resumed at Post- Split Price	June 10, 2013
Funds Reverse Split	1-for-4 reverse Share split
ProShares Ultra Silver [Member] | January 21, 2014 Reverse Share Split [Member]
Organization [Line Items]
Execution Date (Prior to Opening of Trading)	January 21, 2014
Date Trading Resumed at Post- Split Price	January 24, 2014
Funds Reverse Split	1-for-4 reverse Share split
ProShares VIX Short-Term Futures ETF [Member] | June 10, 2013 Reverse Share Split [Member]
Organization [Line Items]
Execution Date (Prior to Opening of Trading)	June 10, 2013
Date Trading Resumed at Post- Split Price	June 10, 2013
Funds Reverse Split	1-for-5 reverse Share split
ProShares Ultra VIX Short-Term Futures ETF [Member] | June 10, 2013 Reverse Share Split [Member]
Organization [Line Items]
Execution Date (Prior to Opening of Trading)	June 10, 2013
Date Trading Resumed at Post- Split Price	June 10, 2013
Funds Reverse Split	1-for-10 reverse Share split
ProShares Ultra VIX Short-Term Futures ETF [Member] | January 21, 2014 Reverse Share Split [Member]
Organization [Line Items]
Execution Date (Prior to Opening of Trading)	January 21, 2014
Date Trading Resumed at Post- Split Price	January 24, 2014
Funds Reverse Split	1-for-4 reverse Share split
ProShares Short VIX Short-Term Futures ETF [Member] | January 21, 2014 Share Split [Member]
Organization [Line Items]
Execution Date (Prior to Opening of Trading)	January 21, 2014
Date Trading Resumed at Post- Split Price	January 24, 2014
Funds Split	2-for-1 Share split

XML

Schedule of Investments - Swap Agreements (Detail) (USD $)	9 Months Ended
	Sep. 30, 2014
ProShares UltraShort Bloomberg Commodity [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	$ 351,391	[1]
ProShares UltraShort Bloomberg Commodity [Member] | Swap Agreement with Deutsche Bank AG Based on Bloomberg Commodity Index [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.25%	[1]
Termination Date	Oct. 06, 2014	[1]
Notional Amount at Value	(3,142,104)	[1],[2]
Unrealized Appreciation (Depreciation)	138,092	[1]
ProShares UltraShort Bloomberg Commodity [Member] | Swap Agreement with Goldman Sachs International Based on Bloomberg Commodity Index [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.25%	[1]
Termination Date	Oct. 06, 2014	[1]
Notional Amount at Value	(3,692,948)	[1],[2]
Unrealized Appreciation (Depreciation)	151,279	[1]
ProShares UltraShort Bloomberg Commodity [Member] | Swap Agreement with UBS AG Based on Bloomberg Commodity Index [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.60%	[1]
Termination Date	Oct. 06, 2014	[1]
Notional Amount at Value	(1,467,635)	[1],[2]
Unrealized Appreciation (Depreciation)	62,020	[1]
ProShares UltraShort Bloomberg Crude Oil [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	1,336,940	[1]
ProShares UltraShort Bloomberg Crude Oil [Member] | Swap Agreement with Deutsche Bank AG Based on Bloomberg WTI Crude Oil Subindex [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.25%	[1]
Termination Date	Oct. 06, 2014	[1]
Notional Amount at Value	(62,351,907)	[1],[2]
Unrealized Appreciation (Depreciation)	386,649	[1]
ProShares UltraShort Bloomberg Crude Oil [Member] | Swap Agreement with Goldman Sachs International Based on Bloomberg WTI Crude Oil Subindex [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.25%	[1]
Termination Date	Oct. 06, 2014	[1]
Notional Amount at Value	(69,441,497)	[1],[2]
Unrealized Appreciation (Depreciation)	119,484	[1]
ProShares UltraShort Bloomberg Crude Oil [Member] | Swap Agreement with Societe Generale S.A. Based on Bloomberg WTI Crude Oil Subindex [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.25%	[1]
Termination Date	Oct. 06, 2014	[1]
Notional Amount at Value	(23,563,233)	[1],[2]
Unrealized Appreciation (Depreciation)	263,194	[1]
ProShares UltraShort Bloomberg Crude Oil [Member] | Swap Agreement with UBS AG Based on Bloomberg WTI Crude Oil Subindex [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.25%	[1]
Termination Date	Oct. 06, 2014	[1]
Notional Amount at Value	(69,653,790)	[1],[2]
Unrealized Appreciation (Depreciation)	567,613	[1]
ProShares Ultra Bloomberg Commodity [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	(330,554)	[1]
ProShares Ultra Bloomberg Commodity [Member] | Swap Agreement with Deutsche Bank AG Based on Bloomberg Commodity Index [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.25%	[1]
Termination Date	Oct. 06, 2014	[1]
Notional Amount at Value	2,826,697	[1],[2]
Unrealized Appreciation (Depreciation)	(135,580)	[1]
ProShares Ultra Bloomberg Commodity [Member] | Swap Agreement with Goldman Sachs International Based on Bloomberg Commodity Index [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.25%	[1]
Termination Date	Oct. 06, 2014	[1]
Notional Amount at Value	3,040,456	[1],[2]
Unrealized Appreciation (Depreciation)	(148,743)	[1]
ProShares Ultra Bloomberg Commodity [Member] | Swap Agreement with UBS AG Based on Bloomberg Commodity Index [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.60%	[1]
Termination Date	Oct. 06, 2014	[1]
Notional Amount at Value	938,766	[1],[2]
Unrealized Appreciation (Depreciation)	(46,231)	[1]
ProShares Ultra Bloomberg Crude Oil [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	(1,175,472)	[1]
ProShares Ultra Bloomberg Crude Oil [Member] | Swap Agreement with Deutsche Bank AG Based on Bloomberg WTI Crude Oil Subindex [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.25%	[1]
Termination Date	Oct. 06, 2014	[1]
Notional Amount at Value	66,036,469	[1],[2]
Unrealized Appreciation (Depreciation)	(299,424)	[1]
ProShares Ultra Bloomberg Crude Oil [Member] | Swap Agreement with Goldman Sachs International Based on Bloomberg WTI Crude Oil Subindex [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.25%	[1]
Termination Date	Oct. 06, 2014	[1]
Notional Amount at Value	52,389,330	[1],[2]
Unrealized Appreciation (Depreciation)	(68,287)	[1]
ProShares Ultra Bloomberg Crude Oil [Member] | Swap Agreement with Societe Generale S.A. Based on Bloomberg WTI Crude Oil Subindex [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.25%	[1]
Termination Date	Oct. 06, 2014	[1]
Notional Amount at Value	24,059,224	[1],[2]
Unrealized Appreciation (Depreciation)	(222,180)	[1]
ProShares Ultra Bloomberg Crude Oil [Member] | Swap Agreement with UBS AG Based on Bloomberg WTI Crude Oil Subindex [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.25%	[1]
Termination Date	Oct. 06, 2014	[1]
Notional Amount at Value	61,519,125	[1],[2]
Unrealized Appreciation (Depreciation)	$ (585,581)	[1]

[1] The positions and counterparties herein are as of September 30, 2014. The Funds continually evaluate different counterparties for their transactions and counterparties are subject to change. New counterparties can be added at any time.

[2] For swap agreements, a positive amount represents "long" exposure to the benchmark index. A negative amount represents "short" exposure to the benchmark index.

XML

Agreements - Additional Information (Detail) (USD $)	9 Months Ended				0 Months Ended	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2014 Leverage Fund [Member]	Sep. 30, 2014 Geared VIX Fund [Member]	Sep. 30, 2014 Short Euro Fund [Member]	Jul. 31, 2014 Matching VIX Funds [Member] Minimum [Member]	Sep. 30, 2014 Volatility Index Fund [Member]	Sep. 30, 2014 Managed Futures Fund [Member]
Health Care Trust Fund [Line Items]
Management Fee paid to sponsor, percent per annum of the average daily NAV of each Geared Fund		0.95%	0.95%	0.95%		0.85%	0.75%
Percentage of annual NAV as limit to pay SEC registration fees incurred	0.021%
Percentage of brokerage commissions on contracts that exceed variable fees collected on average net assets					0.02%
Ceiling for legal fees	$ 100,000
Ceiling for per annum K-1 preparation and mailing fees against annual NAV	0.10%

XML

Significant Accounting Policies - Additional Information (Detail) (Minimum [Member], Matching VIX Funds [Member])	0 Months Ended
	Jul. 31, 2014
Minimum [Member] | Matching VIX Funds [Member]
Significant Accounting Policies [Line Items]
Percentage of brokerage commissions on contracts that exceed variable fees collected on average net assets	0.02%

XML

Risk - Additional Information (Detail)	9 Months Ended
	Sep. 30, 2014
Unusual Risk or Uncertainty [Line Items]
Percentage of calculation on simple inverse correlation	200.00%
Forward Agreements [Member]
Unusual Risk or Uncertainty [Line Items]
Exposure to swap agreements or forward contracts	100.00%
UltraShort Fund [Member]
Unusual Risk or Uncertainty [Line Items]
Leverage risk benchmark	50% at any point in the day

XML

Significant Accounting Policies

9 Months Ended

Sep. 30, 2014

Accounting Policies [Abstract]

Significant Accounting Policies

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies followed by each Fund, as applicable, in preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”).

The accompanying unaudited financial statements were prepared in accordance with GAAP for interim financial information and with the instructions for Form 10-Q and the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”). In the opinion of management, all material adjustments, consisting only of normal recurring adjustments, considered necessary for a fair statement of the interim period financial statements have been made. Interim period results are not necessarily indicative of results for a full-year period. These financial statements and the notes thereto should be read in conjunction with the Trust’s and the Funds’ financial statements included in the Trust’s Annual Report on Form 10-K for the year ended December 31, 2013, as filed with the SEC on March 3, 2014.

Use of Estimates & Indemnifications

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in these financial statements. Actual results could differ from those estimates.

In the normal course of business, the Trust enters into contracts that contain a variety of representations which provide general indemnifications. The Trust’s maximum exposure under these arrangements cannot be known; however, the Trust expects any risk of loss to be remote.

Basis of Presentation

Pursuant to rules and regulations of the SEC, financial statements are presented for the Trust as a whole, as the SEC registrant, and for each Fund individually. The debts, liabilities, obligations and expenses incurred, contracted for or otherwise existing with respect to a particular Fund shall be enforceable only against the assets of such Fund and not against the assets of the Trust generally or any other Fund. Accordingly, the assets of one Fund of the Trust include only those funds and other assets that are paid to, held by or distributed to the Trust for the purchase of Shares in that Fund.

In June 2013, the FASB issued Accounting Standard Update No. 2013-08, “Financial Services – Investment Companies (“Topic 946”): Amendments to the Scope, Measurement and Disclosure Requirements” (“ASU 2013-08”). ASU 2013-08 clarifies the characteristics of an investment company and provides comprehensive guidance for assessing whether an entity is an investment company and for the measurement of non-controlling ownership interests in other investment companies. The Trust and each Fund meet the requirements to be classified as an investment company and follow the accounting and reporting guidance in FASB Topic 946.

Statement of Cash Flows

The cash amount shown in the Statements of Cash Flows is the amount reported as cash in the Statement of Financial Condition dated September 30, 2014, and represents non-segregated cash with the custodian and does not include short-term investments.

Final Net Asset Value for Fiscal Period

The times of the calculation of the Leveraged Funds’, the Short Euro Fund’s, the Geared VIX Funds’ and the Matching VIX Funds’ final net asset value for creation and redemption of fund Shares for the nine months ended September 30, 2014 were as follows. All times are Eastern Standard Time:

	NAV Calculation Time			NAV Calculation Date
UltraShort Silver, Ultra Silver		7:00 a.m.			September 30
UltraShort Gold, Ultra Gold		10:00 a.m.			September 30
UltraShort Bloomberg Crude Oil, Ultra Bloomberg Crude Oil		2:30 p.m.			September 30
UltraShort Bloomberg Natural Gas, Ultra Bloomberg Natural Gas		2:30 p.m.			September 30
UltraShort Bloomberg Commodity, Ultra Bloomberg Commodity		2:30 p.m.	*		September 30
UltraShort Australian Dollar, Ultra Australian Dollar		4:00 p.m.			September 30
Short Euro, UltraShort Euro, Ultra Euro		4:00 p.m.			September 30
UltraShort Yen, Ultra Yen		4:00 p.m.			September 30
VIX Short-Term Futures ETF, Ultra VIX Short-Term Futures ETF, Short VIX Short-Term Futures ETF		4:15 p.m.			September 30
VIX Mid-Term Futures ETF		4:15 p.m.			September 30

* On July 31, 2014, the NAV Calculation Time for ProShares UltraShort Bloomberg Commodity and ProShares Ultra Bloomberg Commodity was changed from 3:00 p.m. to 2:30 p.m.

Although the Leveraged Funds’, the Short Euro Fund’s, the Geared VIX Funds’ and the Matching VIX Funds’ Shares may continue to trade on secondary markets subsequent to the calculation of the final NAV, these times represent the final opportunity to transact in creation or redemption units for the nine months ended September 30, 2014.

Market value per Share is determined at the close of the NYSE Arca and may be later than when the Funds’ NAV per Share is calculated.

For financial reporting purposes, the Leveraged Funds, the Short Euro Fund, and the VIX Funds value transactions based upon the final closing price in their primary markets. Accordingly, the investment valuations in these financial statements may differ from those used in the calculation of certain Leveraged Funds’, the Short Euro Fund’s and VIX Funds’ final creation/redemption NAV for the three and nine months ended September 30, 2014.

Investment Valuation

Short-term investments are valued at amortized cost which approximates fair value for daily NAV purposes. For financial reporting purposes, short-term investments are valued at their market price using information provided by a third-party pricing service or market quotations. In each of these situations, valuations are typically categorized as Level I in the fair value hierarchy.

Derivatives (e.g., futures contracts, swap agreements, forward agreements and foreign currency forward contracts) are generally valued using independent sources and/or agreements with counterparties or other procedures as determined by the Sponsor. Futures contracts, except for those entered into by the Gold, Silver, Australian Dollar and Short Euro Funds, are generally valued at the last settled price on the applicable exchange on which that future trades. Futures contracts entered into by the Gold, Silver, Australian Dollar and Short Euro Funds are valued at the last sales price prior to the time at which the NAV per Share of a Fund is determined. For financial reporting purposes, all futures contracts are valued at the last settled price. Futures contracts valuations are typically categorized as Level I in the fair value hierarchy. Swap agreements, forward agreements and foreign currency forward contracts valuations are typically categorized as Level II in the fair value hierarchy. If there was no sale on that day, and for non-exchange-traded derivatives, the Sponsor may in its sole discretion choose to determine a fair value price as the basis for determining the market value of such position for such day. Such fair value prices would be generally determined based on available inputs about the current value of the underlying financial instrument or commodity and would be based on principles that the Sponsor deems fair and equitable so long as such principles are consistent with normal industry standards. When market closing prices are not available, the Sponsor may fair value an asset of a Fund pursuant to the policies the Sponsor has adopted, which are consistent with normal industry standards. Depending on the source and relevant significance of valuation inputs, these instruments may be classified as Level II or Level III in the fair value hierarchy.

Fair value pricing may require subjective determinations about the value of an investment. While the Leveraged Funds’, the Short Euro Fund’s and the VIX Funds’ policies are intended to result in a calculation of a Leveraged Fund’s, the Short Euro Fund’s or a VIX Fund’s NAV that fairly reflects investment values as of the time of pricing, a Leveraged Fund, the Short Euro Fund or a VIX Fund cannot ensure that fair values determined by the Sponsor or persons acting at their direction would accurately reflect the price that a Fund could obtain for an investment if it were to dispose of that investment as of the time of pricing (for instance, in a forced or distressed sale). The prices used by a Leveraged Fund, the Short Euro Fund or a VIX Fund may differ from the value that would be realized if the investments were sold and the differences could be material to the financial statements.

Fair Value of Financial Instruments

The Funds disclose the fair value of their investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The disclosure requirements establish a fair value hierarchy that distinguishes between: (1) market participant assumptions developed based on market data obtained from sources independent of the Funds (observable inputs); and (2) the Funds’ own assumptions about market participant assumptions developed based on the best information available under the circumstances (unobservable inputs). The three levels defined by the disclosure requirements hierarchy are as follows:

Level I – Quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date.

Level II – Inputs other than quoted prices included within Level I that are observable for the asset or liability, either directly or indirectly. Level II assets include the following: quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability, and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market-corroborated inputs).

Level III – Unobservable pricing input at the measurement date for the asset or liability. Unobservable inputs shall be used to measure fair value to the extent that observable inputs are not available.

In some instances, the inputs used to measure fair value might fall in different levels of the fair value hierarchy. The level in the fair value hierarchy within which the fair value measurement in its entirety falls is determined based on the lowest input level that is significant to the fair value measurement in its entirety.

Fair value measurements also require additional disclosure when the volume and level of activity for the asset or liability have significantly decreased, as well as when circumstances indicate that a transaction is not orderly.

The following table summarizes the valuation of investments at September 30, 2014 using the fair value hierarchy:

	Level I – Quoted Prices					Level II – Other Significant Observable Inputs
	Short-Term U.S. Government and Agencies		Futures Contracts*			Forward Agreements			Foreign Currency Forward Contracts			Swap Agreements			Total
UltraShort Bloomberg Commodity	$	3,221,933	$	—		$	—		$	—		$	351,391		$	3,573,324
UltraShort Bloomberg Crude Oil		182,780,326		6,498,525			—			—			1,336,940			190,615,791
UltraShort Bloomberg Natural Gas		16,113,481		(1,869,686	)		—			—			—			14,243,795
UltraShort Gold		76,390,633		19,400			5,603,080			—			—			82,013,113
UltraShort Silver		47,309,314		14,690			12,351,895			—			—			59,675,899
Short Euro		15,108,184		430,669			—			—			—			15,538,853
UltraShort Australian Dollar		17,488,683		1,886,600			—			—			—			19,375,283
UltraShort Euro		441,230,341		—			—			37,323,059			—			478,553,400
UltraShort Yen		388,927,061		—			—			35,131,253			—			424,058,314
Ultra Bloomberg Commodity		3,629,825		—			—			—			(330,554	)		3,299,271
Ultra Bloomberg Crude Oil		183,290,203		(6,067,155	)		—			—			(1,175,472	)		176,047,576
Ultra Bloomberg Natural Gas		59,025,434		4,355,964			—			—			—			63,381,398
Ultra Gold		121,093,621		(19,400	)		(8,125,619	)		—			—			112,948,602
Ultra Silver		448,624,453		(29,380	)		(91,592,767	)		—			—			357,002,306
Ultra Australian Dollar		2,833,943		(321,111	)		—			—			—			2,512,832
Ultra Euro		2,189,947		—			—			(181,861	)		—			2,008,086
Ultra Yen		1,732,967		—			—			(156,420	)		—			1,576,547
VIX Short-Term Futures ETF		112,201,096		12,432,016			—			—			—			124,633,112
VIX Mid-Term Futures ETF		37,722,886		2,501,740			—			—			—			40,224,626
Ultra VIX Short-Term Futures ETF		214,965,711		48,652,087			—			—			—			263,617,798
Short VIX Short-Term Futures ETF		227,183,170		(25,048,446	)		—			—			—			202,134,724
Total Trust	$	2,603,063,212	$	43,436,513		$	(81,763,411	)	$	72,116,031		$	182,305		$	2,637,034,650

* Includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Only current day’s variation margin is reported within the Statements of Financial Condition in receivable/payable on open futures.

At September 30, 2014, there were no Level III portfolio investments for which significant unobservable inputs were used to determine fair value.

The inputs or methodology used for valuing investments are not necessarily an indication of the risk associated with investing in those securities.

The following table summarizes the valuation of investments at December 31, 2013 using the fair value hierarchy:

	Level I – Quoted Prices					Level II – Other Significant Observable Inputs
	Short-Term U.S. Government and Agencies		Futures Contracts*			Forward Agreements			Foreign Currency Forward Contracts			Swap Agreements			Total
UltraShort Bloomberg Commodity	$	3,453,890	$	—		$	—		$	—		$	(27,665	)	$	3,426,225
UltraShort Bloomberg Crude Oil		247,584,623		(1,232,773	)		—			—			(2,332,900	)		244,018,950
UltraShort Bloomberg Natural Gas		18,274,713		1,042,300			—			—			—			19,317,013
UltraShort Gold		148,988,329		14,520			5,633,053			—			—			154,635,902
UltraShort Silver		114,826,066		14,200			(2,227,857	)		—			—			112,612,409
Short Euro		7,902,056		(33,231	)		—			—			—			7,868,825
UltraShort Australian Dollar		24,198,507		917,605			—			—			—			25,116,112
UltraShort Euro		437,847,159		—			—			(13,748,507	)		—			424,098,652
UltraShort Yen		558,597,264		—			—			29,386,684			—			587,983,948
Ultra Bloomberg Commodity		2,816,688		—			—			—			15,078			2,831,766
Ultra Bloomberg Crude Oil		137,435,610		626,661			—			—			1,957,893			140,020,164
Ultra Bloomberg Natural Gas		58,921,011		(3,656,539	)		—			—			—			55,264,472
Ultra Gold		140,880,950		(14,560	)		(6,812,974	)		—			—			134,053,416
Ultra Silver		467,868,976		(14,200	)		(2,492,880	)		—			—			465,361,896
Ultra Australian Dollar		2,716,439		(118,220	)		—			—			—			2,598,219
Ultra Euro		2,455,863		—			—			100,962			—			2,556,825
Ultra Yen		2,928,556		—			—			(159,309	)		—			2,769,247
VIX Short-Term Futures ETF		207,636,383		(16,652,686	)		—			—			—			190,983,697
VIX Mid-Term Futures ETF		46,040,233		(4,896,689	)		—			—			—			41,143,544
Ultra VIX Short-Term Futures ETF		109,533,487		(24,009,911	)		—			—			—			85,523,576
Short VIX Short-Term Futures ETF		105,559,022		8,116,955			—			—			—			113,675,977
Total Trust	$	2,846,465,825	$	(39,896,568	)	$	(5,900,658	)	$	15,579,830		$	(387,594	)	$	2,815,860,835

* Includes cumulative appreciation/depreciation of futures contracts as reported in the Schedules of Investments as presented in the Form 10-K for the year ended December 31, 2013. Only current day’s variation margin is reported within the Statements of Financial Condition as presented in the Form 10-K for the year ended December 31, 2013 in receivable/payable on open futures.

At December 31, 2013, there were no Level III portfolio investments for which significant unobservable inputs were used to determine fair value.

The inputs or methodology used for valuing investments are not necessarily an indication of the risk associated with investing in those securities.

Investment Transactions and Related Income

Investment transactions are recorded on the trade date. All such transactions are recorded on the identified cost basis and marked to market daily. Unrealized appreciation/depreciation on open contracts are reflected in the Statements of Financial Condition and changes in the unrealized appreciation/depreciation between periods are reflected in the Statements of Operations. Discounts on short-term securities purchased are amortized and reflected as Interest Income in the Statements of Operations.

Brokerage Commissions and Fees

Each Fund pays or will pay its respective brokerage commissions, including applicable exchange fees, National Futures Association (“NFA”) fees, give-up fees, pit brokerage fees and other transaction related fees and expenses charged in connection with trading activities for each Fund’s investment in U.S. Commodity Futures Trading Commission (“CFTC”) regulated investments. The effects of trading spreads, financing costs/fees associated with Financial Instruments, and costs relating to the purchase of U.S. Treasury securities or similar high credit quality short-term fixed-income or similar securities would also be borne by the Funds. Brokerage commissions on futures contracts are recognized on a half-turn basis (e.g., the first half is recognized when the contract is purchased (opened) and the second half is recognized when the transaction is closed). For the three and nine months periods ended September 30, 2013 and the period from January 1, 2014 through July 30, 2014, the Sponsor paid brokerage commissions on VIX futures contracts for the Matching VIX Funds. On July 31, 2014, the Sponsor began paying, and is currently paying, brokerage commissions on VIX futures contracts for the Matching VIX Funds that exceed variable create/redeem fees collected by more than 0.02% of the Matching VIX Fund’s average net assets annually.

Federal Income Tax

Each Fund is registered as a series of a Delaware statutory trust and is treated as a partnership for U.S. federal income tax purposes. Accordingly, no Fund expects to incur U.S. federal income tax liability; rather, each beneficial owner of a Fund’s Shares is required to take into account its allocable share of its Fund’s income, gain, loss, deductions and other items for its Fund’s taxable year ending with or within the beneficial owner’s taxable year.

Management of the Funds has reviewed all open tax years and major jurisdictions (i.e., the last four tax year ends and the interim tax period since then, as applicable) and concluded that there is no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns. The Funds are also not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. On an ongoing basis, management will monitor its tax positions taken under the interpretation to determine if adjustments to conclusions are necessary based on factors including, but not limited to, on-going analysis of tax law, regulation, and interpretations thereof.

XML

Offering Costs - Additional Information (Detail)	9 Months Ended
	Sep. 30, 2014
Organization And Offering Costs [Line Items]
Offering costs, amortization period, months	12 months
Matching VIX Fund and Managed Futures Fund [Member]
Organization And Offering Costs [Line Items]
Sponsor reimbursement of organization and offering costs, maximum for each Leveraged Fund	0.95%
Managed Futures Fund [Member]
Organization And Offering Costs [Line Items]
Sponsor reimbursement of organization and offering costs, maximum for each Leveraged Fund	0.75%

XML

Schedule of Investments - Foreign Currency Forward Contracts (Detail) (USD $)	9 Months Ended
	Sep. 30, 2014
ProShares UltraShort Euro [Member] | Contracts to Purchase [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	$ (1,779,484)	[1]
ProShares UltraShort Euro [Member] | Contracts to Purchase [Member] | Euro with Goldman Sachs International [Member]
Schedule of Investments [Line Items]
Settlement Date	Oct. 03, 2014	[1]
Local Currency	50,953,400	[1]
Notional Amount at Value	64,354,521	[1]
Unrealized Appreciation (Depreciation)	(1,279,781)	[1]
ProShares UltraShort Euro [Member] | Contracts to Purchase [Member] | Euro with UBS AG [Member]
Schedule of Investments [Line Items]
Settlement Date	Oct. 03, 2014	[1]
Local Currency	16,358,400	[1]
Notional Amount at Value	20,660,780	[1]
Unrealized Appreciation (Depreciation)	(499,703)	[1]
ProShares UltraShort Euro [Member] | Contracts to Sell [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	39,102,543	[1]
ProShares UltraShort Euro [Member] | Contracts to Sell [Member] | Euro with Goldman Sachs International [Member]
Schedule of Investments [Line Items]
Settlement Date	Oct. 03, 2014	[1]
Local Currency	(407,363,625)	[1]
Notional Amount at Value	(514,503,272)	[1]
Unrealized Appreciation (Depreciation)	19,230,460	[1]
ProShares UltraShort Euro [Member] | Contracts to Sell [Member] | Euro with UBS AG [Member]
Schedule of Investments [Line Items]
Settlement Date	Oct. 03, 2014	[1]
Local Currency	(408,335,300)	[1]
Notional Amount at Value	(515,730,505)	[1]
Unrealized Appreciation (Depreciation)	19,872,083	[1]
ProShares UltraShort Yen [Member] | Contracts to Purchase [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	(729,246)	[1]
ProShares UltraShort Yen [Member] | Contracts to Purchase [Member] | Yen with Goldman Sachs International [Member]
Schedule of Investments [Line Items]
Settlement Date	Oct. 03, 2014	[1]
Local Currency	2,823,176,700	[1]
Notional Amount at Value	25,741,849	[1]
Unrealized Appreciation (Depreciation)	(549,891)	[1]
ProShares UltraShort Yen [Member] | Contracts to Purchase [Member] | Yen with UBS AG [Member]
Schedule of Investments [Line Items]
Settlement Date	Oct. 03, 2014	[1]
Local Currency	2,754,478,000	[1]
Notional Amount at Value	25,115,452	[1]
Unrealized Appreciation (Depreciation)	(179,355)	[1]
ProShares UltraShort Yen [Member] | Contracts to Sell [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	35,860,499	[1]
ProShares UltraShort Yen [Member] | Contracts to Sell [Member] | Yen with Goldman Sachs International [Member]
Schedule of Investments [Line Items]
Settlement Date	Oct. 03, 2014	[1]
Local Currency	(51,996,123,300)	[1]
Notional Amount at Value	(474,102,939)	[1]
Unrealized Appreciation (Depreciation)	17,729,988	[1]
ProShares UltraShort Yen [Member] | Contracts to Sell [Member] | Yen with UBS AG [Member]
Schedule of Investments [Line Items]
Settlement Date	Oct. 03, 2014	[1]
Local Currency	(49,151,071,100)	[1]
Notional Amount at Value	(448,161,628)	[1]
Unrealized Appreciation (Depreciation)	18,130,511	[1]
ProShares Ultra Euro [Member] | Contracts to Purchase [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	(185,378)	[1]
ProShares Ultra Euro [Member] | Contracts to Purchase [Member] | Euro with Goldman Sachs International [Member]
Schedule of Investments [Line Items]
Settlement Date	Oct. 03, 2014	[1]
Local Currency	621,725	[1]
Notional Amount at Value	785,243	[1]
Unrealized Appreciation (Depreciation)	(31,823)	[1]
ProShares Ultra Euro [Member] | Contracts to Purchase [Member] | Euro with UBS AG [Member]
Schedule of Investments [Line Items]
Settlement Date	Oct. 03, 2014	[1]
Local Currency	2,994,100	[1]
Notional Amount at Value	3,781,570	[1]
Unrealized Appreciation (Depreciation)	(153,555)	[1]
ProShares Ultra Euro [Member] | Contracts to Sell [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	3,517	[1]
ProShares Ultra Euro [Member] | Contracts to Sell [Member] | Euro with Goldman Sachs International [Member]
Schedule of Investments [Line Items]
Settlement Date	Oct. 03, 2014	[1]
Local Currency	(72,700)	[1]
Notional Amount at Value	(91,821)	[1]
Unrealized Appreciation (Depreciation)	825	[1]
ProShares Ultra Euro [Member] | Contracts to Sell [Member] | Euro with UBS AG [Member]
Schedule of Investments [Line Items]
Settlement Date	Oct. 03, 2014	[1]
Local Currency	(97,300)	[1]
Notional Amount at Value	(122,891)	[1]
Unrealized Appreciation (Depreciation)	2,692	[1]
ProShares Ultra Yen [Member] | Contracts to Purchase [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	(159,695)	[1]
ProShares Ultra Yen [Member] | Contracts to Purchase [Member] | Yen with Goldman Sachs International [Member]
Schedule of Investments [Line Items]
Settlement Date	Oct. 03, 2014	[1]
Local Currency	79,232,400	[1]
Notional Amount at Value	722,445	[1]
Unrealized Appreciation (Depreciation)	(31,746)	[1]
ProShares Ultra Yen [Member] | Contracts to Purchase [Member] | Yen with UBS AG [Member]
Schedule of Investments [Line Items]
Settlement Date	Oct. 03, 2014	[1]
Local Currency	312,531,500	[1]
Notional Amount at Value	2,849,676	[1]
Unrealized Appreciation (Depreciation)	(127,949)	[1]
ProShares Ultra Yen [Member] | Contracts to Sell [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	3,275	[1]
ProShares Ultra Yen [Member] | Contracts to Sell [Member] | Yen with Goldman Sachs International [Member]
Schedule of Investments [Line Items]
Settlement Date	Oct. 03, 2014	[1]
Local Currency	(12,190,700)	[1]
Notional Amount at Value	(111,155)	[1]
Unrealized Appreciation (Depreciation)	2,097	[1]
ProShares Ultra Yen [Member] | Contracts to Sell [Member] | Yen with UBS AG [Member]
Schedule of Investments [Line Items]
Settlement Date	Oct. 03, 2014	[1]
Local Currency	(7,374,200)	[1]
Notional Amount at Value	(67,238)	[1]
Unrealized Appreciation (Depreciation)	$ 1,178	[1]

[1] The positions and counterparties herein are as of September 30, 2014. The Funds continually evaluate different counterparties for their transactions and counterparties are subject to change. New counterparties can be added at any time.

XML

Schedule of Investments - Forward Agreements (Detail) (USD $)	9 Months Ended
	Sep. 30, 2014
ProShares UltraShort Gold [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	$ 5,603,080	[1]
ProShares UltraShort Gold [Member] | Forward Agreements with Deutsche Bank AG Based on 0.995 Fine Troy Ounce Gold [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.17%	[1]
Settlement Date	Oct. 06, 2014	[1]
Commitment to (Deliver)/Receive	(68,000)	[1]
Notional Amount at Value	(82,724,040)	[1],[2]
Unrealized Appreciation (Depreciation)	2,934,951	[1]
ProShares UltraShort Gold [Member] | Forward Agreements with Goldman Sachs International Based on 0.995 Fine Troy Ounce Gold [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.27%	[1]
Settlement Date	Oct. 06, 2014	[1]
Commitment to (Deliver)/Receive	(26,998)	[1]
Notional Amount at Value	(32,843,877)	[1],[2]
Unrealized Appreciation (Depreciation)	1,104,499	[1]
ProShares UltraShort Gold [Member] | Forward Agreements with Societe Generale S.A. Based on 0.995 Fine Troy Ounce Gold [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.37%	[1]
Settlement Date	Oct. 06, 2014	[1]
Commitment to (Deliver)/Receive	(13,700)	[1]
Notional Amount at Value	(16,666,461)	[1],[2]
Unrealized Appreciation (Depreciation)	566,668	[1]
ProShares UltraShort Gold [Member] | Forward Agreements with UBS AG Based on 0.995 Fine Troy Ounce Gold [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.27%	[1]
Settlement Date	Oct. 06, 2014	[1]
Commitment to (Deliver)/Receive	(26,050)	[1]
Notional Amount at Value	(31,690,607)	[1],[2]
Unrealized Appreciation (Depreciation)	996,962	[1]
ProShares UltraShort Silver [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	12,351,895	[1]
ProShares UltraShort Silver [Member] | Forward Agreements with Deutsche Bank AG Based on 0.999 Fine Troy Ounce Silver [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	(0.17%)	[1]
Settlement Date	Oct. 06, 2014	[1]
Commitment to (Deliver)/Receive	(3,443,000)	[1]
Notional Amount at Value	(58,914,206)	[1],[2]
Unrealized Appreciation (Depreciation)	6,311,898	[1]
ProShares UltraShort Silver [Member] | Forward Agreements with Goldman Sachs International Based on 0.999 Fine Troy Ounce Silver [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.05%	[1]
Settlement Date	Oct. 06, 2014	[1]
Commitment to (Deliver)/Receive	(1,206,500)	[1]
Notional Amount at Value	(20,644,422)	[1],[2]
Unrealized Appreciation (Depreciation)	2,281,378	[1]
ProShares UltraShort Silver [Member] | Forward Agreements with Societe Generale S.A. Based on 0.999 Fine Troy Ounce Silver [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.14%	[1]
Settlement Date	Oct. 06, 2014	[1]
Commitment to (Deliver)/Receive	(687,000)	[1]
Notional Amount at Value	(11,755,257)	[1],[2]
Unrealized Appreciation (Depreciation)	1,430,359	[1]
ProShares UltraShort Silver [Member] | Forward Agreements with UBS AG Based on 0.999 Fine Troy Ounce Silver [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.07%	[1]
Settlement Date	Oct. 06, 2014	[1]
Commitment to (Deliver)/Receive	(1,650,000)	[1]
Notional Amount at Value	(28,233,315)	[1],[2]
Unrealized Appreciation (Depreciation)	2,328,260	[1]
ProShares Ultra Gold [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	(8,125,619)	[1]
ProShares Ultra Gold [Member] | Forward Agreements with Deutsche Bank AG Based on 0.995 Fine Troy Ounce Gold [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.43%	[1]
Settlement Date	Oct. 06, 2014	[1]
Commitment to (Deliver)/Receive	96,500	[1]
Notional Amount at Value	117,395,145	[1],[2]
Unrealized Appreciation (Depreciation)	(4,255,264)	[1]
ProShares Ultra Gold [Member] | Forward Agreements with Goldman Sachs International Based on 0.995 Fine Troy Ounce Gold [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.58%	[1]
Settlement Date	Oct. 06, 2014	[1]
Commitment to (Deliver)/Receive	39,320	[1]
Notional Amount at Value	47,833,960	[1],[2]
Unrealized Appreciation (Depreciation)	(1,626,387)	[1]
ProShares Ultra Gold [Member] | Forward Agreements with Societe Generale S.A. Based on 0.995 Fine Troy Ounce Gold [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.63%	[1]
Settlement Date	Oct. 06, 2014	[1]
Commitment to (Deliver)/Receive	15,200	[1]
Notional Amount at Value	18,491,256	[1],[2]
Unrealized Appreciation (Depreciation)	(714,569)	[1]
ProShares Ultra Gold [Member] | Forward Agreements with UBS AG Based on 0.995 Fine Troy Ounce Gold [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.53%	[1]
Settlement Date	Oct. 06, 2014	[1]
Commitment to (Deliver)/Receive	34,600	[1]
Notional Amount at Value	42,091,938	[1],[2]
Unrealized Appreciation (Depreciation)	(1,529,399)	[1]
ProShares Ultra Silver [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	(91,592,767)	[1]
ProShares Ultra Silver [Member] | Forward Agreements with Deutsche Bank AG Based on 0.999 Fine Troy Ounce Silver [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.77%	[1]
Settlement Date	Oct. 06, 2014	[1]
Commitment to (Deliver)/Receive	21,621,000	[1]
Notional Amount at Value	369,963,417	[1],[2]
Unrealized Appreciation (Depreciation)	(46,744,838)	[1]
ProShares Ultra Silver [Member] | Forward Agreements with Goldman Sachs International Based on 0.999 Fine Troy Ounce Silver [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.80%	[1]
Settlement Date	Oct. 06, 2014	[1]
Commitment to (Deliver)/Receive	8,202,800	[1]
Notional Amount at Value	140,358,111	[1],[2]
Unrealized Appreciation (Depreciation)	(17,435,908)	[1]
ProShares Ultra Silver [Member] | Forward Agreements with Societe Generale S.A. Based on 0.999 Fine Troy Ounce Silver [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.86%	[1]
Settlement Date	Oct. 06, 2014	[1]
Commitment to (Deliver)/Receive	4,628,000	[1]
Notional Amount at Value	79,189,708	[1],[2]
Unrealized Appreciation (Depreciation)	(9,689,940)	[1]
ProShares Ultra Silver [Member] | Forward Agreements with UBS AG Based on 0.999 Fine Troy Ounce Silver [Member]
Schedule of Investments [Line Items]
Rate Paid (Received)	0.83%	[1]
Settlement Date	Oct. 06, 2014	[1]
Commitment to (Deliver)/Receive	7,285,000	[1]
Notional Amount at Value	124,654,364	[1],[2]
Unrealized Appreciation (Depreciation)	$ (17,722,081)	[1]

[1] The positions and counterparties herein are as of September 30, 2014. The Funds continually evaluate different counterparties for their transactions and counterparties are subject to change. New counterparties can be added at any time.

[2] For forward agreements, a positive amount represents "long" exposure to the underlying commodity. A negative amount represents "short" exposure to the underlying commodity.

XML

Creation and Redemption of Creation Units - Additional Information (Detail)	9 Months Ended
	Sep. 30, 2014
Creation And Redemption Of Creation Units [Line Items]
Fixed transaction fee per Creation Unit	500
Variable transaction fee, percent of the value of the Creation Unit, maximum	0.10%
Geared Fund and Managed Futures Fund [Member]
Creation And Redemption Of Creation Units [Line Items]
Creation Unit, block Shares of a Fund	50,000
Volatility Index Fund [Member]
Creation And Redemption Of Creation Units [Line Items]
Creation Unit, block Shares of a Fund	25,000

XML

Schedule of Investments - Futures Contracts Purchased (Detail) (USD $)	9 Months Ended
	Sep. 30, 2014 Contract
ProShares Ultra Bloomberg Crude Oil [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	$ (1,175,472)	[1]
ProShares Ultra Bloomberg Crude Oil [Member] | Crude Oil - NYMEX, Expires November 2014 [Member]
Schedule of Investments [Line Items]
Number of Contracts	1,693	[2]
Notional Amount at Value	154,333,880	[2]
Unrealized Appreciation (Depreciation)	(6,067,155)	[2]
ProShares Ultra Bloomberg Natural Gas [Member] | Natural Gas - NYMEX, Expires November 2014 [Member]
Schedule of Investments [Line Items]
Number of Contracts	3,374	[3]
Notional Amount at Value	139,042,540	[3]
Unrealized Appreciation (Depreciation)	4,355,964	[3]
ProShares Ultra Gold [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	(8,125,619)	[1]
ProShares Ultra Gold [Member] | Gold Futures - COMEX, Expires December 2014 [Member]
Schedule of Investments [Line Items]
Number of Contracts	2	[4]
Notional Amount at Value	242,320	[4]
Unrealized Appreciation (Depreciation)	(19,400)	[4]
ProShares Ultra Silver [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	(91,592,767)	[1]
ProShares Ultra Silver [Member] | Silver Futures - COMEX, Expires December 2014 [Member]
Schedule of Investments [Line Items]
Number of Contracts	2	[5]
Notional Amount at Value	170,570	[5]
Unrealized Appreciation (Depreciation)	(29,380)	[5]
ProShares Ultra Australian Dollar [Member] | Australian Dollar Fx Currency Futures - CME, Expires December 2014 [Member]
Schedule of Investments [Line Items]
Number of Contracts	72	[6]
Notional Amount at Value	6,261,840	[6]
Unrealized Appreciation (Depreciation)	(321,111)	[6]
ProShares VIX Short-Term Futures ETF [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	12,432,016	[7]
ProShares VIX Short-Term Futures ETF [Member] | VIX Futures - CBOE, Expires October 2014 [Member]
Schedule of Investments [Line Items]
Number of Contracts	5,102	[7]
Notional Amount at Value	83,162,600	[7]
Unrealized Appreciation (Depreciation)	9,043,812	[7]
ProShares VIX Short-Term Futures ETF [Member] | VIX Futures - CBOE, Expires November 2014 [Member]
Schedule of Investments [Line Items]
Number of Contracts	3,402	[7]
Notional Amount at Value	56,643,300	[7]
Unrealized Appreciation (Depreciation)	3,388,204	[7]
ProShares VIX Mid-Term Futures ETF [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	2,501,740	[8]
ProShares VIX Mid-Term Futures ETF [Member] | VIX Futures - CBOE, Expires January 2015 [Member]
Schedule of Investments [Line Items]
Number of Contracts	506	[8]
Notional Amount at Value	8,829,700	[8]
Unrealized Appreciation (Depreciation)	626,810	[8]
ProShares VIX Mid-Term Futures ETF [Member] | VIX Futures - CBOE, Expires February 2015 [Member]
Schedule of Investments [Line Items]
Number of Contracts	844	[8]
Notional Amount at Value	15,107,600	[8]
Unrealized Appreciation (Depreciation)	640,270	[8]
ProShares VIX Mid-Term Futures ETF [Member] | VIX Futures - CBOE, Expires March 2015 [Member]
Schedule of Investments [Line Items]
Number of Contracts	844	[8]
Notional Amount at Value	15,403,000	[8]
Unrealized Appreciation (Depreciation)	999,160	[8]
ProShares VIX Mid-Term Futures ETF [Member] | VIX Futures - CBOE, Expires April 2015 [Member]
Schedule of Investments [Line Items]
Number of Contracts	338	[8]
Notional Amount at Value	6,286,800	[8]
Unrealized Appreciation (Depreciation)	235,500	[8]
ProShares Ultra VIX Short-Term Futures ETF [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	48,652,087	[9]
ProShares Ultra VIX Short-Term Futures ETF [Member] | VIX Futures - CBOE, Expires October 2014 [Member]
Schedule of Investments [Line Items]
Number of Contracts	18,828	[9]
Notional Amount at Value	306,896,400	[9]
Unrealized Appreciation (Depreciation)	33,327,630	[9]
ProShares Ultra VIX Short-Term Futures ETF [Member] | VIX Futures - CBOE, Expires November 2014 [Member]
Schedule of Investments [Line Items]
Number of Contracts	12,550	[9]
Notional Amount at Value	208,957,500	[9]
Unrealized Appreciation (Depreciation)	$ 15,324,457	[9]

[1] The positions and counterparties herein are as of September 30, 2014. The Funds continually evaluate different counterparties for their transactions and counterparties are subject to change. New counterparties can be added at any time.

[2] Cash collateral in the amount of $5,028,210 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

[3] Cash collateral in the amount of $10,057,894 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

[4] Cash collateral in the amount of $10,120 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

[5] Cash collateral in the amount of $14,300 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

[6] Cash collateral in the amount of $102,960 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

[7] Cash collateral in the amount of $22,960,500 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

[8] Cash collateral in the amount of $3,932,900 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

[9] Cash collateral in the amount of $84,721,500 was pledged to cover margin requirements for open futures contracts as September 30, 2014.

XML

Schedule of Investments - Futures Contracts Purchased (Parenthetical) (Detail) (USD $)	9 Months Ended
	Sep. 30, 2014
ProShares Ultra Bloomberg Crude Oil [Member]
Schedule of Investments [Line Items]
Cash collateral pledged to cover margin requirements	$ 5,028,210
ProShares Ultra Bloomberg Natural Gas [Member]
Schedule of Investments [Line Items]
Cash collateral pledged to cover margin requirements	10,057,894
ProShares Ultra Gold [Member]
Schedule of Investments [Line Items]
Cash collateral pledged to cover margin requirements	10,120
ProShares Ultra Silver [Member]
Schedule of Investments [Line Items]
Cash collateral pledged to cover margin requirements	14,300
ProShares Ultra Australian Dollar [Member]
Schedule of Investments [Line Items]
Cash collateral pledged to cover margin requirements	102,960
ProShares VIX Short-Term Futures ETF [Member]
Schedule of Investments [Line Items]
Cash collateral pledged to cover margin requirements	22,960,500
ProShares VIX Mid-Term Futures ETF [Member]
Schedule of Investments [Line Items]
Cash collateral pledged to cover margin requirements	3,932,000
ProShares Ultra VIX Short-Term Futures ETF [Member]
Schedule of Investments [Line Items]
Cash collateral pledged to cover margin requirements	$ 84,721,500

XML

Organization

9 Months Ended

Sep. 30, 2014

Accounting Policies [Abstract]

Organization

NOTE 1 – ORGANIZATION

ProShares Trust II (formerly known as the Commodities and Currencies Trust) (the “Trust”) is a Delaware statutory trust formed on October 9, 2007 and is currently organized into separate series (each, a “Fund” and collectively, the “Funds”). As of September 30, 2014, the following twenty-one series of the Trust have commenced investment operations: (i) ProShares UltraShort Bloomberg Commodity, ProShares UltraShort Bloomberg Crude Oil, ProShares UltraShort Bloomberg Natural Gas, ProShares UltraShort Gold, ProShares UltraShort Silver, ProShares UltraShort Australian Dollar, ProShares UltraShort Euro, ProShares UltraShort Yen, ProShares Ultra Bloomberg Commodity, ProShares Ultra Bloomberg Crude Oil, ProShares Ultra Bloomberg Natural Gas, ProShares Ultra Gold, ProShares Ultra Silver, ProShares Ultra Australian Dollar, ProShares Ultra Euro and ProShares Ultra Yen (each, a “Leveraged Fund” and collectively, the “Leveraged Funds”); (ii) ProShares Short Euro (the “Short Euro Fund”); (iii) ProShares Ultra VIX Short-Term Futures ETF and ProShares Short VIX Short-Term Futures ETF (each, a “Geared VIX Fund” and collectively, the “Geared VIX Funds”); and (iv) ProShares VIX Short-Term Futures ETF and ProShares VIX Mid-Term Futures ETF (each, a “Matching VIX Fund” and collectively, the “Matching VIX Funds”). Each of the Funds listed above issues common units of beneficial interest (“Shares”), which represent units of fractional undivided beneficial interest in and ownership of only that Leveraged Fund, Short Euro Fund, Geared VIX Fund or Matching VIX Fund. The Shares of each Leveraged Fund, the Short Euro Fund, each Geared VIX Fund and each Matching VIX Fund are listed on the New York Stock Exchange Archipelago (“NYSE Arca”). The Leveraged Funds, the Short Euro Fund and the Geared VIX Funds, are collectively referred to as the “Geared Funds” in these Notes to Financial Statements. The Geared VIX Funds and the Matching VIX Funds are collectively referred to as the “VIX Funds” in these Notes to Financial Statements.

The Trust registered shares for one additional series: ProShares Managed Futures Strategy (the “Managed Futures Fund”). As of September 30, 2014, the Managed Futures Fund had seed capital, but had not commenced investment operations; therefore, these Financial Statements do not include the Schedule of Investments, Statement of Operations, Statement of Changes in Shareholders’ Equity or Statement of Cash Flows for the Managed Futures Fund.

The Trust had no operations prior to November 24, 2008, other than matters relating to its organization, the registration of each series under the Securities Act of 1933, as amended, and the sale and issuance to ProShare Capital Management LLC (the “Sponsor”) of fourteen Shares at an aggregate purchase price of $350 in each of the following Funds: ProShares UltraShort Bloomberg Commodity, ProShares UltraShort Bloomberg Crude Oil, ProShares UltraShort Gold, ProShares UltraShort Silver, ProShares UltraShort Euro, ProShares UltraShort Yen, ProShares Ultra Bloomberg Commodity, ProShares Ultra Bloomberg Crude Oil, ProShares Ultra Gold, ProShares Ultra Silver, ProShares Ultra Euro and ProShares Ultra Yen.

Effective as of July 1, 2014, the official name for the Dow-Jones Commodity Index and its sub-indexes (Dow-Jones Commodity Subindex^SM, Dow Jones-UBS WTI Crude Oil Subindex^SM, and Dow-Jones Natural Gas Subindex^SM) changed to the Bloomberg Commodity Index, Bloomberg Commodity Subindex^SM, Bloomberg WTI Crude Oil Subindex^SM, and Bloomberg Natural Gas Subindex^SM, respectively. The changes were made to reflect the transfer of several Dow Jones-UBS indexes to Bloomberg L.P. The methodology for the underlying index of each Commodity Index Fund will remain the same in all material respects. As a result, the fund name, underlying index name and ticker symbol changed for each of the Commodity Index Funds and are reflected in the financial statements and footnotes. The new name, underlying index name and ticker symbol for each of the Commodity Index Funds are as follows:

Prior Fund Name	New Fund Name	Prior Underlying Index Name and Ticker Symbol	New Underlying Index Name and Ticker Symbol
ProShares UltraShort DJ-UBS Commodity	ProShares UltraShort Bloomberg Commodity	Dow Jones – UBS Commodity IndexSM – DJUBSTR	Bloomberg Commodity IndexSM – BCOMTR
ProShares Ultra DJ-UBS Commodity	ProShares Ultra Bloomberg Commodity	Dow Jones – UBS Commodity IndexSM – DJUBSTR	Bloomberg Commodity IndexSM – BCOMTR
ProShares UltraShort DJ-UBS Crude Oil	ProShares UltraShort Bloomberg Crude Oil	Dow Jones – UBS WTI Crude Oil SubindexSM – DJUBCLTR	Bloomberg WTI Crude Oil SubindexSM – BCOMCLTR
ProShares Ultra DJ-UBS Crude Oil	ProShares Ultra Bloomberg Crude Oil	Dow Jones – UBS WTI Crude Oil SubindexSM – DJUBCLTR	Bloomberg WTI Crude Oil SubindexSM – BCOMCLTR
ProShares UltraShort DJ-UBS Natural Gas	ProShares UltraShort Bloomberg Natural Gas	Dow Jones – UBS Natural Gas SubindexSM – DJUBNGTR	Bloomberg Natural Gas SubindexSM – BCOMNGTR
ProShares Ultra DJ-UBS Natural Gas	ProShares Ultra Bloomberg Natural Gas	Dow Jones – UBS Natural Gas SubindexSM – DJUBNGTR	Bloomberg Natural Gas SubindexSM – BCOMNGTR

Groups of Funds are collectively referred to in several different ways. References to “Short Funds,” “UltraShort Funds,” or “Ultra Funds” refer to the different Funds based upon their investment objectives, but without distinguishing among the Funds’ benchmarks. References to “Commodity Index Funds,” “Commodity Funds” and “Currency Funds” refer to the different Funds according to their general benchmark categories without distinguishing among the Funds’ investment objectives or Fund-specific benchmarks. References to “VIX Funds” refer to the different Funds based upon their investment objective and their general benchmark categories.

Each “Short” Fund seeks daily investment results (before fees and expenses) that correspond to the inverse (-1x) of the daily performance of its corresponding benchmark. Each “UltraShort” Fund seeks daily investment results (before fees and expenses) that correspond to two times the inverse (-2x) of the daily performance of its corresponding benchmark. Each “Ultra” Fund seeks daily investment results (before fees and expenses) that correspond to two times (2x) the daily performance of its corresponding benchmark. Each Matching VIX Fund and the Managed Futures Fund seeks investment results (before fees and expenses), both over a single day and over time, that match the performance of its corresponding benchmark. Daily performance is measured from the calculation of one NAV to the next.

Each of the Funds generally invests in Financial Instruments (i.e., instruments whose value is derived from the value of an underlying asset, rate or index, including futures contracts, swap agreements, forward contracts and other instruments) as a substitute for investing directly in commodities, currencies, or spot volatility products in order to gain exposure to its applicable underlying commodity futures index, commodity, currency exchange rate or equity volatility index. Financial Instruments also are used to produce economically “inverse,” “inverse leveraged” or “leveraged” investment results for the Geared Funds.

The Geared Funds do not seek to achieve their stated investment objective over a period of time greater than a single day because mathematical compounding prevents the Geared Funds from achieving such results. Accordingly, results over periods of time greater than a single day should not be expected to be a simple multiple (e.g., -1x, -2x or 2x) of the period return of the corresponding benchmark and will likely differ significantly. The Matching VIX Funds and the Managed Futures Fund seek to achieve their stated investment objective both over a single day and over time.

Share Splits and Reverse Share Splits

The table below includes Share splits and reverse Share splits for the Funds during the nine months ended September 30, 2014 and year ended December 31, 2013. The ticker symbols for these Funds did not change and each Fund continues to trade on the NYSE Arca.

Fund	Execution Date (Prior to Opening of Trading)	Type of Split	Date Trading Resumed at Post- Split Price
ProShares UltraShort Bloomberg Natural Gas	June 10, 2013	1-for-4 reverse Share split	June 10, 2013
ProShares Ultra Silver	January 21, 2014	1-for-4 reverse Share split	January 24, 2014
ProShares VIX Short-Term Futures ETF	June 10, 2013	1-for-5 reverse Share split	June 10, 2013
ProShares Ultra VIX Short-Term Futures ETF	June 10, 2013	1-for-10 reverse Share split	June 10, 2013
ProShares Ultra VIX Short-Term Futures ETF	January 21, 2014	1-for-4 reverse Share split	January 24, 2014
ProShares Short VIX Short-Term Futures ETF	January 21, 2014	2-for-1 Share split	January 24, 2014

The reverse splits were applied retroactively for all periods presented, reducing the number of Shares outstanding for each of ProShares UltraShort Bloomberg Natural Gas, ProShares Ultra Silver, ProShares VIX Short-Term Futures ETF and ProShares Ultra VIX Short-Term Futures ETF, and resulted in a proportionate increase in the price per Share and per Share information of each such Fund. Therefore, the reverse splits did not change the aggregate net asset value of a shareholder’s investment at the time of the reverse split.

The split was applied retroactively for all periods presented, increasing the number of Shares outstanding for ProShares Short VIX Short-Term Futures ETF, and resulted in a proportionate decrease in the price per Share and per Share information of such Fund. Therefore, the split did not change the aggregate net asset value of a shareholder’s investment at the time of the split.

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Organization - Additional Information (Detail) (USD $)	9 Months Ended
	Sep. 30, 2014 Trust
Organization [Line Items]
Number of series of Trust	21
Number of additional series of Trust	1
Number of shares of each Leveraged Fund	14
Aggregate purchase price of each Leveraged Fund	$ 350
Period for expected multiple returns	1 day
ProShares UltraShort Bloomberg Commodity [Member]
Organization [Line Items]
Aggregate purchase price of each Leveraged Fund	350
ProShares UltraShort Bloomberg Crude Oil [Member]
Organization [Line Items]
Aggregate purchase price of each Leveraged Fund	350
ProShares UltraShort Gold [Member]
Organization [Line Items]
Aggregate purchase price of each Leveraged Fund	350
ProShares UltraShort Silver [Member]
Organization [Line Items]
Aggregate purchase price of each Leveraged Fund	350
ProShares UltraShort Euro [Member]
Organization [Line Items]
Aggregate purchase price of each Leveraged Fund	350
ProShares UltraShort Yen [Member]
Organization [Line Items]
Aggregate purchase price of each Leveraged Fund	350
ProShares Ultra Bloomberg Commodity [Member]
Organization [Line Items]
Aggregate purchase price of each Leveraged Fund	350
ProShares Ultra Bloomberg Crude Oil [Member]
Organization [Line Items]
Aggregate purchase price of each Leveraged Fund	350
ProShares Ultra Gold [Member]
Organization [Line Items]
Aggregate purchase price of each Leveraged Fund	350
ProShares Ultra Silver [Member]
Organization [Line Items]
Aggregate purchase price of each Leveraged Fund	350
ProShares Ultra Euro [Member]
Organization [Line Items]
Aggregate purchase price of each Leveraged Fund	350
ProShares Ultra Yen [Member]
Organization [Line Items]
Aggregate purchase price of each Leveraged Fund	$ 350

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Investments - Offsetting of Financial Assets and Liabilities (Detail) (USD $)	Sep. 30, 2014	Dec. 31, 2013
ProShares UltraShort Bloomberg Commodity [Member] | Swap Agreements [Member]
Derivative [Line Items]
Gross Amounts of Recognized Assets presented in the Statements of Financial Condition	$ 351,391
Gross Amounts Offset in the Statements of Financial Condition
Net Amount	351,391
Gross Amounts of Recognized Liabilities presented in the Statements of Financial Condition		27,665
Gross Amounts Offset in the Statements of Financial Condition
Net Amounts of Liabilities presented in the Statements of Financial Condition		27,665
ProShares UltraShort Bloomberg Crude Oil [Member] | Swap Agreements [Member]
Derivative [Line Items]
Gross Amounts of Recognized Assets presented in the Statements of Financial Condition	1,336,940
Gross Amounts Offset in the Statements of Financial Condition
Net Amount	1,336,940
Gross Amounts of Recognized Liabilities presented in the Statements of Financial Condition		2,332,900
Gross Amounts Offset in the Statements of Financial Condition
Net Amounts of Liabilities presented in the Statements of Financial Condition		2,332,900
ProShares UltraShort Bloomberg Crude Oil [Member] | VIX Futures Contracts [Member]
Derivative [Line Items]
Gross Amounts of Recognized Assets presented in the Statements of Financial Condition	5,351,442	1,503,943
Gross Amounts Offset in the Statements of Financial Condition
Net Amount	5,351,442	1,503,943
Gross Amounts Offset in the Statements of Financial Condition
ProShares UltraShort Bloomberg Natural Gas [Member] | VIX Futures Contracts [Member]
Derivative [Line Items]
Gross Amounts of Recognized Assets presented in the Statements of Financial Condition	242,198	1,520,548
Gross Amounts Offset in the Statements of Financial Condition
Net Amount	242,198	1,520,548
Gross Amounts Offset in the Statements of Financial Condition
ProShares UltraShort Gold [Member] | VIX Futures Contracts [Member]
Derivative [Line Items]
Gross Amounts of Recognized Assets presented in the Statements of Financial Condition	760	300
Gross Amounts Offset in the Statements of Financial Condition
Net Amount	760	300
Gross Amounts Offset in the Statements of Financial Condition
ProShares UltraShort Gold [Member] | Forward Agreements [Member]
Derivative [Line Items]
Gross Amounts of Recognized Assets presented in the Statements of Financial Condition	5,603,080	5,633,053
Gross Amounts Offset in the Statements of Financial Condition
Net Amount	5,603,080	5,633,053
Gross Amounts Offset in the Statements of Financial Condition
ProShares UltraShort Silver [Member] | VIX Futures Contracts [Member]
Derivative [Line Items]
Gross Amounts of Recognized Assets presented in the Statements of Financial Condition	1,905	2,450
Gross Amounts Offset in the Statements of Financial Condition
Net Amount	1,905	2,450
Gross Amounts Offset in the Statements of Financial Condition
ProShares UltraShort Silver [Member] | Forward Agreements [Member]
Derivative [Line Items]
Gross Amounts of Recognized Assets presented in the Statements of Financial Condition	12,351,895
Gross Amounts Offset in the Statements of Financial Condition
Net Amount	12,351,895
Gross Amounts of Recognized Liabilities presented in the Statements of Financial Condition		2,227,857
Gross Amounts Offset in the Statements of Financial Condition
Net Amounts of Liabilities presented in the Statements of Financial Condition		2,227,857
ProShares Short Euro [Member] | VIX Futures Contracts [Member]
Derivative [Line Items]
Gross Amounts of Recognized Assets presented in the Statements of Financial Condition	86,385	9,100
Gross Amounts Offset in the Statements of Financial Condition
Net Amount	86,385	9,100
Gross Amounts Offset in the Statements of Financial Condition
ProShares UltraShort Australian Dollar [Member] | VIX Futures Contracts [Member]
Derivative [Line Items]
Gross Amounts Offset in the Statements of Financial Condition
Gross Amounts of Recognized Liabilities presented in the Statements of Financial Condition	83,164	86,166
Gross Amounts Offset in the Statements of Financial Condition
Net Amounts of Liabilities presented in the Statements of Financial Condition	83,164	86,166
ProShares UltraShort Euro [Member] | Foreign Currency Forward Contracts [Member]
Derivative [Line Items]
Gross Amounts of Recognized Assets presented in the Statements of Financial Condition	39,102,543	151,351
Gross Amounts Offset in the Statements of Financial Condition
Net Amount	39,102,543	151,351
Gross Amounts of Recognized Liabilities presented in the Statements of Financial Condition	1,779,484	13,899,858
Gross Amounts Offset in the Statements of Financial Condition
Net Amounts of Liabilities presented in the Statements of Financial Condition	1,779,484	13,899,858
ProShares UltraShort Yen [Member] | Foreign Currency Forward Contracts [Member]
Derivative [Line Items]
Gross Amounts of Recognized Assets presented in the Statements of Financial Condition	35,860,499	31,317,568
Gross Amounts Offset in the Statements of Financial Condition
Net Amount	35,860,499	31,317,568
Gross Amounts of Recognized Liabilities presented in the Statements of Financial Condition	729,246	1,930,884
Gross Amounts Offset in the Statements of Financial Condition
Net Amounts of Liabilities presented in the Statements of Financial Condition	729,246	1,930,884
ProShares Ultra Bloomberg Commodity [Member] | Swap Agreements [Member]
Derivative [Line Items]
Gross Amounts of Recognized Assets presented in the Statements of Financial Condition		15,078
Gross Amounts Offset in the Statements of Financial Condition
Net Amount		15,078
Gross Amounts of Recognized Liabilities presented in the Statements of Financial Condition	330,554
Gross Amounts Offset in the Statements of Financial Condition
Net Amounts of Liabilities presented in the Statements of Financial Condition	330,554
ProShares Ultra Bloomberg Crude Oil [Member] | Swap Agreements [Member]
Derivative [Line Items]
Gross Amounts of Recognized Assets presented in the Statements of Financial Condition		1,957,893
Gross Amounts Offset in the Statements of Financial Condition
Net Amount		1,957,893
Gross Amounts of Recognized Liabilities presented in the Statements of Financial Condition	1,175,472
Gross Amounts Offset in the Statements of Financial Condition
Net Amounts of Liabilities presented in the Statements of Financial Condition	1,175,472
ProShares Ultra Bloomberg Crude Oil [Member] | VIX Futures Contracts [Member]
Derivative [Line Items]
Gross Amounts Offset in the Statements of Financial Condition
Gross Amounts of Recognized Liabilities presented in the Statements of Financial Condition	5,850,066	997,210
Gross Amounts Offset in the Statements of Financial Condition
Net Amounts of Liabilities presented in the Statements of Financial Condition	5,850,066	997,210
ProShares Ultra Bloomberg Natural Gas [Member] | VIX Futures Contracts [Member]
Derivative [Line Items]
Gross Amounts Offset in the Statements of Financial Condition
Gross Amounts of Recognized Liabilities presented in the Statements of Financial Condition	803,837	5,628,532
Gross Amounts Offset in the Statements of Financial Condition
Net Amounts of Liabilities presented in the Statements of Financial Condition	803,837	5,628,532
ProShares Ultra Gold [Member] | VIX Futures Contracts [Member]
Derivative [Line Items]
Gross Amounts Offset in the Statements of Financial Condition
Gross Amounts of Recognized Liabilities presented in the Statements of Financial Condition	1,440	300
Gross Amounts Offset in the Statements of Financial Condition
Net Amounts of Liabilities presented in the Statements of Financial Condition	1,440	300
ProShares Ultra Gold [Member] | Forward Agreements [Member]
Derivative [Line Items]
Gross Amounts Offset in the Statements of Financial Condition
Gross Amounts of Recognized Liabilities presented in the Statements of Financial Condition	8,125,619	6,812,974
Gross Amounts Offset in the Statements of Financial Condition
Net Amounts of Liabilities presented in the Statements of Financial Condition	8,125,619	6,812,974
ProShares Ultra Silver [Member] | VIX Futures Contracts [Member]
Derivative [Line Items]
Gross Amounts Offset in the Statements of Financial Condition
Gross Amounts of Recognized Liabilities presented in the Statements of Financial Condition	5,100	2,450
Gross Amounts Offset in the Statements of Financial Condition
Net Amounts of Liabilities presented in the Statements of Financial Condition	5,100	2,450
ProShares Ultra Silver [Member] | Forward Agreements [Member]
Derivative [Line Items]
Gross Amounts Offset in the Statements of Financial Condition
Gross Amounts of Recognized Liabilities presented in the Statements of Financial Condition	91,592,767	2,492,880
Gross Amounts Offset in the Statements of Financial Condition
Net Amounts of Liabilities presented in the Statements of Financial Condition	91,592,767	2,492,880
ProShares Ultra Australian Dollar [Member] | VIX Futures Contracts [Member]
Derivative [Line Items]
Gross Amounts of Recognized Assets presented in the Statements of Financial Condition	13,680	10,650
Gross Amounts Offset in the Statements of Financial Condition
Net Amount	13,680	10,650
Gross Amounts Offset in the Statements of Financial Condition
ProShares Ultra Euro [Member] | Foreign Currency Forward Contracts [Member]
Derivative [Line Items]
Gross Amounts of Recognized Assets presented in the Statements of Financial Condition	3,517	120,908
Gross Amounts Offset in the Statements of Financial Condition
Net Amount	3,517	120,908
Gross Amounts of Recognized Liabilities presented in the Statements of Financial Condition	185,378	19,946
Gross Amounts Offset in the Statements of Financial Condition
Net Amounts of Liabilities presented in the Statements of Financial Condition	185,378	19,946
ProShares Ultra Yen [Member] | Foreign Currency Forward Contracts [Member]
Derivative [Line Items]
Gross Amounts of Recognized Assets presented in the Statements of Financial Condition	3,275	4,052
Gross Amounts Offset in the Statements of Financial Condition
Net Amount	3,275	4,052
Gross Amounts of Recognized Liabilities presented in the Statements of Financial Condition	159,695	163,361
Gross Amounts Offset in the Statements of Financial Condition
Net Amounts of Liabilities presented in the Statements of Financial Condition	159,695	163,361
ProShares VIX Short-Term Futures ETF [Member] | VIX Futures Contracts [Member]
Derivative [Line Items]
Gross Amounts of Recognized Assets presented in the Statements of Financial Condition	528,712	3,179,017
Gross Amounts Offset in the Statements of Financial Condition
Net Amount	528,712	3,179,017
Gross Amounts Offset in the Statements of Financial Condition
ProShares VIX Mid-Term Futures ETF [Member] | VIX Futures Contracts [Member]
Derivative [Line Items]
Gross Amounts of Recognized Assets presented in the Statements of Financial Condition	268,191	100,734
Gross Amounts Offset in the Statements of Financial Condition
Net Amount	268,191	100,734
Gross Amounts Offset in the Statements of Financial Condition
ProShares Ultra VIX Short-Term Futures ETF [Member] | VIX Futures Contracts [Member]
Derivative [Line Items]
Gross Amounts of Recognized Assets presented in the Statements of Financial Condition	11,373,242
Gross Amounts Offset in the Statements of Financial Condition
Net Amount	11,373,242
Gross Amounts of Recognized Liabilities presented in the Statements of Financial Condition		3,356,803
Gross Amounts Offset in the Statements of Financial Condition
Net Amounts of Liabilities presented in the Statements of Financial Condition		3,356,803
ProShares Short VIX Short-Term Futures ETF [Member] | VIX Futures Contracts [Member]
Derivative [Line Items]
Gross Amounts of Recognized Assets presented in the Statements of Financial Condition		603,833
Gross Amounts Offset in the Statements of Financial Condition
Net Amount		603,833
Gross Amounts of Recognized Liabilities presented in the Statements of Financial Condition	5,914,427
Gross Amounts Offset in the Statements of Financial Condition
Net Amounts of Liabilities presented in the Statements of Financial Condition	$ 5,914,427

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Statements of Financial Condition (USD $)	Sep. 30, 2014	Dec. 31, 2013
ProShares UltraShort Bloomberg Commodity [Member]
Assets
Cash	$ 578,943	$ 374,245
Short-term U.S. government and agency obligations (Note 3)	3,221,933	3,453,890
Unrealized appreciation on swap agreements	351,391
Total assets	4,152,267	3,828,135
Liabilities
Management fee payable	3,083	3,043
Unrealized depreciation on swap agreements		27,665
Total liabilities	3,083	30,708
Commitments and Contingencies (Note 2)
Shareholders' equity
Shareholders' equity	4,149,184	3,797,427
Total liabilities and shareholders' equity	4,152,267	3,828,135
Shares outstanding	59,997	59,997
Net asset value per share	$ 69.1565	$ 63.2936
Market value per share	$ 67.85	$ 58.41
ProShares UltraShort Bloomberg Crude Oil [Member]
Assets
Cash	1,380,259	1,872,915
Segregated cash balances with brokers for futures contracts	5,449,950	7,633,395
Short-term U.S. government and agency obligations (Note 3)	182,780,326	247,584,623
Unrealized appreciation on swap agreements	1,336,940
Receivable on open futures contracts	5,351,442	1,503,943
Total assets	196,298,917	258,594,876
Liabilities
Management fee payable	158,854	201,827
Unrealized depreciation on swap agreements		2,332,900
Total liabilities	158,854	2,534,727
Commitments and Contingencies (Note 2)
Shareholders' equity
Shareholders' equity	196,140,063	256,060,149
Total liabilities and shareholders' equity	196,298,917	258,594,876
Shares outstanding	6,369,944	8,069,944
Net asset value per share	$ 30.7915	$ 31.7301
Market value per share	$ 30.60	$ 31.58
ProShares UltraShort Bloomberg Natural Gas [Member]
Assets
Cash	497,588	564,647
Segregated cash balances with brokers for futures contracts	2,846,855	2,384,800
Short-term U.S. government and agency obligations (Note 3)	16,113,481	18,274,713
Receivable on open futures contracts	242,198	1,520,548
Total assets	19,700,122	22,744,708
Liabilities
Management fee payable	17,102	9,941
Total liabilities	17,102	9,941
Commitments and Contingencies (Note 2)
Shareholders' equity
Shareholders' equity	19,683,020	22,734,767
Total liabilities and shareholders' equity	19,700,122	22,744,708
Shares outstanding	424,952	324,952
Net asset value per share	$ 46.3182	$ 69.9635
Market value per share	$ 46.48	$ 69.36
ProShares UltraShort Gold [Member]
Assets
Cash	154,221	197,647
Segregated cash balances with brokers for futures contracts	10,120	15,950
Short-term U.S. government and agency obligations (Note 3)	76,390,633	148,988,329
Unrealized appreciation on forward agreements	5,603,080	5,633,053
Receivable on open futures contracts	760	300
Total assets	82,158,814	154,835,279
Liabilities
Payable for capital shares redeemed		15,275,004
Management fee payable	62,905	123,819
Total liabilities	62,905	15,398,823
Commitments and Contingencies (Note 2)
Shareholders' equity
Shareholders' equity	82,095,909	139,436,456
Total liabilities and shareholders' equity	82,158,814	154,835,279
Shares outstanding	846,978	1,346,978
Net asset value per share	$ 96.9280	$ 103.5180
Market value per share	$ 98.24	$ 103.53
ProShares UltraShort Silver [Member]
Assets
Cash	194,542	461,167
Segregated cash balances with brokers for futures contracts	7,150	22,000
Short-term U.S. government and agency obligations (Note 3)	47,309,314	114,826,066
Unrealized appreciation on forward agreements	12,351,895
Receivable on open futures contracts	1,905	2,450
Total assets	59,864,806	115,311,683
Liabilities
Management fee payable	44,006	94,140
Unrealized depreciation on forward agreements		2,227,857
Total liabilities	44,006	2,321,997
Commitments and Contingencies (Note 2)
Shareholders' equity
Shareholders' equity	59,820,800	112,989,686
Total liabilities and shareholders' equity	59,864,806	115,311,683
Shares outstanding	558,489	1,258,489
Net asset value per share	$ 107.1119	$ 89.7820
Market value per share	$ 107.60	$ 90.19
ProShares Short Euro [Member]
Assets
Cash	1,913,477	863,980
Segregated cash balances with brokers for futures contracts	242,000	128,700
Short-term U.S. government and agency obligations (Note 3)	15,108,184	7,902,056
Receivable on open futures contracts	86,385	9,100
Total assets	17,350,046	8,903,836
Liabilities
Management fee payable	13,257	6,994
Total liabilities	13,257	6,994
Commitments and Contingencies (Note 2)
Shareholders' equity
Shareholders' equity	17,336,789	8,896,842
Total liabilities and shareholders' equity	17,350,046	8,903,836
Shares outstanding	450,005	250,005
Net asset value per share	$ 38.5258	$ 35.5867
Market value per share	$ 38.50	$ 35.66
ProShares UltraShort Australian Dollar [Member]
Assets
Cash	2,579,656	2,751,320
Segregated cash balances with brokers for futures contracts	676,390	1,141,635
Short-term U.S. government and agency obligations (Note 3)	17,488,683	24,198,507
Total assets	20,744,729	28,091,462
Liabilities
Payable on open futures contracts	83,164	86,166
Management fee payable	16,291	22,017
Total liabilities	99,455	108,183
Commitments and Contingencies (Note 2)
Shareholders' equity
Shareholders' equity	20,645,274	27,983,279
Total liabilities and shareholders' equity	20,744,729	28,091,462
Shares outstanding	450,005	600,005
Net asset value per share	$ 45.8779	$ 46.6384
Market value per share	$ 45.82	$ 46.66
ProShares UltraShort Euro [Member]
Assets
Cash	220,494	218,940
Short-term U.S. government and agency obligations (Note 3)	441,230,341	437,847,159
Unrealized appreciation on foreign currency forward contracts	39,102,543	151,351
Total assets	480,553,378	438,217,450
Liabilities
Payable for capital shares redeemed	5,992,470	5,971,084
Management fee payable	373,176	345,393
Unrealized depreciation on foreign currency forward contracts	1,779,484	13,899,858
Total liabilities	8,145,130	20,216,335
Commitments and Contingencies (Note 2)
Shareholders' equity
Shareholders' equity	472,408,248	418,001,115
Total liabilities and shareholders' equity	480,553,378	438,217,450
Shares outstanding	23,650,014	24,500,014
Net asset value per share	$ 19.9750	$ 17.0613
Market value per share	$ 19.96	$ 17.06
ProShares UltraShort Yen [Member]
Assets
Cash	392,331	575,108
Short-term U.S. government and agency obligations (Note 3)	388,927,061	558,597,264
Unrealized appreciation on foreign currency forward contracts	35,860,499	31,317,568
Receivable from capital shares sold	11,362,409
Total assets	436,542,300	590,489,940
Liabilities
Management fee payable	312,392	437,540
Unrealized depreciation on foreign currency forward contracts	729,246	1,930,884
Total liabilities	1,041,638	2,368,424
Commitments and Contingencies (Note 2)
Shareholders' equity
Shareholders' equity	435,500,662	588,121,516
Total liabilities and shareholders' equity	436,542,300	590,489,940
Shares outstanding	5,749,294	8,299,294
Net asset value per share	$ 75.7485	$ 70.8640
Market value per share	$ 75.76	$ 70.91
ProShares Ultra Bloomberg Commodity [Member]
Assets
Cash	109,433	85,642
Short-term U.S. government and agency obligations (Note 3)	3,629,825	2,816,688
Unrealized appreciation on swap agreements		15,078
Total assets	3,739,258	2,917,408
Liabilities
Management fee payable	2,810	2,374
Unrealized depreciation on swap agreements	330,554
Total liabilities	333,364	2,374
Commitments and Contingencies (Note 2)
Shareholders' equity
Shareholders' equity	3,405,894	2,915,034
Total liabilities and shareholders' equity	3,739,258	2,917,408
Shares outstanding	200,014	150,014
Net asset value per share	$ 17.0283	$ 19.4317
Market value per share	$ 17.06	$ 19.13
ProShares Ultra Bloomberg Crude Oil [Member]
Assets
Cash	2,546,720	689,596
Segregated cash balances with brokers for futures contracts	5,028,210	3,821,895
Short-term U.S. government and agency obligations (Note 3)	183,290,203	137,435,610
Unrealized appreciation on swap agreements		1,957,893
Total assets	190,865,133	143,904,994
Liabilities
Payable for capital shares redeemed	4,516,554
Payable on open futures contracts	5,850,066	997,210
Management fee payable	147,123	134,355
Unrealized depreciation on swap agreements	1,175,472
Total liabilities	11,689,215	1,131,565
Commitments and Contingencies (Note 2)
Shareholders' equity
Shareholders' equity	179,175,918	142,773,429
Total liabilities and shareholders' equity	190,865,133	143,904,994
Shares outstanding	5,949,170	4,449,170
Net asset value per share	$ 30.1178	$ 32.0899
Market value per share	$ 30.34	$ 32.22
ProShares Ultra Bloomberg Natural Gas [Member]
Assets
Cash	3,107,602	3,102,827
Segregated cash balances with brokers for futures contracts	10,057,894	6,602,200
Short-term U.S. government and agency obligations (Note 3)	59,025,434	58,921,011
Total assets	72,190,930	68,626,038
Liabilities
Payable for capital shares redeemed	1,810,408
Payable on open futures contracts	803,837	5,628,532
Management fee payable	51,975	81,727
Total liabilities	2,666,220	5,710,259
Commitments and Contingencies (Note 2)
Shareholders' equity
Shareholders' equity	69,524,710	62,915,779
Total liabilities and shareholders' equity	72,190,930	68,626,038
Shares outstanding	1,919,941	1,619,941
Net asset value per share	$ 36.2119	$ 38.8383
Market value per share	$ 36.20	$ 39.28
ProShares Ultra Gold [Member]
Assets
Cash	121,685	142,566
Segregated cash balances with brokers for futures contracts	10,120	15,950
Short-term U.S. government and agency obligations (Note 3)	121,093,621	140,880,950
Total assets	121,225,426	141,039,466
Liabilities
Payable for capital shares redeemed		2,097,225
Payable on open futures contracts	1,440	300
Management fee payable	91,935	111,562
Unrealized depreciation on forward agreements	8,125,619	6,812,974
Total liabilities	8,218,994	9,022,061
Commitments and Contingencies (Note 2)
Shareholders' equity
Shareholders' equity	113,006,432	132,017,405
Total liabilities and shareholders' equity	121,225,426	141,039,466
Shares outstanding	2,750,014	3,200,014
Net asset value per share	$ 41.0930	$ 41.2553
Market value per share	$ 40.59	$ 41.26
ProShares Ultra Silver [Member]
Assets
Cash	450,608	463,001
Segregated cash balances with brokers for futures contracts	14,300	22,000
Short-term U.S. government and agency obligations (Note 3)	448,624,453	467,868,976
Total assets	449,089,361	468,353,977
Liabilities
Payable on open futures contracts	5,100	2,450
Management fee payable	316,091	379,128
Unrealized depreciation on forward agreements	91,592,767	2,492,880
Total liabilities	91,913,958	2,874,458
Commitments and Contingencies (Note 2)
Shareholders' equity
Shareholders' equity	357,175,403	465,479,519
Total liabilities and shareholders' equity	449,089,361	468,353,977
Shares outstanding	7,696,533	7,350,007
Net asset value per share	$ 46.4073	$ 63.3305
Market value per share	$ 46.15	$ 63.04
ProShares Ultra Australian Dollar [Member]
Assets
Cash	170,702	314,796
Segregated cash balances with brokers for futures contracts	102,960	128,865
Short-term U.S. government and agency obligations (Note 3)	2,833,943	2,716,439
Receivable on open futures contracts	13,680	10,650
Total assets	3,121,285	3,170,750
Liabilities
Management fee payable	2,615	2,585
Total liabilities	2,615	2,585
Commitments and Contingencies (Note 2)
Shareholders' equity
Shareholders' equity	3,118,670	3,168,165
Total liabilities and shareholders' equity	3,121,285	3,170,750
Shares outstanding	100,005	100,005
Net asset value per share	$ 31.1851	$ 31.6801
Market value per share	$ 30.99	$ 31.61
ProShares Ultra Euro [Member]
Assets
Cash	169,958	49,723
Short-term U.S. government and agency obligations (Note 3)	2,189,947	2,455,863
Unrealized appreciation on foreign currency forward contracts	3,517	120,908
Total assets	2,363,422	2,626,494
Liabilities
Management fee payable	1,775	2,721
Unrealized depreciation on foreign currency forward contracts	185,378	19,946
Total liabilities	187,153	22,667
Commitments and Contingencies (Note 2)
Shareholders' equity
Shareholders' equity	2,176,269	2,603,827
Total liabilities and shareholders' equity	2,363,422	2,626,494
Shares outstanding	100,014	100,014
Net asset value per share	$ 21.7596	$ 26.0346
Market value per share	$ 21.72	$ 25.98
ProShares Ultra Yen [Member]
Assets
Cash	122,005	28,116
Short-term U.S. government and agency obligations (Note 3)	1,732,967	2,928,556
Unrealized appreciation on foreign currency forward contracts	3,275	4,052
Total assets	1,858,247	2,960,724
Liabilities
Management fee payable	1,388	2,337
Unrealized depreciation on foreign currency forward contracts	159,695	163,361
Total liabilities	161,083	165,698
Commitments and Contingencies (Note 2)
Shareholders' equity
Shareholders' equity	1,697,164	2,795,026
Total liabilities and shareholders' equity	1,858,247	2,960,724
Shares outstanding	100,014	150,014
Net asset value per share	$ 16.9693	$ 18.6318
Market value per share	$ 17.06	$ 18.61
ProShares Managed Futures Strategy [Member]
Assets
Cash	200
Offering costs (Note 5)	65,785
Total assets	65,985
Liabilities
Payable for offering costs	65,785
Total liabilities	65,785
Commitments and Contingencies (Note 2)
Shareholders' equity
Shareholders' equity	200
Total liabilities and shareholders' equity	65,985
Shares outstanding	10
ProShares VIX Short-Term Futures ETF [Member]
Assets
Cash	2,328,086	4,333,752
Segregated cash balances with brokers for futures contracts	22,960,500	64,020,350
Short-term U.S. government and agency obligations (Note 3)	112,201,096	207,636,383
Receivable from capital shares sold	2,083,603
Receivable on open futures contracts	528,712	3,179,017
Total assets	140,101,997	279,169,502
Liabilities
Payable for capital shares redeemed		8,562,195
Management fee payable	83,865	208,753
Total liabilities	83,865	8,770,948
Commitments and Contingencies (Note 2)
Shareholders' equity
Shareholders' equity	140,018,132	270,398,554
Total liabilities and shareholders' equity	140,101,997	279,169,502
Shares outstanding	6,724,812	9,474,812
Net asset value per share	$ 20.8211	$ 28.5387
Market value per share	$ 20.78	$ 28.53
ProShares VIX Mid-Term Futures ETF [Member]
Assets
Cash	3,719,873	1,906,397
Segregated cash balances with brokers for futures contracts	3,932,900	8,454,390
Short-term U.S. government and agency obligations (Note 3)	37,722,886	46,040,233
Receivable on open futures contracts	268,191	100,734
Total assets	45,643,850	56,501,754
Liabilities
Payable for capital shares redeemed		5,321,983
Management fee payable	30,064	45,448
Total liabilities	30,064	5,367,431
Commitments and Contingencies (Note 2)
Shareholders' equity
Shareholders' equity	45,613,786	51,134,323
Total liabilities and shareholders' equity	45,643,850	56,501,754
Shares outstanding	712,501	662,501
Net asset value per share	$ 64.0193	$ 77.1837
Market value per share	$ 63.88	$ 77.16
ProShares Ultra VIX Short-Term Futures ETF [Member]
Assets
Cash	4,383,711	2,240,977
Segregated cash balances with brokers for futures contracts	84,721,500	107,101,750
Short-term U.S. government and agency obligations (Note 3)	214,965,711	109,533,487
Receivable from capital shares sold		10,903,664
Receivable on open futures contracts	11,373,242
Total assets	315,444,164	229,779,878
Liabilities
Payable for capital shares redeemed	57,110,006
Payable on open futures contracts		3,356,803
Management fee payable	256,981	189,491
Total liabilities	57,366,987	3,546,294
Commitments and Contingencies (Note 2)
Shareholders' equity
Shareholders' equity	258,077,177	226,233,584
Total liabilities and shareholders' equity	315,444,164	229,779,878
Shares outstanding	8,670,099	3,372,389
Net asset value per share	$ 29.7663	$ 67.0841
Market value per share	$ 29.63	$ 67.12
ProShares Short VIX Short-Term Futures ETF [Member]
Assets
Cash	4,637,566	2,153,370
Segregated cash balances with brokers for futures contracts	51,099,750	33,552,650
Short-term U.S. government and agency obligations (Note 3)	227,183,170	105,559,022
Receivable from capital shares sold	33,676,473
Receivable on open futures contracts		603,833
Total assets	316,596,959	141,868,875
Liabilities
Payable on open futures contracts	5,914,427
Management fee payable	203,759	117,673
Total liabilities	6,118,186	117,673
Commitments and Contingencies (Note 2)
Shareholders' equity
Shareholders' equity	310,478,773	141,751,202
Total liabilities and shareholders' equity	316,596,959	141,868,875
Shares outstanding	4,150,040	2,100,040
Net asset value per share	$ 74.8134	$ 67.4993
Market value per share	$ 74.94	$ 67.47
ProShares Trust II [Member]
Assets
Cash	29,779,660	23,390,732
Segregated cash balances with brokers for futures contracts	187,160,599	235,046,530
Short-term U.S. government and agency obligations (Note 3)	2,603,063,212	2,846,465,825
Unrealized appreciation on swap agreements	1,688,331	1,972,971
Unrealized appreciation on forward agreements	17,954,975	5,633,053
Unrealized appreciation on foreign currency forward contracts	74,969,834	31,593,879
Receivable from capital shares sold	47,122,485	10,903,664
Receivable on open futures contracts	17,866,515	6,930,575
Offering costs (Note 5)	65,785
Total assets	2,979,671,396	3,161,937,229
Liabilities
Payable for capital shares redeemed	69,429,438	37,227,491
Payable on open futures contracts	12,658,034	10,071,461
Management fee payable	2,191,447	2,522,868
Unrealized depreciation on swap agreements	1,506,026	2,360,565
Unrealized depreciation on forward agreements	99,718,386	11,533,711
Unrealized depreciation on foreign currency forward contracts	2,853,803	16,014,049
Payable for offering costs	65,785
Total liabilities	188,422,919	79,730,145
Commitments and Contingencies (Note 2)
Shareholders' equity
Shareholders' equity	2,791,248,477	3,082,207,084
Total liabilities and shareholders' equity	$ 2,979,671,396	$ 3,161,937,229
Shares outstanding	77,632,845	77,438,599

XML

Creation and Redemption of Creation Units - Schedule of Transaction Fees (Detail) (USD $)	3 Months Ended	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2014
Creation And Redemption Of Creation Units [Line Items]
Transaction fees	$ 397,622	$ 1,106,793
ProShares UltraShort Bloomberg Commodity [Member]
Creation And Redemption Of Creation Units [Line Items]
Transaction fees	0	0
ProShares UltraShort Bloomberg Crude Oil [Member]
Creation And Redemption Of Creation Units [Line Items]
Transaction fees	54,104	199,604
ProShares UltraShort Bloomberg Natural Gas [Member]
Creation And Redemption Of Creation Units [Line Items]
Transaction fees	3,896	20,800
ProShares UltraShort Gold [Member]
Creation And Redemption Of Creation Units [Line Items]
Transaction fees	5,064	28,170
ProShares UltraShort Silver [Member]
Creation And Redemption Of Creation Units [Line Items]
Transaction fees	6,199	41,467
ProShares Short Euro [Member]
Creation And Redemption Of Creation Units [Line Items]
Transaction fees	0	0
ProShares UltraShort Australian Dollar [Member]
Creation And Redemption Of Creation Units [Line Items]
Transaction fees	0	0
ProShares UltraShort Euro [Member]
Creation And Redemption Of Creation Units [Line Items]
Transaction fees	0	0
ProShares UltraShort Yen [Member]
Creation And Redemption Of Creation Units [Line Items]
Transaction fees	0	0
ProShares Ultra Bloomberg Commodity [Member]
Creation And Redemption Of Creation Units [Line Items]
Transaction fees	0	249
ProShares Ultra Bloomberg Crude Oil [Member]
Creation And Redemption Of Creation Units [Line Items]
Transaction fees	50,115	136,889
ProShares Ultra Bloomberg Natural Gas [Member]
Creation And Redemption Of Creation Units [Line Items]
Transaction fees	6,542	16,058
ProShares Ultra Gold [Member]
Creation And Redemption Of Creation Units [Line Items]
Transaction fees	2,477	9,475
ProShares Ultra Silver [Member]
Creation And Redemption Of Creation Units [Line Items]
Transaction fees	16,924	54,987
ProShares Ultra Australian Dollar [Member]
Creation And Redemption Of Creation Units [Line Items]
Transaction fees	0	0
ProShares Ultra Euro [Member]
Creation And Redemption Of Creation Units [Line Items]
Transaction fees	0	0
ProShares Ultra Yen [Member]
Creation And Redemption Of Creation Units [Line Items]
Transaction fees	0	0
ProShares VIX Short-Term Futures ETF [Member]
Creation And Redemption Of Creation Units [Line Items]
Transaction fees	20,220	20,220
ProShares VIX Mid-Term Futures ETF [Member]
Creation And Redemption Of Creation Units [Line Items]
Transaction fees	1,328	1,328
ProShares Ultra VIX Short-Term Futures ETF [Member]
Creation And Redemption Of Creation Units [Line Items]
Transaction fees	163,716	446,535
ProShares Short VIX Short-Term Futures ETF [Member]
Creation And Redemption Of Creation Units [Line Items]
Transaction fees	$ 67,037	$ 131,011

XML

Statements of Cash Flows (USD $)	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013
ProShares UltraShort Bloomberg Commodity [Member]
Cash flow from operating activities
Net income (loss)	$ 351,757	$ 500,463
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Net sale (purchase) of short-term U.S. government and agency obligations	231,967	(393,331)
Change in unrealized appreciation/depreciation on investments	(379,066)	(51,358)
Increase (Decrease) in management fee payable	40	276
Net cash provided by (used in) operating activities	204,698	56,050
Cash flow from financing activities
Net increase (decrease) in cash	204,698	56,050
Cash, beginning of period	374,245	296,119
Cash, end of period	578,943	352,169
ProShares UltraShort Bloomberg Crude Oil [Member]
Cash flow from operating activities
Net income (loss)	8,045,097	(40,018,691)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts	2,183,445	(12,641,916)
Net sale (purchase) of short-term U.S. government and agency obligations	64,794,452	(331,957,513)
Change in unrealized appreciation/depreciation on investments	(3,659,995)	(40,303,300)
Decrease (Increase) in receivable on futures contracts	(3,847,499)	(2,100,651)
Increase (Decrease) in management fee payable	(42,973)	297,353
Increase (Decrease) in payable on futures contracts		(979,336)
Net cash provided by (used in) operating activities	67,472,527	(427,704,054)
Cash flow from financing activities
Proceeds from addition of shares	421,186,839	738,193,314
Payment on shares redeemed	(489,152,022)	(307,981,814)
Net cash provided by (used in) financing activities	(67,965,183)	430,211,500
Net increase (decrease) in cash	(492,656)	2,507,446
Cash, beginning of period	1,872,915	658,676
Cash, end of period	1,380,259	3,166,122
ProShares UltraShort Bloomberg Natural Gas [Member]
Cash flow from operating activities
Net income (loss)	(588,208)	147,599
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts	(462,055)	(286,280)
Net sale (purchase) of short-term U.S. government and agency obligations	2,161,214	(3,616,197)
Change in unrealized appreciation/depreciation on investments	18	343
Decrease (Increase) in receivable on futures contracts	1,278,350	587,465
Increase (Decrease) in management fee payable	7,161	35
Net cash provided by (used in) operating activities	2,396,480	(3,167,035)
Cash flow from financing activities
Proceeds from addition of shares	100,908,495	30,364,906
Payment on shares redeemed	(103,372,034)	(27,245,818)
Net cash provided by (used in) financing activities	(2,463,539)	3,119,088
Net increase (decrease) in cash	(67,059)	(47,947)
Cash, beginning of period	564,647	310,060
Cash, end of period	497,588	262,113
ProShares UltraShort Gold [Member]
Cash flow from operating activities
Net income (loss)	(13,327,719)	42,949,681
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts	5,830	(2,750)
Net sale (purchase) of short-term U.S. government and agency obligations	72,597,505	(48,555,554)
Change in unrealized appreciation/depreciation on investments	30,164	(4,051,549)
Decrease (Increase) in receivable on futures contracts	(460)	(2,440)
Increase (Decrease) in management fee payable	(60,914)	17,818
Increase (Decrease) in payable on futures contracts		(3,980)
Net cash provided by (used in) operating activities	59,244,406	(9,648,774)
Cash flow from financing activities
Proceeds from addition of shares	41,642,791	148,082,137
Payment on shares redeemed	(100,930,623)	(138,335,150)
Net cash provided by (used in) financing activities	(59,287,832)	9,746,987
Net increase (decrease) in cash	(43,426)	98,213
Cash, beginning of period	197,647	175,194
Cash, end of period	154,221	273,407
ProShares UltraShort Silver [Member]
Cash flow from operating activities
Net income (loss)	12,845,435	75,847,387
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts	14,850	(550)
Net sale (purchase) of short-term U.S. government and agency obligations	67,514,343	(19,846,952)
Change in unrealized appreciation/depreciation on investments	(14,577,343)	10,229,269
Decrease (Increase) in receivable on futures contracts	545	(580)
Increase (Decrease) in management fee payable	(50,134)	(924)
Increase (Decrease) in payable on futures contracts		(2,520)
Net cash provided by (used in) operating activities	65,747,696	66,225,130
Cash flow from financing activities
Proceeds from addition of shares	61,660,743	220,175,462
Payment on shares redeemed	(127,675,064)	(286,316,592)
Net cash provided by (used in) financing activities	(66,014,321)	(66,141,130)
Net increase (decrease) in cash	(266,625)	84,000
Cash, beginning of period	461,167	344,378
Cash, end of period	194,542	428,378
ProShares Short Euro [Member]
Cash flow from operating activities
Net income (loss)	1,308,249	(234,044)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts	(113,300)	(55,000)
Net sale (purchase) of short-term U.S. government and agency obligations	(7,206,602)	(3,257,086)
Change in unrealized appreciation/depreciation on investments	474	200
Decrease (Increase) in receivable on futures contracts	(77,285)	6,612
Decrease (Increase) in Limitation by Sponsor		2,145
Change in offering cost		19,770
Increase (Decrease) in management fee payable	6,263	5,758
Increase (Decrease) in payable on futures contracts		3,225
Increase (Decrease) in payable for offering costs		(41,000)
Net cash provided by (used in) operating activities	(6,082,201)	(3,549,420)
Cash flow from financing activities
Proceeds from addition of shares	8,924,282	3,748,394
Payment on shares redeemed	(1,792,584)
Net cash provided by (used in) financing activities	7,131,698	3,748,394
Net increase (decrease) in cash	1,049,497	198,974
Cash, beginning of period	863,980	302,359
Cash, end of period	1,913,477	501,333
ProShares UltraShort Australian Dollar [Member]
Cash flow from operating activities
Net income (loss)	(567,578)	1,644,116
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts	465,245	(900,207)
Net sale (purchase) of short-term U.S. government and agency obligations	6,707,822	(18,712,921)
Change in unrealized appreciation/depreciation on investments	2,002	(309)
Decrease (Increase) in Limitation by Sponsor		2,216
Change in offering cost		22,129
Increase (Decrease) in management fee payable	(5,726)	19,068
Increase (Decrease) in payable on futures contracts	(3,002)	25,380
Increase (Decrease) in payable for offering costs		(41,000)
Net cash provided by (used in) operating activities	6,598,763	(17,941,528)
Cash flow from financing activities
Proceeds from addition of shares		18,553,112
Payment on shares redeemed	(6,770,427)
Net cash provided by (used in) financing activities	(6,770,427)	18,553,112
Net increase (decrease) in cash	(171,664)	611,584
Cash, beginning of period	2,751,320	361,157
Cash, end of period	2,579,656	972,741
ProShares UltraShort Euro [Member]
Cash flow from operating activities
Net income (loss)	73,876,974	(35,880,189)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Net sale (purchase) of short-term U.S. government and agency obligations	(3,407,112)	70,603,634
Change in unrealized appreciation/depreciation on investments	(51,047,636)	12,790,424
Increase (Decrease) in management fee payable	27,783	(129,118)
Net cash provided by (used in) operating activities	19,450,009	47,384,751
Cash flow from financing activities
Proceeds from addition of shares	43,961,622	119,076,233
Payment on shares redeemed	(63,410,077)	(166,496,235)
Net cash provided by (used in) financing activities	(19,448,455)	(47,420,002)
Net increase (decrease) in cash	1,554	(35,251)
Cash, beginning of period	218,940	276,372
Cash, end of period	220,494	241,121
ProShares UltraShort Yen [Member]
Cash flow from operating activities
Net income (loss)	19,041,339	85,414,685
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Net sale (purchase) of short-term U.S. government and agency obligations	169,638,245	(112,971,096)
Change in unrealized appreciation/depreciation on investments	(5,712,611)	50,643,634
Increase (Decrease) in management fee payable	(125,148)	107,034
Net cash provided by (used in) operating activities	182,841,825	23,194,257
Cash flow from financing activities
Proceeds from addition of shares	81,996,228	279,683,729
Payment on shares redeemed	(265,020,830)	(302,766,273)
Net cash provided by (used in) financing activities	(183,024,602)	(23,082,544)
Net increase (decrease) in cash	(182,777)	111,713
Cash, beginning of period	575,108	363,826
Cash, end of period	392,331	475,539
ProShares Ultra Bloomberg Commodity [Member]
Cash flow from operating activities
Net income (loss)	(644,056)	(829,770)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Net sale (purchase) of short-term U.S. government and agency obligations	(813,102)	2,133,006
Change in unrealized appreciation/depreciation on investments	345,597	(68,819)
Increase (Decrease) in management fee payable	436	(1,793)
Net cash provided by (used in) operating activities	(1,111,125)	1,232,624
Cash flow from financing activities
Proceeds from addition of shares	1,134,916
Payment on shares redeemed		(1,275,613)
Net cash provided by (used in) financing activities	1,134,916	(1,275,613)
Net increase (decrease) in cash	23,791	(42,989)
Cash, beginning of period	85,642	167,546
Cash, end of period	109,433	124,557
ProShares Ultra Bloomberg Crude Oil [Member]
Cash flow from operating activities
Net income (loss)	3,880,989	70,051,263
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts	(1,206,315)	18,427,197
Net sale (purchase) of short-term U.S. government and agency obligations	(45,866,359)	301,252,163
Change in unrealized appreciation/depreciation on investments	3,145,131	44,344,829
Decrease (Increase) in receivable on futures contracts		3,430,415
Increase (Decrease) in management fee payable	12,768	(292,552)
Increase (Decrease) in payable on futures contracts	4,852,856	772,970
Net cash provided by (used in) operating activities	(35,180,930)	437,986,285
Cash flow from financing activities
Proceeds from addition of shares	326,129,425	212,258,224
Payment on shares redeemed	(289,091,371)	(651,758,235)
Net cash provided by (used in) financing activities	37,038,054	(439,500,011)
Net increase (decrease) in cash	1,857,124	(1,513,726)
Cash, beginning of period	689,596	2,198,932
Cash, end of period	2,546,720	685,206
ProShares Ultra Bloomberg Natural Gas [Member]
Cash flow from operating activities
Net income (loss)	17,594,882	7,143,664
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts	(3,455,694)	(1,958,120)
Net sale (purchase) of short-term U.S. government and agency obligations	(106,805)	(10,924,298)
Change in unrealized appreciation/depreciation on investments	2,382	(486)
Increase (Decrease) in management fee payable	(29,752)	20,030
Increase (Decrease) in payable on futures contracts	(4,824,695)	(2,892,640)
Net cash provided by (used in) operating activities	9,180,318	(8,611,850)
Cash flow from financing activities
Proceeds from addition of shares	75,528,011	129,408,077
Payment on shares redeemed	(84,703,554)	(120,220,935)
Net cash provided by (used in) financing activities	(9,175,543)	9,187,142
Net increase (decrease) in cash	4,775	575,292
Cash, beginning of period	3,102,827	3,385,764
Cash, end of period	3,107,602	3,961,056
ProShares Ultra Gold [Member]
Cash flow from operating activities
Net income (loss)	1,100,760	(127,422,097)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts	5,830	(2,750)
Net sale (purchase) of short-term U.S. government and agency obligations	19,792,506	160,943,187
Change in unrealized appreciation/depreciation on investments	1,307,468	1,550,211
Decrease (Increase) in receivable on futures contracts		3,980
Increase (Decrease) in management fee payable	(19,627)	(139,058)
Increase (Decrease) in payable on futures contracts	1,140	2,440
Net cash provided by (used in) operating activities	22,188,077	34,935,913
Cash flow from financing activities
Proceeds from addition of shares	11,583,569	30,696,013
Payment on shares redeemed	(33,792,527)	(65,782,385)
Net cash provided by (used in) financing activities	(22,208,958)	(35,086,372)
Net increase (decrease) in cash	(20,881)	(150,459)
Cash, beginning of period	142,566	342,345
Cash, end of period	121,685	191,886
ProShares Ultra Silver [Member]
Cash flow from operating activities
Net income (loss)	(115,114,001)	(448,321,443)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts	7,700	(550)
Net sale (purchase) of short-term U.S. government and agency obligations	19,232,438	257,179,896
Change in unrealized appreciation/depreciation on investments	89,111,972	(65,603,470)
Decrease (Increase) in receivable on futures contracts		2,520
Increase (Decrease) in management fee payable	(63,037)	(183,794)
Increase (Decrease) in payable on futures contracts	2,650	1,780
Net cash provided by (used in) operating activities	(6,822,278)	(256,925,061)
Cash flow from financing activities
Proceeds from addition of shares	127,480,399	335,894,773
Payment on shares redeemed	(120,670,514)	(79,224,344)
Net cash provided by (used in) financing activities	6,809,885	256,670,429
Net increase (decrease) in cash	(12,393)	(254,632)
Cash, beginning of period	463,001	890,051
Cash, end of period	450,608	635,419
ProShares Ultra Australian Dollar [Member]
Cash flow from operating activities
Net income (loss)	(49,495)	(720,670)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts	25,905	9,438
Net sale (purchase) of short-term U.S. government and agency obligations	(117,808)	570,805
Change in unrealized appreciation/depreciation on investments	304	185
Decrease (Increase) in receivable on futures contracts	(3,030)	6,820
Decrease (Increase) in Limitation by Sponsor		1,012
Change in offering cost		22,128
Increase (Decrease) in management fee payable	30	2,639
Increase (Decrease) in payable for offering costs		(41,000)
Net cash provided by (used in) operating activities	(144,094)	(148,643)
Cash flow from financing activities
Net increase (decrease) in cash	(144,094)	(148,643)
Cash, beginning of period	314,796	426,634
Cash, end of period	170,702	277,991
ProShares Ultra Euro [Member]
Cash flow from operating activities
Net income (loss)	(427,558)	89,070
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Net sale (purchase) of short-term U.S. government and agency obligations	265,813	2,256,005
Change in unrealized appreciation/depreciation on investments	282,926	(103,308)
Increase (Decrease) in management fee payable	(946)	(1,219)
Net cash provided by (used in) operating activities	120,235	2,240,548
Cash flow from financing activities
Payment on shares redeemed		(2,433,926)
Net cash provided by (used in) financing activities		(2,433,926)
Net increase (decrease) in cash	120,235	(193,378)
Cash, beginning of period	49,723	240,086
Cash, end of period	169,958	46,708
ProShares Ultra Yen [Member]
Cash flow from operating activities
Net income (loss)	(122,212)	(1,149,755)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Net sale (purchase) of short-term U.S. government and agency obligations	1,195,318	1,468,886
Change in unrealized appreciation/depreciation on investments	(2,618)	(569,644)
Increase (Decrease) in management fee payable	(949)	(1,180)
Net cash provided by (used in) operating activities	1,069,539	(251,693)
Cash flow from financing activities
Proceeds from addition of shares		1,323,474
Payment on shares redeemed	(975,650)	(1,180,652)
Net cash provided by (used in) financing activities	(975,650)	142,822
Net increase (decrease) in cash	93,889	(108,871)
Cash, beginning of period	28,116	138,033
Cash, end of period	122,005	29,162
ProShares VIX Short-Term Futures ETF [Member]
Cash flow from operating activities
Net income (loss)	(182,298)	(100,548,706)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts	41,059,850	4,750,998
Net sale (purchase) of short-term U.S. government and agency obligations	95,425,468	13,834,840
Change in unrealized appreciation/depreciation on investments	9,819	1,732
Decrease (Increase) in receivable on futures contracts	2,650,305	(7,590,541)
Increase (Decrease) in management fee payable	(124,888)	12,187
Increase (Decrease) in payable on futures contracts		(31,540,181)
Net cash provided by (used in) operating activities	138,838,256	(121,079,671)
Cash flow from financing activities
Proceeds from addition of shares	163,742,094	423,439,517
Payment on shares redeemed	(304,586,016)	(302,978,467)
Net cash provided by (used in) financing activities	(140,843,922)	120,461,050
Net increase (decrease) in cash	(2,005,666)	(618,621)
Cash, beginning of period	4,333,752	2,989,958
Cash, end of period	2,328,086	2,371,337
ProShares VIX Mid-Term Futures ETF [Member]
Cash flow from operating activities
Net income (loss)	(8,999,736)	(19,325,003)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts	4,521,490	(6,282,900)
Net sale (purchase) of short-term U.S. government and agency obligations	8,317,241	2,148,865
Change in unrealized appreciation/depreciation on investments	106	1,300
Decrease (Increase) in receivable on futures contracts	(167,457)	(1,619,391)
Increase (Decrease) in management fee payable	(15,384)	6,745
Increase (Decrease) in payable on futures contracts		(1,890,675)
Net cash provided by (used in) operating activities	3,656,260	(26,961,059)
Cash flow from financing activities
Proceeds from addition of shares	40,985,669	131,215,643
Payment on shares redeemed	(42,828,453)	(104,691,318)
Net cash provided by (used in) financing activities	(1,842,784)	26,524,325
Net increase (decrease) in cash	1,813,476	(436,734)
Cash, beginning of period	1,906,397	2,063,715
Cash, end of period	3,719,873	1,626,981
ProShares Ultra VIX Short-Term Futures ETF [Member]
Cash flow from operating activities
Net income (loss)	(186,577,895)	(295,350,108)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts	22,380,250	(62,030,793)
Net sale (purchase) of short-term U.S. government and agency obligations	(105,442,076)	(100,070,302)
Change in unrealized appreciation/depreciation on investments	9,852	295,676
Decrease (Increase) in receivable on futures contracts	(11,373,242)	(30,450,046)
Increase (Decrease) in management fee payable	67,490	113,764
Increase (Decrease) in payable on futures contracts	(3,356,803)	(35,666,735)
Net cash provided by (used in) operating activities	(284,292,424)	(523,158,544)
Cash flow from financing activities
Proceeds from addition of shares	1,048,727,703	1,623,405,802
Payment on shares redeemed	(762,292,545)	(1,099,025,266)
Net cash provided by (used in) financing activities	286,435,158	524,380,536
Net increase (decrease) in cash	2,142,734	1,221,992
Cash, beginning of period	2,240,977	1,790,825
Cash, end of period	4,383,711	3,012,817
ProShares Short VIX Short-Term Futures ETF [Member]
Cash flow from operating activities
Net income (loss)	58,760,304	55,800,458
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts	(17,547,100)	4,007,197
Net sale (purchase) of short-term U.S. government and agency obligations	(121,630,637)	(8,621,966)
Change in unrealized appreciation/depreciation on investments	6,489	807
Decrease (Increase) in receivable on futures contracts	603,833	5,524,721
Increase (Decrease) in management fee payable	86,086	20,936
Increase (Decrease) in payable on futures contracts	5,914,427	5,707,549
Net cash provided by (used in) operating activities	(73,806,598)	62,439,702
Cash flow from financing activities
Proceeds from addition of shares	561,896,894	394,666,787
Payment on shares redeemed	(485,606,100)	(459,088,575)
Net cash provided by (used in) financing activities	76,290,794	(64,421,788)
Net increase (decrease) in cash	2,484,196	(1,982,086)
Cash, beginning of period	2,153,370	2,236,726
Cash, end of period	4,637,566	254,640
ProShares Trust II [Member]
Cash flow from operating activities
Net income (loss)	(129,794,970)	(730,212,090)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Decrease (Increase) in segregated cash balances with brokers for futures contracts	47,885,931	(56,966,986)
Net sale (purchase) of short-term U.S. government and agency obligations	243,283,831	153,464,071
Change in unrealized appreciation/depreciation on investments	18,875,435	9,106,367
Decrease (Increase) in receivable on futures contracts	(10,935,940)	(32,201,116)
Decrease (Increase) in receivable from Sponsor		5,373
Change in offering cost	(65,785)	64,027
Increase (Decrease) in management fee payable	(331,421)	(125,995)
Increase (Decrease) in payable on futures contracts	2,586,573	(66,462,723)
Increase (Decrease) in payable for offering costs	65,785	(123,000)
Net cash provided by (used in) operating activities	171,569,439	(723,452,072)
Cash flow from financing activities
Proceeds from addition of shares	3,117,489,880	4,840,185,597
Payment on shares redeemed	(3,282,670,391)	(4,116,802,198)
Net cash provided by (used in) financing activities	(165,180,511)	723,383,399
Net increase (decrease) in cash	6,388,928	(68,673)
Cash, beginning of period	23,390,732	19,959,356
Cash, end of period	$ 29,779,660	$ 19,890,683

XML

Significant Accounting Policies - Calculation of Funds' Final Net Asset Value for Creation and Redemption of Fund Shares (Parenthetical) (Detail)	9 Months Ended
	Sep. 30, 2014
ProShares UltraShort Bloomberg Commodity [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	2:30 p.m.
NAV Calculation Date	September 30
ProShares Ultra Bloomberg Commodity [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	2:30 p.m.
NAV Calculation Date	September 30
Prior To July Two Thousand Fourteen [Member] | ProShares UltraShort Bloomberg Commodity [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	3:00 p.m.
Prior To July Two Thousand Fourteen [Member] | ProShares Ultra Bloomberg Commodity [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	3:00 p.m.
July 31, 2014 [Member] | ProShares UltraShort Bloomberg Commodity [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	2:30 p.m.
NAV Calculation Date	July 31
July 31, 2014 [Member] | ProShares Ultra Bloomberg Commodity [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	2:30 p.m.
NAV Calculation Date	July 31

XML

Financial Highlights (Tables)

9 Months Ended

Sep. 30, 2014

Quarterly Financial Information Disclosure [Abstract]

Per Share Operating Performance

Selected data for a Share outstanding throughout the three months ended September 30, 2014:

For the Three Months Ended September 30, 2014 (unaudited)

Per Share Operating Performance	UltraShort Bloomberg Commodity			UltraShort Bloomberg Crude Oil			UltraShort Bloomberg Natural Gas			UltraShort Gold			UltraShort Silver			Short Euro			UltraShort Australian Dollar
Net asset value, at June 30, 2014	$	54.2430		$	24.6332		$	40.5583		$	83.9968		$	73.6642		$	35.6131		$	40.2542
Net investment income (loss)		(0.1422	)		(0.0654	)		(0.1378	)		(0.2023	)		(0.1862	)		(0.0864	)		(0.1020	)
Net realized and unrealized gain (loss)		15.0557			6.2237			5.8977			13.1335			33.6339			2.9991			5.7257
Change in net asset value from operations		14.9135			6.1583			5.7599			12.9312			33.4477			2.9127			5.6237
Net asset value, at September 30, 2014	$	69.1565		$	30.7915		$	46.3182		$	96.9280		$	107.1119		$	38.5258		$	45.8779
Market value per share, at June 30, 2014†	$	52.00		$	24.61		$	40.43		$	82.11		$	72.05		$	35.66		$	40.29
Market value per share, at September 30, 2014†	$	67.85		$	30.60		$	46.48		$	98.24		$	107.60		$	38.50		$	45.82
Total Return, at net asset value^		27.5	%		25.0	%		14.2	%		15.4	%		45.4	%		8.2	%		14.0	%
Total Return, at market value^		30.5	%		24.3	%		15.0	%		19.6	%		49.3	%		8.0	%		13.7	%
Ratios to Average Net Assets**
Expense ratio		(0.95	)%		(0.97	)%		(1.14	)%		(0.95	)%		(0.95	)%		(0.96	)%		(1.01	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.92	)%		(0.94	)%		(1.11	)%		(0.92	)%		(0.91	)%		(0.93	)%		(0.98	)%

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2014.

** Percentages are annualized.

For the Three Months Ended September 30, 2014 (unaudited)

Per Share Operating Performance	UltraShort Euro			UltraShort Yen			Ultra Bloomberg Commodity			Ultra Bloomberg Crude Oil			Ultra Bloomberg Natural Gas			Ultra Gold			Ultra Silver
Net asset value, at June 30, 2014	$	17.0603		$	64.8923		$	22.0290		$	39.1905		$	45.0351		$	48.3777		$	70.1043
Net investment income (loss)		(0.0419	)		(0.1581	)		(0.0447	)		(0.0778	)		(0.0923	)		(0.1051	)		(0.1442	)
Net realized and unrealized gain (loss)		2.9566			11.0143			(4.9560	)		(8.9949	)		(8.7309	)		(7.1796	)		(23.5528	)
Change in net asset value from operations		2.9147			10.8562			(5.0007	)		(9.0727	)		(8.8232	)		(7.2847	)		(23.6970	)
Net asset value, at September 30, 2014	$	19.9750		$	75.7485		$	17.0283		$	30.1178		$	36.2119		$	41.0930		$	46.4073
Market value per share, at June 30, 2014†	$	17.05		$	64.89		$	22.02		$	39.19		$	45.02		$	49.41		$	71.76
Market value per share, at September 30, 2014†	$	19.96		$	75.76		$	17.06		$	30.34		$	36.20		$	40.59		$	46.15
Total Return, at net asset value^		17.1	%		16.7	%		(22.7	)%		(23.2	)%		(19.6	)%		(15.1	)%		(33.8	)%
Total Return, at market value^		17.1	%		16.8	%		(22.5	)%		(22.6	)%		(19.6	)%		(17.9	)%		(35.7	)%
Ratios to Average Net Assets**
Expense ratio		(0.95	)%		(0.95	)%		(0.95	)%		(0.97	)%		(1.09	)%		(0.95	)%		(0.95	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.91	)%		(0.92	)%		(0.91	)%		(0.94	)%		(1.06	)%		(0.91	)%		(0.91	)%

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2014.

** Percentages are annualized.

For the Three Months Ended September 30, 2014 (unaudited)

Per Share Operating Performance	Ultra Australian Dollar			Ultra Euro			Ultra Yen			VIX Short-Term Futures ETF			VIX Mid-Term Futures ETF*			Ultra VIX Short Term Futures ETF			Short VIX Short Term Futures ETF
Net asset value, at June 30, 2014	$	35.9201		$	25.6654		$	19.9677		$	19.0084		$	61.7690		$	26.5520		$	88.4063
Net investment income (loss)		(0.0837	)		(0.0553	)		(0.0438	)		(0.0444	)		(0.1295	)		(0.1176	)		(0.3181	)
Net realized and unrealized gain (loss)		(4.6513	)		(3.8505	)		(2.9546	)		1.8571			2.3798			3.3319			(13.2748	)
Change in net asset value from operations		(4.7350	)		(3.9058	)		(2.9984	)		1.8127			2.2503			3.2143			(13.5929	)
Net asset value, at September 30, 2014	$	31.1851		$	21.7596		$	16.9693		$	20.8211		$	64.0193		$	29.7663		$	74.8134
Market value per share, at June 30, 2014†	$	35.65		$	25.80		$	20.07		$	19.03		$	61.88		$	26.62		$	88.27
Market value per share, at September 30, 2014†	$	30.99		$	21.72		$	17.06		$	20.78		$	63.88		$	29.63		$	74.94
Total Return, at net asset value^		(13.2	)%		(15.2	)%		(15.0	)%		9.5	%		3.6	%		12.1	%		(15.4	)%
Total Return, at market value^		(13.1	)%		(15.8	)%		(15.0	)%		9.2	%		3.2	%		11.3	%		(15.1	)%
Ratios to Average Net Assets**
Expense ratio		(0.99	)%		(0.95	)%		(0.95	)%		(0.94	)%		(0.88	)%		(1.82	)%		(1.54	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.85	)%		(0.85	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.95	)%		(0.91	)%		(0.92	)%		(0.92	)%		(0.85	)%		(1.80	)%		(1.52	)%

* See Note 9 of these Notes to Financial Statements.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2014.

** Percentages are annualized.

Selected data for a Share outstanding throughout the three months ended September 30, 2013:

For the Three Months Ended September 30, 2013 (unaudited)

Per Share Operating Performance	UltraShort Bloomberg Commodity			UltraShort Bloomberg Crude Oil			UltraShort Bloomberg Natural Gas			UltraShort Gold			UltraShort Silver			Short Euro			UltraShort Australian Dollar
Net asset value, at June 30, 2013	$	65.8903		$	36.3393		$	88.5724		$	114.0985		$	110.5972		$	37.9264		$	46.4112
Net investment income (loss)		(0.1408	)		(0.0691	)		(0.2504	)		(0.2074	)		(0.1902	)		(0.0886	)		(0.1140	)
Net realized and unrealized gain (loss)		(3.3059	)		(6.0060	)		3.3319			(25.7822	)		(33.8396	)		(1.4518	)		(2.7008	)
Change in net asset value from operations		(3.4467	)		(6.0751	)		3.0815			(25.9896	)		(34.0298	)		(1.5404	)		(2.8148	)
Net asset value, at September 30, 2013	$	62.4436		$	30.2642		$	91.6539		$	88.1089		$	76.5674		$	36.3860		$	43.5964
Market value per share, at June 30, 2013†	$	64.97		$	36.45		$	88.00		$	106.50		$	101.27		$	38.01		$	46.54
Market value per share, at September 30, 2013†	$	57.37		$	30.25		$	91.86		$	87.88		$	76.49		$	36.41		$	43.54
Total Return, at net asset value^		(5.2	)%		(16.7	)%		3.5	%		(22.8	)%		(30.8	)%		(4.1	)%		(6.1	)%
Total Return, at market value^		(11.7	)%		(17.0	)%		4.4	%		(17.5	)%		(24.5	)%		(4.2	)%		(6.4	)%
Ratios to Average Net Assets**
Expense ratio		(0.95	)%		(0.97	)%		(1.17	)%		(0.95	)%		(0.95	)%		(0.97	)%		(1.02	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.91	)%		(0.94	)%		(1.14	)%		(0.91	)%		(0.91	)%		(0.95	)%		(0.99	)%

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2013.

** Percentages are annualized.

For the Three Months Ended September 30, 2013 (unaudited)

Per Share Operating Performance	UltraShort Euro			UltraShort Yen			Ultra Bloomberg Commodity			Ultra Bloomberg Crude Oil			Ultra Bloomberg Natural Gas			Ultra Gold			Ultra Silver*
Net asset value, at June 30, 2013	$	19.2890		$	64.1071		$	19.2603		$	30.1614		$	36.0214		$	41.6758		$	62.9731
Net investment income (loss)		(0.0429	)		(0.1464	)		(0.0469	)		(0.0851	)		(0.0937	)		(0.1173	)		(0.1834	)
Net realized and unrealized gain (loss)		(1.5079	)		(1.7693	)		0.7443			4.6335			(3.6705	)		9.1902			17.4893
Change in net asset value from operations		(1.5508	)		(1.9157	)		0.6974			4.5484			(3.7642	)		9.0729			17.3059
Net asset value, at September 30, 2013	$	17.7382		$	62.1914		$	19.9577		$	34.7098		$	32.2572		$	50.7487		$	80.2790
Market value per share, at June 30, 2013†	$	19.29		$	64.08		$	18.96		$	30.11		$	36.26		$	44.63		$	68.00
Market value per share, at September 30, 2013†	$	17.75		$	62.23		$	19.92		$	34.73		$	32.18		$	50.86		$	80.20
Total Return, at net asset value^		(8.0	)%		(3.0	)%		3.6	%		15.1	%		(10.4	)%		21.8	%		27.5	%
Total Return, at market value^		(8.0	)%		(2.9	)%		5.1	%		15.3	%		(11.3	)%		14.0	%		17.9	%
Ratios to Average Net Assets**
Expense ratio		(0.95	)%		(0.95	)%		(0.95	)%		(0.96	)%		(1.11	)%		(0.95	)%		(0.95	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.92	)%		(0.92	)%		(0.91	)%		(0.93	)%		(1.08	)%		(0.91	)%		(0.91	)%

* See Note 1 of these Notes to Financial Statements.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2013.

** Percentages are annualized.

For the Three Months Ended September 30, 2013 (unaudited)

Per Share Operating Performance	Ultra Australian Dollar			Ultra Euro			Ultra Yen			VIX Short-Term Futures ETF			VIX Mid-Term Futures ETF+			Ultra VIX Short Term Futures ETF*			Short VIX Short Term Futures ETF*
Net asset value, at June 30, 2013	$	32.8323		$	23.4744		$	21.2199		$	55.9419		$	113.1502		$	287.9838		$	39.1314
Net investment income (loss)		(0.0804	)		(0.0556	)		(0.0490	)		(0.0874	)		(0.1983	)		(0.7102	)		(0.1909	)
Net realized and unrealized gain (loss)		1.5404			1.8323			0.3008			(16.3058	)		(20.2429	)		(149.1718	)		13.5673
Change in net asset value from operations		1.4600			1.7767			0.2518			(16.3932	)		(20.4412	)		(149.8820	)		13.3764
Net asset value, at September 30, 2013	$	34.2923		$	25.2511		$	21.4717		$	39.5487		$	92.7090		$	138.1018		$	52.5078
Market value per share, at June 30, 2013†	$	33.96		$	23.25		$	21.10		$	55.91		$	113.00		$	286.76		$	39.23
Market value per share, at September 30, 2013†	$	34.35		$	25.30		$	21.70		$	39.45		$	92.08		$	137.36		$	52.57
Total Return, at net asset value^		4.4	%		7.6	%		1.2	%		(29.3	)%		(18.1	)%		(52.0	)%		34.2	%
Total Return, at market value^		1.1	%		8.8	%		2.8	%		(29.4	)%		(18.5	)%		(52.1	)%		34.0	%
Ratios to Average Net Assets**
Expense ratio		(1.00	)%		(0.95	)%		(0.95	)%		(0.85	)%		(0.85	)%		(1.81	)%		(1.54	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.85	)%		(0.85	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.97	)%		(0.91	)%		(0.91	)%		(0.83	)%		(0.82	)%		(1.79	)%		(1.51	)%

* See Note 1 of these Notes to Financial Statements.

⁺  See Note 9 of these Notes to Financial Statements.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2013.

** Percentages are annualized.

Selected data for a Share outstanding throughout the nine months ended September 30, 2014:

For the Nine Months Ended September 30, 2014 (unaudited)

Per Share Operating Performance	UltraShort Bloomberg Commodity			UltraShort Bloomberg Crude Oil			UltraShort Bloomberg Natural Gas			UltraShort Gold			UltraShort Silver			Short Euro			UltraShort Australian Dollar
Net asset value, at December 31, 2013	$	63.2936		$	31.7301		$	69.9635		$	103.5180		$	89.7820		$	35.5867		$	46.6384
Net investment income (loss)		(0.3965	)		(0.1953	)		(0.3585	)		(0.5973	)		(0.5505	)		(0.2496	)		(0.3090	)
Net realized and unrealized gain (loss)#		6.2594			(0.7433	)		(23.2868	)		(5.9927	)		17.8804			3.1887			(0.4515	)
Change in net asset value from operations		5.8629			(0.9386	)		(23.6453	)		(6.5900	)		17.3299			2.9391			(0.7605	)
Net asset value, at September 30, 2014	$	69.1565		$	30.7915		$	46.3182		$	96.9280		$	107.1119		$	38.5258		$	45.8779
Market value per share, at December 31, 2013†	$	58.41		$	31.58		$	69.36		$	103.53		$	90.19		$	35.66		$	46.66
Market value per share, at September 30, 2014†	$	67.85		$	30.60		$	46.48		$	98.24		$	107.60		$	38.50		$	45.82
Total Return, at net asset value^		9.3	%		(3.0	)%		(33.8	)%		(6.4	)%		19.3	%		8.3	%		(1.6	)%
Total Return, at market value^		16.2	%		(3.1	)%		(33.0	)%		(5.1	)%		19.3	%		8.0	%		(1.8	)%
Ratios to Average Net Assets**
Expense ratio		(0.95	)%		(0.97	)%		(1.16	)%		(0.95	)%		(0.95	)%		(0.96	)%		(1.01	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.91	)%		(0.93	)%		(1.11	)%		(0.90	)%		(0.90	)%		(0.92	)%		(0.96	)%

# The amount shown for a share outstanding throughout the period may not accord with the change in aggregate gains and losses during the period because of timing of creation and redemption units in relation to fluctuating net asset value during the period.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2014.

** Percentages are annualized.

For the Nine Months Ended September 30, 2014 (unaudited)

Per Share Operating Performance	UltraShort Euro			UltraShort Yen			Ultra Bloomberg Commodity			Ultra Bloomberg Crude Oil			Ultra Bloomberg Natural Gas			Ultra Gold			Ultra Silver
Net asset value, at December 31, 2013	$	17.0613		$	70.8640		$	19.4317		$	32.0899		$	38.8383		$	41.2553		$	63.3305
Net investment income (loss)		(0.1173	)		(0.4498	)		(0.1409	)		(0.2302	)		(0.3216	)		(0.3155	)		(0.4388	)
Net realized and unrealized gain (loss)#		3.0310			5.3343			(2.2625	)		(1.7419	)		(2.3048	)		0.1532			(16.4844	)
Change in net asset value from operations		2.9137			4.8845			(2.4034	)		(1.9721	)		(2.6264	)		(0.1623	)		(16.9232	)
Net asset value, at September 30, 2014	$	19.9750		$	75.7485		$	17.0283		$	30.1178		$	36.2119		$	41.0930		$	46.4073
Market value per share, at December 31, 2013†	$	17.06		$	70.91		$	19.13		$	32.22		$	39.28		$	41.26		$	63.04
Market value per share, at September 30, 2014†	$	19.96		$	75.76		$	17.06		$	30.34		$	36.20		$	40.59		$	46.15
Total Return, at net asset value^		17.1	%		6.9	%		(12.4	)%		(6.1	)%		(6.8	)%		(0.4	)%		(26.7	)%
Total Return, at market value^		17.0	%		6.8	%		(10.8	)%		(5.8	)%		(7.8	)%		(1.6	)%		(26.8	)%
Ratios to Average Net Assets**
Expense ratio		(0.95	)%		(0.95	)%		(0.95	)%		(0.98	)%		(1.11	)%		(0.95	)%		(0.95	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.90	)%		(0.89	)%		(0.91	)%		(0.93	)%		(1.07	)%		(0.91	)%		(0.91	)%

# The amount shown for a share outstanding throughout the period may not accord with the change in aggregate gains and losses during the period because of timing of creation and redemption units in relation to fluctuating net asset value during the period.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2014.

** Percentages are annualized.

For the Nine Months Ended September 30, 2014 (unaudited)
Per Share Operating Performance	Ultra Australian Dollar			Ultra Euro			Ultra Yen			VIX Short-Term Futures ETF			VIX Mid-Term Futures ETF*			Ultra VIX Short Term Futures ETF			Short VIX Short Term Futures ETF
Net asset value, at December 31, 2013	$	31.6801		$	26.0346		$	18.6318		$	28.5387		$	77.1837		$	67.0841		$	67.4993
Net investment income (loss)		(0.2384	)		(0.1697	)		(0.1304	)		(0.1518	)		(0.4227	)		(0.4998	)		(0.7883	)
Net realized and unrealized gain (loss)#		(0.2566	)		(4.1053	)		(1.5321	)		(7.5658	)		(12.7417	)		(36.8180	)		8.1024
Change in net asset value from operations		(0.4950	)		(4.2750	)		(1.6625	)		(7.7176	)		(13.1644	)		(37.3178	)		7.3141
Net asset value, at September 30, 2014	$	31.1851		$	21.7596		$	16.9693		$	20.8211		$	64 .0193		$	29.7663		$	74.8134
Market value per share, at December 31, 2013†	$	31.61		$	25.98		$	18.61		$	28.53		$	77.16		$	67.12		$	67.47
Market value per share, at September 30, 2014†	$	30.99		$	21.72		$	17.06		$	20.78		$	63.88		$	29.63		$	74.94
Total Return, at net asset value^		(1.6	)%		(16.4	)%		(8.9	)%		(27.0	)%		(17.1	)%		(55.6	)%		10.8	%
Total Return, at market value^		(2.0	)%		(16.4	)%		(8.3	)%		(27.2	)%		(17.2	)%		(55.9	)%		11.1	%
Ratios to Average Net Assets**
Expense ratio		(0.99	)%		(0.95	)%		(0.95	)%		(0.87	)%		(0.86	)%		(1.78	)%		(1.51	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.85	)%		(0.85	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.94	)%		(0.90	)%		(0.90	)%		(0.83	)%		(0.82	)%		(1.75	)%		(1.47	)%

* See Note 9 of these Notes to Financial Statements.

# The amount shown for a share outstanding throughout the period may not accord with the change in aggregate gains and losses during the period because of timing of creation and redemption units in relation to fluctuating net asset value during the period.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2014.

** Percentages are annualized.

Selected data for a Share outstanding throughout the nine months ended September 30, 2013:

For the Nine Months Ended September 30, 2013 (unaudited)

Per Share Operating Performance	UltraShort Bloomberg Commodity			UltraShort Bloomberg Crude Oil			UltraShort Bloomberg Natural Gas			UltraShort Gold			UltraShort Silver			Short Euro			UltraShort Australian Dollar
Net asset value, at December 31, 2012	$	54.1021		$	40.3079		$	102.1402		$	63.8688		$	51.3951		$	37.6285		$	37.8081
Net investment income (loss)		(0.3875	)		(0.2262	)		(0.6806	)		(0.5395	)		(0.4408	)		(0.2593	)		(0.3257	)
Net realized and unrealized gain (loss)#		8.7290			(9.8175	)		(9.8057	)		24.7796			25.6131			(0.9832	)		6.1140
Change in net asset value from operations		8.3415			(10.0437	)		(10.4863	)		24.2401			25.1723			(1.2425	)		5.7883
Net asset value, at September 30, 2013	$	62.4436		$	30.2642		$	91.6539		$	88.1089		$	76.5674		$	36.3860		$	43.5964
Market value per share, at December 31, 2012†	$	51.64		$	40.44		$	101.64		$	62.60		$	50.07		$	37.64		$	37.74
Market value per share, at September 30, 2013†	$	57.37		$	30.25		$	91.86		$	87.88		$	76.49		$	36.41		$	43.54
Total Return, at net asset value^		15.4	%		(24.9	)%		(10.3	)%		38.0	%		49.0	%		(3.3	)%		15.3	%
Total Return, at market value^		11.1	%		(25.2	)%		(9.6	)%		40.4	%		52.8	%		(3.3	)%		15.4	%
Ratios to Average Net Assets**
Expense ratio		(0.95	)%		(0.98	)%		(1.20	)%		(0.95	)%		(0.95	)%		(0.96	)%		(1.03	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.89	)%		(0.93	)%		(1.15	)%		(0.90	)%		(0.89	)%		(0.93	)%		(0.99	)%

# The amount shown for a share outstanding throughout the period may not accord with the change in aggregate gains and losses during the period because of timing of creation and redemption units in relation to fluctuating net asset value during the period.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2013.

** Percentages are annualized.

For the Nine Months Ended September 30, 2013 (unaudited)

Per Share Operating Performance	UltraShort Euro			UltraShort Yen			Ultra Bloomberg Commodity			Ultra Bloomberg Crude Oil			Ultra Bloomberg Natural Gas			Ultra Gold			Ultra Silver*
Net asset value, at December 31, 2012	$	19.0172		$	50.7577		$	24.3875		$	29.3941		$	39.0490		$	83.7634		$	171.8906
Net investment income (loss)		(0.1275	)		(0.4164	)		(0.1487	)		(0.2120	)		(0.3134	)		(0.4298	)		(0.7216	)
Net realized and unrealized gain (loss)#		(1.1515	)		11.8501			(4.2811	)		5.5277			(6.4784	)		(32.5849	)		(90.8900	)
Change in net asset value from operations		(1.2790	)		11.4337			(4.4298	)		5.3157			(6.7918	)		(33.0147	)		(91.6116	)
Net asset value, at September 30, 2013	$	17.7382		$	62.1914		$	19.9577		$	34.7098		$	32.2572		$	50.7487		$	80.2790
Market value per share, at December 31, 2012†	$	19.01		$	50.77		$	23.93		$	29.32		$	39.24		$	85.34		$	176.40
Market value per share, at September 30, 2013†	$	17.75		$	62.23		$	19.92		$	34.73		$	32.18		$	50.86		$	80.20
Total Return, at net asset value^		(6.7	)%		22.5	%		(18.2	)%		18.1	%		(17.4	)%		(39.4	)%		(53.3	)%
Total Return, at market value^		(6.6	)%		22.6	%		(16.8	)%		18.5	%		(18.0	)%		(40.4	)%		(54.5	)%
Ratios to Average Net Assets**
Expense ratio		(0.95	)%		(0.95	)%		(0.95	)%		(0.97	)%		(1.13	)%		(0.95	)%		(0.95	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.90	)%		(0.90	)%		(0.90	)%		(0.91	)%		(1.08	)%		(0.88	)%		(0.88	)%

* See Note 1 of these Notes to Financial Statements.

# The amount shown for a share outstanding throughout the period may not accord with the change in aggregate gains and losses during the period because of timing of creation and redemption units in relation to fluctuating net asset value during the period.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2013.

** Percentages are annualized.

For the Nine Months Ended September 30, 2013 (unaudited)
Per Share Operating Performance	Ultra Australian Dollar			Ultra Euro			Ultra Yen			VIX Short-Term Futures ETF			VIX Mid-Term Futures ETF+			Ultra VIX Short Term Futures ETF*			Short VIX Short Term Futures ETF*
Net asset value, at December 31, 2012	$	41.4986		$	24.3499		$	28.1840		$	83.9374		$	138.8013		$	805.2711		$	33.0649
Net investment income (loss)		(0.2663	)		(0.1625	)		(0.1519	)		(0.3083	)		(0.6171	)		(3.1394	)		(0.5081	)
Net realized and unrealized gain (loss)		(6.9400	)		1.0637			(6.5604	)		(44.0804	)		(45.4752	)		(664.0299	)		19.9510
Change in net asset value from operations		(7.2063	)		0.9012			(6.7123	)		(44.3887	)		(46.0923	)		(667.1693	)		19.4429
Net asset value, at September 30, 2013	$	34.2923		$	25.2511		$	21.4717		$	39.5487		$	92.7090		$	138.1018		$	52.5078
Market value per share, at December 31, 2012†	$	41.45		$	24.32		$	28.28		$	85.05		$	136.88		$	836.00		$	32.73
Market value per share, at September 30, 2013†	$	34.35		$	25.30		$	21.70		$	39.45		$	92.08		$	137.36		$	52.57
Total Return, at net asset value^		(17.4	)%		3.7	%		(23.8	)%		(52.9	)%		(33.2	)%		(82.9	)%		58.8	%
Total Return, at market value^		(17.1	)%		4.0	%		(23.3	)%		(53.6	)%		(32.7	)%		(83.6	)%		60.6	%
Ratios to Average Net Assets**
Expense ratio		(0.99	)%		(0.95	)%		(0.95	)%		(0.85	)%		(0.85	)%		(1.84	)%		(1.54	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.85	)%		(0.85	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.95	)%		(0.90	)%		(0.89	)%		(0.81	)%		(0.81	)%		(1.82	)%		(1.50	)%

* See Note 1 of these Notes to Financial Statements.

⁺  See Note 9 of these Notes to Financial Statements.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2013.

** Percentages are annualized.

XML

Significant Accounting Policies - Valuation of Investments (Detail) (USD $)	9 Months Ended	12 Months Ended
	Sep. 30, 2014	Dec. 31, 2013
Significant Accounting Policies [Line Items]
Level III portfolio investments	$ 0	$ 0
ProShares UltraShort Bloomberg Commodity [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	3,573,324	3,426,225
ProShares UltraShort Bloomberg Crude Oil [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	190,615,791	244,018,950
ProShares UltraShort Bloomberg Natural Gas [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	14,243,795	19,317,013
ProShares UltraShort Gold [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	82,013,113	154,635,902
ProShares UltraShort Silver [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	59,675,899	112,612,409
ProShares Short Euro [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	15,538,853	7,868,825
ProShares UltraShort Australian Dollar [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	19,375,283	25,116,112
ProShares UltraShort Euro [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	478,553,400	424,098,652
ProShares UltraShort Yen [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	424,058,314	587,983,948
ProShares Ultra Bloomberg Commodity [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	3,299,271	2,831,766
ProShares Ultra Bloomberg Crude Oil [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	176,047,576	140,020,164
ProShares Ultra Bloomberg Natural Gas [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	63,381,398	55,264,472
ProShares Ultra Gold [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	112,948,602	134,053,416
ProShares Ultra Silver [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	357,002,306	465,361,896
ProShares Ultra Australian Dollar [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	2,512,832	2,598,219
ProShares Ultra Euro [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	2,008,086	2,556,825
ProShares Ultra Yen [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	1,576,547	2,769,247
ProShares VIX Short-Term Futures ETF [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	124,633,112	190,983,697
ProShares VIX Mid-Term Futures ETF [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	40,224,626	41,143,544
ProShares Ultra VIX Short-Term Futures ETF [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	263,617,798	85,523,576
ProShares Short VIX Short-Term Futures ETF [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	202,134,724	113,675,977
Total Trust [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	2,637,034,650	2,815,860,835
Level I - Quoted Prices [Member] | ProShares UltraShort Bloomberg Commodity [Member] | Short-Term U.S. Government and Agencies [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	3,221,933	3,453,890
Level I - Quoted Prices [Member] | ProShares UltraShort Bloomberg Commodity [Member] | VIX Futures Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level I - Quoted Prices [Member] | ProShares UltraShort Bloomberg Crude Oil [Member] | Short-Term U.S. Government and Agencies [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	182,780,326	247,584,623
Level I - Quoted Prices [Member] | ProShares UltraShort Bloomberg Crude Oil [Member] | VIX Futures Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	6,498,525	(1,232,773)
Level I - Quoted Prices [Member] | ProShares UltraShort Bloomberg Natural Gas [Member] | Short-Term U.S. Government and Agencies [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	16,113,481	18,274,713
Level I - Quoted Prices [Member] | ProShares UltraShort Bloomberg Natural Gas [Member] | VIX Futures Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	(1,869,686)	1,042,300
Level I - Quoted Prices [Member] | ProShares UltraShort Gold [Member] | Short-Term U.S. Government and Agencies [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	76,390,633	148,988,329
Level I - Quoted Prices [Member] | ProShares UltraShort Gold [Member] | VIX Futures Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	19,400	14,520
Level I - Quoted Prices [Member] | ProShares UltraShort Silver [Member] | Short-Term U.S. Government and Agencies [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	47,309,314	114,826,066
Level I - Quoted Prices [Member] | ProShares UltraShort Silver [Member] | VIX Futures Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	14,690	14,200
Level I - Quoted Prices [Member] | ProShares Short Euro [Member] | Short-Term U.S. Government and Agencies [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	15,108,184	7,902,056
Level I - Quoted Prices [Member] | ProShares Short Euro [Member] | VIX Futures Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	430,669	(33,231)
Level I - Quoted Prices [Member] | ProShares UltraShort Australian Dollar [Member] | Short-Term U.S. Government and Agencies [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	17,488,683	24,198,507
Level I - Quoted Prices [Member] | ProShares UltraShort Australian Dollar [Member] | VIX Futures Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	1,886,600	917,605
Level I - Quoted Prices [Member] | ProShares UltraShort Euro [Member] | Short-Term U.S. Government and Agencies [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	441,230,341	437,847,159
Level I - Quoted Prices [Member] | ProShares UltraShort Euro [Member] | VIX Futures Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level I - Quoted Prices [Member] | ProShares UltraShort Yen [Member] | Short-Term U.S. Government and Agencies [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	388,927,061	558,597,264
Level I - Quoted Prices [Member] | ProShares UltraShort Yen [Member] | VIX Futures Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level I - Quoted Prices [Member] | ProShares Ultra Bloomberg Commodity [Member] | Short-Term U.S. Government and Agencies [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	3,629,825	2,816,688
Level I - Quoted Prices [Member] | ProShares Ultra Bloomberg Commodity [Member] | VIX Futures Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level I - Quoted Prices [Member] | ProShares Ultra Bloomberg Crude Oil [Member] | Short-Term U.S. Government and Agencies [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	183,290,203	137,435,610
Level I - Quoted Prices [Member] | ProShares Ultra Bloomberg Crude Oil [Member] | VIX Futures Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	(6,067,155)	626,661
Level I - Quoted Prices [Member] | ProShares Ultra Bloomberg Natural Gas [Member] | Short-Term U.S. Government and Agencies [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	59,025,434	58,921,011
Level I - Quoted Prices [Member] | ProShares Ultra Bloomberg Natural Gas [Member] | VIX Futures Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	4,355,964	(3,656,539)
Level I - Quoted Prices [Member] | ProShares Ultra Gold [Member] | Short-Term U.S. Government and Agencies [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	121,093,621	140,880,950
Level I - Quoted Prices [Member] | ProShares Ultra Gold [Member] | VIX Futures Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	(19,400)	(14,560)
Level I - Quoted Prices [Member] | ProShares Ultra Silver [Member] | Short-Term U.S. Government and Agencies [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	448,624,453	467,868,976
Level I - Quoted Prices [Member] | ProShares Ultra Silver [Member] | VIX Futures Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	(29,380)	(14,200)
Level I - Quoted Prices [Member] | ProShares Ultra Australian Dollar [Member] | Short-Term U.S. Government and Agencies [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	2,833,943	2,716,439
Level I - Quoted Prices [Member] | ProShares Ultra Australian Dollar [Member] | VIX Futures Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	(321,111)	(118,220)
Level I - Quoted Prices [Member] | ProShares Ultra Euro [Member] | Short-Term U.S. Government and Agencies [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	2,189,947	2,455,863
Level I - Quoted Prices [Member] | ProShares Ultra Euro [Member] | VIX Futures Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level I - Quoted Prices [Member] | ProShares Ultra Yen [Member] | Short-Term U.S. Government and Agencies [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	1,732,967	2,928,556
Level I - Quoted Prices [Member] | ProShares Ultra Yen [Member] | VIX Futures Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level I - Quoted Prices [Member] | ProShares VIX Short-Term Futures ETF [Member] | Short-Term U.S. Government and Agencies [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	112,201,096	207,636,383
Level I - Quoted Prices [Member] | ProShares VIX Short-Term Futures ETF [Member] | VIX Futures Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	12,432,016	(16,652,686)
Level I - Quoted Prices [Member] | ProShares VIX Mid-Term Futures ETF [Member] | Short-Term U.S. Government and Agencies [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	37,722,886	46,040,233
Level I - Quoted Prices [Member] | ProShares VIX Mid-Term Futures ETF [Member] | VIX Futures Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	2,501,740	(4,896,689)
Level I - Quoted Prices [Member] | ProShares Ultra VIX Short-Term Futures ETF [Member] | Short-Term U.S. Government and Agencies [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	214,965,711	109,533,487
Level I - Quoted Prices [Member] | ProShares Ultra VIX Short-Term Futures ETF [Member] | VIX Futures Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	48,652,087	(24,009,911)
Level I - Quoted Prices [Member] | ProShares Short VIX Short-Term Futures ETF [Member] | Short-Term U.S. Government and Agencies [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	227,183,170	105,559,022
Level I - Quoted Prices [Member] | ProShares Short VIX Short-Term Futures ETF [Member] | VIX Futures Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	(25,048,446)	8,116,955
Level I - Quoted Prices [Member] | Total Trust [Member] | Short-Term U.S. Government and Agencies [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	2,603,063,212	2,846,465,825
Level I - Quoted Prices [Member] | Total Trust [Member] | VIX Futures Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	43,436,513	(39,896,568)
Level II - Other Significant Observable Inputs [Member] | ProShares UltraShort Bloomberg Commodity [Member] | Forward Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares UltraShort Bloomberg Commodity [Member] | Foreign Currency Forward Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares UltraShort Bloomberg Commodity [Member] | Swap Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	351,391	(27,665)
Level II - Other Significant Observable Inputs [Member] | ProShares UltraShort Bloomberg Crude Oil [Member] | Forward Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares UltraShort Bloomberg Crude Oil [Member] | Foreign Currency Forward Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares UltraShort Bloomberg Crude Oil [Member] | Swap Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	1,336,940	(2,332,900)
Level II - Other Significant Observable Inputs [Member] | ProShares UltraShort Bloomberg Natural Gas [Member] | Forward Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares UltraShort Bloomberg Natural Gas [Member] | Foreign Currency Forward Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares UltraShort Bloomberg Natural Gas [Member] | Swap Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares UltraShort Gold [Member] | Forward Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	5,603,080	5,633,053
Level II - Other Significant Observable Inputs [Member] | ProShares UltraShort Gold [Member] | Foreign Currency Forward Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares UltraShort Gold [Member] | Swap Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares UltraShort Silver [Member] | Forward Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	12,351,895	(2,227,857)
Level II - Other Significant Observable Inputs [Member] | ProShares UltraShort Silver [Member] | Foreign Currency Forward Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares UltraShort Silver [Member] | Swap Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Short Euro [Member] | Forward Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Short Euro [Member] | Foreign Currency Forward Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Short Euro [Member] | Swap Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares UltraShort Australian Dollar [Member] | Forward Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares UltraShort Australian Dollar [Member] | Foreign Currency Forward Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares UltraShort Australian Dollar [Member] | Swap Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares UltraShort Euro [Member] | Forward Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares UltraShort Euro [Member] | Foreign Currency Forward Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	37,323,059	(13,748,507)
Level II - Other Significant Observable Inputs [Member] | ProShares UltraShort Euro [Member] | Swap Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares UltraShort Yen [Member] | Forward Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares UltraShort Yen [Member] | Foreign Currency Forward Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	35,131,253	29,386,684
Level II - Other Significant Observable Inputs [Member] | ProShares UltraShort Yen [Member] | Swap Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra Bloomberg Commodity [Member] | Forward Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra Bloomberg Commodity [Member] | Foreign Currency Forward Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra Bloomberg Commodity [Member] | Swap Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	(330,554)	15,078
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra Bloomberg Crude Oil [Member] | Forward Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra Bloomberg Crude Oil [Member] | Foreign Currency Forward Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra Bloomberg Crude Oil [Member] | Swap Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	(1,175,472)	1,957,893
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra Bloomberg Natural Gas [Member] | Forward Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra Bloomberg Natural Gas [Member] | Foreign Currency Forward Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra Bloomberg Natural Gas [Member] | Swap Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra Gold [Member] | Forward Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	(8,125,619)	(6,812,974)
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra Gold [Member] | Foreign Currency Forward Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra Gold [Member] | Swap Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra Silver [Member] | Forward Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	(91,592,767)	(2,492,880)
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra Silver [Member] | Foreign Currency Forward Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra Silver [Member] | Swap Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra Australian Dollar [Member] | Forward Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra Australian Dollar [Member] | Foreign Currency Forward Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra Australian Dollar [Member] | Swap Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra Euro [Member] | Forward Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra Euro [Member] | Foreign Currency Forward Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	(181,861)	100,962
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra Euro [Member] | Swap Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra Yen [Member] | Forward Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra Yen [Member] | Foreign Currency Forward Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	(156,420)	(159,309)
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra Yen [Member] | Swap Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares VIX Short-Term Futures ETF [Member] | Forward Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares VIX Short-Term Futures ETF [Member] | Foreign Currency Forward Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares VIX Short-Term Futures ETF [Member] | Swap Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares VIX Mid-Term Futures ETF [Member] | Forward Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares VIX Mid-Term Futures ETF [Member] | Foreign Currency Forward Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares VIX Mid-Term Futures ETF [Member] | Swap Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra VIX Short-Term Futures ETF [Member] | Forward Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra VIX Short-Term Futures ETF [Member] | Foreign Currency Forward Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Ultra VIX Short-Term Futures ETF [Member] | Swap Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Short VIX Short-Term Futures ETF [Member] | Forward Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Short VIX Short-Term Futures ETF [Member] | Foreign Currency Forward Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | ProShares Short VIX Short-Term Futures ETF [Member] | Swap Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	0	0
Level II - Other Significant Observable Inputs [Member] | Total Trust [Member] | Forward Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	(81,763,411)	(5,900,658)
Level II - Other Significant Observable Inputs [Member] | Total Trust [Member] | Foreign Currency Forward Contracts [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	72,116,031	15,579,830
Level II - Other Significant Observable Inputs [Member] | Total Trust [Member] | Swap Agreements [Member]
Significant Accounting Policies [Line Items]
Investments, fair value disclosure	$ 182,305	$ (387,594)

XML

Schedule of Investments - Short-Term U.S. Government and Agency Obligations (Parenthetical) (Detail) (USD $)	9 Months Ended
	Sep. 30, 2014
ProShares UltraShort Bloomberg Commodity [Member]
Schedule of Investments [Line Items]
Short-term U.S. government and agency obligations percentage of shareholders' equity	78.00%
Total short-term U.S. government and agency obligations, cost	$ 3,221,884
ProShares UltraShort Bloomberg Commodity [Member] | U.S. Treasury Bills 0.037% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.037%	[1]
Debt instrument, maturity date	Oct. 23, 2014	[1]
ProShares UltraShort Bloomberg Commodity [Member] | U.S. Treasury Bills 0.036% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.036%	[1]
Debt instrument, maturity date	Nov. 13, 2014	[1]
ProShares UltraShort Bloomberg Commodity [Member] | U.S. Treasury Bills 0.028% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.028%
Debt instrument, maturity date	Dec. 04, 2014
ProShares UltraShort Bloomberg Commodity [Member] | U.S. Treasury Bills 0.015% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.015%	[1]
Debt instrument, maturity date	Dec. 11, 2014	[1]
ProShares UltraShort Bloomberg Crude Oil [Member]
Schedule of Investments [Line Items]
Short-term U.S. government and agency obligations percentage of shareholders' equity	93.00%
Total short-term U.S. government and agency obligations, cost	182,779,226
ProShares UltraShort Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.037% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.037%	[1]
Debt instrument, maturity date	Oct. 23, 2014	[1]
ProShares UltraShort Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.028% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.028%
Debt instrument, maturity date	Dec. 04, 2014
ProShares UltraShort Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.030% Due 11/06/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.03%
Debt instrument, maturity date	Nov. 06, 2014
ProShares UltraShort Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.024% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.024%
Debt instrument, maturity date	Nov. 13, 2014
ProShares UltraShort Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.027% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.027%	[1]
Debt instrument, maturity date	Nov. 20, 2014	[1]
ProShares UltraShort Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.026% Due 11/28/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.026%
Debt instrument, maturity date	Nov. 28, 2014
ProShares UltraShort Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.031% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.031%	[1]
Debt instrument, maturity date	Dec. 11, 2014	[1]
ProShares UltraShort Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.010% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.01%	[1]
Debt instrument, maturity date	Dec. 18, 2014	[1]
ProShares UltraShort Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.051% Due 01/08/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.051%	[1]
Debt instrument, maturity date	Jan. 08, 2015	[1]
ProShares UltraShort Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.016% Due 02/12/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.016%	[1]
Debt instrument, maturity date	Feb. 12, 2015	[1]
ProShares UltraShort Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.006% Due 02/29/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.006%	[1]
Debt instrument, maturity date	Feb. 19, 2015	[1]
ProShares UltraShort Bloomberg Natural Gas [Member]
Schedule of Investments [Line Items]
Short-term U.S. government and agency obligations percentage of shareholders' equity	82.00%
Total short-term U.S. government and agency obligations, cost	16,113,388
ProShares UltraShort Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.020% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.02%
Debt instrument, maturity date	Oct. 23, 2014
ProShares UltraShort Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.037% Due 11/06/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.037%
Debt instrument, maturity date	Nov. 06, 2014
ProShares UltraShort Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.022% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.022%
Debt instrument, maturity date	Nov. 13, 2014
ProShares UltraShort Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.045% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.045%
Debt instrument, maturity date	Nov. 20, 2014
ProShares UltraShort Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.013% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.013%
Debt instrument, maturity date	Dec. 11, 2014
ProShares UltraShort Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.014% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.014%
Debt instrument, maturity date	Feb. 19, 2015
ProShares UltraShort Gold [Member]
Schedule of Investments [Line Items]
Short-term U.S. government and agency obligations percentage of shareholders' equity	93.00%
Total short-term U.S. government and agency obligations, cost	76,390,490
ProShares UltraShort Gold [Member] | U.S. Treasury Bills 0.036% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.036%	[2]
Debt instrument, maturity date	Nov. 13, 2014	[2]
ProShares UltraShort Gold [Member] | U.S. Treasury Bills 0.028% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.028%	[2]
Debt instrument, maturity date	Dec. 04, 2014	[2]
ProShares UltraShort Gold [Member] | U.S. Treasury Bills 0.010% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.01%	[2]
Debt instrument, maturity date	Dec. 18, 2014	[2]
ProShares UltraShort Gold [Member] | U.S. Treasury Bills 0.051% Due 01/08/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.051%	[2]
Debt instrument, maturity date	Jan. 08, 2015	[2]
ProShares UltraShort Gold [Member] | U.S. Treasury Bills 0.003% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.003%
Debt instrument, maturity date	Oct. 23, 2014
ProShares UltraShort Gold [Member] | U.S. Treasury Bills 0.019% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.019%	[2]
Debt instrument, maturity date	Nov. 20, 2014	[2]
ProShares UltraShort Gold [Member] | U.S Treasury Bills 0.012% Due 11/28/2014 [Member]
Schedule of Investments [Line Items]
Interest rate	0.012%	[2]
Debt instrument, maturity date	Nov. 28, 2014	[2]
ProShares UltraShort Gold [Member] | U.S. Treasury Bills 0.017% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.017%	[2]
Debt instrument, maturity date	Feb. 19, 2015	[2]
ProShares UltraShort Gold [Member] | U.S. Treasury Bills 0.023% Due 03/05/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.023%
Debt instrument, maturity date	Mar. 05, 2015
ProShares UltraShort Silver [Member]
Schedule of Investments [Line Items]
Short-term U.S. government and agency obligations percentage of shareholders' equity	79.00%
Total short-term U.S. government and agency obligations, cost	47,308,329
ProShares UltraShort Silver [Member] | U.S. Treasury Bills 0.037% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.037%
Debt instrument, maturity date	Oct. 23, 2014
ProShares UltraShort Silver [Member] | U.S. Treasury Bills 0.028% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.028%	[2]
Debt instrument, maturity date	Dec. 04, 2014	[2]
ProShares UltraShort Silver [Member] | U.S. Treasury Bills 0.051% Due 01/08/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.051%	[2]
Debt instrument, maturity date	Jan. 08, 2015	[2]
ProShares UltraShort Silver [Member] | U.S. Treasury Bills 0.039% Due 11/06/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.039%
Debt instrument, maturity date	Nov. 06, 2014
ProShares UltraShort Silver [Member] | U.S. Treasury Bills 0.028% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.028%	[2]
Debt instrument, maturity date	Nov. 20, 2014	[2]
ProShares UltraShort Silver [Member] | U.S. Treasury Bills 0.027% Due 11/28/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.027%	[2]
Debt instrument, maturity date	Nov. 28, 2014	[2]
ProShares UltraShort Silver [Member] | U.S. Treasury Bills 0.025% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.025%	[2]
Debt instrument, maturity date	Dec. 11, 2014	[2]
ProShares UltraShort Silver [Member] | U.S. Treasury Bills 0.042% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.042%	[2]
Debt instrument, maturity date	Dec. 18, 2014	[2]
ProShares UltraShort Silver [Member] | U.S. Treasury Bills 0.028% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.028%	[2]
Debt instrument, maturity date	Feb. 19, 2015	[2]
ProShares Short Euro [Member]
Schedule of Investments [Line Items]
Short-term U.S. government and agency obligations percentage of shareholders' equity	87.00%
Total short-term U.S. government and agency obligations, cost	15,108,007
ProShares Short Euro [Member] | U.S. Treasury Bills 0.015% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.015%
Debt instrument, maturity date	Dec. 11, 2014
ProShares Short Euro [Member] | U.S. Treasury Bills 0.045% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.045%
Debt instrument, maturity date	Nov. 20, 2014
ProShares Short Euro [Member] | U.S. Treasury Bills 0.003% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.003%
Debt instrument, maturity date	Oct. 23, 2014
ProShares Short Euro [Member] | U.S. Treasury Bills 0.039% Due 11/06/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.039%
Debt instrument, maturity date	Nov. 06, 2014
ProShares Short Euro [Member] | U.S. Treasury Bills 0.028% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.028%
Debt instrument, maturity date	Feb. 19, 2015
ProShares Short Euro [Member] | U.S. Treasury Bills 0.031% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.031%
Debt instrument, maturity date	Nov. 13, 2014
ProShares UltraShort Australian Dollar [Member]
Schedule of Investments [Line Items]
Short-term U.S. government and agency obligations percentage of shareholders' equity	85.00%
Total short-term U.S. government and agency obligations, cost	17,489,224
ProShares UltraShort Australian Dollar [Member] | U.S. Treasury Bills 0.035% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.035%
Debt instrument, maturity date	Oct. 23, 2014
ProShares UltraShort Australian Dollar [Member] | U.S. Treasury Bills 0.026% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.026%
Debt instrument, maturity date	Nov. 13, 2014
ProShares UltraShort Australian Dollar [Member] | U.S. Treasury Bills 0.048% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.048%
Debt instrument, maturity date	Dec. 11, 2014
ProShares UltraShort Australian Dollar [Member] | U.S. Treasury Bills 0.011% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.011%
Debt instrument, maturity date	Feb. 19, 2015
ProShares UltraShort Euro [Member]
Schedule of Investments [Line Items]
Short-term U.S. government and agency obligations percentage of shareholders' equity	93.00%
Total short-term U.S. government and agency obligations, cost	441,228,657
ProShares UltraShort Euro [Member] | U.S. Treasury Bills 0.031% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.031%	[3]
Debt instrument, maturity date	Dec. 11, 2014	[3]
ProShares UltraShort Euro [Member] | U.S. Treasury Bills 0.029% Due 10/09/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.029%	[3]
Debt instrument, maturity date	Oct. 09, 2014	[3]
ProShares UltraShort Euro [Member] | U.S. Treasury Bills 0.031% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.031%	[3]
Debt instrument, maturity date	Oct. 23, 2014	[3]
ProShares UltraShort Euro [Member] | U.S. Treasury Bills 0.031% Due 11/06/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.031%	[3]
Debt instrument, maturity date	Nov. 06, 2014	[3]
ProShares UltraShort Euro [Member] | U.S. Treasury Bills 0.040% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.04%	[3]
Debt instrument, maturity date	Nov. 13, 2014	[3]
ProShares UltraShort Euro [Member] | U.S. Treasury Bills 0.021% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.021%
Debt instrument, maturity date	Dec. 04, 2014
ProShares UltraShort Euro [Member] | U.S. Treasury Bills 0.019% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.019%	[3]
Debt instrument, maturity date	Dec. 18, 2014	[3]
ProShares UltraShort Yen [Member]
Schedule of Investments [Line Items]
Short-term U.S. government and agency obligations percentage of shareholders' equity	89.00%
Total short-term U.S. government and agency obligations, cost	388,924,889
ProShares UltraShort Yen [Member] | U.S. Treasury Bills 0.028% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.028%
Debt instrument, maturity date	Dec. 04, 2014
ProShares UltraShort Yen [Member] | U.S. Treasury Bills 0.016% Due 02/12/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.016%	[3]
Debt instrument, maturity date	Feb. 12, 2015	[3]
ProShares UltraShort Yen [Member] | U.S. Treasury Bills 0.045% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.045%	[3]
Debt instrument, maturity date	Nov. 20, 2014	[3]
ProShares UltraShort Yen [Member] | U.S. Treasury Bills 0.029% Due 10/09/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.029%	[3]
Debt instrument, maturity date	Oct. 09, 2014	[3]
ProShares UltraShort Yen [Member] | U.S. Treasury Bills 0.005% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.005%
Debt instrument, maturity date	Oct. 23, 2014
ProShares UltraShort Yen [Member] | U.S. Treasury Bills 0.048% Due 11/06/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.048%
Debt instrument, maturity date	Nov. 06, 2014
ProShares UltraShort Yen [Member] | U.S. Treasury Bills 0.045% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.045%	[3]
Debt instrument, maturity date	Nov. 13, 2014	[3]
ProShares UltraShort Yen [Member] | U.S. Treasury Bills 0.030% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.03%	[3]
Debt instrument, maturity date	Dec. 11, 2014	[3]
ProShares UltraShort Yen [Member] | U.S. Treasury Bills 0.013% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.013%	[3]
Debt instrument, maturity date	Dec. 18, 2014	[3]
ProShares UltraShort Yen [Member] | U.S. Treasury Bills 0.027% Due 03/05/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.027%	[3]
Debt instrument, maturity date	Mar. 05, 2015	[3]
ProShares Ultra Bloomberg Commodity [Member]
Schedule of Investments [Line Items]
Short-term U.S. government and agency obligations percentage of shareholders' equity	107.00%
Total short-term U.S. government and agency obligations, cost	3,629,729
ProShares Ultra Bloomberg Commodity [Member] | U.S. Treasury Bills 0.036% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.036%	[1]
Debt instrument, maturity date	Nov. 13, 2014	[1]
ProShares Ultra Bloomberg Commodity [Member] | U.S. Treasury Bills 0.051% Due 01/08/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.051%	[1]
Debt instrument, maturity date	Jan. 08, 2015	[1]
ProShares Ultra Bloomberg Commodity [Member] | U.S. Treasury Bills 0.003% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.003%	[1]
Debt instrument, maturity date	Oct. 23, 2014	[1]
ProShares Ultra Bloomberg Commodity [Member] | U.S. Treasury Bills 0.028% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.028%
Debt instrument, maturity date	Feb. 19, 2015
ProShares Ultra Bloomberg Crude Oil [Member]
Schedule of Investments [Line Items]
Short-term U.S. government and agency obligations percentage of shareholders' equity	102.00%
Total short-term U.S. government and agency obligations, cost	183,289,538
ProShares Ultra Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.051% Due 01/08/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.051%	[1]
Debt instrument, maturity date	Jan. 08, 2015	[1]
ProShares Ultra Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.045% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.045%
Debt instrument, maturity date	Nov. 20, 2014
ProShares Ultra Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.025% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.025%	[1]
Debt instrument, maturity date	Dec. 11, 2014	[1]
ProShares Ultra Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.016% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.016%
Debt instrument, maturity date	Oct. 23, 2014
ProShares Ultra Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.027% Due 11/06/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.027%
Debt instrument, maturity date	Nov. 06, 2014
ProShares Ultra Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.023% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.023%
Debt instrument, maturity date	Nov. 13, 2014
ProShares Ultra Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.028% Due 11/28/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.028%
Debt instrument, maturity date	Nov. 28, 2014
ProShares Ultra Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.026% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.026%	[1]
Debt instrument, maturity date	Dec. 04, 2014	[1]
ProShares Ultra Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.025% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.025%	[1]
Debt instrument, maturity date	Dec. 18, 2014	[1]
ProShares Ultra Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.017% Due 01/29/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.017%
Debt instrument, maturity date	Jan. 29, 2015
ProShares Ultra Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.013% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.013%	[1]
Debt instrument, maturity date	Feb. 19, 2015	[1]
ProShares Ultra Bloomberg Natural Gas [Member]
Schedule of Investments [Line Items]
Short-term U.S. government and agency obligations percentage of shareholders' equity	85.00%
Total short-term U.S. government and agency obligations, cost	59,024,900
ProShares Ultra Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.028% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.028%
Debt instrument, maturity date	Dec. 04, 2014
ProShares Ultra Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.010% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.01%
Debt instrument, maturity date	Dec. 18, 2014
ProShares Ultra Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.051% Due 01/08/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.051%
Debt instrument, maturity date	Jan. 08, 2015
ProShares Ultra Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.020% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.02%
Debt instrument, maturity date	Oct. 23, 2014
ProShares Ultra Bloomberg Natural Gas [Member] | U.S Treasury Bills 0.012% Due 11/28/2014 [Member]
Schedule of Investments [Line Items]
Interest rate	0.012%
Debt instrument, maturity date	Nov. 28, 2014
ProShares Ultra Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.023% Due 03/05/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.023%
Debt instrument, maturity date	Mar. 05, 2015
ProShares Ultra Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.035% Due 11/06/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.035%
Debt instrument, maturity date	Nov. 06, 2014
ProShares Ultra Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.028% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.028%
Debt instrument, maturity date	Nov. 13, 2014
ProShares Ultra Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.006% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.006%
Debt instrument, maturity date	Nov. 20, 2014
ProShares Ultra Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.022% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.022%
Debt instrument, maturity date	Dec. 11, 2014
ProShares Ultra Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.011% Due 01/29/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.011%
Debt instrument, maturity date	Jan. 29, 2015
ProShares Ultra Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.015% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.015%
Debt instrument, maturity date	Feb. 19, 2015
ProShares Ultra Gold [Member]
Schedule of Investments [Line Items]
Short-term U.S. government and agency obligations percentage of shareholders' equity	107.00%
Total short-term U.S. government and agency obligations, cost	121,091,598
ProShares Ultra Gold [Member] | U.S. Treasury Bills 0.028% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.028%	[2]
Debt instrument, maturity date	Dec. 04, 2014	[2]
ProShares Ultra Gold [Member] | U.S. Treasury Bills 0.051% Due 01/08/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.051%	[2]
Debt instrument, maturity date	Jan. 08, 2015	[2]
ProShares Ultra Gold [Member] | U.S. Treasury Bills 0.027% Due 11/28/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.027%	[2]
Debt instrument, maturity date	Nov. 28, 2014	[2]
ProShares Ultra Gold [Member] | U.S. Treasury Bills 0.008% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.008%	[2]
Debt instrument, maturity date	Oct. 23, 2014	[2]
ProShares Ultra Gold [Member] | U.S. Treasury Bills 0.045% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.045%	[2]
Debt instrument, maturity date	Dec. 11, 2014	[2]
ProShares Ultra Gold [Member] | U.S. Treasury Bills 0.033% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.033%	[2]
Debt instrument, maturity date	Dec. 18, 2014	[2]
ProShares Ultra Gold [Member] | U.S. Treasury Bills 0.010% Due 01/29/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.01%	[2]
Debt instrument, maturity date	Jan. 29, 2015	[2]
ProShares Ultra Gold [Member] | U.S. Treasury Bills 0.007% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.007%	[2]
Debt instrument, maturity date	Feb. 19, 2015	[2]
ProShares Ultra Silver [Member]
Schedule of Investments [Line Items]
Short-term U.S. government and agency obligations percentage of shareholders' equity	126.00%
Total short-term U.S. government and agency obligations, cost	448,616,600
ProShares Ultra Silver [Member] | U.S. Treasury Bills 0.031% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.031%	[2]
Debt instrument, maturity date	Dec. 11, 2014	[2]
ProShares Ultra Silver [Member] | U.S. Treasury Bills 0.027% Due 11/28/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.027%	[2]
Debt instrument, maturity date	Nov. 28, 2014	[2]
ProShares Ultra Silver [Member] | U.S. Treasury Bills 0.031% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.031%	[2]
Debt instrument, maturity date	Nov. 13, 2014	[2]
ProShares Ultra Silver [Member] | U.S. Treasury Bills 0.011% Due 01/29/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.011%
Debt instrument, maturity date	Jan. 29, 2015
ProShares Ultra Silver [Member] | U.S. Treasury Bills 0.033% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.033%	[2]
Debt instrument, maturity date	Dec. 18, 2014	[2]
ProShares Ultra Silver [Member] | U.S. Treasury Bills 0.014% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.014%	[2]
Debt instrument, maturity date	Oct. 23, 2014	[2]
ProShares Ultra Silver [Member] | U.S. Treasury Bills 0.038% Due 11/06/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.038%	[2]
Debt instrument, maturity date	Jun. 11, 2014	[2]
ProShares Ultra Silver [Member] | U.S. Treasury Bills 0.035% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.035%	[2]
Debt instrument, maturity date	Dec. 04, 2014	[2]
ProShares Ultra Silver [Member] | U.S. Treasury Bills 0.026% Due 02/12/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.026%	[2]
Debt instrument, maturity date	Feb. 12, 2015	[2]
ProShares Ultra Silver [Member] | U.S. Treasury Bills 0.026% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.026%	[2]
Debt instrument, maturity date	Feb. 19, 2015	[2]
ProShares Ultra Silver [Member] | U.S. Treasury Bills 0.010% Due 03/05/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.01%
Debt instrument, maturity date	Mar. 05, 2015
ProShares Ultra Australian Dollar [Member]
Schedule of Investments [Line Items]
Short-term U.S. government and agency obligations percentage of shareholders' equity	91.00%
Total short-term U.S. government and agency obligations, cost	2,833,834
ProShares Ultra Australian Dollar [Member] | U.S. Treasury Bills 0.037% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.037%
Debt instrument, maturity date	Oct. 23, 2014
ProShares Ultra Australian Dollar [Member] | U.S. Treasury Bills 0.045% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.045%
Debt instrument, maturity date	Nov. 20, 2014
ProShares Ultra Euro [Member]
Schedule of Investments [Line Items]
Short-term U.S. government and agency obligations percentage of shareholders' equity	101.00%
Total short-term U.S. government and agency obligations, cost	2,189,902
ProShares Ultra Euro [Member] | U.S. Treasury Bills 0.037% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.037%	[3]
Debt instrument, maturity date	Oct. 23, 2014	[3]
ProShares Ultra Euro [Member] | U.S. Treasury Bills 0.036% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.036%	[3]
Debt instrument, maturity date	Nov. 13, 2014	[3]
ProShares Ultra Euro [Member] | U.S. Treasury Bills 0.028% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.028%
Debt instrument, maturity date	Dec. 04, 2014
ProShares Ultra Euro [Member] | U.S. Treasury Bills 0.026% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.026%
Debt instrument, maturity date	Dec. 18, 2014
ProShares Ultra Yen [Member]
Schedule of Investments [Line Items]
Short-term U.S. government and agency obligations percentage of shareholders' equity	102.00%
Total short-term U.S. government and agency obligations, cost	1,732,924
ProShares Ultra Yen [Member] | U.S. Treasury Bills 0.037% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.037%	[3]
Debt instrument, maturity date	Oct. 23, 2014	[3]
ProShares Ultra Yen [Member] | U.S. Treasury Bills 0.036% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.036%	[3]
Debt instrument, maturity date	Nov. 13, 2014	[3]
ProShares Ultra Yen [Member] | U.S. Treasury Bills 0.035% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.035%
Debt instrument, maturity date	Dec. 04, 2014
ProShares Ultra Yen [Member] | U.S. Treasury Bills 0.035% Due 11/28/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.035%
Debt instrument, maturity date	Nov. 28, 2014
ProShares VIX Short-Term Futures ETF [Member]
Schedule of Investments [Line Items]
Short-term U.S. government and agency obligations percentage of shareholders' equity	80.00%
Total short-term U.S. government and agency obligations, cost	112,202,851
ProShares VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.006% Due 02/29/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.006%
Debt instrument, maturity date	Feb. 19, 2015
ProShares VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.031% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.031%
Debt instrument, maturity date	Nov. 13, 2014
ProShares VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.006% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.006%
Debt instrument, maturity date	Nov. 20, 2014
ProShares VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.011% Due 01/29/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.011%
Debt instrument, maturity date	Jan. 29, 2015
ProShares VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.026% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.026%
Debt instrument, maturity date	Dec. 18, 2014
ProShares VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.029% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.029%
Debt instrument, maturity date	Oct. 23, 2014
ProShares VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.042% Due 11/06/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.042%
Debt instrument, maturity date	Nov. 06, 2014
ProShares VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.013% Due 11/28/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.013%
Debt instrument, maturity date	Nov. 28, 2014
ProShares VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.029% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.029%
Debt instrument, maturity date	Dec. 04, 2014
ProShares VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.012% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.012%
Debt instrument, maturity date	Dec. 11, 2014
ProShares VIX Short-Term Futures ETF [Member] | U.S Treasury Bills 0.033% Due 01/08/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.033%
Debt instrument, maturity date	Jan. 08, 2015
ProShares VIX Short-Term Futures ETF [Member] | 0.016% due 03/05/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.016%
Debt instrument, maturity date	Mar. 05, 2015
ProShares VIX Mid-Term Futures ETF [Member]
Schedule of Investments [Line Items]
Short-term U.S. government and agency obligations percentage of shareholders' equity	83.00%
Total short-term U.S. government and agency obligations, cost	37,722,027
ProShares VIX Mid-Term Futures ETF [Member] | U.S. Treasury Bills 0.010% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.01%
Debt instrument, maturity date	Dec. 18, 2014
ProShares VIX Mid-Term Futures ETF [Member] | U.S. Treasury Bills 0.045% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.045%
Debt instrument, maturity date	Nov. 20, 2014
ProShares VIX Mid-Term Futures ETF [Member] | U.S. Treasury Bills 0.029% Due 10/09/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.029%
Debt instrument, maturity date	Oct. 09, 2014
ProShares VIX Mid-Term Futures ETF [Member] | U.S. Treasury Bills 0.028% Due 11/28/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.028%
Debt instrument, maturity date	Nov. 28, 2014
ProShares VIX Mid-Term Futures ETF [Member] | U.S. Treasury Bills 0.028% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.028%
Debt instrument, maturity date	Nov. 13, 2014
ProShares VIX Mid-Term Futures ETF [Member] | U.S. Treasury Bills 0.035% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.035%
Debt instrument, maturity date	Dec. 04, 2014
ProShares VIX Mid-Term Futures ETF [Member] | U.S. Treasury Bills 0.036% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.036%
Debt instrument, maturity date	Oct. 23, 2014
ProShares VIX Mid-Term Futures ETF [Member] | U.S. Treasury Bills 0.028% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.028%
Debt instrument, maturity date	Dec. 11, 2014
ProShares VIX Mid-Term Futures ETF [Member] | U.S. Treasury Bills 0.002% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.002%
Debt instrument, maturity date	Feb. 19, 2015
ProShares VIX Mid-Term Futures ETF [Member] | U.S. Treasury Bills 0.037% Due 03/05/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.037%
Debt instrument, maturity date	Mar. 05, 2015
ProShares Ultra VIX Short-Term Futures ETF [Member]
Schedule of Investments [Line Items]
Short-term U.S. government and agency obligations percentage of shareholders' equity	83.00%
Total short-term U.S. government and agency obligations, cost	214,972,937
ProShares Ultra VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.019% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.019%
Debt instrument, maturity date	Nov. 20, 2014
ProShares Ultra VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.011% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.011%
Debt instrument, maturity date	Feb. 19, 2015
ProShares Ultra VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.048% Due 11/06/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.048%
Debt instrument, maturity date	Nov. 06, 2014
ProShares Ultra VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.014% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.014%
Debt instrument, maturity date	Oct. 23, 2014
ProShares Ultra VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.010% Due 03/05/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.01%
Debt instrument, maturity date	Mar. 05, 2015
ProShares Ultra VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.035% Due 11/28/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.035%
Debt instrument, maturity date	Nov. 28, 2014
ProShares Ultra VIX Short-Term Futures ETF [Member] | U.S Treasury Bills 0.033% Due 01/08/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.033%
Debt instrument, maturity date	Jan. 08, 2015
ProShares Ultra VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.020% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.02%
Debt instrument, maturity date	Nov. 13, 2014
ProShares Ultra VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.027% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.027%
Debt instrument, maturity date	Dec. 18, 2014
ProShares Ultra VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.014% Due 01/29/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.014%
Debt instrument, maturity date	Jan. 29, 2015
ProShares Short VIX Short-Term Futures ETF [Member]
Schedule of Investments [Line Items]
Short-term U.S. government and agency obligations percentage of shareholders' equity	73.00%
Total short-term U.S. government and agency obligations, cost	$ 227,185,312
ProShares Short VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.045% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.045%
Debt instrument, maturity date	Nov. 20, 2014
ProShares Short VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.017% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.017%
Debt instrument, maturity date	Feb. 19, 2015
ProShares Short VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.026% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.026%
Debt instrument, maturity date	Nov. 13, 2014
ProShares Short VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.030% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.03%
Debt instrument, maturity date	Dec. 11, 2014
ProShares Short VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.010% Due 01/29/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.01%
Debt instrument, maturity date	Jan. 29, 2015
ProShares Short VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.026% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.026%
Debt instrument, maturity date	Oct. 23, 2014
ProShares Short VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.025% Due 11/06/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.025%
Debt instrument, maturity date	Nov. 06, 2014
ProShares Short VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.020% Due 11/28/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.02%
Debt instrument, maturity date	Nov. 28, 2014
ProShares Short VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.024% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.024%
Debt instrument, maturity date	Dec. 04, 2014
ProShares Short VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.012% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Interest rate	0.012%
Debt instrument, maturity date	Dec. 18, 2014
ProShares Short VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.040% Due 01/08/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.04%
Debt instrument, maturity date	Jan. 08, 2015
ProShares Short VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.020% Due 03/05/15 [Member]
Schedule of Investments [Line Items]
Interest rate	0.02%
Debt instrument, maturity date	Mar. 05, 2015

[1] All or partial amount pledged as collateral for swap agreements.

[2] All or partial amount pledged as collateral for forward agreements.

[3] All or partial amount pledged as collateral for foreign currency forward contracts.

XML

Statement of Changes in Shareholders' Equity (Parenthetical)	9 Months Ended
	Sep. 30, 2014
ProShares UltraShort Bloomberg Crude Oil [Member]
Addition, shares	14,850,000
Redemption, shares	16,550,000
Net addition (redemption), shares	(1,700,000)
ProShares UltraShort Bloomberg Natural Gas [Member]
Addition, shares	2,400,000
Redemption, shares	2,300,000
Net addition (redemption), shares	100,000
ProShares UltraShort Gold [Member]
Addition, shares	450,000
Redemption, shares	950,000
Net addition (redemption), shares	(500,000)
ProShares UltraShort Silver [Member]
Addition, shares	800,000
Redemption, shares	1,500,000
Net addition (redemption), shares	(700,000)
ProShares Short Euro [Member]
Addition, shares	250,000
Redemption, shares	50,000
Net addition (redemption), shares	200,000
ProShares UltraShort Australian Dollar [Member]
Redemption, shares	150,000
ProShares UltraShort Euro [Member]
Addition, shares	2,550,000
Redemption, shares	3,400,000
Net addition (redemption), shares	(850,000)
ProShares UltraShort Yen [Member]
Addition, shares	1,350,000
Redemption, shares	3,900,000
Net addition (redemption), shares	(2,550,000)
ProShares Ultra Bloomberg Commodity [Member]
Addition, shares	50,000
ProShares Ultra Bloomberg Crude Oil [Member]
Addition, shares	10,400,000
Redemption, shares	8,900,000
Net addition (redemption), shares	1,500,000
ProShares Ultra Bloomberg Natural Gas [Member]
Addition, shares	2,050,000
Redemption, shares	1,750,000
Net addition (redemption), shares	300,000
ProShares Ultra Gold [Member]
Addition, shares	250,000
Redemption, shares	700,000
Net addition (redemption), shares	(450,000)
ProShares Ultra Silver [Member]
Addition, shares	2,087,500
Redemption, shares	1,740,974
Net addition (redemption), shares	346,526
ProShares Ultra Yen [Member]
Redemption, shares	50,000
ProShares VIX Short-Term Futures ETF [Member]
Addition, shares	7,350,000
Redemption, shares	10,100,000
Net addition (redemption), shares	(2,750,000)
ProShares VIX Mid-Term Futures ETF [Member]
Addition, shares	581,250
Redemption, shares	531,250
Net addition (redemption), shares	50,000
ProShares Ultra VIX Short-Term Futures ETF [Member]
Addition, shares	26,025,000
Redemption, shares	20,727,290
Net addition (redemption), shares	5,297,710
ProShares Short VIX Short-Term Futures ETF [Member]
Addition, shares	8,400,000
Redemption, shares	6,350,000
Net addition (redemption), shares	2,050,000
ProShares Trust II [Member]
Addition, shares	79,843,760
Redemption, shares	79,649,514
Net addition (redemption), shares	194,246

XML

Statements of Financial Condition (Parenthetical) (USD $)	Sep. 30, 2014	Dec. 31, 2013
ProShares UltraShort Bloomberg Commodity [Member]
Short-term U.S. government and agency obligations, cost	$ 3,221,884	$ 3,453,851
ProShares UltraShort Bloomberg Crude Oil [Member]
Short-term U.S. government and agency obligations, cost	182,779,226	247,573,678
ProShares UltraShort Bloomberg Natural Gas [Member]
Short-term U.S. government and agency obligations, cost	16,113,388	18,274,602
ProShares UltraShort Gold [Member]
Short-term U.S. government and agency obligations, cost	76,390,490	148,987,995
ProShares UltraShort Silver [Member]
Short-term U.S. government and agency obligations, cost	47,308,329	114,822,672
ProShares Short Euro [Member]
Short-term U.S. government and agency obligations, cost	15,108,007	7,901,405
ProShares UltraShort Australian Dollar [Member]
Short-term U.S. government and agency obligations, cost	17,489,224	24,197,046
ProShares UltraShort Euro [Member]
Short-term U.S. government and agency obligations, cost	441,228,657	437,821,545
ProShares UltraShort Yen [Member]
Short-term U.S. government and agency obligations, cost	388,924,889	558,563,134
ProShares Ultra Bloomberg Commodity [Member]
Short-term U.S. government and agency obligations, cost	3,629,729	2,816,627
ProShares Ultra Bloomberg Crude Oil [Member]
Short-term U.S. government and agency obligations, cost	183,289,538	137,423,179
ProShares Ultra Bloomberg Natural Gas [Member]
Short-term U.S. government and agency obligations, cost	59,024,900	58,918,095
ProShares Ultra Gold [Member]
Short-term U.S. government and agency obligations, cost	121,091,598	140,884,104
ProShares Ultra Silver [Member]
Short-term U.S. government and agency obligations, cost	448,616,600	467,849,038
ProShares Ultra Australian Dollar [Member]
Short-term U.S. government and agency obligations, cost	2,833,834	2,716,026
ProShares Ultra Euro [Member]
Short-term U.S. government and agency obligations, cost	2,189,902	2,455,715
ProShares Ultra Yen [Member]
Short-term U.S. government and agency obligations, cost	1,732,924	2,928,242
ProShares VIX Short-Term Futures ETF [Member]
Short-term U.S. government and agency obligations, cost	112,202,851	207,628,319
ProShares VIX Mid-Term Futures ETF [Member]
Short-term U.S. government and agency obligations, cost	37,722,027	46,039,268
ProShares Ultra VIX Short-Term Futures ETF [Member]
Short-term U.S. government and agency obligations, cost	214,972,937	109,530,861
ProShares Short VIX Short-Term Futures ETF [Member]
Short-term U.S. government and agency obligations, cost	227,185,312	105,554,675
ProShares Trust II [Member]
Short-term U.S. government and agency obligations, cost	$ 2,603,056,246	$ 2,846,340,077

XML

Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2014

Accounting Policies [Abstract]

Use of Estimates and Indemnifications

Use of Estimates & Indemnifications

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in these financial statements. Actual results could differ from those estimates.

In the normal course of business, the Trust enters into contracts that contain a variety of representations which provide general indemnifications. The Trust’s maximum exposure under these arrangements cannot be known; however, the Trust expects any risk of loss to be remote.

Basis of Presentation

Basis of Presentation

Pursuant to rules and regulations of the SEC, financial statements are presented for the Trust as a whole, as the SEC registrant, and for each Fund individually. The debts, liabilities, obligations and expenses incurred, contracted for or otherwise existing with respect to a particular Fund shall be enforceable only against the assets of such Fund and not against the assets of the Trust generally or any other Fund. Accordingly, the assets of one Fund of the Trust include only those funds and other assets that are paid to, held by or distributed to the Trust for the purchase of Shares in that Fund.

In June 2013, the FASB issued Accounting Standard Update No. 2013-08, “Financial Services – Investment Companies (“Topic 946”): Amendments to the Scope, Measurement and Disclosure Requirements” (“ASU 2013-08”). ASU 2013-08 clarifies the characteristics of an investment company and provides comprehensive guidance for assessing whether an entity is an investment company and for the measurement of non-controlling ownership interests in other investment companies. The Trust and each Fund meet the requirements to be classified as an investment company and follow the accounting and reporting guidance in FASB Topic 946.

Statement of Cash Flows

Statement of Cash Flows

The cash amount shown in the Statements of Cash Flows is the amount reported as cash in the Statement of Financial Condition dated September 30, 2014, and represents non-segregated cash with the custodian and does not include short-term investments.

Final Net Asset Value for Fiscal Period

Final Net Asset Value for Fiscal Period

The times of the calculation of the Leveraged Funds’, the Short Euro Fund’s, the Geared VIX Funds’ and the Matching VIX Funds’ final net asset value for creation and redemption of fund Shares for the nine months ended September 30, 2014 were as follows. All times are Eastern Standard Time:

	NAV Calculation Time			NAV Calculation Date
UltraShort Silver, Ultra Silver		7:00 a.m.			September 30
UltraShort Gold, Ultra Gold		10:00 a.m.			September 30
UltraShort Bloomberg Crude Oil, Ultra Bloomberg Crude Oil		2:30 p.m.			September 30
UltraShort Bloomberg Natural Gas, Ultra Bloomberg Natural Gas		2:30 p.m.			September 30
UltraShort Bloomberg Commodity, Ultra Bloomberg Commodity		2:30 p.m.	*		September 30
UltraShort Australian Dollar, Ultra Australian Dollar		4:00 p.m.			September 30
Short Euro, UltraShort Euro, Ultra Euro		4:00 p.m.			September 30
UltraShort Yen, Ultra Yen		4:00 p.m.			September 30
VIX Short-Term Futures ETF, Ultra VIX Short-Term Futures ETF, Short VIX Short-Term Futures ETF		4:15 p.m.			September 30
VIX Mid-Term Futures ETF		4:15 p.m.			September 30

* On July 31, 2014, the NAV Calculation Time for ProShares UltraShort Bloomberg Commodity and ProShares Ultra Bloomberg Commodity was changed from 3:00 p.m. to 2:30 p.m.

Although the Leveraged Funds’, the Short Euro Fund’s, the Geared VIX Funds’ and the Matching VIX Funds’ Shares may continue to trade on secondary markets subsequent to the calculation of the final NAV, these times represent the final opportunity to transact in creation or redemption units for the nine months ended September 30, 2014.

Market value per Share is determined at the close of the NYSE Arca and may be later than when the Funds’ NAV per Share is calculated.

For financial reporting purposes, the Leveraged Funds, the Short Euro Fund, and the VIX Funds value transactions based upon the final closing price in their primary markets. Accordingly, the investment valuations in these financial statements may differ from those used in the calculation of certain Leveraged Funds’, the Short Euro Fund’s and VIX Funds’ final creation/redemption NAV for the three and nine months ended September 30, 2014.

Investment Valuation

Investment Valuation

Short-term investments are valued at amortized cost which approximates fair value for daily NAV purposes. For financial reporting purposes, short-term investments are valued at their market price using information provided by a third-party pricing service or market quotations. In each of these situations, valuations are typically categorized as Level I in the fair value hierarchy.

Derivatives (e.g., futures contracts, swap agreements, forward agreements and foreign currency forward contracts) are generally valued using independent sources and/or agreements with counterparties or other procedures as determined by the Sponsor. Futures contracts, except for those entered into by the Gold, Silver, Australian Dollar and Short Euro Funds, are generally valued at the last settled price on the applicable exchange on which that future trades. Futures contracts entered into by the Gold, Silver, Australian Dollar and Short Euro Funds are valued at the last sales price prior to the time at which the NAV per Share of a Fund is determined. For financial reporting purposes, all futures contracts are valued at the last settled price. Futures contracts valuations are typically categorized as Level I in the fair value hierarchy. Swap agreements, forward agreements and foreign currency forward contracts valuations are typically categorized as Level II in the fair value hierarchy. If there was no sale on that day, and for non-exchange-traded derivatives, the Sponsor may in its sole discretion choose to determine a fair value price as the basis for determining the market value of such position for such day. Such fair value prices would be generally determined based on available inputs about the current value of the underlying financial instrument or commodity and would be based on principles that the Sponsor deems fair and equitable so long as such principles are consistent with normal industry standards. When market closing prices are not available, the Sponsor may fair value an asset of a Fund pursuant to the policies the Sponsor has adopted, which are consistent with normal industry standards. Depending on the source and relevant significance of valuation inputs, these instruments may be classified as Level II or Level III in the fair value hierarchy.

Fair value pricing may require subjective determinations about the value of an investment. While the Leveraged Funds’, the Short Euro Fund’s and the VIX Funds’ policies are intended to result in a calculation of a Leveraged Fund’s, the Short Euro Fund’s or a VIX Fund’s NAV that fairly reflects investment values as of the time of pricing, a Leveraged Fund, the Short Euro Fund or a VIX Fund cannot ensure that fair values determined by the Sponsor or persons acting at their direction would accurately reflect the price that a Fund could obtain for an investment if it were to dispose of that investment as of the time of pricing (for instance, in a forced or distressed sale). The prices used by a Leveraged Fund, the Short Euro Fund or a VIX Fund may differ from the value that would be realized if the investments were sold and the differences could be material to the financial statements.

Fair Value of Financial Instruments

Fair Value of Financial Instruments

The Funds disclose the fair value of their investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The disclosure requirements establish a fair value hierarchy that distinguishes between: (1) market participant assumptions developed based on market data obtained from sources independent of the Funds (observable inputs); and (2) the Funds’ own assumptions about market participant assumptions developed based on the best information available under the circumstances (unobservable inputs). The three levels defined by the disclosure requirements hierarchy are as follows:

Level I – Quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date.

Level II – Inputs other than quoted prices included within Level I that are observable for the asset or liability, either directly or indirectly. Level II assets include the following: quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability, and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market-corroborated inputs).

Level III – Unobservable pricing input at the measurement date for the asset or liability. Unobservable inputs shall be used to measure fair value to the extent that observable inputs are not available.

In some instances, the inputs used to measure fair value might fall in different levels of the fair value hierarchy. The level in the fair value hierarchy within which the fair value measurement in its entirety falls is determined based on the lowest input level that is significant to the fair value measurement in its entirety.

Fair value measurements also require additional disclosure when the volume and level of activity for the asset or liability have significantly decreased, as well as when circumstances indicate that a transaction is not orderly.

The following table summarizes the valuation of investments at September 30, 2014 using the fair value hierarchy:

	Level I – Quoted Prices					Level II – Other Significant Observable Inputs
	Short-Term U.S. Government and Agencies		Futures Contracts*			Forward Agreements			Foreign Currency Forward Contracts			Swap Agreements			Total
UltraShort Bloomberg Commodity	$	3,221,933	$	—		$	—		$	—		$	351,391		$	3,573,324
UltraShort Bloomberg Crude Oil		182,780,326		6,498,525			—			—			1,336,940			190,615,791
UltraShort Bloomberg Natural Gas		16,113,481		(1,869,686	)		—			—			—			14,243,795
UltraShort Gold		76,390,633		19,400			5,603,080			—			—			82,013,113
UltraShort Silver		47,309,314		14,690			12,351,895			—			—			59,675,899
Short Euro		15,108,184		430,669			—			—			—			15,538,853
UltraShort Australian Dollar		17,488,683		1,886,600			—			—			—			19,375,283
UltraShort Euro		441,230,341		—			—			37,323,059			—			478,553,400
UltraShort Yen		388,927,061		—			—			35,131,253			—			424,058,314
Ultra Bloomberg Commodity		3,629,825		—			—			—			(330,554	)		3,299,271
Ultra Bloomberg Crude Oil		183,290,203		(6,067,155	)		—			—			(1,175,472	)		176,047,576
Ultra Bloomberg Natural Gas		59,025,434		4,355,964			—			—			—			63,381,398
Ultra Gold		121,093,621		(19,400	)		(8,125,619	)		—			—			112,948,602
Ultra Silver		448,624,453		(29,380	)		(91,592,767	)		—			—			357,002,306
Ultra Australian Dollar		2,833,943		(321,111	)		—			—			—			2,512,832
Ultra Euro		2,189,947		—			—			(181,861	)		—			2,008,086
Ultra Yen		1,732,967		—			—			(156,420	)		—			1,576,547
VIX Short-Term Futures ETF		112,201,096		12,432,016			—			—			—			124,633,112
VIX Mid-Term Futures ETF		37,722,886		2,501,740			—			—			—			40,224,626
Ultra VIX Short-Term Futures ETF		214,965,711		48,652,087			—			—			—			263,617,798
Short VIX Short-Term Futures ETF		227,183,170		(25,048,446	)		—			—			—			202,134,724
Total Trust	$	2,603,063,212	$	43,436,513		$	(81,763,411	)	$	72,116,031		$	182,305		$	2,637,034,650

* Includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Only current day’s variation margin is reported within the Statements of Financial Condition in receivable/payable on open futures.

At September 30, 2014, there were no Level III portfolio investments for which significant unobservable inputs were used to determine fair value.

The inputs or methodology used for valuing investments are not necessarily an indication of the risk associated with investing in those securities.

The following table summarizes the valuation of investments at December 31, 2013 using the fair value hierarchy:

	Level I – Quoted Prices					Level II – Other Significant Observable Inputs
	Short-Term U.S. Government and Agencies		Futures Contracts*			Forward Agreements			Foreign Currency Forward Contracts			Swap Agreements			Total
UltraShort Bloomberg Commodity	$	3,453,890	$	—		$	—		$	—		$	(27,665	)	$	3,426,225
UltraShort Bloomberg Crude Oil		247,584,623		(1,232,773	)		—			—			(2,332,900	)		244,018,950
UltraShort Bloomberg Natural Gas		18,274,713		1,042,300			—			—			—			19,317,013
UltraShort Gold		148,988,329		14,520			5,633,053			—			—			154,635,902
UltraShort Silver		114,826,066		14,200			(2,227,857	)		—			—			112,612,409
Short Euro		7,902,056		(33,231	)		—			—			—			7,868,825
UltraShort Australian Dollar		24,198,507		917,605			—			—			—			25,116,112
UltraShort Euro		437,847,159		—			—			(13,748,507	)		—			424,098,652
UltraShort Yen		558,597,264		—			—			29,386,684			—			587,983,948
Ultra Bloomberg Commodity		2,816,688		—			—			—			15,078			2,831,766
Ultra Bloomberg Crude Oil		137,435,610		626,661			—			—			1,957,893			140,020,164
Ultra Bloomberg Natural Gas		58,921,011		(3,656,539	)		—			—			—			55,264,472
Ultra Gold		140,880,950		(14,560	)		(6,812,974	)		—			—			134,053,416
Ultra Silver		467,868,976		(14,200	)		(2,492,880	)		—			—			465,361,896
Ultra Australian Dollar		2,716,439		(118,220	)		—			—			—			2,598,219
Ultra Euro		2,455,863		—			—			100,962			—			2,556,825
Ultra Yen		2,928,556		—			—			(159,309	)		—			2,769,247
VIX Short-Term Futures ETF		207,636,383		(16,652,686	)		—			—			—			190,983,697
VIX Mid-Term Futures ETF		46,040,233		(4,896,689	)		—			—			—			41,143,544
Ultra VIX Short-Term Futures ETF		109,533,487		(24,009,911	)		—			—			—			85,523,576
Short VIX Short-Term Futures ETF		105,559,022		8,116,955			—			—			—			113,675,977
Total Trust	$	2,846,465,825	$	(39,896,568	)	$	(5,900,658	)	$	15,579,830		$	(387,594	)	$	2,815,860,835

* Includes cumulative appreciation/depreciation of futures contracts as reported in the Schedules of Investments as presented in the Form 10-K for the year ended December 31, 2013. Only current day’s variation margin is reported within the Statements of Financial Condition as presented in the Form 10-K for the year ended December 31, 2013 in receivable/payable on open futures.

At December 31, 2013, there were no Level III portfolio investments for which significant unobservable inputs were used to determine fair value.

The inputs or methodology used for valuing investments are not necessarily an indication of the risk associated with investing in those securities.

Investment Transactions and Related Income

Investment Transactions and Related Income

Investment transactions are recorded on the trade date. All such transactions are recorded on the identified cost basis and marked to market daily. Unrealized appreciation/depreciation on open contracts are reflected in the Statements of Financial Condition and changes in the unrealized appreciation/depreciation between periods are reflected in the Statements of Operations. Discounts on short-term securities purchased are amortized and reflected as Interest Income in the Statements of Operations.

Brokerage Commissions and Fees

Brokerage Commissions and Fees

Each Fund pays or will pay its respective brokerage commissions, including applicable exchange fees, National Futures Association (“NFA”) fees, give-up fees, pit brokerage fees and other transaction related fees and expenses charged in connection with trading activities for each Fund’s investment in U.S. Commodity Futures Trading Commission (“CFTC”) regulated investments. The effects of trading spreads, financing costs/fees associated with Financial Instruments, and costs relating to the purchase of U.S. Treasury securities or similar high credit quality short-term fixed-income or similar securities would also be borne by the Funds. Brokerage commissions on futures contracts are recognized on a half-turn basis (e.g., the first half is recognized when the contract is purchased (opened) and the second half is recognized when the transaction is closed). For the three and nine months periods ended September 30, 2013 and the period from January 1, 2014 through July 30, 2014, the Sponsor paid brokerage commissions on VIX futures contracts for the Matching VIX Funds. On July 31, 2014, the Sponsor began paying, and is currently paying, brokerage commissions on VIX futures contracts for the Matching VIX Funds that exceed variable create/redeem fees collected by more than 0.02% of the Matching VIX Fund’s average net assets annually.

Federal Income Tax

Federal Income Tax

Each Fund is registered as a series of a Delaware statutory trust and is treated as a partnership for U.S. federal income tax purposes. Accordingly, no Fund expects to incur U.S. federal income tax liability; rather, each beneficial owner of a Fund’s Shares is required to take into account its allocable share of its Fund’s income, gain, loss, deductions and other items for its Fund’s taxable year ending with or within the beneficial owner’s taxable year.

Management of the Funds has reviewed all open tax years and major jurisdictions (i.e., the last four tax year ends and the interim tax period since then, as applicable) and concluded that there is no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns. The Funds are also not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. On an ongoing basis, management will monitor its tax positions taken under the interpretation to determine if adjustments to conclusions are necessary based on factors including, but not limited to, on-going analysis of tax law, regulation, and interpretations thereof.

XML

Document and Entity Information	9 Months Ended
	Sep. 30, 2014
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2014
Document Fiscal Year Focus	2014
Document Fiscal Period Focus	Q3
Entity Registrant Name	PROSHARES TRUST II
Entity Central Index Key	0001415311
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding	77,632,845

XML

Organization (Tables)

9 Months Ended

Sep. 30, 2014

Accounting Policies [Abstract]

Schedule of Share Splits and Reverse Share Splits

The table below includes Share splits and reverse Share splits for the Funds during the nine months ended September 30, 2014 and year ended December 31, 2013. The ticker symbols for these Funds did not change and each Fund continues to trade on the NYSE Arca.

Fund	Execution Date (Prior to Opening of Trading)	Type of Split	Date Trading Resumed at Post- Split Price
ProShares UltraShort Bloomberg Natural Gas	June 10, 2013	1-for-4 reverse Share split	June 10, 2013
ProShares Ultra Silver	January 21, 2014	1-for-4 reverse Share split	January 24, 2014
ProShares VIX Short-Term Futures ETF	June 10, 2013	1-for-5 reverse Share split	June 10, 2013
ProShares Ultra VIX Short-Term Futures ETF	June 10, 2013	1-for-10 reverse Share split	June 10, 2013
ProShares Ultra VIX Short-Term Futures ETF	January 21, 2014	1-for-4 reverse Share split	January 24, 2014
ProShares Short VIX Short-Term Futures ETF	January 21, 2014	2-for-1 Share split	January 24, 2014

XML

Statements of Operations (USD $)	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
ProShares UltraShort Bloomberg Commodity [Member]
Investment Income
Interest	$ 295	$ 416	$ 947	$ 1,651
Expenses
Management fee	8,827	8,866	24,737	24,901
Total expenses	8,827	8,866	24,737	24,901
Net investment income (loss)	(8,532)	(8,450)	(23,790)	(23,250)
Net realized gain (loss) on
Swap agreements	502,112	13,664	(3,522)	472,331
Short-term U.S. government and agency obligations	3	22	3	24
Net realized gain (loss)	502,115	13,686	(3,519)	472,355
Change in net unrealized appreciation/depreciation on
Swap agreements	401,110	(212,120)	379,056	51,626
Short-term U.S. government and agency obligations	75	91	10	(268)
Change in net unrealized appreciation/depreciation	401,185	(212,029)	379,066	51,358
Net realized and unrealized gain (loss)	903,300	(198,343)	375,547	523,713
Net income (loss)	894,768	(206,793)	351,757	500,463
Net income (loss) per weighted-average share	$ 14.91	$ (3.45)	$ 5.86	$ 8.34
Weighted-average shares outstanding	59,997	59,997	59,997	59,997
ProShares UltraShort Bloomberg Crude Oil [Member]
Investment Income
Interest	24,612	34,116	100,900	82,626
Expenses
Management fee	648,492	1,047,511	2,113,748	1,830,070
Brokerage commissions	15,423	23,477	55,085	49,006
Total expenses	663,915	1,070,988	2,168,833	1,879,076
Net investment income (loss)	(639,303)	(1,036,872)	(2,067,933)	(1,796,450)
Net realized gain (loss) on
Futures contracts	18,002,176	(25,209,929)	(5,265,003)	(28,442,320)
Swap agreements	24,547,568	(60,974,182)	3,969,738	(62,841,295)
Short-term U.S. government and agency obligations	6,685	3,458	17,002	11,757
Net realized gain (loss)	42,556,429	(86,180,653)	(1,278,263)	(91,271,858)
Change in net unrealized appreciation/depreciation on
Futures contracts	11,667,166	9,595,093	7,731,298	12,746,317
Swap agreements	17,442,092	35,068,228	3,669,840	40,295,267
Short-term U.S. government and agency obligations	(1,209)	11,054	(9,845)	8,033
Change in net unrealized appreciation/depreciation	29,108,049	44,674,375	11,391,293	53,049,617
Net realized and unrealized gain (loss)	71,664,478	(41,506,278)	10,113,030	(38,222,241)
Net income (loss)	71,025,175	(42,543,150)	8,045,097	(40,018,691)
Net income (loss) per weighted-average share	$ 7.27	$ (2.84)	$ 0.76	$ (5.04)
Weighted-average shares outstanding	9,770,487	14,997,661	10,591,189	7,941,189
ProShares UltraShort Bloomberg Natural Gas [Member]
Investment Income
Interest	2,392	1,267	15,332	7,217
Expenses
Management fee	73,623	40,159	352,678	137,353
Brokerage commissions	14,788	9,143	76,540	36,055
Total expenses	88,411	49,302	429,218	173,408
Net investment income (loss)	(86,019)	(48,035)	(413,886)	(166,191)
Net realized gain (loss) on
Futures contracts	13,918,036	2,862,705	2,732,493	254,565
Short-term U.S. government and agency obligations	752	418	5,189	1,419
Net realized gain (loss)	13,918,788	2,863,123	2,737,682	255,984
Change in net unrealized appreciation/depreciation on
Futures contracts	(4,337,530)	(1,862,190)	(2,911,986)	58,149
Short-term U.S. government and agency obligations	519	648	(18)	(343)
Change in net unrealized appreciation/depreciation	(4,337,011)	(1,861,542)	(2,912,004)	57,806
Net realized and unrealized gain (loss)	9,581,777	1,001,581	(174,322)	313,790
Net income (loss)	9,495,758	953,546	(588,208)	147,599
Net income (loss) per weighted-average share	$ 15.21	$ 4.97	$ (0.51)	$ 0.60
Weighted-average shares outstanding	624,408	191,799	1,154,439	244,171
ProShares UltraShort Gold [Member]
Investment Income
Interest	7,015	13,065	34,960	48,373
Expenses
Management fee	192,878	296,972	689,861	892,226
Brokerage commissions	8	8	32	32
Total expenses	192,886	296,980	689,893	892,258
Net investment income (loss)	(185,871)	(283,915)	(654,933)	(843,885)
Net realized gain (loss) on
Futures contracts	(1,900)	30,380	(6,330)	95,800
Forward agreements	(4,374,364)	5,990,767	(12,644,226)	39,666,864
Short-term U.S. government and agency obligations	843	2,788	3,054	3,993
Net realized gain (loss)	(4,375,421)	6,023,935	(12,647,502)	39,766,657
Change in net unrealized appreciation/depreciation on
Futures contracts	24,240	(50,640)	4,880	(24,640)
Forward agreements	16,186,588	(44,003,240)	(29,973)	4,052,594
Short-term U.S. government and agency obligations	(2,534)	982	(191)	(1,045)
Change in net unrealized appreciation/depreciation	16,208,294	(44,052,898)	(25,284)	4,026,909
Net realized and unrealized gain (loss)	11,832,873	(38,028,963)	(12,672,786)	43,793,566
Net income (loss)	11,647,002	(38,312,878)	(13,327,719)	42,949,681
Net income (loss) per weighted-average share	$ 12.68	$ (27.99)	$ (12.16)	$ 27.46
Weighted-average shares outstanding	918,717	1,368,717	1,096,428	1,564,194
ProShares UltraShort Silver [Member]
Investment Income
Interest	5,567	8,580	26,362	47,626
Expenses
Management fee	134,847	219,042	479,955	759,657
Brokerage commissions	9	8	33	32
Total expenses	134,856	219,050	479,988	759,689
Net investment income (loss)	(129,289)	(210,470)	(453,626)	(712,063)
Net realized gain (loss) on
Futures contracts	(4,375)	3,700	10,875	129,440
Forward agreements	(1,119,039)	5,999,781	(1,293,578)	86,693,880
Short-term U.S. government and agency obligations	1,921	4,502	3,931	7,599
Net realized gain (loss)	(1,121,493)	6,007,983	(1,278,772)	86,830,919
Change in net unrealized appreciation/depreciation on
Futures contracts	31,600	(25,580)	490	(42,200)
Forward agreements	22,915,108	(32,063,071)	14,579,752	(10,224,571)
Short-term U.S. government and agency obligations	(505)	3,530	(2,409)	(4,698)
Change in net unrealized appreciation/depreciation	22,946,203	(32,085,121)	14,577,833	(10,271,469)
Net realized and unrealized gain (loss)	21,824,710	(26,077,138)	13,299,061	76,559,450
Net income (loss)	21,695,421	(26,287,608)	12,845,435	75,847,387
Net income (loss) per weighted-average share	$ 31.25	$ (23.75)	$ 15.59	$ 46.96
Weighted-average shares outstanding	694,358	1,106,858	824,057	1,615,265
ProShares Short Euro [Member]
Investment Income
Interest	1,279	338	3,684	1,363
Expenses
Management fee	38,144	16,080	83,705	16,573
Brokerage commissions	564	287	1,262	517
Offering costs				45,511
Limitation by Sponsor				(28,232)
Total expenses	38,708	16,367	84,967	34,369
Net investment income (loss)	(37,429)	(16,029)	(81,283)	(33,006)
Net realized gain (loss) on
Futures contracts	767,314	(39,024)	925,848	(114,962)
Short-term U.S. government and agency obligations		15	258	162
Net realized gain (loss)	767,314	(39,009)	926,106	(114,800)
Change in net unrealized appreciation/depreciation on
Futures contracts	541,828	(208,707)	463,900	(86,038)
Short-term U.S. government and agency obligations	(150)	(93)	(474)	(200)
Change in net unrealized appreciation/depreciation	541,678	(208,800)	463,426	(86,238)
Net realized and unrealized gain (loss)	1,308,992	(247,809)	1,389,532	(201,038)
Net income (loss)	1,271,563	(263,838)	1,308,249	(234,044)
Net income (loss) per weighted-average share	$ 2.94	$ (1.46)	$ 4.02	$ (1.84)
Weighted-average shares outstanding	433,157	180,983	325,646	127,294
ProShares UltraShort Australian Dollar [Member]
Investment Income
Interest	1,375	1,790	7,366	3,399
Expenses
Management fee	49,101	47,611	157,466	47,611
Brokerage commissions	2,854	4,057	9,220	7,836
Offering costs		2,926		47,870
Limitation by Sponsor				(1,259)
Reduction in Limitation by Sponsor		6,817
Total expenses	51,955	61,411	166,686	102,058
Net investment income (loss)	(50,580)	(59,621)	(159,320)	(98,659)
Net realized gain (loss) on
Futures contracts	549,795	389,254	(1,375,743)	2,294,351
Short-term U.S. government and agency obligations	5	156	492	317
Net realized gain (loss)	549,800	389,410	(1,375,251)	2,294,668
Change in net unrealized appreciation/depreciation on
Futures contracts	2,249,440	(1,865,253)	968,995	(552,202)
Short-term U.S. government and agency obligations	(523)	535	(2,002)	309
Change in net unrealized appreciation/depreciation	2,248,917	(1,864,718)	966,993	(551,893)
Net realized and unrealized gain (loss)	2,798,717	(1,475,308)	(408,258)	1,742,775
Net income (loss)	2,748,137	(1,534,929)	(567,578)	1,644,116
Net income (loss) per weighted-average share	$ 5.54	$ (2.94)	$ (1.10)	$ 5.43
Weighted-average shares outstanding	495,657	522,831	515,573	302,935
ProShares UltraShort Euro [Member]
Investment Income
Interest	41,636	39,032	170,287	179,135
Expenses
Management fee	1,111,745	1,169,113	3,090,163	3,553,447
Total expenses	1,111,745	1,169,113	3,090,163	3,553,447
Net investment income (loss)	(1,070,109)	(1,130,081)	(2,919,876)	(3,374,312)
Net realized gain (loss) on
Foreign currency forward contracts	32,039,809	(8,625,860)	25,744,724	(19,722,590)
Short-term U.S. government and agency obligations	2,005	2,718	4,490	7,137
Net realized gain (loss)	32,041,814	(8,623,142)	25,749,214	(19,715,453)
Change in net unrealized appreciation/depreciation on
Foreign currency forward contracts	42,910,400	(30,678,790)	51,071,566	(12,784,494)
Short-term U.S. government and agency obligations	(9,136)	17,665	(23,930)	(5,930)
Change in net unrealized appreciation/depreciation	42,901,264	(30,661,125)	51,047,636	(12,790,424)
Net realized and unrealized gain (loss)	74,943,078	(39,284,267)	76,796,850	(32,505,877)
Net income (loss)	73,872,969	(40,414,348)	73,876,974	(35,880,189)
Net income (loss) per weighted-average share	$ 2.89	$ (1.53)	$ 2.97	$ (1.36)
Weighted-average shares outstanding	25,554,362	26,331,536	24,893,054	26,459,721
ProShares UltraShort Yen [Member]
Investment Income
Interest	28,871	40,839	163,880	171,429
Expenses
Management fee	894,941	1,205,676	2,800,653	3,450,237
Total expenses	894,941	1,205,676	2,800,653	3,450,237
Net investment income (loss)	(866,070)	(1,164,837)	(2,636,773)	(3,278,808)
Net realized gain (loss) on
Foreign currency forward contracts	15,787,084	(5,693,424)	15,952,890	139,331,278
Short-term U.S. government and agency obligations	994	1,031	12,611	5,849
Net realized gain (loss)	15,788,078	(5,692,393)	15,965,501	139,337,127
Change in net unrealized appreciation/depreciation on
Foreign currency forward contracts	44,778,863	(8,391,457)	5,744,569	(50,633,718)
Short-term U.S. government and agency obligations	8,059	(44)	(31,958)	(9,916)
Change in net unrealized appreciation/depreciation	44,786,922	(8,391,501)	5,712,611	(50,643,634)
Net realized and unrealized gain (loss)	60,575,000	(14,083,894)	21,678,112	88,693,493
Net income (loss)	59,708,930	(15,248,731)	19,041,339	85,414,685
Net income (loss) per weighted-average share	$ 10.90	$ (1.92)	$ 3.25	$ 10.85
Weighted-average shares outstanding	5,478,642	7,957,990	5,862,481	7,874,019
ProShares Ultra Bloomberg Commodity [Member]
Investment Income
Interest	351	395	1,070	1,809
Expenses
Management fee	9,295	9,770	24,709	32,386
Total expenses	9,295	9,770	24,709	32,386
Net investment income (loss)	(8,944)	(9,375)	(23,639)	(30,577)
Net realized gain (loss) on
Swap agreements	(651,785)	(85,078)	(274,839)	(868,053)
Short-term U.S. government and agency obligations	19	11	19	41
Net realized gain (loss)	(651,766)	(85,067)	(274,820)	(868,012)
Change in net unrealized appreciation/depreciation on
Swap agreements	(339,598)	233,903	(345,632)	68,896
Short-term U.S. government and agency obligations	84	40	35	(77)
Change in net unrealized appreciation/depreciation	(339,514)	233,943	(345,597)	68,819
Net realized and unrealized gain (loss)	(991,280)	148,876	(620,417)	(799,193)
Net income (loss)	(1,000,224)	139,501	(644,056)	(829,770)
Net income (loss) per weighted-average share	$ (5.00)	$ 0.70	$ (3.84)	$ (4.03)
Weighted-average shares outstanding	200,014	200,014	167,780	205,692
ProShares Ultra Bloomberg Crude Oil [Member]
Investment Income
Interest	11,935	13,828	44,923	115,731
Expenses
Management fee	333,837	391,381	908,339	1,902,343
Brokerage commissions	7,661	5,957	24,160	44,268
Total expenses	341,498	397,338	932,499	1,946,611
Net investment income (loss)	(329,563)	(383,510)	(887,576)	(1,830,880)
Net realized gain (loss) on
Futures contracts	(6,183,721)	14,935,152	7,188,529	58,472,792
Swap agreements	(10,226,540)	38,653,932	7,408,979	82,414,286
Short-term U.S. government and agency obligations	2,046	2,220	10,004	11,070
Net realized gain (loss)	(16,408,215)	53,591,304	14,607,512	140,898,148
Change in net unrealized appreciation/depreciation on
Futures contracts	(7,190,259)	(3,023,114)	(6,693,816)	(24,671,176)
Swap agreements	(5,286,502)	(15,181,493)	(3,133,365)	(44,328,639)
Short-term U.S. government and agency obligations	(1,104)	(157)	(11,766)	(16,190)
Change in net unrealized appreciation/depreciation	(12,477,865)	(18,204,764)	(9,838,947)	(69,016,005)
Net realized and unrealized gain (loss)	(28,886,080)	35,386,540	4,768,565	71,882,143
Net income (loss)	(29,215,643)	35,003,030	3,880,989	70,051,263
Net income (loss) per weighted-average share	$ (6.90)	$ 7.77	$ 1.01	$ 8.11
Weighted-average shares outstanding	4,236,127	4,506,235	3,855,763	8,637,082
ProShares Ultra Bloomberg Natural Gas [Member]
Investment Income
Interest	3,296	5,794	11,380	22,420
Expenses
Management fee	114,501	188,763	264,587	458,553
Brokerage commissions	17,003	31,168	44,280	87,565
Total expenses	131,504	219,931	308,867	546,118
Net investment income (loss)	(128,208)	(214,137)	(297,487)	(523,698)
Net realized gain (loss) on
Futures contracts	(7,087,097)	(14,491,916)	9,878,729	410,025
Short-term U.S. government and agency obligations	306	1,729	3,519	5,506
Net realized gain (loss)	(7,086,791)	(14,490,187)	9,882,248	415,531
Change in net unrealized appreciation/depreciation on
Futures contracts	5,766,729	9,380,633	8,012,503	7,251,345
Short-term U.S. government and agency obligations	479	2,201	(2,382)	486
Change in net unrealized appreciation/depreciation	5,767,208	9,382,834	8,010,121	7,251,831
Net realized and unrealized gain (loss)	(1,319,583)	(5,107,353)	17,892,369	7,667,362
Net income (loss)	(1,447,791)	(5,321,490)	17,594,882	7,143,664
Net income (loss) per weighted-average share	$ (1.04)	$ (2.33)	$ 19.02	$ 4.27
Weighted-average shares outstanding	1,389,506	2,285,158	924,886	1,671,223
ProShares Ultra Gold [Member]
Investment Income
Interest	13,569	18,099	45,026	118,967
Expenses
Management fee	307,247	409,677	953,309	1,692,282
Brokerage commissions	8	8	32	32
Total expenses	307,255	409,685	953,341	1,692,314
Net investment income (loss)	(293,686)	(391,586)	(908,315)	(1,573,347)
Net realized gain (loss) on
Futures contracts	1,880	(30,400)	6,320	(95,940)
Forward agreements	1,373,311	(5,880,490)	3,313,355	(124,238,804)
Short-term U.S. government and agency obligations	985	3,048	1,708	11,545
Net realized gain (loss)	1,376,176	(5,907,842)	3,321,383	(124,323,199)
Change in net unrealized appreciation/depreciation on
Futures contracts	(24,220)	50,680	(4,840)	24,660
Forward agreements	(21,353,534)	36,515,444	(1,312,645)	(1,537,902)
Short-term U.S. government and agency obligations	(969)	6,673	5,177	(12,309)
Change in net unrealized appreciation/depreciation	(21,378,723)	36,572,797	(1,312,308)	(1,525,551)
Net realized and unrealized gain (loss)	(20,002,547)	30,664,955	2,009,075	(125,848,750)
Net income (loss)	(20,296,233)	30,273,369	1,100,760	(127,422,097)
Net income (loss) per weighted-average share	$ (7.26)	$ 9.07	$ 0.38	$ (34.81)
Weighted-average shares outstanding	2,795,123	3,338,057	2,878,769	3,661,003
ProShares Ultra Silver [Member]
Investment Income
Interest	41,216	51,513	155,173	313,406
Expenses
Management fee	1,064,643	1,317,246	3,351,080	4,410,160
Brokerage commissions	5	8	35	28
Total expenses	1,064,648	1,317,254	3,351,115	4,410,188
Net investment income (loss)	(1,023,432)	(1,265,741)	(3,195,942)	(4,096,782)
Net realized gain (loss) on
Futures contracts	2,825	(3,850)	(9,550)	(129,994)
Forward agreements	9,484,132	28,403,922	(22,787,871)	(509,769,205)
Short-term U.S. government and agency obligations	834	5,757	6,514	28,868
Net realized gain (loss)	9,487,791	28,405,829	(22,790,907)	(509,870,331)
Change in net unrealized appreciation/depreciation on
Futures contracts	(37,835)	25,680	(15,180)	42,200
Forward agreements	(178,494,978)	96,463,510	(89,099,887)	65,653,357
Short-term U.S. government and agency obligations	5,748	4,593	(12,085)	(49,887)
Change in net unrealized appreciation/depreciation	(178,527,065)	96,493,783	(89,127,152)	65,645,670
Net realized and unrealized gain (loss)	(169,039,274)	124,899,612	(111,918,059)	(444,224,661)
Net income (loss)	(170,062,706)	123,633,871	(115,114,001)	(448,321,443)
Net income (loss) per weighted-average share	$ (23.96)	$ 17.91	$ (15.80)	$ (78.96)
Weighted-average shares outstanding	7,096,533	6,902,589	7,283,608	5,677,480
ProShares Ultra Australian Dollar [Member]
Investment Income
Interest	347	242	1,433	1,312
Expenses
Management fee	8,338	6,535	24,141	6,535
Brokerage commissions	378	394	1,134	1,171
Offering costs		2,926		47,870
Limitation by Sponsor		(1,572)		(27,636)
Total expenses	8,716	8,283	25,275	27,940
Net investment income (loss)	(8,369)	(8,041)	(23,842)	(26,628)
Net realized gain (loss) on
Futures contracts	(80,720)	(123,128)	177,523	(863,033)
Short-term U.S. government and agency obligations	19	7	19	22
Net realized gain (loss)	(80,701)	(123,121)	177,542	(863,011)
Change in net unrealized appreciation/depreciation on
Futures contracts	(384,611)	277,231	(202,891)	169,154
Short-term U.S. government and agency obligations	162	(67)	(304)	(185)
Change in net unrealized appreciation/depreciation	(384,449)	277,164	(203,195)	168,969
Net realized and unrealized gain (loss)	(465,150)	154,043	(25,653)	(694,042)
Net income (loss)	(473,519)	146,002	(49,495)	(720,670)
Net income (loss) per weighted-average share	$ (4.73)	$ 1.46	$ (0.49)	$ (7.21)
Weighted-average shares outstanding	100,005	100,005	100,005	100,005
ProShares Ultra Euro [Member]
Investment Income
Interest	231	371	936	1,468
Expenses
Management fee	5,760	8,494	17,908	28,458
Total expenses	5,760	8,494	17,908	28,458
Net investment income (loss)	(5,529)	(8,123)	(16,972)	(26,990)
Net realized gain (loss) on
Foreign currency forward contracts	(172,537)	41,105	(127,652)	12,734
Short-term U.S. government and agency obligations	(8)	9	(8)	18
Net realized gain (loss)	(172,545)	41,114	(127,660)	12,752
Change in net unrealized appreciation/depreciation on
Foreign currency forward contracts	(212,588)	227,504	(282,823)	103,314
Short-term U.S. government and agency obligations	30	90	(103)	(6)
Change in net unrealized appreciation/depreciation	(212,558)	227,594	(282,926)	103,308
Net realized and unrealized gain (loss)	(385,103)	268,708	(410,586)	116,060
Net income (loss)	(390,632)	260,585	(427,558)	89,070
Net income (loss) per weighted-average share	$ (3.91)	$ 1.78	$ (4.27)	$ 0.54
Weighted-average shares outstanding	100,014	146,210	100,014	166,131
ProShares Ultra Yen [Member]
Investment Income
Interest	167	295	988	1,538
Expenses
Management fee	4,546	7,652	17,855	26,182
Total expenses	4,546	7,652	17,855	26,182
Net investment income (loss)	(4,379)	(7,357)	(16,867)	(24,644)
Net realized gain (loss) on
Foreign currency forward contracts	(86,452)	(20,255)	(108,048)	(1,694,827)
Short-term U.S. government and agency obligations	7	19	85	72
Net realized gain (loss)	(86,445)	(20,236)	(107,963)	(1,694,755)
Change in net unrealized appreciation/depreciation on
Foreign currency forward contracts	(209,139)	65,431	2,889	569,791
Short-term U.S. government and agency obligations	76	(55)	(271)	(147)
Change in net unrealized appreciation/depreciation	(209,063)	65,376	2,618	569,644
Net realized and unrealized gain (loss)	(295,508)	45,140	(105,345)	(1,125,111)
Net income (loss)	(299,887)	37,783	(122,212)	(1,149,755)
Net income (loss) per weighted-average share	$ (3.00)	$ 0.25	$ (0.95)	$ (7.08)
Weighted-average shares outstanding	100,014	150,014	129,318	162,285
ProShares VIX Short-Term Futures ETF [Member]
Investment Income
Interest	6,363	10,711	40,577	54,250
Expenses
Management fee	235,234	365,398	849,283	1,171,508
Brokerage commissions	24,499		24,499
Total expenses	259,733	365,398	873,782	1,171,508
Net investment income (loss)	(253,370)	(354,687)	(833,205)	(1,117,258)
Net realized gain (loss) on
Futures contracts	(2,990,117)	(58,627,489)	(28,437,457)	(102,880,094)
Short-term U.S. government and agency obligations	2,249	5,723	13,481	8,753
Net realized gain (loss)	(2,987,868)	(58,621,766)	(28,423,976)	(102,871,341)
Change in net unrealized appreciation/depreciation on
Futures contracts	19,045,502	1,983,669	29,084,702	3,441,625
Short-term U.S. government and agency obligations	(2,706)	7,646	(9,819)	(1,732)
Change in net unrealized appreciation/depreciation	19,042,796	1,991,315	29,074,883	3,439,893
Net realized and unrealized gain (loss)	16,054,928	(56,630,451)	650,907	(99,431,448)
Net income (loss)	15,801,558	(56,985,138)	(182,298)	(100,548,706)
Net income (loss) per weighted-average share	$ 2.77	$ (14.03)	$ (0.03)	$ (27.74)
Weighted-average shares outstanding	5,708,779	4,060,410	5,489,922	3,624,196
ProShares VIX Mid-Term Futures ETF [Member]
Investment Income
Interest	3,406	6,721	13,659	20,472
Expenses
Management fee	92,676	172,413	310,124	410,433
Brokerage commissions	2,966		2,966
Total expenses	95,642	172,413	313,090	410,433
Net investment income (loss)	(92,236)	(165,692)	(299,431)	(389,961)
Net realized gain (loss) on
Futures contracts	(4,036,079)	(6,929,719)	(16,100,400)	(19,676,804)
Short-term U.S. government and agency obligations	55	1,962	1,772	3,272
Net realized gain (loss)	(4,036,024)	(6,927,757)	(16,098,628)	(19,673,532)
Change in net unrealized appreciation/depreciation on
Futures contracts	5,996,790	(6,313,054)	7,398,429	739,790
Short-term U.S. government and agency obligations	655	3,772	(106)	(1,300)
Change in net unrealized appreciation/depreciation	5,997,445	(6,309,282)	7,398,323	738,490
Net realized and unrealized gain (loss)	1,961,421	(13,237,039)	(8,700,305)	(18,935,042)
Net income (loss)	1,869,185	(13,402,731)	(8,999,736)	(19,325,003)
Net income (loss) per weighted-average share	$ 2.62	$ (16.04)	$ (12.71)	$ (30.58)
Weighted-average shares outstanding	712,365	835,531	708,312	631,892
ProShares Ultra VIX Short-Term Futures ETF [Member]
Investment Income
Interest	13,610	10,797	55,542	46,863
Expenses
Management fee	689,515	667,541	2,064,694	1,944,995
Brokerage commissions	632,234	602,808	1,802,162	1,824,624
Total expenses	1,321,749	1,270,349	3,866,856	3,769,619
Net investment income (loss)	(1,308,139)	(1,259,552)	(3,811,314)	(3,722,756)
Net realized gain (loss) on
Futures contracts	(4,719,200)	(197,375,157)	(255,442,487)	(297,848,329)
Swap agreements				(4,453,107)
Short-term U.S. government and agency obligations	9,696	13,868	23,760	34,128
Net realized gain (loss)	(4,709,504)	(197,361,289)	(255,418,727)	(302,267,308)
Change in net unrealized appreciation/depreciation on
Futures contracts	89,185,433	9,751,723	72,661,998	10,935,632
Swap agreements				(301,351)
Short-term U.S. government and agency obligations	(5,896)	5,260	(9,852)	5,675
Change in net unrealized appreciation/depreciation	89,179,537	9,756,983	72,652,146	10,639,956
Net realized and unrealized gain (loss)	84,470,033	(187,604,306)	(182,766,581)	(291,627,352)
Net income (loss)	83,161,894	(188,863,858)	(186,577,895)	(295,350,108)
Net income (loss) per weighted-average share	$ 7.47	$ (106.49)	$ (24.47)	$ (249.07)
Weighted-average shares outstanding	11,128,251	1,773,612	7,625,612	1,185,829
ProShares Short VIX Short-Term Futures ETF [Member]
Investment Income
Interest	16,267	6,018	60,496	22,651
Expenses
Management fee	620,236	212,926	1,610,858	535,989
Brokerage commissions	385,191	132,363	949,948	335,552
Total expenses	1,005,427	345,289	2,560,806	871,541
Net investment income (loss)	(989,160)	(339,271)	(2,500,310)	(848,890)
Net realized gain (loss) on
Futures contracts	18,146,923	37,631,293	94,414,974	58,706,439
Short-term U.S. government and agency obligations	7,571	4,416	17,530	6,470
Net realized gain (loss)	18,154,494	37,635,709	94,432,504	58,712,909
Change in net unrealized appreciation/depreciation on
Futures contracts	(33,969,073)	(2,816,258)	(33,165,401)	(2,062,754)
Short-term U.S. government and agency obligations	(2,468)	3,113	(6,489)	(807)
Change in net unrealized appreciation/depreciation	(33,971,541)	(2,813,145)	(33,171,890)	(2,063,561)
Net realized and unrealized gain (loss)	(15,817,047)	34,822,564	61,260,614	56,649,348
Net income (loss)	(16,806,207)	34,483,293	58,760,304	55,800,458
Net income (loss) per weighted-average share	$ (5.40)	$ 19.40	$ 18.53	$ 33.40
Weighted-average shares outstanding	3,109,823	1,777,214	3,171,835	1,670,736
ProShares Trust II [Member]
Investment Income
Interest	223,800	264,227	954,921	1,263,706
Expenses
Management fee	6,638,426	7,808,826	20,189,853	23,331,899
Brokerage commissions	1,103,591	809,686	2,991,388	2,386,718
Offering costs		5,852		141,251
Limitation by Sponsor		(1,572)		(57,127)
Reduction in Limitation by Sponsor		6,817
Total expenses	7,742,017	8,629,609	23,181,241	25,802,741
Net investment income (loss)	(7,518,217)	(8,365,382)	(22,226,320)	(24,539,035)
Net realized gain (loss) on
Futures contracts	26,285,740	(246,978,128)	(191,301,679)	(329,688,064)
Swap agreements	14,171,355	(22,391,664)	11,100,356	14,724,162
Forward agreements	5,364,040	34,513,980	(33,412,320)	(507,647,265)
Foreign currency forward contracts	47,567,904	(14,298,434)	41,461,914	117,926,595
Short-term U.S. government and agency obligations	36,987	53,877	125,433	148,022
Net realized gain (loss)	93,426,026	(249,100,369)	(172,026,296)	(704,536,550)
Change in net unrealized appreciation/depreciation on
Futures contracts	88,565,200	14,899,913	83,333,081	7,969,862
Swap agreements	12,217,102	19,908,518	569,899	(4,214,201)
Forward agreements	(160,746,816)	56,912,643	(75,862,753)	57,943,478
Foreign currency forward contracts	87,267,536	(38,777,312)	56,536,201	(62,745,107)
Short-term U.S. government and agency obligations	(11,313)	67,477	(118,782)	(90,537)
Change in net unrealized appreciation/depreciation	27,291,709	53,011,239	64,457,646	(1,136,505)
Net realized and unrealized gain (loss)	120,717,735	(196,089,130)	(107,568,650)	(705,673,055)
Net income (loss)	$ 113,199,518	$ (204,454,512)	$ (129,794,970)	$ (730,212,090)

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Offering Costs

9 Months Ended

Sep. 30, 2014

Text Block [Abstract]

Offering Costs

NOTE 5 – OFFERING COSTS

Offering costs will be amortized by the Funds over a twelve month period on a straight-line basis beginning once the fund commences operations. The Sponsor did not and will not charge its Management Fee in the first year of operations of the Ultra Australian Dollar Fund, UltraShort Australian Dollar Fund, Short Euro Fund and the Managed Futures Fund in an amount equal to the offering costs. The Sponsor reimbursed each Fund, with the exception of each Matching VIX Fund and the Managed Futures Fund, to the extent that its offering costs exceeded 0.95% of its average daily NAV for the first year of operations. The Sponsor will reimburse the Managed Futures Fund to the extent that its offering costs exceed 0.75% of its average daily NAV for the first year of operations. Normal and expected expenses incurred in connection with the continuous offering of Shares of the Managed Futures Fund after the commencement of its trading operations will be paid by the Sponsor.

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Agreements

9 Months Ended

Sep. 30, 2014

Text Block [Abstract]

Agreements

NOTE 4 – AGREEMENTS

Management Fee

Each Leveraged Fund, the Short Euro Fund and each Geared VIX Fund pays the Sponsor a Management Fee, monthly in arrears, in an amount equal to 0.95% per annum of its average daily NAV of such Fund. Each Matching VIX Fund pays the Sponsor a Management Fee, monthly in arrears, in an amount equal to 0.85% per annum of its average daily NAV of such Fund. The Managed Futures Fund will pay the Sponsor a Management Fee, monthly in arrears, in an amount equal to 0.75% per annum of its average daily net assets. The Sponsor did not and will not charge its fee in the first year of operation of each Fund in an amount equal to the offering costs. The Sponsor reimbursed each Fund to the extent that its offering costs exceed the Management Fee for the first year of operations. The Management Fee is paid in consideration of the Sponsor’s services as commodity pool operator, and for managing the business and affairs of the Funds. From the Management Fee, the Sponsor pays the fees and expenses of the Administrator, Custodian, Distributor, ProFunds Distributors, Inc. (“PDI”), an affiliated broker-dealer of the Sponsor, Transfer Agent and any index licensors for the Funds , the routine operational, administrative and other ordinary expenses of each Fund, and the normal and expected expenses incurred in connection with the continuous offering of Shares of each Fund after the commencement of its trading operations, including, but not limited to, expenses such as tax preparation expenses, legal fees not in excess of $100,000 per annum, ongoing SEC registration fees not exceeding 0.021% per annum of the NAV of a Fund and Financial Industry Regulatory Authority (“FINRA”) filing fees, individual Schedule K-1 preparation and mailing fees not exceeding 0.10% per annum of the net assets of a Fund, and report preparation and mailing expenses. For the three and nine months ended September 30, 2013 and from January 1, 2014 through July 30, 2014, the Sponsor paid brokerage commissions on VIX futures contracts for the Matching VIX Funds. On July 31, 2014, the Sponsor began paying, and is currently paying, brokerage commissions on VIX futures contracts for the Matching VIX Funds that exceed variable create/redeem fees collected by more than 0.02% of the Matching VIX Fund’s average net assets annually. Each Fund incurs and pays its non-recurring and unusual fees and expenses.

The Administrator

The Sponsor and the Trust, for itself and on behalf of each Fund, has appointed Brown Brothers Harriman & Co. (“BBH&Co.”) as the Administrator of the Funds, and the Sponsor, and the Trust, on its own behalf and on behalf of each Fund, and BBH&Co. have entered into an Administrative Agency Agreement (the “Administration Agreement”) in connection therewith. Pursuant to the terms of the Administration Agreement and under the supervision and direction of the Sponsor and the Trust, BBH&Co. prepares and files certain regulatory filings on behalf of the Funds. BBH&Co. may also perform other services for the Funds pursuant to the Administration Agreement as mutually agreed upon by the Sponsor, the Trust and BBH&Co. from time to time. Pursuant to the terms of the Administration Agreement, BBH&Co. also serves as the Transfer Agent of the Funds. The Administrator’s fees are paid on behalf of the Funds by the Sponsor.

The Custodian

BBH&Co. serves as the Custodian of the Funds, and the Trust, on its own behalf and on behalf of each Fund, and BBH&Co. have entered into a Custodian Agreement in connection therewith. Pursuant to the terms of the Custodian Agreement, BBH&Co. is responsible for the holding and safekeeping of assets delivered to it by the Funds, and performing various administrative duties in accordance with instructions delivered to BBH&Co. by the Funds. The Custodian’s fees are paid on behalf of the Funds by the Sponsor.

The Distributor

SEI Investments Distribution Co. (“SEI”), serves as Distributor of the Funds and assists the Sponsor and the Administrator with certain functions and duties relating to distribution and marketing, including taking creation and redemption orders, consulting with the marketing staff of the Sponsor and its affiliates with respect to compliance with the requirements of FINRA and/or the NFA in connection with marketing efforts, and reviewing and filing of marketing materials with FINRA and/or the NFA. SEI retains all marketing materials separately for each Fund, at c/o SEI, One Freedom Valley Drive, Oaks, PA 19456. The Sponsor, on behalf of each Fund, has entered into a Distribution Services Agreement with SEI.

Routine Operational, Administrative and Other Ordinary Expenses

The Sponsor pays all of the routine operational, administrative and other ordinary expenses of each Fund generally, as determined by the Sponsor including, but not limited to, fees and expenses of the Administrator, Custodian, Distributor, PDI, Transfer Agent, accounting and auditing fees and expenses, tax preparation expenses, legal fees not in excess of $100,000 per annum, ongoing SEC registration fees not exceeding 0.021% per annum of the NAV of a Fund, FINRA filing fees, individual Schedule K-1 preparation and mailing fees not exceeding 0.10% per annum of the NAV of a Fund, and report preparation and mailing expenses.

Non-Recurring Fees and Expenses

Each Fund pays all its non-recurring and unusual fees and expenses, if any, as determined by the Sponsor. Non-recurring and unusual fees and expenses are fees and expenses which are unexpected or unusual in nature, such as legal claims and liabilities, litigation costs or indemnification or other material expenses which are not currently anticipated obligations of the Funds. Such fees and expenses are those that are non-recurring, unexpected or unusual in nature.

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Schedule of Investments - Short-Term U.S. Government and Agency Obligations (Detail) (USD $)	Sep. 30, 2014
ProShares UltraShort Bloomberg Commodity [Member]
Schedule of Investments [Line Items]
Total short-term U.S. government and Value	$ 3,221,933
ProShares UltraShort Bloomberg Commodity [Member] | U.S. Treasury Bills 0.037% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	621,000	[1]
Total short-term U.S. government and Value	620,992	[1]
ProShares UltraShort Bloomberg Commodity [Member] | U.S. Treasury Bills 0.036% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	1,478,000	[1]
Total short-term U.S. government and Value	1,477,974	[1]
ProShares UltraShort Bloomberg Commodity [Member] | U.S. Treasury Bills 0.028% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	246,000
Total short-term U.S. government and Value	245,993
ProShares UltraShort Bloomberg Commodity [Member] | U.S. Treasury Bills 0.015% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	877,000	[1]
Total short-term U.S. government and Value	876,974	[1]
ProShares UltraShort Bloomberg Crude Oil [Member]
Schedule of Investments [Line Items]
Total short-term U.S. government and Value	182,780,326
ProShares UltraShort Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.037% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	9,098,000	[1]
Total short-term U.S. government and Value	9,097,889	[1]
ProShares UltraShort Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.028% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	3,377,000
Total short-term U.S. government and Value	3,376,910
ProShares UltraShort Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.030% Due 11/06/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	1,635,000
Total short-term U.S. government and Value	1,634,967
ProShares UltraShort Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.024% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	21,111,000
Total short-term U.S. government and Value	21,110,622
ProShares UltraShort Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.027% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	28,254,000	[1]
Total short-term U.S. government and Value	28,253,412	[1]
ProShares UltraShort Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.026% Due 11/28/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	10,061,000
Total short-term U.S. government and Value	10,060,757
ProShares UltraShort Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.031% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	35,189,000	[1]
Total short-term U.S. government and Value	35,187,959	[1]
ProShares UltraShort Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.010% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	13,303,000	[1]
Total short-term U.S. government and Value	13,302,424	[1]
ProShares UltraShort Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.051% Due 01/08/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	7,520,000	[1]
Total short-term U.S. government and Value	7,519,586	[1]
ProShares UltraShort Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.016% Due 02/12/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	43,184,000	[1]
Total short-term U.S. government and Value	43,180,785	[1]
ProShares UltraShort Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.006% Due 02/29/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	10,056,000	[1]
Total short-term U.S. government and Value	10,055,015	[1]
ProShares UltraShort Bloomberg Natural Gas [Member]
Schedule of Investments [Line Items]
Total short-term U.S. government and Value	16,113,481
ProShares UltraShort Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.020% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	1,872,000
Total short-term U.S. government and Value	1,871,977
ProShares UltraShort Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.037% Due 11/06/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	3,708,000
Total short-term U.S. government and Value	3,707,926
ProShares UltraShort Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.022% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	4,966,000
Total short-term U.S. government and Value	4,965,911
ProShares UltraShort Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.045% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	2,619,000
Total short-term U.S. government and Value	2,618,945
ProShares UltraShort Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.013% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	150,000
Total short-term U.S. government and Value	149,996
ProShares UltraShort Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.014% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	2,799,000
Total short-term U.S. government and Value	2,798,726
ProShares UltraShort Gold [Member]
Schedule of Investments [Line Items]
Total short-term U.S. government and Value	76,390,633
ProShares UltraShort Gold [Member] | U.S. Treasury Bills 0.036% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	2,641,000	[2]
Total short-term U.S. government and Value	2,640,953	[2]
ProShares UltraShort Gold [Member] | U.S. Treasury Bills 0.028% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	30,068,000	[2]
Total short-term U.S. government and Value	30,067,198	[2]
ProShares UltraShort Gold [Member] | U.S. Treasury Bills 0.010% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	2,714,000	[2]
Total short-term U.S. government and Value	2,713,882	[2]
ProShares UltraShort Gold [Member] | U.S. Treasury Bills 0.051% Due 01/08/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	995,000	[2]
Total short-term U.S. government and Value	994,945	[2]
ProShares UltraShort Gold [Member] | U.S. Treasury Bills 0.003% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	10,214,000
Total short-term U.S. government and Value	10,213,875
ProShares UltraShort Gold [Member] | U.S. Treasury Bills 0.019% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	8,719,000	[2]
Total short-term U.S. government and Value	8,718,818	[2]
ProShares UltraShort Gold [Member] | U.S Treasury Bills 0.012% Due 11/28/2014 [Member]
Schedule of Investments [Line Items]
Principal Amount	2,335,000	[2]
Total short-term U.S. government and Value	2,334,944	[2]
ProShares UltraShort Gold [Member] | U.S. Treasury Bills 0.017% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	13,894,000	[2]
Total short-term U.S. government and Value	13,892,640	[2]
ProShares UltraShort Gold [Member] | U.S. Treasury Bills 0.023% Due 03/05/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	4,814,000
Total short-term U.S. government and Value	4,813,378
ProShares UltraShort Silver [Member]
Schedule of Investments [Line Items]
Total short-term U.S. government and Value	47,309,314
ProShares UltraShort Silver [Member] | U.S. Treasury Bills 0.037% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	127,000
Total short-term U.S. government and Value	126,998
ProShares UltraShort Silver [Member] | U.S. Treasury Bills 0.028% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	1,500,000	[2]
Total short-term U.S. government and Value	1,499,960	[2]
ProShares UltraShort Silver [Member] | U.S. Treasury Bills 0.051% Due 01/08/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	992,000	[2]
Total short-term U.S. government and Value	991,945	[2]
ProShares UltraShort Silver [Member] | U.S. Treasury Bills 0.039% Due 11/06/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	125,000
Total short-term U.S. government and Value	124,998
ProShares UltraShort Silver [Member] | U.S. Treasury Bills 0.028% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	7,862,000	[2]
Total short-term U.S. government and Value	7,861,836	[2]
ProShares UltraShort Silver [Member] | U.S. Treasury Bills 0.027% Due 11/28/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	18,554,000	[2]
Total short-term U.S. government and Value	18,553,552	[2]
ProShares UltraShort Silver [Member] | U.S. Treasury Bills 0.025% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	10,169,000	[2]
Total short-term U.S. government and Value	10,168,699	[2]
ProShares UltraShort Silver [Member] | U.S. Treasury Bills 0.042% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	1,968,000	[2]
Total short-term U.S. government and Value	1,967,915	[2]
ProShares UltraShort Silver [Member] | U.S. Treasury Bills 0.028% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	6,014,000	[2]
Total short-term U.S. government and Value	6,013,411	[2]
ProShares Short Euro [Member]
Schedule of Investments [Line Items]
Total short-term U.S. government and Value	15,108,184
ProShares Short Euro [Member] | U.S. Treasury Bills 0.015% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	2,966,000
Total short-term U.S. government and Value	2,965,912
ProShares Short Euro [Member] | U.S. Treasury Bills 0.045% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	1,799,000
Total short-term U.S. government and Value	1,798,963
ProShares Short Euro [Member] | U.S. Treasury Bills 0.003% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	1,686,000
Total short-term U.S. government and Value	1,685,979
ProShares Short Euro [Member] | U.S. Treasury Bills 0.039% Due 11/06/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	103,000
Total short-term U.S. government and Value	102,998
ProShares Short Euro [Member] | U.S. Treasury Bills 0.028% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	6,435,000
Total short-term U.S. government and Value	6,434,370
ProShares Short Euro [Member] | U.S. Treasury Bills 0.031% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	2,120,000
Total short-term U.S. government and Value	2,119,962
ProShares UltraShort Australian Dollar [Member]
Schedule of Investments [Line Items]
Total short-term U.S. government and Value	17,488,683
ProShares UltraShort Australian Dollar [Member] | U.S. Treasury Bills 0.035% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	2,907,000
Total short-term U.S. government and Value	2,906,964
ProShares UltraShort Australian Dollar [Member] | U.S. Treasury Bills 0.026% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	161,000
Total short-term U.S. government and Value	160,997
ProShares UltraShort Australian Dollar [Member] | U.S. Treasury Bills 0.048% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	1,962,000
Total short-term U.S. government and Value	1,961,942
ProShares UltraShort Australian Dollar [Member] | U.S. Treasury Bills 0.011% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	12,460,000
Total short-term U.S. government and Value	12,458,780
ProShares UltraShort Euro [Member]
Schedule of Investments [Line Items]
Total short-term U.S. government and Value	441,230,341
ProShares UltraShort Euro [Member] | U.S. Treasury Bills 0.031% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	12,157,000	[3]
Total short-term U.S. government and Value	12,156,640	[3]
ProShares UltraShort Euro [Member] | U.S. Treasury Bills 0.029% Due 10/09/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	55,284,000	[3]
Total short-term U.S. government and Value	55,283,816	[3]
ProShares UltraShort Euro [Member] | U.S. Treasury Bills 0.031% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	91,411,000	[3]
Total short-term U.S. government and Value	91,409,883	[3]
ProShares UltraShort Euro [Member] | U.S. Treasury Bills 0.031% Due 11/06/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	9,119,000	[3]
Total short-term U.S. government and Value	9,118,818	[3]
ProShares UltraShort Euro [Member] | U.S. Treasury Bills 0.040% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	2,717,000	[3]
Total short-term U.S. government and Value	2,716,951	[3]
ProShares UltraShort Euro [Member] | U.S. Treasury Bills 0.021% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	57,364,000
Total short-term U.S. government and Value	57,362,470
ProShares UltraShort Euro [Member] | U.S. Treasury Bills 0.019% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	213,191,000	[3]
Total short-term U.S. government and Value	213,181,763	[3]
ProShares UltraShort Yen [Member]
Schedule of Investments [Line Items]
Total short-term U.S. government and Value	388,927,061
ProShares UltraShort Yen [Member] | U.S. Treasury Bills 0.028% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	7,291,000
Total short-term U.S. government and Value	7,290,806
ProShares UltraShort Yen [Member] | U.S. Treasury Bills 0.016% Due 02/12/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	41,521,000	[3]
Total short-term U.S. government and Value	41,517,909	[3]
ProShares UltraShort Yen [Member] | U.S. Treasury Bills 0.045% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	56,683,000	[3]
Total short-term U.S. government and Value	56,681,819	[3]
ProShares UltraShort Yen [Member] | U.S. Treasury Bills 0.029% Due 10/09/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	10,101,000	[3]
Total short-term U.S. government and Value	10,100,966	[3]
ProShares UltraShort Yen [Member] | U.S. Treasury Bills 0.005% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	94,854,000
Total short-term U.S. government and Value	94,852,841
ProShares UltraShort Yen [Member] | U.S. Treasury Bills 0.048% Due 11/06/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	2,720,000
Total short-term U.S. government and Value	2,719,946
ProShares UltraShort Yen [Member] | U.S. Treasury Bills 0.045% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	9,846,000	[3]
Total short-term U.S. government and Value	9,845,824	[3]
ProShares UltraShort Yen [Member] | U.S. Treasury Bills 0.030% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	68,375,000	[3]
Total short-term U.S. government and Value	68,372,977	[3]
ProShares UltraShort Yen [Member] | U.S. Treasury Bills 0.013% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	18,342,000	[3]
Total short-term U.S. government and Value	18,341,205	[3]
ProShares UltraShort Yen [Member] | U.S. Treasury Bills 0.027% Due 03/05/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	79,213,000	[3]
Total short-term U.S. government and Value	79,202,768	[3]
ProShares Ultra Bloomberg Commodity [Member]
Schedule of Investments [Line Items]
Total short-term U.S. government and Value	3,629,825
ProShares Ultra Bloomberg Commodity [Member] | U.S. Treasury Bills 0.036% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	487,000	[1]
Total short-term U.S. government and Value	486,991	[1]
ProShares Ultra Bloomberg Commodity [Member] | U.S. Treasury Bills 0.051% Due 01/08/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	984,000	[1]
Total short-term U.S. government and Value	983,946	[1]
ProShares Ultra Bloomberg Commodity [Member] | U.S. Treasury Bills 0.003% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	1,159,000	[1]
Total short-term U.S. government and Value	1,158,986	[1]
ProShares Ultra Bloomberg Commodity [Member] | U.S. Treasury Bills 0.028% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	1,000,000
Total short-term U.S. government and Value	999,902
ProShares Ultra Bloomberg Crude Oil [Member]
Schedule of Investments [Line Items]
Total short-term U.S. government and Value	183,290,203
ProShares Ultra Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.051% Due 01/08/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	14,590,000	[1]
Total short-term U.S. government and Value	14,589,197	[1]
ProShares Ultra Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.045% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	1,986,000
Total short-term U.S. government and Value	1,985,959
ProShares Ultra Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.025% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	29,896,000	[1]
Total short-term U.S. government and Value	29,895,116	[1]
ProShares Ultra Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.016% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	9,493,000
Total short-term U.S. government and Value	9,492,884
ProShares Ultra Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.027% Due 11/06/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	10,958,000
Total short-term U.S. government and Value	10,957,781
ProShares Ultra Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.023% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	22,913,000
Total short-term U.S. government and Value	22,912,589
ProShares Ultra Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.028% Due 11/28/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	6,784,000
Total short-term U.S. government and Value	6,783,836
ProShares Ultra Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.026% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	4,500,000	[1]
Total short-term U.S. government and Value	4,499,880	[1]
ProShares Ultra Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.025% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	31,535,000	[1]
Total short-term U.S. government and Value	31,533,634	[1]
ProShares Ultra Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.017% Due 01/29/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	9,158,000
Total short-term U.S. government and Value	9,157,389
ProShares Ultra Bloomberg Crude Oil [Member] | U.S. Treasury Bills 0.013% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	41,486,000	[1]
Total short-term U.S. government and Value	41,481,938	[1]
ProShares Ultra Bloomberg Natural Gas [Member]
Schedule of Investments [Line Items]
Total short-term U.S. government and Value	59,025,434
ProShares Ultra Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.028% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	1,351,000
Total short-term U.S. government and Value	1,350,964
ProShares Ultra Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.010% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	2,183,000
Total short-term U.S. government and Value	2,182,905
ProShares Ultra Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.051% Due 01/08/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	9,348,000
Total short-term U.S. government and Value	9,347,486
ProShares Ultra Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.020% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	10,567,000
Total short-term U.S. government and Value	10,566,871
ProShares Ultra Bloomberg Natural Gas [Member] | U.S Treasury Bills 0.012% Due 11/28/2014 [Member]
Schedule of Investments [Line Items]
Principal Amount	3,290,000
Total short-term U.S. government and Value	3,289,921
ProShares Ultra Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.023% Due 03/05/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	2,502,000
Total short-term U.S. government and Value	2,501,677
ProShares Ultra Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.035% Due 11/06/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	8,839,000
Total short-term U.S. government and Value	8,838,823
ProShares Ultra Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.028% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	2,225,000
Total short-term U.S. government and Value	2,224,960
ProShares Ultra Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.006% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	1,429,000
Total short-term U.S. government and Value	1,428,970
ProShares Ultra Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.022% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	6,789,000
Total short-term U.S. government and Value	6,788,799
ProShares Ultra Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.011% Due 01/29/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	2,761,000
Total short-term U.S. government and Value	2,760,816
ProShares Ultra Bloomberg Natural Gas [Member] | U.S. Treasury Bills 0.015% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	7,744,000
Total short-term U.S. government and Value	7,743,242
ProShares Ultra Gold [Member]
Schedule of Investments [Line Items]
Total short-term U.S. government and Value	121,093,621
ProShares Ultra Gold [Member] | U.S. Treasury Bills 0.028% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	29,630,000	[2]
Total short-term U.S. government and Value	29,629,210	[2]
ProShares Ultra Gold [Member] | U.S. Treasury Bills 0.051% Due 01/08/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	13,004,000	[2]
Total short-term U.S. government and Value	13,003,285	[2]
ProShares Ultra Gold [Member] | U.S. Treasury Bills 0.027% Due 11/28/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	9,396,000	[2]
Total short-term U.S. government and Value	9,395,773	[2]
ProShares Ultra Gold [Member] | U.S. Treasury Bills 0.008% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	8,640,000	[2]
Total short-term U.S. government and Value	8,639,894	[2]
ProShares Ultra Gold [Member] | U.S. Treasury Bills 0.045% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	22,350,000	[2]
Total short-term U.S. government and Value	22,349,339	[2]
ProShares Ultra Gold [Member] | U.S. Treasury Bills 0.033% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	12,623,000	[2]
Total short-term U.S. government and Value	12,622,453	[2]
ProShares Ultra Gold [Member] | U.S. Treasury Bills 0.010% Due 01/29/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	5,118,000	[2]
Total short-term U.S. government and Value	5,117,659	[2]
ProShares Ultra Gold [Member] | U.S. Treasury Bills 0.007% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	20,338,000	[2]
Total short-term U.S. government and Value	20,336,008	[2]
ProShares Ultra Silver [Member]
Schedule of Investments [Line Items]
Total short-term U.S. government and Value	448,624,453
ProShares Ultra Silver [Member] | U.S. Treasury Bills 0.031% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	4,258,000	[2]
Total short-term U.S. government and Value	4,257,874	[2]
ProShares Ultra Silver [Member] | U.S. Treasury Bills 0.027% Due 11/28/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	25,788,000	[2]
Total short-term U.S. government and Value	25,787,377	[2]
ProShares Ultra Silver [Member] | U.S. Treasury Bills 0.031% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	113,655,000	[2]
Total short-term U.S. government and Value	113,652,963	[2]
ProShares Ultra Silver [Member] | U.S. Treasury Bills 0.011% Due 01/29/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	12,085,000
Total short-term U.S. government and Value	12,084,194
ProShares Ultra Silver [Member] | U.S. Treasury Bills 0.033% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	45,315,000	[2]
Total short-term U.S. government and Value	45,313,037	[2]
ProShares Ultra Silver [Member] | U.S. Treasury Bills 0.014% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	22,511,000	[2]
Total short-term U.S. government and Value	22,510,725	[2]
ProShares Ultra Silver [Member] | U.S. Treasury Bills 0.038% Due 11/06/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	83,775,000	[2]
Total short-term U.S. government and Value	83,773,324	[2]
ProShares Ultra Silver [Member] | U.S. Treasury Bills 0.035% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	44,898,000	[2]
Total short-term U.S. government and Value	44,896,803	[2]
ProShares Ultra Silver [Member] | U.S. Treasury Bills 0.026% Due 02/12/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	77,754,000	[2]
Total short-term U.S. government and Value	77,748,212	[2]
ProShares Ultra Silver [Member] | U.S. Treasury Bills 0.026% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	11,111,000	[2]
Total short-term U.S. government and Value	11,109,912	[2]
ProShares Ultra Silver [Member] | U.S. Treasury Bills 0.010% Due 03/05/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	7,491,000
Total short-term U.S. government and Value	7,490,032
ProShares Ultra Australian Dollar [Member]
Schedule of Investments [Line Items]
Total short-term U.S. government and Value	2,833,943
ProShares Ultra Australian Dollar [Member] | U.S. Treasury Bills 0.037% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	284,000
Total short-term U.S. government and Value	283,996
ProShares Ultra Australian Dollar [Member] | U.S. Treasury Bills 0.045% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	2,550,000
Total short-term U.S. government and Value	2,549,947
ProShares Ultra Euro [Member]
Schedule of Investments [Line Items]
Total short-term U.S. government and Value	2,189,947
ProShares Ultra Euro [Member] | U.S. Treasury Bills 0.037% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	246,000	[3]
Total short-term U.S. government and Value	245,997	[3]
ProShares Ultra Euro [Member] | U.S. Treasury Bills 0.036% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	1,038,000	[3]
Total short-term U.S. government and Value	1,037,981	[3]
ProShares Ultra Euro [Member] | U.S. Treasury Bills 0.028% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	500,000
Total short-term U.S. government and Value	499,987
ProShares Ultra Euro [Member] | U.S. Treasury Bills 0.026% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	406,000
Total short-term U.S. government and Value	405,982
ProShares Ultra Yen [Member]
Schedule of Investments [Line Items]
Total short-term U.S. government and Value	1,732,967
ProShares Ultra Yen [Member] | U.S. Treasury Bills 0.037% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	368,000	[3]
Total short-term U.S. government and Value	367,995	[3]
ProShares Ultra Yen [Member] | U.S. Treasury Bills 0.036% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	751,000	[3]
Total short-term U.S. government and Value	750,987	[3]
ProShares Ultra Yen [Member] | U.S. Treasury Bills 0.035% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	143,000
Total short-term U.S. government and Value	142,996
ProShares Ultra Yen [Member] | U.S. Treasury Bills 0.035% Due 11/28/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	471,000
Total short-term U.S. government and Value	470,989
ProShares VIX Short-Term Futures ETF [Member]
Schedule of Investments [Line Items]
Total short-term U.S. government and Value	112,201,096
ProShares VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.006% Due 02/29/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	14,490,000
Total short-term U.S. government and Value	14,488,581
ProShares VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.031% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	3,651,000
Total short-term U.S. government and Value	3,650,934
ProShares VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.006% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	6,209,000
Total short-term U.S. government and Value	6,208,871
ProShares VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.011% Due 01/29/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	6,571,000
Total short-term U.S. government and Value	6,570,562
ProShares VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.026% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	2,122,000
Total short-term U.S. government and Value	2,121,908
ProShares VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.029% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	2,720,000
Total short-term U.S. government and Value	2,719,967
ProShares VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.042% Due 11/06/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	3,414,000
Total short-term U.S. government and Value	3,413,932
ProShares VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.013% Due 11/28/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	1,463,000
Total short-term U.S. government and Value	1,462,964
ProShares VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.029% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	15,157,000
Total short-term U.S. government and Value	15,156,596
ProShares VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.012% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	37,893,000
Total short-term U.S. government and Value	37,891,879
ProShares VIX Short-Term Futures ETF [Member] | U.S Treasury Bills 0.033% Due 01/08/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	3,961,000
Total short-term U.S. government and Value	3,960,782
ProShares VIX Short-Term Futures ETF [Member] | 0.016% due 03/05/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	14,556,000
Total short-term U.S. government and Value	14,554,120
ProShares VIX Mid-Term Futures ETF [Member]
Schedule of Investments [Line Items]
Total short-term U.S. government and Value	37,722,886
ProShares VIX Mid-Term Futures ETF [Member] | U.S. Treasury Bills 0.010% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	1,825,000
Total short-term U.S. government and Value	1,824,921
ProShares VIX Mid-Term Futures ETF [Member] | U.S. Treasury Bills 0.045% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	1,882,000
Total short-term U.S. government and Value	1,881,961
ProShares VIX Mid-Term Futures ETF [Member] | U.S. Treasury Bills 0.029% Due 10/09/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	1,939,000
Total short-term U.S. government and Value	1,938,993
ProShares VIX Mid-Term Futures ETF [Member] | U.S. Treasury Bills 0.028% Due 11/28/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	699,000
Total short-term U.S. government and Value	698,983
ProShares VIX Mid-Term Futures ETF [Member] | U.S. Treasury Bills 0.028% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	2,721,000
Total short-term U.S. government and Value	2,720,951
ProShares VIX Mid-Term Futures ETF [Member] | U.S. Treasury Bills 0.035% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	18,780,000
Total short-term U.S. government and Value	18,779,499
ProShares VIX Mid-Term Futures ETF [Member] | U.S. Treasury Bills 0.036% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	2,232,000
Total short-term U.S. government and Value	2,231,973
ProShares VIX Mid-Term Futures ETF [Member] | U.S. Treasury Bills 0.028% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	5,607,000
Total short-term U.S. government and Value	5,606,834
ProShares VIX Mid-Term Futures ETF [Member] | U.S. Treasury Bills 0.002% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	1,092,000
Total short-term U.S. government and Value	1,091,893
ProShares VIX Mid-Term Futures ETF [Member] | U.S. Treasury Bills 0.037% Due 03/05/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	947,000
Total short-term U.S. government and Value	946,878
ProShares Ultra VIX Short-Term Futures ETF [Member]
Schedule of Investments [Line Items]
Total short-term U.S. government and Value	214,965,711
ProShares Ultra VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.019% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	13,861,000
Total short-term U.S. government and Value	13,860,711
ProShares Ultra VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.011% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	55,510,000
Total short-term U.S. government and Value	55,504,565
ProShares Ultra VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.048% Due 11/06/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	1,023,000
Total short-term U.S. government and Value	1,022,980
ProShares Ultra VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.014% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	35,153,000
Total short-term U.S. government and Value	35,152,570
ProShares Ultra VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.010% Due 03/05/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	42,036,000
Total short-term U.S. government and Value	42,030,570
ProShares Ultra VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.035% Due 11/28/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	3,630,000
Total short-term U.S. government and Value	3,629,912
ProShares Ultra VIX Short-Term Futures ETF [Member] | U.S Treasury Bills 0.033% Due 01/08/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	2,925,000
Total short-term U.S. government and Value	2,924,839
ProShares Ultra VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.020% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	10,238,000
Total short-term U.S. government and Value	10,237,817
ProShares Ultra VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.027% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	5,169,000
Total short-term U.S. government and Value	5,168,776
ProShares Ultra VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.014% Due 01/29/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	45,436,000
Total short-term U.S. government and Value	45,432,971
ProShares Short VIX Short-Term Futures ETF [Member]
Schedule of Investments [Line Items]
Total short-term U.S. government and Value	227,183,170
ProShares Short VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.045% Due 11/20/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	2,661,000
Total short-term U.S. government and Value	2,660,945
ProShares Short VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.017% Due 02/19/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	13,159,000
Total short-term U.S. government and Value	13,157,712
ProShares Short VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.026% Due 11/13/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	14,822,000
Total short-term U.S. government and Value	14,821,734
ProShares Short VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.030% Due 12/11/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	14,951,000
Total short-term U.S. government and Value	14,950,558
ProShares Short VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.010% Due 01/29/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	9,455,000
Total short-term U.S. government and Value	9,454,370
ProShares Short VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.026% Due 10/23/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	5,327,000
Total short-term U.S. government and Value	5,326,935
ProShares Short VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.025% Due 11/06/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	48,777,000
Total short-term U.S. government and Value	48,776,024
ProShares Short VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.020% Due 11/28/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	6,540,000
Total short-term U.S. government and Value	6,539,842
ProShares Short VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.024% Due 12/04/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	25,218,000
Total short-term U.S. government and Value	25,217,327
ProShares Short VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.012% Due 12/18/14 [Member]
Schedule of Investments [Line Items]
Principal Amount	20,174,000
Total short-term U.S. government and Value	20,173,126
ProShares Short VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.040% Due 01/08/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	1,850,000
Total short-term U.S. government and Value	1,849,898
ProShares Short VIX Short-Term Futures ETF [Member] | U.S. Treasury Bills 0.020% Due 03/05/15 [Member]
Schedule of Investments [Line Items]
Principal Amount	64,263,000
Total short-term U.S. government and Value	$ 64,254,699

[1] All or partial amount pledged as collateral for swap agreements.

[2] All or partial amount pledged as collateral for forward agreements.

[3] All or partial amount pledged as collateral for foreign currency forward contracts.

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Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2014

Accounting Policies [Abstract]

Calculation of Funds' Final Net Asset Value for Creation and Redemption of Fund Shares

The times of the calculation of the Leveraged Funds’, the Short Euro Fund’s, the Geared VIX Funds’ and the Matching VIX Funds’ final net asset value for creation and redemption of fund Shares for the nine months ended September 30, 2014 were as follows. All times are Eastern Standard Time:

	NAV Calculation Time			NAV Calculation Date
UltraShort Silver, Ultra Silver		7:00 a.m.			September 30
UltraShort Gold, Ultra Gold		10:00 a.m.			September 30
UltraShort Bloomberg Crude Oil, Ultra Bloomberg Crude Oil		2:30 p.m.			September 30
UltraShort Bloomberg Natural Gas, Ultra Bloomberg Natural Gas		2:30 p.m.			September 30
UltraShort Bloomberg Commodity, Ultra Bloomberg Commodity		2:30 p.m.	*		September 30
UltraShort Australian Dollar, Ultra Australian Dollar		4:00 p.m.			September 30
Short Euro, UltraShort Euro, Ultra Euro		4:00 p.m.			September 30
UltraShort Yen, Ultra Yen		4:00 p.m.			September 30
VIX Short-Term Futures ETF, Ultra VIX Short-Term Futures ETF, Short VIX Short-Term Futures ETF		4:15 p.m.			September 30
VIX Mid-Term Futures ETF		4:15 p.m.			September 30

* On July 31, 2014, the NAV Calculation Time for ProShares UltraShort Bloomberg Commodity and ProShares Ultra Bloomberg Commodity was changed from 3:00 p.m. to 2:30 p.m.

Valuation of Investments

The following table summarizes the valuation of investments at September 30, 2014 using the fair value hierarchy:

	Level I – Quoted Prices					Level II – Other Significant Observable Inputs
	Short-Term U.S. Government and Agencies		Futures Contracts*			Forward Agreements			Foreign Currency Forward Contracts			Swap Agreements			Total
UltraShort Bloomberg Commodity	$	3,221,933	$	—		$	—		$	—		$	351,391		$	3,573,324
UltraShort Bloomberg Crude Oil		182,780,326		6,498,525			—			—			1,336,940			190,615,791
UltraShort Bloomberg Natural Gas		16,113,481		(1,869,686	)		—			—			—			14,243,795
UltraShort Gold		76,390,633		19,400			5,603,080			—			—			82,013,113
UltraShort Silver		47,309,314		14,690			12,351,895			—			—			59,675,899
Short Euro		15,108,184		430,669			—			—			—			15,538,853
UltraShort Australian Dollar		17,488,683		1,886,600			—			—			—			19,375,283
UltraShort Euro		441,230,341		—			—			37,323,059			—			478,553,400
UltraShort Yen		388,927,061		—			—			35,131,253			—			424,058,314
Ultra Bloomberg Commodity		3,629,825		—			—			—			(330,554	)		3,299,271
Ultra Bloomberg Crude Oil		183,290,203		(6,067,155	)		—			—			(1,175,472	)		176,047,576
Ultra Bloomberg Natural Gas		59,025,434		4,355,964			—			—			—			63,381,398
Ultra Gold		121,093,621		(19,400	)		(8,125,619	)		—			—			112,948,602
Ultra Silver		448,624,453		(29,380	)		(91,592,767	)		—			—			357,002,306
Ultra Australian Dollar		2,833,943		(321,111	)		—			—			—			2,512,832
Ultra Euro		2,189,947		—			—			(181,861	)		—			2,008,086
Ultra Yen		1,732,967		—			—			(156,420	)		—			1,576,547
VIX Short-Term Futures ETF		112,201,096		12,432,016			—			—			—			124,633,112
VIX Mid-Term Futures ETF		37,722,886		2,501,740			—			—			—			40,224,626
Ultra VIX Short-Term Futures ETF		214,965,711		48,652,087			—			—			—			263,617,798
Short VIX Short-Term Futures ETF		227,183,170		(25,048,446	)		—			—			—			202,134,724
Total Trust	$	2,603,063,212	$	43,436,513		$	(81,763,411	)	$	72,116,031		$	182,305		$	2,637,034,650

* Includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Only current day’s variation margin is reported within the Statements of Financial Condition in receivable/payable on open futures.

The following table summarizes the valuation of investments at December 31, 2013 using the fair value hierarchy:

	Level I – Quoted Prices					Level II – Other Significant Observable Inputs
	Short-Term U.S. Government and Agencies		Futures Contracts*			Forward Agreements			Foreign Currency Forward Contracts			Swap Agreements			Total
UltraShort Bloomberg Commodity	$	3,453,890	$	—		$	—		$	—		$	(27,665	)	$	3,426,225
UltraShort Bloomberg Crude Oil		247,584,623		(1,232,773	)		—			—			(2,332,900	)		244,018,950
UltraShort Bloomberg Natural Gas		18,274,713		1,042,300			—			—			—			19,317,013
UltraShort Gold		148,988,329		14,520			5,633,053			—			—			154,635,902
UltraShort Silver		114,826,066		14,200			(2,227,857	)		—			—			112,612,409
Short Euro		7,902,056		(33,231	)		—			—			—			7,868,825
UltraShort Australian Dollar		24,198,507		917,605			—			—			—			25,116,112
UltraShort Euro		437,847,159		—			—			(13,748,507	)		—			424,098,652
UltraShort Yen		558,597,264		—			—			29,386,684			—			587,983,948
Ultra Bloomberg Commodity		2,816,688		—			—			—			15,078			2,831,766
Ultra Bloomberg Crude Oil		137,435,610		626,661			—			—			1,957,893			140,020,164
Ultra Bloomberg Natural Gas		58,921,011		(3,656,539	)		—			—			—			55,264,472
Ultra Gold		140,880,950		(14,560	)		(6,812,974	)		—			—			134,053,416
Ultra Silver		467,868,976		(14,200	)		(2,492,880	)		—			—			465,361,896
Ultra Australian Dollar		2,716,439		(118,220	)		—			—			—			2,598,219
Ultra Euro		2,455,863		—			—			100,962			—			2,556,825
Ultra Yen		2,928,556		—			—			(159,309	)		—			2,769,247
VIX Short-Term Futures ETF		207,636,383		(16,652,686	)		—			—			—			190,983,697
VIX Mid-Term Futures ETF		46,040,233		(4,896,689	)		—			—			—			41,143,544
Ultra VIX Short-Term Futures ETF		109,533,487		(24,009,911	)		—			—			—			85,523,576
Short VIX Short-Term Futures ETF		105,559,022		8,116,955			—			—			—			113,675,977
Total Trust	$	2,846,465,825	$	(39,896,568	)	$	(5,900,658	)	$	15,579,830		$	(387,594	)	$	2,815,860,835

* Includes cumulative appreciation/depreciation of futures contracts as reported in the Schedules of Investments as presented in the Form 10-K for the year ended December 31, 2013. Only current day’s variation margin is reported within the Statements of Financial Condition as presented in the Form 10-K for the year ended December 31, 2013 in receivable/payable on open futures.

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Risk

9 Months Ended

Sep. 30, 2014

Risks and Uncertainties [Abstract]

Risk

NOTE 8 – RISK

Correlation and Compounding Risk

The Geared Funds do not seek to achieve their stated investment objective over a period of time greater than a single day (as measured from NAV calculation time to NAV calculation time). The return of a Geared Fund for a period longer than a single day is the result of its return for each day compounded over the period and usually will differ from the inverse (-1x), two times the inverse (-2x), or two times (2x) of the return of the Geared Fund’s benchmark for the period. A Fund will lose money if its benchmark performance is flat over time, and it is possible for a Geared Fund to lose money over time even if the performance of its benchmark increases (or decreases in the case of Short and UltraShort Funds), as a result of daily rebalancing, the benchmark’s volatility and compounding. Longer holding periods, higher benchmark volatility, inverse exposure and greater leverage each affect the impact of compounding on a Fund’s returns. Daily compounding of a Geared Fund’s investment returns can dramatically and adversely affect its longer-term performance during periods of high volatility. Volatility may be at least as important to a Geared Fund’s return for a period as the return of the Fund’s underlying benchmark. The Matching VIX Funds and the Managed Futures Fund seek to achieve their stated investment objective both over a single day and over time.

Each Ultra and UltraShort Fund uses leverage and should produce daily returns that are more volatile than that of its benchmark. For example, the daily return of an Ultra Fund with a 2x multiple should be approximately two times as volatile on a daily basis as is the return of a fund with an objective of matching the same benchmark. The daily return of a Short or UltraShort Fund is designed to return the inverse (-1x) or two times the inverse (-2x) of the return that would be expected of a fund with an objective of matching the same benchmark. The Geared Funds are not appropriate for all investors and present different risks than other funds. The Leveraged Funds use leverage and are riskier than similarly benchmarked exchange-traded funds that do not use leverage. An investor should only consider an investment in a Geared Fund if he or she understands the consequences of seeking daily leveraged, daily inverse or daily inverse leveraged investment results. Daily objective geared funds, if used properly and in conjunction with the investor’s view on the future direction and volatility of the markets, can be useful tools for investors who want to manage their exposure to various markets and market segments and who are willing to monitor and/or periodically rebalance their portfolios. Shareholders who invest in the Funds should actively manage and monitor their investments, as frequently as daily.

While the Funds expect to meet their investment objectives, several factors may affect their ability to do so. Among these factors are: (1) the Sponsor’s ability to purchase and sell Financial Instruments in a manner that correlates to a Fund’s objective; (2) an imperfect correlation between the performance of Financial Instruments held by a Fund and the performance of the applicable benchmark; (3) bid-ask spreads on such Financial Instruments; (4) fees, expenses, transaction costs, financing costs associated with the use of Financial Instruments and commission costs; (5) holding instruments traded in a market that has become illiquid or disrupted; (6) a Fund’s Share prices being rounded to the nearest cent and/or valuation methodology; (7) changes to a benchmark index that are not disseminated in advance; (8) the need to conform a Fund’s portfolio holdings to comply with investment restrictions or policies or regulatory or tax law requirements; (9) early and unanticipated closings of the markets on which the holdings of a Fund trade, resulting in the inability of the Fund to execute intended portfolio transactions; (10) accounting standards; and (11) differences caused by a Fund obtaining exposure to only a representative sample of the components of a benchmark, overweighting or underweighting certain components of a benchmark or obtaining exposure to assets that are not included in a benchmark.

A number of factors may affect a Geared Fund’s ability to achieve a high degree of correlation with its benchmark, and there can be no guarantee that a Fund will achieve a high degree of correlation. Failure to achieve a high degree of correlation may prevent a Geared Fund from achieving its investment objective. In order to achieve a high degree of correlation with their underlying benchmarks, the Geared Funds seek to rebalance their portfolios daily to keep exposure consistent with their investment objectives. Being materially under- or over-exposed to the benchmark may prevent such Geared Funds from achieving a high degree of correlation with such benchmark. Market disruptions or closure, large amounts of assets into or out of the Geared Funds, regulatory restrictions or extreme market volatility will adversely affect such Funds’ ability to adjust exposure to requisite levels. The target amount of portfolio exposure is impacted dynamically by the benchmarks’ movements during each day. Because of this, it is unlikely that the Geared Funds will be perfectly exposed (i.e., -1x, -2x or 2x, as applicable) to its benchmark at the end of each day, and the likelihood of being materially under- or over-exposed is higher on days when the benchmark levels are volatile near the close of the trading day. In addition, unlike other funds that do not rebalance their portfolios as frequently, each Geared Fund may be subject to increased trading costs associated with daily portfolio rebalancing in order to maintain appropriate exposure to the underlying benchmarks.

Counterparty Risk

Certain of the Funds will use swap agreements and/or forward contracts as a means to achieve their respective investment objectives. Such Funds will use either swap agreements and/or forward contracts referencing their respective benchmarks. These Funds may also invest in other swap agreements or forward contracts if such instruments tend to exhibit trading prices or returns that correlate with the benchmark or a component of the benchmark and will further the investment objective of the Fund. Certain Funds may invest in swap agreements or forward contracts if position accountability rules or position limits are reached with respect to specific futures contracts or the market for a specific futures contract experiences emergencies (e.g., natural disaster, terrorist attack or an act of God) or disruptions (e.g., a trading halt or a flash crash) that prevent the Funds from obtaining the appropriate amount of investment exposure to the affected futures contract or certain other futures contracts. Although unlikely, those Funds, under these circumstances, could have 100% exposure to swap agreements or forward contracts.

Swap agreements and forward contracts are generally traded in OTC markets and have only recently become subject to regulation by the CFTC. CFTC rules, however, do not cover all types of swap agreements and forward contracts. Investors, therefore, may not receive the protection of CFTC regulation or the statutory scheme of the Commodity Exchange Act (the “CEA”) in connection with each Fund’s swap agreements or forward contracts. The lack of regulation in these markets could expose investors to significant losses under certain circumstances, including in the event of trading abuses or financial failure by participants.

The Funds will be subject to credit risk with respect to the counterparties to the derivatives contracts (whether a clearing corporation in the case of cleared instruments or another third party in the case of OTC uncleared instruments). Unlike in futures contracts, the counterparty to uncleared swap agreements or forward contracts is generally a single bank or other financial institution, rather than a clearing organization backed by a group of financial institutions. As a result, a Fund is subject to credit risk with respect to the amount it expects to receive from counterparties to uncleared swaps and forward contracts entered into as part of that Fund’s principal investment strategy. If a counterparty becomes bankrupt or otherwise fails to perform its obligations due to financial difficulties, a Fund could suffer significant losses on these contracts and the value of an investor’s investment in a Fund may decline.

The Funds have sought to mitigate these risks by generally requiring that the counterparties for each Fund agree to post collateral for the benefit of the Fund, marked to market daily, subject to certain minimum thresholds; however there are no limitations on the percentage of its assets each Fund may invest in swap agreements or forward contracts with a particular counterparty. To the extent any such collateral is insufficient or there are delays in accessing the collateral, the Funds will be exposed to counterparty risk as described above, including possible delays in recovering amounts as a result of bankruptcy proceedings. The Funds typically enter into transactions only with major global financial institutions.

OTC swaps or forward contracts are less liquid than futures contracts because they are not traded on an exchange, do not have uniform terms and conditions, and are generally entered into based upon the creditworthiness of the parties and the availability of credit support, such as collateral, and in general, are not transferable without the consent of the counterparty. If the level of the Fund’s benchmark has a dramatic intraday move that would cause a material decline in the Fund’s NAV, the terms of the swap may permit the counterparty to immediately close out the transaction with the Fund. In that event, it may not be possible for the Fund to enter into another swap agreement or to invest in other Financial Instruments necessary to achieve the desired exposure consistent with the Fund’s objective. This, in turn, may prevent the Fund from achieving its investment objective, particularly if the level of the Fund’s benchmark reverses all or part of its intraday move by the end of the day. In addition, cleared derivative transactions benefit from daily marking-to-market and settlement, and segregation and minimum capital requirements applicable to intermediaries. Transactions entered into directly between two counterparties generally do not benefit from such protections. This exposes the Funds to the risk that a counterparty will not settle a transaction in accordance with its terms and conditions because of a dispute over the terms of the contract (whether or not bona fide) or because of a credit or liquidity problem, thus causing the Funds to suffer a loss.

Each counterparty and/or any of its affiliates may be an Authorized Participant or shareholder of a Fund.

The counterparty risk for cleared derivative transactions is generally lower than for uncleared OTC derivatives since generally a clearing organization becomes substituted for each counterparty to a cleared derivative contract and, in effect, guarantees the parties’ performance under the contract as each party to a trade looks only to the clearing house for performance of financial obligations. However, there can be no assurance that the clearing house, or its members, will satisfy its obligations to the Fund.

Leverage Risk

The Leveraged Funds may utilize leverage in seeking to achieve their respective investment objectives and will lose more money in market environments adverse to their respective daily investment objectives than funds that do not employ leverage. The use of leveraged and/or inverse leveraged positions could result in the total loss of an investor’s investment.

For example, because the UltraShort Funds and Ultra Funds include a two times the inverse (-2x), or a two times (2x) multiplier, a single-day movement in the relevant benchmark approaching 50% at any point in the day (for an UltraShort Fund or an UltraShort Fund) could result in the total loss or almost total loss of an investor’s investment if that movement is contrary to the investment objective of the Fund in which an investor has invested, even if such Fund’s benchmark subsequently moves in an opposite direction, eliminating all or a portion of the movement. This would be the case with downward single-day or intraday movements in the underlying benchmark of an Ultra Fund or upward single-day or intraday movements in the benchmark of an UltraShort Fund, even if the underlying benchmark maintains a level greater than zero at all times.

Liquidity Risk

Financial Instruments cannot always be liquidated at the desired price. It is difficult to execute a trade at a specific price when there is a relatively small volume of buy and sell orders in a market. A market disruption can also make it difficult to liquidate a position or find a swap or forward contract counterparty at a reasonable cost. Market illiquidity may cause losses for the Funds. The large size of the positions which the Funds may acquire increases the risk of illiquidity by both making their positions more difficult to liquidate and increasing the losses incurred while trying to do so. Any type of disruption or illiquidity will potentially be exacerbated due to the fact that the Funds will typically invest in Financial Instruments related to one benchmark, which in many cases is highly concentrated.

“Contango” and “Backwardation” Risk

In Funds that hold futures contracts, as the futures contracts near expiration, they are generally replaced by contracts that have a later expiration. Thus, for example, a contract purchased and held in November 2014 may specify a January 2015 expiration. For an Ultra Fund and a Matching VIX Fund, as that contract nears expiration, it may be replaced by selling the January 2015 contract and purchasing the contract expiring in March 2015. This process is referred to as “rolling.” Rolling may have a positive or negative impact on performance. For example, historically, the prices of certain types of futures contracts have frequently been higher for contracts with shorter-term expirations than for contracts with longer-term expirations, which is referred to as “backwardation.” In these circumstances, absent other factors, the sale of the January 2015 contract would take place at a price that is higher than the price at which the March 2015 contract is purchased, thereby creating a gain in connection with rolling. While certain types of futures contracts have historically exhibited consistent periods of backwardation, backwardation will likely not exist in these markets at all times. The presence of contango (where prices of contracts are higher in the distant delivery months than in the nearer delivery months due to the costs of long-term storage of a physical commodity prior to delivery or other factors) in certain futures contracts at the time of rolling would be expected to adversely affect an Ultra Fund or a Matching VIX Fund that invests in such futures, and positively affect a Short Fund or an UltraShort Fund that invests in such futures. Similarly, the presence of backwardation in certain futures contracts at the time of rolling such contracts would be expected to adversely affect the Short Funds and UltraShort Funds, and positively affect the Ultra Funds and Matching VIX Funds.

Since the introduction of VIX futures contracts, there have frequently been periods where VIX futures prices reflect higher expected volatility levels further out in time. This can result in a loss from “rolling” the VIX futures to maintain the constant weighted average maturity of the S&P 500 VIX Short-Term Futures Index or the S&P 500 VIX Mid-Term Futures Index (each a “VIX Futures Index”). Losses from exchanging a lower priced VIX future for a higher priced longer-term future in the rolling process would adversely affect the value of each VIX Futures Index and, accordingly, decrease the return of the Ultra VIX Short-Term Futures ETF and the Matching VIX Funds.

Gold and silver historically exhibit persistent “contango” markets rather than backwardation. Natural gas, like crude oil, moves in and out of backwardation and contango but historically has been in contango most commonly. It is generally believed this is because the market needs to build inventories for most of the year in order to have enough storage to make it through a normal winter. Periods of backwardation are typically thought to be caused by demand shocks or supply shortages such as an unusually cold winter or a hurricane.

Other Matters

On September 9, 2014, NYSE Regulation, Inc. (“NYSE Regulation”) sent a letter informing the Sponsor that ProShares Ultra Australian Dollar failed to comply with continued NYSE Arca Equities, Inc. listing standards regarding its number of record or beneficial holders. The Sponsor sent a written plan (“Plan”) to the NYSE Regulation designed to increase and sustain a higher number of record or beneficial holders. Upon review and consideration of the Plan, the NYSE Regulation Staff has granted an extension allowing the continued listing of ProShares Ultra Australian Dollar through at least December 23, 2014. There is no guarantee that the Fund will be able to meet the continued listing standards and avoid a delisting action after that date. If the Fund is delisted, there will not be an active trading market for the Fund’s Shares. If investors need to sell their Fund Shares at a time when no active market for them exists, the price investors receive for the Fund’s Shares, assuming that investors are able to sell them, likely will be lower than the price that investors would receive if an active market did exist. In addition, if the Fund is delisted, the Fund would likely be forced to liquidate.

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Creation and Redemption of Creation Units

9 Months Ended

Sep. 30, 2014

Text Block [Abstract]

Creation and Redemption of Creation Units

NOTE 6 – CREATION AND REDEMPTION OF CREATION UNITS

Each Fund issues and redeems shares from time to time, but only in one or more Creation Units. A Creation Unit is a block of 50,000 Shares of a Geared Fund and the Managed Futures Fund and 25,000 Shares of a Matching VIX Fund. Creation Units may be created or redeemed only by Authorized Participants. As a result of the Share splits and reverse Share splits as described in Note 1, certain redemptions as disclosed in the Statements of Changes in Shareholders’ Equity reflect payment of fractional share balances on beneficial shareholder accounts.

Except when aggregated in Creation Units, the Shares are not redeemable securities. Retail investors, therefore, generally will not be able to purchase or redeem Shares directly from or with a Fund. Rather, most retail investors will purchase or sell Shares in the secondary market with the assistance of a broker. Thus, some of the information contained in these Notes to Financial Statements, such as references to the Transaction Fees imposed on purchases and redemptions, is not relevant to retail investors.

Transaction Fees on Creation and Redemption Transactions

The manner by which Creation Units are purchased or redeemed is dictated by the terms of the Authorized Participant Agreement and Authorized Participant Handbook. By placing a purchase order, an Authorized Participant agrees to: (1) deposit cash with the Custodian; and (2) if permitted by the Sponsor in its sole discretion, enter into or arrange for an exchange of futures contract for related position or block trade whereby the Authorized Participant would also transfer to such Fund a number and type of exchange-traded futures contracts at or near the closing settlement price for such contracts on the purchase order date.

Authorized Participants may pay a fixed transaction fee of up to $500 in connection with each order to create or redeem a Creation Unit in order to compensate BBH&Co., as the Administrator, the Custodian and the Transfer Agent of each Fund and its Shares, for services in processing the creation and redemption of Creation Units and to offset the costs of increasing or decreasing derivative positions. Authorized Participants also may pay a variable transaction fee to the Fund of up to 0.10% of the value of the Creation Unit that is purchased or redeemed unless the transaction fee is waived or otherwise adjusted by the Sponsor. The Sponsor provides such Authorized Participant with prompt notice in advance of any such waiver or adjustment of the transaction fee. Authorized Participants may sell the Shares included in the Creation Units they purchase from the Funds to other investors in the secondary market.

Transaction fees for the three and nine months ended September 30, 2014, which are included in the Sale and/or Redemption of Shares on the Statements of Changes in Shareholders’ Equity, were as follows:

Fund	Three Months Ended September 30, 2014		Nine Months Ended September 30, 2014
UltraShort Bloomberg Commodity	$	—	$	—
UltraShort Bloomberg Crude Oil		54,104		199,604
UltraShort Bloomberg Natural Gas		3,896		20,800
UltraShort Gold		5,064		28,170
UltraShort Silver		6,199		41,467
Short Euro		—		—
UltraShort Australian Dollar		—		—
UltraShort Euro		—		—
UltraShort Yen		—		—
Ultra Bloomberg Commodity		—		249
Ultra Bloomberg Crude Oil		50,115		136,889
Ultra Bloomberg Natural Gas		6,542		16,058
Ultra Gold		2,477		9,475
Ultra Silver		16,924		54,987
Ultra Australian Dollar		—		—
Ultra Euro		—		—
Ultra Yen		—		—
VIX Short-Term Futures ETF		20,220		20,220
VIX Mid-Term Futures ETF		1,328		1,328
Ultra VIX Short-Term Futures ETF		163,716		446,535
Short VIX Short-Term Futures ETF		67,037		131,011
Total Trust	$	397,622	$	1,106,793

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Financial Highlights

9 Months Ended

Sep. 30, 2014

Quarterly Financial Information Disclosure [Abstract]

Financial Highlights

NOTE 7 – FINANCIAL HIGHLIGHTS

Selected data for a Share outstanding throughout the three months ended September 30, 2014:

For the Three Months Ended September 30, 2014 (unaudited)

Per Share Operating Performance	UltraShort Bloomberg Commodity			UltraShort Bloomberg Crude Oil			UltraShort Bloomberg Natural Gas			UltraShort Gold			UltraShort Silver			Short Euro			UltraShort Australian Dollar
Net asset value, at June 30, 2014	$	54.2430		$	24.6332		$	40.5583		$	83.9968		$	73.6642		$	35.6131		$	40.2542
Net investment income (loss)		(0.1422	)		(0.0654	)		(0.1378	)		(0.2023	)		(0.1862	)		(0.0864	)		(0.1020	)
Net realized and unrealized gain (loss)		15.0557			6.2237			5.8977			13.1335			33.6339			2.9991			5.7257
Change in net asset value from operations		14.9135			6.1583			5.7599			12.9312			33.4477			2.9127			5.6237
Net asset value, at September 30, 2014	$	69.1565		$	30.7915		$	46.3182		$	96.9280		$	107.1119		$	38.5258		$	45.8779
Market value per share, at June 30, 2014†	$	52.00		$	24.61		$	40.43		$	82.11		$	72.05		$	35.66		$	40.29
Market value per share, at September 30, 2014†	$	67.85		$	30.60		$	46.48		$	98.24		$	107.60		$	38.50		$	45.82
Total Return, at net asset value^		27.5	%		25.0	%		14.2	%		15.4	%		45.4	%		8.2	%		14.0	%
Total Return, at market value^		30.5	%		24.3	%		15.0	%		19.6	%		49.3	%		8.0	%		13.7	%
Ratios to Average Net Assets**
Expense ratio		(0.95	)%		(0.97	)%		(1.14	)%		(0.95	)%		(0.95	)%		(0.96	)%		(1.01	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.92	)%		(0.94	)%		(1.11	)%		(0.92	)%		(0.91	)%		(0.93	)%		(0.98	)%

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2014.

** Percentages are annualized.

For the Three Months Ended September 30, 2014 (unaudited)

Per Share Operating Performance	UltraShort Euro			UltraShort Yen			Ultra Bloomberg Commodity			Ultra Bloomberg Crude Oil			Ultra Bloomberg Natural Gas			Ultra Gold			Ultra Silver
Net asset value, at June 30, 2014	$	17.0603		$	64.8923		$	22.0290		$	39.1905		$	45.0351		$	48.3777		$	70.1043
Net investment income (loss)		(0.0419	)		(0.1581	)		(0.0447	)		(0.0778	)		(0.0923	)		(0.1051	)		(0.1442	)
Net realized and unrealized gain (loss)		2.9566			11.0143			(4.9560	)		(8.9949	)		(8.7309	)		(7.1796	)		(23.5528	)
Change in net asset value from operations		2.9147			10.8562			(5.0007	)		(9.0727	)		(8.8232	)		(7.2847	)		(23.6970	)
Net asset value, at September 30, 2014	$	19.9750		$	75.7485		$	17.0283		$	30.1178		$	36.2119		$	41.0930		$	46.4073
Market value per share, at June 30, 2014†	$	17.05		$	64.89		$	22.02		$	39.19		$	45.02		$	49.41		$	71.76
Market value per share, at September 30, 2014†	$	19.96		$	75.76		$	17.06		$	30.34		$	36.20		$	40.59		$	46.15
Total Return, at net asset value^		17.1	%		16.7	%		(22.7	)%		(23.2	)%		(19.6	)%		(15.1	)%		(33.8	)%
Total Return, at market value^		17.1	%		16.8	%		(22.5	)%		(22.6	)%		(19.6	)%		(17.9	)%		(35.7	)%
Ratios to Average Net Assets**
Expense ratio		(0.95	)%		(0.95	)%		(0.95	)%		(0.97	)%		(1.09	)%		(0.95	)%		(0.95	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.91	)%		(0.92	)%		(0.91	)%		(0.94	)%		(1.06	)%		(0.91	)%		(0.91	)%

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2014.

** Percentages are annualized.

For the Three Months Ended September 30, 2014 (unaudited)

Per Share Operating Performance	Ultra Australian Dollar			Ultra Euro			Ultra Yen			VIX Short-Term Futures ETF			VIX Mid-Term Futures ETF*			Ultra VIX Short Term Futures ETF			Short VIX Short Term Futures ETF
Net asset value, at June 30, 2014	$	35.9201		$	25.6654		$	19.9677		$	19.0084		$	61.7690		$	26.5520		$	88.4063
Net investment income (loss)		(0.0837	)		(0.0553	)		(0.0438	)		(0.0444	)		(0.1295	)		(0.1176	)		(0.3181	)
Net realized and unrealized gain (loss)		(4.6513	)		(3.8505	)		(2.9546	)		1.8571			2.3798			3.3319			(13.2748	)
Change in net asset value from operations		(4.7350	)		(3.9058	)		(2.9984	)		1.8127			2.2503			3.2143			(13.5929	)
Net asset value, at September 30, 2014	$	31.1851		$	21.7596		$	16.9693		$	20.8211		$	64.0193		$	29.7663		$	74.8134
Market value per share, at June 30, 2014†	$	35.65		$	25.80		$	20.07		$	19.03		$	61.88		$	26.62		$	88.27
Market value per share, at September 30, 2014†	$	30.99		$	21.72		$	17.06		$	20.78		$	63.88		$	29.63		$	74.94
Total Return, at net asset value^		(13.2	)%		(15.2	)%		(15.0	)%		9.5	%		3.6	%		12.1	%		(15.4	)%
Total Return, at market value^		(13.1	)%		(15.8	)%		(15.0	)%		9.2	%		3.2	%		11.3	%		(15.1	)%
Ratios to Average Net Assets**
Expense ratio		(0.99	)%		(0.95	)%		(0.95	)%		(0.94	)%		(0.88	)%		(1.82	)%		(1.54	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.85	)%		(0.85	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.95	)%		(0.91	)%		(0.92	)%		(0.92	)%		(0.85	)%		(1.80	)%		(1.52	)%

* See Note 9 of these Notes to Financial Statements.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2014.

** Percentages are annualized.

Selected data for a Share outstanding throughout the three months ended September 30, 2013:

For the Three Months Ended September 30, 2013 (unaudited)

Per Share Operating Performance	UltraShort Bloomberg Commodity			UltraShort Bloomberg Crude Oil			UltraShort Bloomberg Natural Gas			UltraShort Gold			UltraShort Silver			Short Euro			UltraShort Australian Dollar
Net asset value, at June 30, 2013	$	65.8903		$	36.3393		$	88.5724		$	114.0985		$	110.5972		$	37.9264		$	46.4112
Net investment income (loss)		(0.1408	)		(0.0691	)		(0.2504	)		(0.2074	)		(0.1902	)		(0.0886	)		(0.1140	)
Net realized and unrealized gain (loss)		(3.3059	)		(6.0060	)		3.3319			(25.7822	)		(33.8396	)		(1.4518	)		(2.7008	)
Change in net asset value from operations		(3.4467	)		(6.0751	)		3.0815			(25.9896	)		(34.0298	)		(1.5404	)		(2.8148	)
Net asset value, at September 30, 2013	$	62.4436		$	30.2642		$	91.6539		$	88.1089		$	76.5674		$	36.3860		$	43.5964
Market value per share, at June 30, 2013†	$	64.97		$	36.45		$	88.00		$	106.50		$	101.27		$	38.01		$	46.54
Market value per share, at September 30, 2013†	$	57.37		$	30.25		$	91.86		$	87.88		$	76.49		$	36.41		$	43.54
Total Return, at net asset value^		(5.2	)%		(16.7	)%		3.5	%		(22.8	)%		(30.8	)%		(4.1	)%		(6.1	)%
Total Return, at market value^		(11.7	)%		(17.0	)%		4.4	%		(17.5	)%		(24.5	)%		(4.2	)%		(6.4	)%
Ratios to Average Net Assets**
Expense ratio		(0.95	)%		(0.97	)%		(1.17	)%		(0.95	)%		(0.95	)%		(0.97	)%		(1.02	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.91	)%		(0.94	)%		(1.14	)%		(0.91	)%		(0.91	)%		(0.95	)%		(0.99	)%

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2013.

** Percentages are annualized.

For the Three Months Ended September 30, 2013 (unaudited)

Per Share Operating Performance	UltraShort Euro			UltraShort Yen			Ultra Bloomberg Commodity			Ultra Bloomberg Crude Oil			Ultra Bloomberg Natural Gas			Ultra Gold			Ultra Silver*
Net asset value, at June 30, 2013	$	19.2890		$	64.1071		$	19.2603		$	30.1614		$	36.0214		$	41.6758		$	62.9731
Net investment income (loss)		(0.0429	)		(0.1464	)		(0.0469	)		(0.0851	)		(0.0937	)		(0.1173	)		(0.1834	)
Net realized and unrealized gain (loss)		(1.5079	)		(1.7693	)		0.7443			4.6335			(3.6705	)		9.1902			17.4893
Change in net asset value from operations		(1.5508	)		(1.9157	)		0.6974			4.5484			(3.7642	)		9.0729			17.3059
Net asset value, at September 30, 2013	$	17.7382		$	62.1914		$	19.9577		$	34.7098		$	32.2572		$	50.7487		$	80.2790
Market value per share, at June 30, 2013†	$	19.29		$	64.08		$	18.96		$	30.11		$	36.26		$	44.63		$	68.00
Market value per share, at September 30, 2013†	$	17.75		$	62.23		$	19.92		$	34.73		$	32.18		$	50.86		$	80.20
Total Return, at net asset value^		(8.0	)%		(3.0	)%		3.6	%		15.1	%		(10.4	)%		21.8	%		27.5	%
Total Return, at market value^		(8.0	)%		(2.9	)%		5.1	%		15.3	%		(11.3	)%		14.0	%		17.9	%
Ratios to Average Net Assets**
Expense ratio		(0.95	)%		(0.95	)%		(0.95	)%		(0.96	)%		(1.11	)%		(0.95	)%		(0.95	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.92	)%		(0.92	)%		(0.91	)%		(0.93	)%		(1.08	)%		(0.91	)%		(0.91	)%

* See Note 1 of these Notes to Financial Statements.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2013.

** Percentages are annualized.

For the Three Months Ended September 30, 2013 (unaudited)

Per Share Operating Performance	Ultra Australian Dollar			Ultra Euro			Ultra Yen			VIX Short-Term Futures ETF			VIX Mid-Term Futures ETF+			Ultra VIX Short Term Futures ETF*			Short VIX Short Term Futures ETF*
Net asset value, at June 30, 2013	$	32.8323		$	23.4744		$	21.2199		$	55.9419		$	113.1502		$	287.9838		$	39.1314
Net investment income (loss)		(0.0804	)		(0.0556	)		(0.0490	)		(0.0874	)		(0.1983	)		(0.7102	)		(0.1909	)
Net realized and unrealized gain (loss)		1.5404			1.8323			0.3008			(16.3058	)		(20.2429	)		(149.1718	)		13.5673
Change in net asset value from operations		1.4600			1.7767			0.2518			(16.3932	)		(20.4412	)		(149.8820	)		13.3764
Net asset value, at September 30, 2013	$	34.2923		$	25.2511		$	21.4717		$	39.5487		$	92.7090		$	138.1018		$	52.5078
Market value per share, at June 30, 2013†	$	33.96		$	23.25		$	21.10		$	55.91		$	113.00		$	286.76		$	39.23
Market value per share, at September 30, 2013†	$	34.35		$	25.30		$	21.70		$	39.45		$	92.08		$	137.36		$	52.57
Total Return, at net asset value^		4.4	%		7.6	%		1.2	%		(29.3	)%		(18.1	)%		(52.0	)%		34.2	%
Total Return, at market value^		1.1	%		8.8	%		2.8	%		(29.4	)%		(18.5	)%		(52.1	)%		34.0	%
Ratios to Average Net Assets**
Expense ratio		(1.00	)%		(0.95	)%		(0.95	)%		(0.85	)%		(0.85	)%		(1.81	)%		(1.54	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.85	)%		(0.85	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.97	)%		(0.91	)%		(0.91	)%		(0.83	)%		(0.82	)%		(1.79	)%		(1.51	)%

* See Note 1 of these Notes to Financial Statements.

⁺  See Note 9 of these Notes to Financial Statements.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2013.

** Percentages are annualized.

Selected data for a Share outstanding throughout the nine months ended September 30, 2014:

For the Nine Months Ended September 30, 2014 (unaudited)

Per Share Operating Performance	UltraShort Bloomberg Commodity			UltraShort Bloomberg Crude Oil			UltraShort Bloomberg Natural Gas			UltraShort Gold			UltraShort Silver			Short Euro			UltraShort Australian Dollar
Net asset value, at December 31, 2013	$	63.2936		$	31.7301		$	69.9635		$	103.5180		$	89.7820		$	35.5867		$	46.6384
Net investment income (loss)		(0.3965	)		(0.1953	)		(0.3585	)		(0.5973	)		(0.5505	)		(0.2496	)		(0.3090	)
Net realized and unrealized gain (loss)#		6.2594			(0.7433	)		(23.2868	)		(5.9927	)		17.8804			3.1887			(0.4515	)
Change in net asset value from operations		5.8629			(0.9386	)		(23.6453	)		(6.5900	)		17.3299			2.9391			(0.7605	)
Net asset value, at September 30, 2014	$	69.1565		$	30.7915		$	46.3182		$	96.9280		$	107.1119		$	38.5258		$	45.8779
Market value per share, at December 31, 2013†	$	58.41		$	31.58		$	69.36		$	103.53		$	90.19		$	35.66		$	46.66
Market value per share, at September 30, 2014†	$	67.85		$	30.60		$	46.48		$	98.24		$	107.60		$	38.50		$	45.82
Total Return, at net asset value^		9.3	%		(3.0	)%		(33.8	)%		(6.4	)%		19.3	%		8.3	%		(1.6	)%
Total Return, at market value^		16.2	%		(3.1	)%		(33.0	)%		(5.1	)%		19.3	%		8.0	%		(1.8	)%
Ratios to Average Net Assets**
Expense ratio		(0.95	)%		(0.97	)%		(1.16	)%		(0.95	)%		(0.95	)%		(0.96	)%		(1.01	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.91	)%		(0.93	)%		(1.11	)%		(0.90	)%		(0.90	)%		(0.92	)%		(0.96	)%

# The amount shown for a share outstanding throughout the period may not accord with the change in aggregate gains and losses during the period because of timing of creation and redemption units in relation to fluctuating net asset value during the period.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2014.

** Percentages are annualized.

For the Nine Months Ended September 30, 2014 (unaudited)

Per Share Operating Performance	UltraShort Euro			UltraShort Yen			Ultra Bloomberg Commodity			Ultra Bloomberg Crude Oil			Ultra Bloomberg Natural Gas			Ultra Gold			Ultra Silver
Net asset value, at December 31, 2013	$	17.0613		$	70.8640		$	19.4317		$	32.0899		$	38.8383		$	41.2553		$	63.3305
Net investment income (loss)		(0.1173	)		(0.4498	)		(0.1409	)		(0.2302	)		(0.3216	)		(0.3155	)		(0.4388	)
Net realized and unrealized gain (loss)#		3.0310			5.3343			(2.2625	)		(1.7419	)		(2.3048	)		0.1532			(16.4844	)
Change in net asset value from operations		2.9137			4.8845			(2.4034	)		(1.9721	)		(2.6264	)		(0.1623	)		(16.9232	)
Net asset value, at September 30, 2014	$	19.9750		$	75.7485		$	17.0283		$	30.1178		$	36.2119		$	41.0930		$	46.4073
Market value per share, at December 31, 2013†	$	17.06		$	70.91		$	19.13		$	32.22		$	39.28		$	41.26		$	63.04
Market value per share, at September 30, 2014†	$	19.96		$	75.76		$	17.06		$	30.34		$	36.20		$	40.59		$	46.15
Total Return, at net asset value^		17.1	%		6.9	%		(12.4	)%		(6.1	)%		(6.8	)%		(0.4	)%		(26.7	)%
Total Return, at market value^		17.0	%		6.8	%		(10.8	)%		(5.8	)%		(7.8	)%		(1.6	)%		(26.8	)%
Ratios to Average Net Assets**
Expense ratio		(0.95	)%		(0.95	)%		(0.95	)%		(0.98	)%		(1.11	)%		(0.95	)%		(0.95	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.90	)%		(0.89	)%		(0.91	)%		(0.93	)%		(1.07	)%		(0.91	)%		(0.91	)%

# The amount shown for a share outstanding throughout the period may not accord with the change in aggregate gains and losses during the period because of timing of creation and redemption units in relation to fluctuating net asset value during the period.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2014.

** Percentages are annualized.

For the Nine Months Ended September 30, 2014 (unaudited)
Per Share Operating Performance	Ultra Australian Dollar			Ultra Euro			Ultra Yen			VIX Short-Term Futures ETF			VIX Mid-Term Futures ETF*			Ultra VIX Short Term Futures ETF			Short VIX Short Term Futures ETF
Net asset value, at December 31, 2013	$	31.6801		$	26.0346		$	18.6318		$	28.5387		$	77.1837		$	67.0841		$	67.4993
Net investment income (loss)		(0.2384	)		(0.1697	)		(0.1304	)		(0.1518	)		(0.4227	)		(0.4998	)		(0.7883	)
Net realized and unrealized gain (loss)#		(0.2566	)		(4.1053	)		(1.5321	)		(7.5658	)		(12.7417	)		(36.8180	)		8.1024
Change in net asset value from operations		(0.4950	)		(4.2750	)		(1.6625	)		(7.7176	)		(13.1644	)		(37.3178	)		7.3141
Net asset value, at September 30, 2014	$	31.1851		$	21.7596		$	16.9693		$	20.8211		$	64 .0193		$	29.7663		$	74.8134
Market value per share, at December 31, 2013†	$	31.61		$	25.98		$	18.61		$	28.53		$	77.16		$	67.12		$	67.47
Market value per share, at September 30, 2014†	$	30.99		$	21.72		$	17.06		$	20.78		$	63.88		$	29.63		$	74.94
Total Return, at net asset value^		(1.6	)%		(16.4	)%		(8.9	)%		(27.0	)%		(17.1	)%		(55.6	)%		10.8	%
Total Return, at market value^		(2.0	)%		(16.4	)%		(8.3	)%		(27.2	)%		(17.2	)%		(55.9	)%		11.1	%
Ratios to Average Net Assets**
Expense ratio		(0.99	)%		(0.95	)%		(0.95	)%		(0.87	)%		(0.86	)%		(1.78	)%		(1.51	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.85	)%		(0.85	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.94	)%		(0.90	)%		(0.90	)%		(0.83	)%		(0.82	)%		(1.75	)%		(1.47	)%

* See Note 9 of these Notes to Financial Statements.

# The amount shown for a share outstanding throughout the period may not accord with the change in aggregate gains and losses during the period because of timing of creation and redemption units in relation to fluctuating net asset value during the period.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2014.

** Percentages are annualized.

Selected data for a Share outstanding throughout the nine months ended September 30, 2013:

For the Nine Months Ended September 30, 2013 (unaudited)

Per Share Operating Performance	UltraShort Bloomberg Commodity			UltraShort Bloomberg Crude Oil			UltraShort Bloomberg Natural Gas			UltraShort Gold			UltraShort Silver			Short Euro			UltraShort Australian Dollar
Net asset value, at December 31, 2012	$	54.1021		$	40.3079		$	102.1402		$	63.8688		$	51.3951		$	37.6285		$	37.8081
Net investment income (loss)		(0.3875	)		(0.2262	)		(0.6806	)		(0.5395	)		(0.4408	)		(0.2593	)		(0.3257	)
Net realized and unrealized gain (loss)#		8.7290			(9.8175	)		(9.8057	)		24.7796			25.6131			(0.9832	)		6.1140
Change in net asset value from operations		8.3415			(10.0437	)		(10.4863	)		24.2401			25.1723			(1.2425	)		5.7883
Net asset value, at September 30, 2013	$	62.4436		$	30.2642		$	91.6539		$	88.1089		$	76.5674		$	36.3860		$	43.5964
Market value per share, at December 31, 2012†	$	51.64		$	40.44		$	101.64		$	62.60		$	50.07		$	37.64		$	37.74
Market value per share, at September 30, 2013†	$	57.37		$	30.25		$	91.86		$	87.88		$	76.49		$	36.41		$	43.54
Total Return, at net asset value^		15.4	%		(24.9	)%		(10.3	)%		38.0	%		49.0	%		(3.3	)%		15.3	%
Total Return, at market value^		11.1	%		(25.2	)%		(9.6	)%		40.4	%		52.8	%		(3.3	)%		15.4	%
Ratios to Average Net Assets**
Expense ratio		(0.95	)%		(0.98	)%		(1.20	)%		(0.95	)%		(0.95	)%		(0.96	)%		(1.03	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.89	)%		(0.93	)%		(1.15	)%		(0.90	)%		(0.89	)%		(0.93	)%		(0.99	)%

# The amount shown for a share outstanding throughout the period may not accord with the change in aggregate gains and losses during the period because of timing of creation and redemption units in relation to fluctuating net asset value during the period.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2013.

** Percentages are annualized.

For the Nine Months Ended September 30, 2013 (unaudited)

Per Share Operating Performance	UltraShort Euro			UltraShort Yen			Ultra Bloomberg Commodity			Ultra Bloomberg Crude Oil			Ultra Bloomberg Natural Gas			Ultra Gold			Ultra Silver*
Net asset value, at December 31, 2012	$	19.0172		$	50.7577		$	24.3875		$	29.3941		$	39.0490		$	83.7634		$	171.8906
Net investment income (loss)		(0.1275	)		(0.4164	)		(0.1487	)		(0.2120	)		(0.3134	)		(0.4298	)		(0.7216	)
Net realized and unrealized gain (loss)#		(1.1515	)		11.8501			(4.2811	)		5.5277			(6.4784	)		(32.5849	)		(90.8900	)
Change in net asset value from operations		(1.2790	)		11.4337			(4.4298	)		5.3157			(6.7918	)		(33.0147	)		(91.6116	)
Net asset value, at September 30, 2013	$	17.7382		$	62.1914		$	19.9577		$	34.7098		$	32.2572		$	50.7487		$	80.2790
Market value per share, at December 31, 2012†	$	19.01		$	50.77		$	23.93		$	29.32		$	39.24		$	85.34		$	176.40
Market value per share, at September 30, 2013†	$	17.75		$	62.23		$	19.92		$	34.73		$	32.18		$	50.86		$	80.20
Total Return, at net asset value^		(6.7	)%		22.5	%		(18.2	)%		18.1	%		(17.4	)%		(39.4	)%		(53.3	)%
Total Return, at market value^		(6.6	)%		22.6	%		(16.8	)%		18.5	%		(18.0	)%		(40.4	)%		(54.5	)%
Ratios to Average Net Assets**
Expense ratio		(0.95	)%		(0.95	)%		(0.95	)%		(0.97	)%		(1.13	)%		(0.95	)%		(0.95	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.90	)%		(0.90	)%		(0.90	)%		(0.91	)%		(1.08	)%		(0.88	)%		(0.88	)%

* See Note 1 of these Notes to Financial Statements.

# The amount shown for a share outstanding throughout the period may not accord with the change in aggregate gains and losses during the period because of timing of creation and redemption units in relation to fluctuating net asset value during the period.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2013.

** Percentages are annualized.

For the Nine Months Ended September 30, 2013 (unaudited)
Per Share Operating Performance	Ultra Australian Dollar			Ultra Euro			Ultra Yen			VIX Short-Term Futures ETF			VIX Mid-Term Futures ETF+			Ultra VIX Short Term Futures ETF*			Short VIX Short Term Futures ETF*
Net asset value, at December 31, 2012	$	41.4986		$	24.3499		$	28.1840		$	83.9374		$	138.8013		$	805.2711		$	33.0649
Net investment income (loss)		(0.2663	)		(0.1625	)		(0.1519	)		(0.3083	)		(0.6171	)		(3.1394	)		(0.5081	)
Net realized and unrealized gain (loss)		(6.9400	)		1.0637			(6.5604	)		(44.0804	)		(45.4752	)		(664.0299	)		19.9510
Change in net asset value from operations		(7.2063	)		0.9012			(6.7123	)		(44.3887	)		(46.0923	)		(667.1693	)		19.4429
Net asset value, at September 30, 2013	$	34.2923		$	25.2511		$	21.4717		$	39.5487		$	92.7090		$	138.1018		$	52.5078
Market value per share, at December 31, 2012†	$	41.45		$	24.32		$	28.28		$	85.05		$	136.88		$	836.00		$	32.73
Market value per share, at September 30, 2013†	$	34.35		$	25.30		$	21.70		$	39.45		$	92.08		$	137.36		$	52.57
Total Return, at net asset value^		(17.4	)%		3.7	%		(23.8	)%		(52.9	)%		(33.2	)%		(82.9	)%		58.8	%
Total Return, at market value^		(17.1	)%		4.0	%		(23.3	)%		(53.6	)%		(32.7	)%		(83.6	)%		60.6	%
Ratios to Average Net Assets**
Expense ratio		(0.99	)%		(0.95	)%		(0.95	)%		(0.85	)%		(0.85	)%		(1.84	)%		(1.54	)%
Expense ratio, excluding brokerage commissions		(0.95	)%		(0.95	)%		(0.95	)%		(0.85	)%		(0.85	)%		(0.95	)%		(0.95	)%
Net investment income (loss)		(0.95	)%		(0.90	)%		(0.89	)%		(0.81	)%		(0.81	)%		(1.82	)%		(1.50	)%

* See Note 1 of these Notes to Financial Statements.

⁺  See Note 9 of these Notes to Financial Statements.

† Market values are determined at the close of the New York Stock Exchange, which may be later than when the Funds’ net asset value is calculated.

^ Percentages are not annualized for the period ended September 30, 2013.

** Percentages are annualized.

XML

Subsequent Events

9 Months Ended

Sep. 30, 2014

Subsequent Events [Abstract]

Subsequent Events

NOTE 9 – SUBSEQUENT EVENTS

Management has evaluated the possibility of subsequent events existing in the Trust’s and the Funds’ financial statements through the date the financial statements were issued. The subsequent events were as follows:

On October 2, 2014, the Managed Futures Fund commenced investment operations.

On October 15, 2014, the Trust announced a 1-for-4 reverse split of the Shares of beneficial interest of ProShares VIX Mid-Term Futures ETF (NYSE Arca symbol “VIXM”). Prior to the opening of trading on the NYSE Arca on November 6, 2014, ProShares VIX Mid-Term Futures ETF executed a 1-for-4 reverse split of Shares.

The reverse split was effective for shareholders of record after the close of the markets on November 5, 2014, and payable after the close of the markets on November 6, 2014. ProShares VIX Mid-Term Futures ETF traded at its post-reverse split price on November 6, 2014. The ticker symbol for the Fund did not change, and it continues to trade on the NYSE Arca.

The reverse split was applied retroactively for all periods presented, decreasing the number of Shares outstanding for ProShares VIX Mid-Term Futures ETF, and resulted in a proportionate increase in the price per Share and per Share information of ProShares VIX Mid-Term Futures ETF. Therefore, the reverse split did not change the aggregate net asset value of a shareholder’s investment at the time of the reverse split.

XML

Significant Accounting Policies - Calculation of Funds' Final Net Asset Value for Creation and Redemption of Fund Shares (Detail)	9 Months Ended
	Sep. 30, 2014
ProShares UltraShort Silver [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	7:00 a.m.
NAV Calculation Date	September 30
ProShares Ultra Silver [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	7:00 a.m.
NAV Calculation Date	September 30
ProShares UltraShort Gold [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	10:00 a.m.
NAV Calculation Date	September 30
ProShares Ultra Gold [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	10:00 a.m.
NAV Calculation Date	September 30
ProShares UltraShort Bloomberg Crude Oil [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	2:30 p.m.
NAV Calculation Date	September 30
ProShares Ultra Bloomberg Crude Oil [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	2:30 p.m.
NAV Calculation Date	September 30
ProShares UltraShort Bloomberg Natural Gas [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	2:30 p.m.
NAV Calculation Date	September 30
ProShares Ultra Bloomberg Natural Gas [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	2:30 p.m.
NAV Calculation Date	September 30
ProShares UltraShort Bloomberg Commodity [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	2:30 p.m.
NAV Calculation Date	September 30
ProShares Ultra Bloomberg Commodity [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	2:30 p.m.
NAV Calculation Date	September 30
ProShares UltraShort Australian Dollar [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	4:00 p.m.
NAV Calculation Date	September 30
ProShares Ultra Australian Dollar [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	4:00 p.m.
NAV Calculation Date	September 30
ProShares Short Euro [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	4:00 p.m.
NAV Calculation Date	September 30
ProShares UltraShort Euro [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	4:00 p.m.
NAV Calculation Date	September 30
ProShares Ultra Euro [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	4:00 p.m.
NAV Calculation Date	September 30
ProShares UltraShort Yen [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	4:00 p.m.
NAV Calculation Date	September 30
ProShares Ultra Yen [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	4:00 p.m.
NAV Calculation Date	September 30
ProShares VIX Short-Term Futures ETF [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	4:15 p.m.
NAV Calculation Date	September 30
ProShares Ultra VIX Short-Term Futures ETF [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	4:15 p.m.
NAV Calculation Date	September 30
ProShares Short VIX Short-Term Futures ETF [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	4:15 p.m.
NAV Calculation Date	September 30
ProShares VIX Mid-Term Futures ETF [Member]
Significant Accounting Policies [Line Items]
NAV Calculation Time	4:15 p.m.
NAV Calculation Date	September 30

XML

Creation and Redemption of Creation Units (Tables)

9 Months Ended

Sep. 30, 2014

Text Block [Abstract]

Schedule of Transaction Fees

Transaction fees for the three and nine months ended September 30, 2014, which are included in the Sale and/or Redemption of Shares on the Statements of Changes in Shareholders’ Equity, were as follows:

Fund	Three Months Ended September 30, 2014		Nine Months Ended September 30, 2014
UltraShort Bloomberg Commodity	$	—	$	—
UltraShort Bloomberg Crude Oil		54,104		199,604
UltraShort Bloomberg Natural Gas		3,896		20,800
UltraShort Gold		5,064		28,170
UltraShort Silver		6,199		41,467
Short Euro		—		—
UltraShort Australian Dollar		—		—
UltraShort Euro		—		—
UltraShort Yen		—		—
Ultra Bloomberg Commodity		—		249
Ultra Bloomberg Crude Oil		50,115		136,889
Ultra Bloomberg Natural Gas		6,542		16,058
Ultra Gold		2,477		9,475
Ultra Silver		16,924		54,987
Ultra Australian Dollar		—		—
Ultra Euro		—		—
Ultra Yen		—		—
VIX Short-Term Futures ETF		20,220		20,220
VIX Mid-Term Futures ETF		1,328		1,328
Ultra VIX Short-Term Futures ETF		163,716		446,535
Short VIX Short-Term Futures ETF		67,037		131,011
Total Trust	$	397,622	$	1,106,793

XML

Schedule of Investments - Futures Contracts Sold (Detail) (USD $)	9 Months Ended
	Sep. 30, 2014 Contract
ProShares UltraShort Bloomberg Crude Oil [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	$ 1,336,940	[1]
ProShares UltraShort Bloomberg Crude Oil [Member] | Crude Oil - NYMEX, Expires November 2014 [Member]
Schedule of Investments [Line Items]
Number of Contracts	1,835	[2]
Notional Amount at Value	167,278,600	[2]
Unrealized Appreciation (Depreciation)	6,498,525	[2]
ProShares UltraShort Bloomberg Natural Gas [Member] | Natural Gas - NYMEX, Expires November 2014 [Member]
Schedule of Investments [Line Items]
Number of Contracts	955	[3]
Notional Amount at Value	39,355,550	[3]
Unrealized Appreciation (Depreciation)	(1,869,686)	[3]
ProShares UltraShort Gold [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	5,603,080	[1]
ProShares UltraShort Gold [Member] | Gold Futures - COMEX, Expires December 2014 [Member]
Schedule of Investments [Line Items]
Number of Contracts	2	[4]
Notional Amount at Value	242,320	[4]
Unrealized Appreciation (Depreciation)	19,400	[4]
ProShares UltraShort Silver [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	12,351,895	[1]
ProShares UltraShort Silver [Member] | Silver Futures - COMEX, Expires December 2014 [Member]
Schedule of Investments [Line Items]
Number of Contracts	1	[5]
Notional Amount at Value	85,285	[5]
Unrealized Appreciation (Depreciation)	14,690	[5]
ProShares Short Euro [Member] | Euro Fx Currency Futures - CME, Expires December 2014 [Member]
Schedule of Investments [Line Items]
Number of Contracts	110	[6]
Notional Amount at Value	17,373,125	[6]
Unrealized Appreciation (Depreciation)	430,669	[6]
ProShares UltraShort Australian Dollar [Member] | Australian Dollar Fx Currency Futures - CME, Expires December 2014 [Member]
Schedule of Investments [Line Items]
Number of Contracts	473	[7]
Notional Amount at Value	41,136,810	[7]
Unrealized Appreciation (Depreciation)	1,886,600	[7]
ProShares Short VIX Short-Term Futures ETF [Member]
Schedule of Investments [Line Items]
Unrealized Appreciation (Depreciation)	(25,048,446)	[8]
ProShares Short VIX Short-Term Futures ETF [Member] | VIX Futures - CBOE, Expires October 2014 [Member]
Schedule of Investments [Line Items]
Number of Contracts	11,352	[8]
Notional Amount at Value	185,037,600	[8]
Unrealized Appreciation (Depreciation)	(18,147,969)	[8]
ProShares Short VIX Short-Term Futures ETF [Member] | VIX Futures - CBOE, Expires November 2014 [Member]
Schedule of Investments [Line Items]
Number of Contracts	7,575	[8]
Notional Amount at Value	126,123,750	[8]
Unrealized Appreciation (Depreciation)	$ (6,900,477)	[8]

[1] The positions and counterparties herein are as of September 30, 2014. The Funds continually evaluate different counterparties for their transactions and counterparties are subject to change. New counterparties can be added at any time.

[2] Cash collateral in the amount of $5,449,950 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

[3] Cash collateral in the amount of $2,846,855 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

[4] Cash collateral in the amount of $10,120 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

[5] Cash collateral in the amount of $7,150 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

[6] Cash collateral in the amount of $242,000 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

[7] Cash collateral in the amount of $676,390 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

[8] Cash collateral in the amount of $51,099,750 was pledged to cover margin requirements for open futures contracts as of September 30, 2014.

XML

Investments - Gross Amounts not Offset in the Statements of Financial Condition (Detail) (USD $)	Sep. 30, 2014	Dec. 31, 2013
ProShares UltraShort Bloomberg Commodity [Member] | Deutsche Bank AG [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	$ 138,092	$ (11,710)
Financial Instruments for the Benefit of /the Counterparties	0	11,710
Cash Collateral for the Benefit of / the Counterparties	0	0
Net Amount	138,092	0
ProShares UltraShort Bloomberg Commodity [Member] | Goldman Sachs International [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	151,279	(12,945)
Financial Instruments for the Benefit of /the Counterparties	0	12,945
Cash Collateral for the Benefit of / the Counterparties	0	0
Net Amount	151,279	0
ProShares UltraShort Bloomberg Commodity [Member] | UBS AG [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	62,020	(3,010)
Financial Instruments for the Benefit of /the Counterparties	0	3,010
Cash Collateral for the Benefit of / the Counterparties	0	0
Net Amount	62,020	0
ProShares UltraShort Bloomberg Crude Oil [Member] | Deutsche Bank AG [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	386,649	(570,114)
Financial Instruments for the Benefit of /the Counterparties	0	570,114
Cash Collateral for the Benefit of / the Counterparties	(150,000)	0
Net Amount	236,649	0
ProShares UltraShort Bloomberg Crude Oil [Member] | Goldman Sachs International [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	119,484	(632,990)
Financial Instruments for the Benefit of /the Counterparties	0	632,990
Cash Collateral for the Benefit of / the Counterparties	0	0
Net Amount	119,484	0
ProShares UltraShort Bloomberg Crude Oil [Member] | UBS AG [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	567,613	(727,210)
Financial Instruments for the Benefit of /the Counterparties	0	727,210
Cash Collateral for the Benefit of / the Counterparties	0	0
Net Amount	567,613	0
ProShares UltraShort Bloomberg Crude Oil [Member] | Societe Generale S.A. [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	263,194	(402,586)
Financial Instruments for the Benefit of /the Counterparties	(263,194)	402,586
Cash Collateral for the Benefit of / the Counterparties	0	0
Net Amount	0	0
ProShares UltraShort Bloomberg Crude Oil [Member] | Goldman Sachs & Co. [Member]
Derivative [Line Items]
Amounts of Recognized Assets presented in the Statements of Financial Condition	5,351,442	1,503,943
Financial Instruments for the Funds /the Counterparties	0	0
Cash Collateral for the Funds / the Counterparties	0	0
Net Amount	5,351,442	1,503,943
ProShares UltraShort Silver [Member] | Deutsche Bank AG [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	6,311,898	(445,752)
Financial Instruments for the Benefit of /the Counterparties	0	445,752
Cash Collateral for the Benefit of / the Counterparties	(4,950,000)	0
Net Amount	1,361,898	0
ProShares UltraShort Silver [Member] | Goldman Sachs International [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	2,281,378	(1,257,636)
Financial Instruments for the Benefit of /the Counterparties	(1,823,180)	1,257,636
Cash Collateral for the Benefit of / the Counterparties	0	0
Net Amount	458,198	0
ProShares UltraShort Silver [Member] | UBS AG [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	2,328,260	(517,110)
Financial Instruments for the Benefit of /the Counterparties	(1,708,692)	517,110
Cash Collateral for the Benefit of / the Counterparties	0	0
Net Amount	619,568	0
ProShares UltraShort Silver [Member] | Societe Generale S.A. [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	1,430,359	(7,359)
Financial Instruments for the Benefit of /the Counterparties	(1,430,359)	7,359
Cash Collateral for the Benefit of / the Counterparties	0	0
Net Amount	0	0
ProShares UltraShort Silver [Member] | Goldman Sachs & Co. [Member]
Derivative [Line Items]
Amounts of Recognized Assets presented in the Statements of Financial Condition	1,905	2,450
Financial Instruments for the Funds /the Counterparties	0	0
Cash Collateral for the Funds / the Counterparties	0	0
Net Amount	1,905	2,450
ProShares UltraShort Australian Dollar [Member] | RBC Capital Markets [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	(83,164)	(86,166)
Financial Instruments for the Benefit of /the Counterparties	0	0
Cash Collateral for the Benefit of / the Counterparties	83,164	86,166
Net Amount	0	0
ProShares UltraShort Euro [Member] | Goldman Sachs International [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	17,950,679	(6,820,802)
Financial Instruments for the Benefit of /the Counterparties	(15,954,132)	6,820,802
Cash Collateral for the Benefit of / the Counterparties	0	0
Net Amount	1,996,547	0
Amounts of Recognized Assets presented in the Statements of Financial Condition		64,104
Financial Instruments for the Funds /the Counterparties		0
Cash Collateral for the Funds / the Counterparties		0
Net Amount		64,104
ProShares UltraShort Euro [Member] | UBS AG [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	19,372,380	(7,079,056)
Financial Instruments for the Benefit of /the Counterparties	(17,710,695)	7,079,056
Cash Collateral for the Benefit of / the Counterparties	0	0
Net Amount	1,661,685	0
Amounts of Recognized Assets presented in the Statements of Financial Condition		87,247
Financial Instruments for the Funds /the Counterparties		0
Cash Collateral for the Funds / the Counterparties		0
Net Amount		87,247
ProShares UltraShort Yen [Member] | Goldman Sachs International [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	17,180,097	(884,849)
Financial Instruments for the Benefit of /the Counterparties	(16,269,531)	884,849
Cash Collateral for the Benefit of / the Counterparties	0	0
Net Amount	910,566	0
Amounts of Recognized Assets presented in the Statements of Financial Condition		15,716,318
Financial Instruments for the Funds /the Counterparties		(13,635,426)
Cash Collateral for the Funds / the Counterparties		0
Net Amount		2,080,892
ProShares UltraShort Yen [Member] | UBS AG [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	17,951,156	(1,046,035)
Financial Instruments for the Benefit of /the Counterparties	(17,719,273)	1,046,035
Cash Collateral for the Benefit of / the Counterparties	0	0
Net Amount	231,883	0
Amounts of Recognized Assets presented in the Statements of Financial Condition		15,601,250
Financial Instruments for the Funds /the Counterparties		(14,004,926)
Cash Collateral for the Funds / the Counterparties		0
Net Amount		1,596,324
ProShares Ultra Bloomberg Crude Oil [Member] | Deutsche Bank AG [Member]
Derivative [Line Items]
Amounts of Recognized Assets presented in the Statements of Financial Condition	(299,424)	622,117
Financial Instruments for the Funds /the Counterparties	299,424	0
Cash Collateral for the Funds / the Counterparties	0	(622,117)
Net Amount	0	0
ProShares Ultra Bloomberg Crude Oil [Member] | Goldman Sachs International [Member]
Derivative [Line Items]
Amounts of Recognized Assets presented in the Statements of Financial Condition	(68,287)	576,723
Financial Instruments for the Funds /the Counterparties	68,287	(576,723)
Cash Collateral for the Funds / the Counterparties	0	0
Net Amount	0	0
ProShares Ultra Bloomberg Crude Oil [Member] | UBS AG [Member]
Derivative [Line Items]
Amounts of Recognized Assets presented in the Statements of Financial Condition	(585,581)	483,237
Financial Instruments for the Funds /the Counterparties	585,581	(483,237)
Cash Collateral for the Funds / the Counterparties	0	0
Net Amount	0	0
ProShares Ultra Bloomberg Crude Oil [Member] | Societe Generale S.A. [Member]
Derivative [Line Items]
Amounts of Recognized Assets presented in the Statements of Financial Condition	(222,180)	275,816
Financial Instruments for the Funds /the Counterparties	222,180	(275,816)
Cash Collateral for the Funds / the Counterparties	0	0
Net Amount	0	0
ProShares Ultra Bloomberg Crude Oil [Member] | Goldman Sachs & Co. [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	(5,850,066)	(997,210)
Financial Instruments for the Benefit of /the Counterparties	0	0
Cash Collateral for the Benefit of / the Counterparties	5,028,210	997,210
Net Amount	(821,856)	0
ProShares Ultra Bloomberg Natural Gas [Member] | Goldman Sachs & Co. [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition		(5,628,532)
Financial Instruments for the Benefit of /the Counterparties		0
Cash Collateral for the Benefit of / the Counterparties		4,630,277
Net Amount		(998,255)
Amounts of Recognized Assets presented in the Statements of Financial Condition	(803,837)
Financial Instruments for the Funds /the Counterparties	0
Cash Collateral for the Funds / the Counterparties	803,837
Net Amount	0
ProShares Ultra Gold [Member] | Deutsche Bank AG [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition		(3,543,937)
Financial Instruments for the Benefit of /the Counterparties		3,543,937
Cash Collateral for the Benefit of / the Counterparties		0
Net Amount		0
Amounts of Recognized Assets presented in the Statements of Financial Condition	(4,255,264)
Financial Instruments for the Funds /the Counterparties	4,255,264
Cash Collateral for the Funds / the Counterparties	0
Net Amount	0
ProShares Ultra Gold [Member] | Goldman Sachs International [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition		(1,327,335)
Financial Instruments for the Benefit of /the Counterparties		1,327,335
Cash Collateral for the Benefit of / the Counterparties		0
Net Amount		0
Amounts of Recognized Assets presented in the Statements of Financial Condition	(1,626,387)
Financial Instruments for the Funds /the Counterparties	1,626,387
Cash Collateral for the Funds / the Counterparties	0
Net Amount	0
ProShares Ultra Gold [Member] | UBS AG [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition		(1,156,664)
Financial Instruments for the Benefit of /the Counterparties		1,156,664
Cash Collateral for the Benefit of / the Counterparties		0
Net Amount		0
Amounts of Recognized Assets presented in the Statements of Financial Condition	(1,529,399)
Financial Instruments for the Funds /the Counterparties	1,529,399
Cash Collateral for the Funds / the Counterparties	0
Net Amount	0
ProShares Ultra Gold [Member] | Societe Generale S.A. [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition		(785,038)
Financial Instruments for the Benefit of /the Counterparties		785,038
Cash Collateral for the Benefit of / the Counterparties		0
Net Amount		0
Amounts of Recognized Assets presented in the Statements of Financial Condition	(714,569)
Financial Instruments for the Funds /the Counterparties	714,569
Cash Collateral for the Funds / the Counterparties	0
Net Amount	0
ProShares Ultra Gold [Member] | Goldman Sachs & Co. [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	(1,440)	(300)
Financial Instruments for the Benefit of /the Counterparties	0	0
Cash Collateral for the Benefit of / the Counterparties	1,440	300
Net Amount	0	0
ProShares Ultra Silver [Member] | Deutsche Bank AG [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition		(350,663)
Financial Instruments for the Benefit of /the Counterparties		350,663
Cash Collateral for the Benefit of / the Counterparties		0
Net Amount		0
Amounts of Recognized Assets presented in the Statements of Financial Condition	(46,744,838)
Financial Instruments for the Funds /the Counterparties	46,744,838
Cash Collateral for the Funds / the Counterparties	0
Net Amount	0
ProShares Ultra Silver [Member] | Goldman Sachs International [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition		(1,345,433)
Financial Instruments for the Benefit of /the Counterparties		1,345,433
Cash Collateral for the Benefit of / the Counterparties		0
Net Amount		0
Amounts of Recognized Assets presented in the Statements of Financial Condition	(17,435,908)
Financial Instruments for the Funds /the Counterparties	17,435,908
Cash Collateral for the Funds / the Counterparties	0
Net Amount	0
ProShares Ultra Silver [Member] | UBS AG [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition		(768,203)
Financial Instruments for the Benefit of /the Counterparties		768,203
Cash Collateral for the Benefit of / the Counterparties		0
Net Amount		0
Amounts of Recognized Assets presented in the Statements of Financial Condition	(17,722,081)
Financial Instruments for the Funds /the Counterparties	17,722,081
Cash Collateral for the Funds / the Counterparties	0
Net Amount	0
ProShares Ultra Silver [Member] | Societe Generale S.A. [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition		(28,581)
Financial Instruments for the Benefit of /the Counterparties		28,581
Cash Collateral for the Benefit of / the Counterparties		0
Net Amount		0
Amounts of Recognized Assets presented in the Statements of Financial Condition	(9,689,940)
Financial Instruments for the Funds /the Counterparties	9,689,940
Cash Collateral for the Funds / the Counterparties	0
Net Amount	0
ProShares Ultra Silver [Member] | Goldman Sachs & Co. [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	(5,100)	(2,450)
Financial Instruments for the Benefit of /the Counterparties	0	0
Cash Collateral for the Benefit of / the Counterparties	5,100	2,450
Net Amount	0	0
ProShares Ultra Euro [Member] | Goldman Sachs International [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition		(19,770)
Financial Instruments for the Benefit of /the Counterparties		19,770
Cash Collateral for the Benefit of / the Counterparties		0
Net Amount		0
Amounts of Recognized Assets presented in the Statements of Financial Condition	(30,998)	56,991
Financial Instruments for the Funds /the Counterparties	30,998	0
Cash Collateral for the Funds / the Counterparties	0	0
Net Amount	0	56,991
ProShares Ultra Euro [Member] | UBS AG [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition		(176)
Financial Instruments for the Benefit of /the Counterparties		176
Cash Collateral for the Benefit of / the Counterparties		0
Net Amount		0
Amounts of Recognized Assets presented in the Statements of Financial Condition	(150,863)	63,917
Financial Instruments for the Funds /the Counterparties	150,863	0
Cash Collateral for the Funds / the Counterparties	0	0
Net Amount	0	63,917
ProShares Ultra Yen [Member] | Goldman Sachs International [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition		(78,309)
Financial Instruments for the Benefit of /the Counterparties		78,309
Cash Collateral for the Benefit of / the Counterparties		0
Net Amount		0
Amounts of Recognized Assets presented in the Statements of Financial Condition		2,462
Financial Instruments for the Funds /the Counterparties		0
Cash Collateral for the Funds / the Counterparties		0
Net Amount		2,462
ProShares Ultra Yen [Member] | UBS AG [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition		(85,052)
Financial Instruments for the Benefit of /the Counterparties		85,052
Cash Collateral for the Benefit of / the Counterparties		0
Net Amount		0
Amounts of Recognized Assets presented in the Statements of Financial Condition	(126,771)	1,590
Financial Instruments for the Funds /the Counterparties	113,998	0
Cash Collateral for the Funds / the Counterparties	0	0
Net Amount	(12,773)	1,590
ProShares Ultra Yen [Member] | RBC Capital Markets [Member]
Derivative [Line Items]
Amounts of Recognized Assets presented in the Statements of Financial Condition	(29,649)
Financial Instruments for the Funds /the Counterparties	29,649
Cash Collateral for the Funds / the Counterparties	0
Net Amount	0
ProShares Ultra VIX Short-Term Futures ETF [Member] | RBC Capital Markets [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	11,373,242	(3,356,803)
Financial Instruments for the Benefit of /the Counterparties	0	0
Cash Collateral for the Benefit of / the Counterparties	0	3,356,803
Net Amount	11,373,242	0
ProShares Ultra Bloomberg Commodity [Member] | Deutsche Bank AG [Member]
Derivative [Line Items]
Amounts of Recognized Assets presented in the Statements of Financial Condition	(135,580)	6,454
Financial Instruments for the Funds /the Counterparties	135,580	0
Cash Collateral for the Funds / the Counterparties	0	0
Net Amount	0	6,454
ProShares Ultra Bloomberg Commodity [Member] | Goldman Sachs International [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	(148,743)
Financial Instruments for the Benefit of /the Counterparties	148,743
Cash Collateral for the Benefit of / the Counterparties	0
Net Amount	0
Amounts of Recognized Assets presented in the Statements of Financial Condition		4,974
Financial Instruments for the Funds /the Counterparties		0
Cash Collateral for the Funds / the Counterparties		0
Net Amount		4,974
ProShares Ultra Bloomberg Commodity [Member] | UBS AG [Member]
Derivative [Line Items]
Amounts of Recognized Assets presented in the Statements of Financial Condition	(46,231)	3,650
Financial Instruments for the Funds /the Counterparties	46,231	0
Cash Collateral for the Funds / the Counterparties	0	0
Net Amount	0	3,650
ProShares Ultra Australian Dollar [Member] | RBC Capital Markets [Member]
Derivative [Line Items]
Amounts of Recognized Assets presented in the Statements of Financial Condition	13,680	10,650
Financial Instruments for the Funds /the Counterparties	0	0
Cash Collateral for the Funds / the Counterparties	0	0
Net Amount	13,680	10,650
ProShares UltraShort Bloomberg Natural Gas [Member] | Goldman Sachs & Co. [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	242,198
Financial Instruments for the Benefit of /the Counterparties	0
Cash Collateral for the Benefit of / the Counterparties	0
Net Amount	242,198
Amounts of Recognized Assets presented in the Statements of Financial Condition		1,520,548
Financial Instruments for the Funds /the Counterparties		0
Cash Collateral for the Funds / the Counterparties		0
Net Amount		1,520,548
ProShares UltraShort Gold [Member] | Deutsche Bank AG [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	2,934,951
Financial Instruments for the Benefit of /the Counterparties	0
Cash Collateral for the Benefit of / the Counterparties	(2,934,951)
Net Amount	0
Amounts of Recognized Assets presented in the Statements of Financial Condition		2,258,281
Financial Instruments for the Funds /the Counterparties		0
Cash Collateral for the Funds / the Counterparties		(2,258,281)
Net Amount		0
ProShares UltraShort Gold [Member] | Goldman Sachs International [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	1,104,499
Financial Instruments for the Benefit of /the Counterparties	(1,040,501)
Cash Collateral for the Benefit of / the Counterparties	0
Net Amount	63,998
Amounts of Recognized Assets presented in the Statements of Financial Condition		1,411,290
Financial Instruments for the Funds /the Counterparties		(1,411,290)
Cash Collateral for the Funds / the Counterparties		0
Net Amount		0
ProShares UltraShort Gold [Member] | UBS AG [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	996,962
Financial Instruments for the Benefit of /the Counterparties	(955,201)
Cash Collateral for the Benefit of / the Counterparties	0
Net Amount	41,761
Amounts of Recognized Assets presented in the Statements of Financial Condition		1,298,438
Financial Instruments for the Funds /the Counterparties		(1,298,438)
Cash Collateral for the Funds / the Counterparties		0
Net Amount		0
ProShares UltraShort Gold [Member] | Societe Generale S.A. [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	566,668
Financial Instruments for the Benefit of /the Counterparties	(566,668)
Cash Collateral for the Benefit of / the Counterparties	0
Amounts of Recognized Assets presented in the Statements of Financial Condition		665,044
Financial Instruments for the Funds /the Counterparties		(665,044)
Cash Collateral for the Funds / the Counterparties		0
Net Amount		0
ProShares UltraShort Gold [Member] | Goldman Sachs & Co. [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	760
Financial Instruments for the Benefit of /the Counterparties	0
Cash Collateral for the Benefit of / the Counterparties	0
Net Amount	760
Amounts of Recognized Assets presented in the Statements of Financial Condition		300
Financial Instruments for the Funds /the Counterparties		0
Cash Collateral for the Funds / the Counterparties		0
Net Amount		300
ProShares Short Euro [Member] | RBC Capital Markets [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	86,385
Financial Instruments for the Benefit of /the Counterparties	0
Cash Collateral for the Benefit of / the Counterparties	0
Net Amount	86,385
Amounts of Recognized Assets presented in the Statements of Financial Condition		9,100
Financial Instruments for the Funds /the Counterparties		0
Cash Collateral for the Funds / the Counterparties		0
Net Amount		9,100
ProShares VIX Short-Term Futures ETF [Member] | RBC Capital Markets [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	528,712
Financial Instruments for the Benefit of /the Counterparties	0
Cash Collateral for the Benefit of / the Counterparties	0
Net Amount	528,712
Amounts of Recognized Assets presented in the Statements of Financial Condition		3,179,017
Financial Instruments for the Funds /the Counterparties		0
Cash Collateral for the Funds / the Counterparties		0
Net Amount		3,179,017
ProShares VIX Mid-Term Futures ETF [Member] | RBC Capital Markets [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	268,191
Financial Instruments for the Benefit of /the Counterparties	0
Cash Collateral for the Benefit of / the Counterparties	0
Net Amount	268,191
Amounts of Recognized Assets presented in the Statements of Financial Condition		100,734
Financial Instruments for the Funds /the Counterparties		0
Cash Collateral for the Funds / the Counterparties		0
Net Amount		100,734
ProShares Short VIX Short-Term Futures ETF [Member] | RBC Capital Markets [Member]
Derivative [Line Items]
Amounts of Recognized Liabilities presented in the Statements of Financial Condition	(5,914,427)
Financial Instruments for the Benefit of /the Counterparties	0
Cash Collateral for the Benefit of / the Counterparties	5,914,427
Net Amount	0
Amounts of Recognized Assets presented in the Statements of Financial Condition		603,833
Financial Instruments for the Funds /the Counterparties		0
Cash Collateral for the Funds / the Counterparties		0
Net Amount		$ 603,833

XML

Statement of Changes in Shareholders' Equity (USD $)	ProShares UltraShort Bloomberg Commodity [Member]	ProShares UltraShort Bloomberg Crude Oil [Member]	ProShares UltraShort Bloomberg Natural Gas [Member]	ProShares UltraShort Gold [Member]	ProShares UltraShort Silver [Member]	ProShares Short Euro [Member]	ProShares UltraShort Australian Dollar [Member]	ProShares UltraShort Euro [Member]	ProShares UltraShort Yen [Member]	ProShares Ultra Bloomberg Commodity [Member]	ProShares Ultra Bloomberg Crude Oil [Member]	ProShares Ultra Bloomberg Natural Gas [Member]	ProShares Ultra Gold [Member]	ProShares Ultra Silver [Member]	ProShares Ultra Yen [Member]	ProShares VIX Short-Term Futures ETF [Member]	ProShares VIX Mid-Term Futures ETF [Member]	ProShares Ultra VIX Short-Term Futures ETF [Member]	ProShares Short VIX Short-Term Futures ETF [Member]	ProShares Trust II [Member]	ProShares Ultra Euro [Member]	ProShares Ultra Australian Dollar [Member]
Beginning balance at Dec. 31, 2013	$ 3,797,427	$ 256,060,149	$ 22,734,767	$ 139,436,456	$ 112,989,686	$ 8,896,842	$ 27,983,279	$ 418,001,115	$ 588,121,516	$ 2,915,034	$ 142,773,429	$ 62,915,779	$ 132,017,405	$ 465,479,519	$ 2,795,026	$ 270,398,554	$ 51,134,323	$ 226,233,584	$ 141,751,202	$ 3,082,207,084	$ 2,603,827	$ 3,168,165
Addition of shares		421,186,839	100,908,495	41,642,791	61,660,743	8,924,282		43,961,622	93,358,637	1,134,916	326,129,425	75,528,011	11,583,569	127,480,399		165,825,697	40,985,669	1,037,824,039	595,573,367	3,153,708,701
Redemption of shares		(489,152,022)	(103,372,034)	(85,655,619)	(127,675,064)	(1,792,584)	(6,770,427)	(63,431,463)	(265,020,830)		(293,607,925)	(86,513,962)	(31,695,302)	(120,670,514)	(975,650)	(296,023,821)	(37,506,470)	(819,402,551)	(485,606,100)	(3,314,872,338)
Net addition (redemption) of shares		(67,965,183)	(2,463,539)	(44,012,828)	(66,014,321)	7,131,698		(19,469,841)	(171,662,193)		32,521,500	(10,985,951)	(20,111,733)	6,809,885		(130,198,124)	3,479,199	218,421,488	109,967,267	(161,163,637)
Net investment income (loss)	(23,790)	(2,067,933)	(413,886)	(654,933)	(453,626)	(81,283)	(159,320)	(2,919,876)	(2,636,773)	(23,639)	(887,576)	(297,487)	(908,315)	(3,195,942)	(16,867)	(833,205)	(299,431)	(3,811,314)	(2,500,310)	(22,226,320)	(16,972)	(23,842)
Net realized gain (loss)	(3,519)	(1,278,263)	2,737,682	(12,647,502)	(1,278,772)	926,106	(1,375,251)	25,749,214	15,965,501	(274,820)	14,607,512	9,882,248	3,321,383	(22,790,907)	(107,963)	(28,423,976)	(16,098,628)	(255,418,727)	94,432,504	(172,026,296)	(127,660)	177,542
Change in net unrealized appreciation/depreciation	379,066	11,391,293	(2,912,004)	(25,284)	14,577,833	463,426	966,993	51,047,636	5,712,611	(345,597)	(9,838,947)	8,010,121	(1,312,308)	(89,127,152)	2,618	29,074,883	7,398,323	72,652,146	(33,171,890)	64,457,646	(282,926)	(203,195)
Net income (loss)	351,757	8,045,097	(588,208)	(13,327,719)	12,845,435	1,308,249	(567,578)	73,876,974	19,041,339	(644,056)	3,880,989	17,594,882	1,100,760	(115,114,001)	(122,212)	(182,298)	(8,999,736)	(186,577,895)	58,760,304	(129,794,970)	(427,558)	(49,495)
Ending balance at Sep. 30, 2014	4,149,184	196,140,063	19,683,020	82,095,909	59,820,800	17,336,789	20,645,274	472,408,248	435,500,662	3,405,894	179,175,918	69,524,710	113,006,432	357,175,403	1,697,164	140,018,132	45,613,786	258,077,177	310,478,773	2,791,248,477	2,176,269	3,118,670
Beginning balance at Jun. 30, 2014
Net investment income (loss)	(8,532)	(639,303)	(86,019)	(185,871)	(129,289)	(37,429)	(50,580)	(1,070,109)	(866,070)	(8,944)	(329,563)	(128,208)	(293,686)	(1,023,432)	(4,379)	(253,370)	(92,236)	(1,308,139)	(989,160)	(7,518,217)	(5,529)	(8,369)
Net realized gain (loss)	502,115	42,556,429	13,918,788	(4,375,421)	(1,121,493)	767,314	549,800	32,041,814	15,788,078	(651,766)	(16,408,215)	(7,086,791)	1,376,176	9,487,791	(86,445)	(2,987,868)	(4,036,024)	(4,709,504)	18,154,494	93,426,026	(172,545)	(80,701)
Change in net unrealized appreciation/depreciation	401,185	29,108,049	(4,337,011)	16,208,294	22,946,203	541,678	2,248,917	42,901,264	44,786,922	(339,514)	(12,477,865)	5,767,208	(21,378,723)	(178,527,065)	(209,063)	19,042,796	5,997,445	89,179,537	(33,971,541)	27,291,709	(212,558)	(384,449)
Net income (loss)	894,768	71,025,175	9,495,758	11,647,002	21,695,421	1,271,563	2,748,137	73,872,969	59,708,930	(1,000,224)	(29,215,643)	(1,447,791)	(20,296,233)	(170,062,706)	(299,887)	15,801,558	1,869,185	83,161,894	(16,806,207)	113,199,518	(390,632)	(473,519)
Ending balance at Sep. 30, 2014	$ 4,149,184	$ 196,140,063	$ 19,683,020	$ 82,095,909	$ 59,820,800	$ 17,336,789	$ 20,645,274	$ 472,408,248	$ 435,500,662	$ 3,405,894	$ 179,175,918	$ 69,524,710	$ 113,006,432	$ 357,175,403	$ 1,697,164	$ 140,018,132	$ 45,613,786	$ 258,077,177	$ 310,478,773	$ 2,791,248,477	$ 2,176,269	$ 3,118,670

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Investments

9 Months Ended

Sep. 30, 2014

Investments, Debt and Equity Securities [Abstract]

Investments

NOTE 3 – INVESTMENTS

Short-Term Investments

The Funds may purchase U.S. Treasury Bills, agency securities, and other high-credit quality short-term fixed income or similar securities with original maturities of one year or less. A portion of these investments may be posted as collateral in connection with swap agreements and/or used as collateral for a Fund’s trading in futures and forward contracts.

Accounting for Derivative Instruments

In seeking to achieve each Fund’s investment objective, the Sponsor uses a mathematical approach to investing. Using this approach, the Sponsor determines the type, quantity and mix of investment positions, including derivative positions, which the Sponsor believes in combination, should produce returns consistent with a Fund’s objective.

All open derivative positions at period end are reflected on each respective Fund’s Schedule of Investments. Certain Funds utilized a varying level of derivative instruments in conjunction with investment securities in seeking to meet their investment objective during the period. While the volume of open positions may vary on a daily basis as each Fund transacts derivatives contracts in order to achieve the appropriate exposure to meet its investment objective the volume of these open positions relative to the net assets of each respective Fund at the date of this report is generally representative of open positions throughout the reporting period.

Following is a description of the derivative instruments used by the Funds during the reporting period, including the primary underlying risk exposures related to each instrument type.

Futures Contracts

The Funds enter into futures contracts to gain exposure to changes in the value of, or as a substitute for investing directly in (or shorting), an underlying index, currency or commodity. A futures contract obligates the seller to deliver (and the purchaser to accept) the future delivery of a specified quantity and type of asset at a specified time and place. The contractual obligations of a buyer or seller may generally be satisfied by taking or making physical delivery of the underlying commodity, if applicable, or by making an offsetting sale or purchase of an identical futures contract on the same or linked exchange before the designated date of delivery, or by cash settlement at expiration of contract.

Upon entering into a futures contract, each Fund is required to deposit and maintain as collateral at least such initial margin as required by the exchange on which the transaction is effected. The initial margin is segregated as cash balances with brokers for futures contracts, as disclosed in the Statements of Financial Condition, and is restricted as to its use. The Funds that enter into futures contracts maintain collateral at the broker in the form of cash. Pursuant to the futures contract, each Fund generally agrees to receive from or pay to the broker(s) an amount of cash equal to the daily fluctuation in value of the futures contract. Such receipts or payments are known as variation margin and are recorded by each Fund as unrealized gains or losses. Each Fund will realize a gain or loss upon closing of a futures transaction.

Futures contracts involve, to varying degrees, elements of market risk and exposure to loss in excess of the amount of variation margin. The face or contract amounts reflect the extent of the total exposure each Fund has in the particular classes of instruments. Additional risks associated with the use of futures contracts are imperfect correlation between movements in the price of the futures contracts and the market value of the underlying index or commodity and the possibility of an illiquid market for a futures contract. With futures contracts, there is minimal but some counterparty risk to the Funds since futures contracts are exchange-traded and the exchange’s clearinghouse, as counterparty to all exchange-traded futures contracts, guarantees the futures contracts against default. Many futures exchanges and boards of trade limit the amount of fluctuation permitted in futures contract prices during a single trading day. Once the daily limit has been reached in a particular contract, no trades may be made that day at a price beyond that limit or trading may be suspended for specified times during the trading day. Futures contracts prices could move to the limit for several consecutive trading days with little or no trading, thereby preventing prompt liquidation of futures positions and potentially subjecting a Fund to substantial losses. If trading is not possible, or if a Fund determines not to close a futures position in anticipation of adverse price movements, the Fund will be required to make daily cash payments of variation margin. The risk the Fund will be unable to close out a futures position will be minimized by entering into such transactions on a national exchange with an active and liquid secondary market.

Swap Agreements

Certain of the Funds enter into swap agreements for purposes of pursuing their investment objectives or as a substitute for investing directly in (or shorting) an underlying index, currency or commodity, or to create an economic hedge against a position. Swap agreements are two-party contracts that have traditionally been entered into primarily with institutional investors in over-the-counter (“OTC”) markets for a specified period, ranging from a day to more than one year. However, the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) provides for significant reforms of the OTC derivative markets, including a requirement to execute certain swap and forward transactions on a CFTC-regulated market and/or to clear such transactions through a CFTC-regulated central clearing organization. In a standard swap transaction, two parties agree to exchange the returns earned or realized on a particular predetermined investment, instrument or index in exchange for a fixed or floating rate of return in respect of a predetermined notional amount. Transaction or commission costs are reflected in the benchmark level at which the transaction is entered into. The gross returns to be exchanged are calculated with respect to a notional amount and the benchmark returns to which the swap is linked. Swap agreements do not involve the delivery of underlying instruments.

Generally, swap agreements entered into by the Funds calculate and settle the obligations of the parties to the agreement on a “net basis” with a single payment. Consequently, each Fund’s current obligations (or rights) under a swap agreement will generally be equal only to the net amount to be paid or received under the agreement based on the relative values of such obligations (or rights) (the “net amount”). In a typical swap agreement entered into by a Matching VIX Fund or an Ultra Fund, the Matching VIX Fund or Ultra Fund would be entitled to settlement payments in the event the level of the benchmark increases and would be required to make payments to the swap counterparties in the event the level of the benchmark decreases, adjusted for any transaction costs or trading spreads on the notional amount the Funds may pay. In a typical swap agreement entered into by a Short Fund or an UltraShort Fund, the Short Fund or UltraShort Fund would be required to make payments to the swap counterparties in the event the level of the benchmark increases and would be entitled to settlement payments in the event the level of the benchmark decreases, adjusted for any transaction costs or trading spreads on the notional amount the Funds may pay.

The net amount of the excess, if any, of each Fund’s obligations over its entitlements with respect to each uncleared swap agreement is accrued on a daily basis and an amount of cash and/or securities having an aggregate value at least equal to such accrued excess is maintained for the benefit of the counterparty in a segregated account by the Funds’ Custodian. The net amount of the excess, if any, of each Fund’s entitlements over its obligations with respect to each uncleared swap agreement is accrued on a daily basis and an amount of cash and/or securities having an aggregate value at least equal to such accrued excess is maintained for the benefit of the Fund in a segregated account by the Fund’s Custodian. Until a swap agreement is settled in cash, the gain or loss on the notional amount less any transaction costs or trading spreads payable by each Fund on the notional amount are recorded as “unrealized appreciation or depreciation on swap agreements” and, when cash is exchanged, the gain or loss realized is recorded as “realized gains or losses on swap agreements.” Swap agreements are generally valued at the last settled price of the benchmark referenced asset.

The Trust, on behalf of a Fund, may enter into agreements with certain counterparties for derivative transactions. These agreements contain various conditions, events of default, termination events, covenants and representations. The triggering of certain events or the default on certain terms of the agreement could allow a party to terminate a transaction under the agreement and request immediate payment in an amount equal to the net positions owed the party under the agreement. This could cause a Fund to have to enter into a new transaction with the same counterparty, enter into a transaction with a different counterparty or seek to achieve its investment objective through any number of different investments or investment techniques.

Swap agreements involve, to varying degrees, elements of market risk and exposure to loss in excess of the unrealized gain/loss reflected. The notional amounts reflect the extent of the total investment exposure each Fund has under the swap agreement, which may exceed the NAV of each Fund. Additional risks associated with the use of swap agreements are imperfect correlations between movements in the notional amount and the price of the underlying reference index and the inability of counterparties to perform. Each Fund bears the risk of loss of the amount expected to be received under a swap agreement in the event of the default or bankruptcy of a swap agreement counterparty. A Fund will typically enter into swap agreements only with major global financial institutions. The creditworthiness of each of the firms that is a party to a swap agreement is monitored by the Sponsor. The Sponsor may use various techniques to minimize credit risk including early termination and payment, using different counterparties, limiting the net amount due from any individual counterparty and generally requiring collateral to be posted by the counterparty in an amount approximately equal to that owed to the Funds. All of the outstanding swap agreements at September 30, 2014 contractually terminate within one month but may be terminated without penalty by either party daily. Upon termination, the Fund is entitled to pay or receive the “unrealized appreciation or depreciation” amount.

The Funds, as applicable, collateralize swap agreements by segregating or designating cash and/or certain securities as indicated on the Statements of Financial Condition or Schedules of Investments. As noted above, collateral posted in connection with uncleared derivative transactions is held for the benefit of the counterparty in a segregated tri-party account at the Custodian to protect the counterparty against non-payment by the Funds. In the event of a default by the counterparty, the Funds will seek withdrawal of this collateral from the segregated account and may incur certain costs in exercising its right with respect to the collateral. If a counterparty becomes bankrupt or otherwise fails to perform its obligations due to financial difficulties, the Funds may experience significant delays in obtaining any recovery in a bankruptcy or other reorganizational proceeding. The Funds may obtain only limited recovery or may obtain no recovery in such circumstances.

The Funds remain subject to credit risk with respect to the amount they expect to receive from counterparties. However, the Funds have sought to mitigate these risks in connection with uncleared swaps by generally requiring that the counterparties for each Fund agree to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to what the counterparty owes the Fund, subject to certain minimum thresholds. In the event of the bankruptcy of a counterparty, the Fund will have direct access to the collateral received from the counterparty, generally as of the day prior to the bankruptcy, because there is a one day time lag between the Fund’s request for collateral and the delivery of such collateral. To the extent any such collateral is insufficient, the Funds will be exposed to counterparty risk as described above, including the possible delays in recovering amounts as a result of bankruptcy proceedings. As of September 30, 2014, the collateral posted by counterparties consisted of cash and/or U.S. Treasury securities.

The counterparty/credit risk for cleared derivative transactions is generally lower than for uncleared OTC derivatives since generally a clearing organization becomes substituted for each counterparty to a cleared derivative contract and, in effect, guarantees the parties’ performance under the contract as each party to a trade looks only to the clearing organization for performance of financial obligations. In addition, cleared derivative transactions benefit from daily marking-to-market and settlement, and segregation and minimum capital requirements applicable to intermediaries.

Forward Contracts

Certain of the Funds enter into forward contracts for purposes of pursuing their investment objectives and as a substitute for investing directly in (or shorting) commodities and/or currencies. A forward contract is an agreement between two parties to purchase or sell a specified quantity of an asset at or before a specified date in the future at a specified price. Forward contracts are typically traded in OTC markets and all details of the contract are negotiated between the counterparties to the agreement. Accordingly, the forward contracts are valued by reference to the contracts traded in the OTC markets.

The contractual obligations of a buyer or seller may generally be satisfied by taking or making physical delivery of the underlying commodity or currency, establishing an opposite position in the contract and recognizing the profit or loss on both positions simultaneously on the delivery date or, in some instances, paying a cash settlement before the designated date of delivery. The forward contracts are adjusted by the daily fluctuation of the underlying commodity or currency and any gains or losses are recorded for financial statement purposes as unrealized gains or losses until the contract settlement date.

Forward contracts have traditionally not been cleared or guaranteed by a third party. However, the Dodd-Frank Act provides for significant reforms of the OTC derivatives markets, including a requirement to execute most forward contracts on a CFTC-regulated market and/or to clear such transactions through a CFTC-regulated central clearing organization. The Funds may collateralize uncleared forward commodity contracts by segregating or designating cash and/or certain securities as indicated on their Statements of Financial Condition or Schedules of Investments. Such collateral is held for the benefit of the counterparty in a segregated tri-party account at the Custodian to protect the counterparty against non-payment by the Funds. In the event of a default by the counterparty, the Funds will seek withdrawal of this collateral from the segregated account and may incur certain costs in exercising its right with respect to the collateral. If a counterparty becomes bankrupt or otherwise fails to perform its obligations due to financial difficulties, the Funds may experience significant delays in obtaining any recovery in a bankruptcy or other reorganizational proceeding. The Funds may obtain only limited recovery or may obtain no recovery in such circumstances.

The Funds remain subject to credit risk with respect to the amount they expect to receive from counterparties. However, the Funds have sought to mitigate these risks by generally requiring that the counterparties for each Fund agree to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to what the counterparty owes the Fund, subject to minimum thresholds. In the event of the bankruptcy of a counterparty, the Fund will have direct access to the collateral received from the counterparty, generally as of the day prior to the bankruptcy, because there is a one day time lag between the Fund’s request for collateral and the delivery of such collateral. To the extent any such collateral is insufficient, the Fund will be exposed to counterparty risk as described above, including the possible delays in recovering amounts as a result of bankruptcy proceedings. As of September 30, 2014, the collateral posted by counterparties consisted of cash and/or U.S. Treasury securities.

Participants in trading foreign exchange forward contracts often do not require margin deposits, but rely upon internal credit limitations and their judgments regarding the creditworthiness of their counterparties. In recent years, however, many OTC market participants in foreign exchange trading have begun to require their counterparties to post margin.

A Fund will typically enter into forward contracts only with major global financial institutions. The creditworthiness of each of the firms that is a party to a forward contract is monitored by the Sponsor.

The counterparty/credit risk for cleared derivative transactions is generally lower than for uncleared OTC derivatives since generally a clearing organization becomes substituted for each counterparty to a cleared derivative contract and, in effect, guarantees the parties’ performance under the contract as each party to a trade looks only to the clearing organization for performance of financial obligations. In addition, cleared derivative transactions benefit from daily marking-to-market and settlement, and segregation and minimum capital requirements applicable to intermediaries.

Fair Value of Derivative Instruments

as of September 30, 2014

Asset Derivatives						Liability Derivatives
Derivatives not accounted for as hedging instruments	Statements of Financial Condition Location	Fund	Unrealized Appreciation			Statements of Financial Condition Location	Fund	Unrealized Depreciation
Commodities Contracts	Receivables on open futures contracts, unrealized appreciation on swap and/or forward agreements	ProShares UltraShort Bloomberg Commodity	$	351,391		Payable on open futures contracts, unrealized depreciation on swap and/or forward agreements	ProShares UltraShort Bloomberg Natural Gas	$	1,869,686	*
		ProShares UltraShort Bloomberg Crude Oil		7,835,465	*		ProShares Ultra     Bloomberg Commodity		330,554
		ProShares UltraShort Gold		5,622,480	*		ProShares Ultra Bloomberg Crude Oil		7,242,627	*
		ProShares UltraShort Silver		12,366,585	*		ProShares Ultra Gold		8,145,019	*
		ProShares Ultra Bloomberg Natural Gas		4,355,964	*		ProShares Ultra Silver		91,622,147	*
Foreign Exchange Contracts	Unrealized appreciation on foreign currency forward contracts and receivables on open futures contracts	ProShares Short Euro		430,669	*	Unrealized depreciation on foreign currency forward contracts and payable on open futures contracts	ProShares UltraShort Euro		1,779,484
		ProShares UltraShort Australian Dollar		1,886,600	*		ProShares UltraShort Yen		729,246
		ProShares UltraShort Euro		39,102,543			ProShares Ultra Australian Dollar		321,111	*
		ProShares UltraShort Yen		35,860,499			ProShares Ultra Euro		185,378
		ProShares Ultra Euro		3,517			ProShares Ultra Yen		159,695
		ProShares Ultra Yen		3,275
VIX Futures Contracts	Receivables on open futures contracts	ProShares VIX Short-Term Futures ETF		12,432,016	*	Payable on open futures contracts	ProShares Short VIX Short-Term Futures ETF		25,048,446	*
		ProShares VIX Mid-Term Futures ETF		2,501,740	*
		ProShares Ultra VIX Short-Term Futures ETF		48,652,087	*
		Total Trust	$	171,404,831	*		Total Trust	$	137,433,393	*

* Includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Only current day’s variation margin is reported within the Statements of Financial Condition in receivable/payable on open futures contracts.

Fair Value of Derivative Instruments

as of December 31, 2013

Asset Derivatives						Liability Derivatives
Derivatives not accounted for as hedging instruments	Statements of Financial Condition Location	Fund	Unrealized Appreciation			Statements of Financial Condition Location	Fund	Unrealized Depreciation
Commodities Contracts	Receivables on open futures contracts, unrealized appreciation on swap and/or forward agreements	ProShares UltraShort Bloomberg Natural Gas	$	1,042,300	*	Payable on open futures contracts, unrealized depreciation on swap and/or forward agreements	ProShares UltraShort Bloomberg Commodity	$	27,665
		ProShares UltraShort Gold		5,647,573	*		ProShares UltraShort Bloomberg Crude Oil		3,565,673	*
		ProShares UltraShort Silver		14,200	*		ProShares UltraShort Silver		2,227,857
		ProShares Ultra Bloomberg Commodity		15,078			ProShares Ultra Bloomberg Natural Gas		3,656,539	*
		ProShares Ultra Bloomberg Crude Oil		2,584,554	*		ProShares Ultra Gold		6,827,534	*
							ProShares Ultra Silver		2,507,080	*
Foreign Exchange Contracts	Unrealized appreciation on foreign currency forward contracts and receivables on open futures contracts	ProShares UltraShort Australian Dollar		917,605	*	Unrealized depreciation on foreign currency forward contracts and payable on open futures contracts	ProShares Short Euro		33,231	*
		ProShares UltraShort Euro		151,351			ProShares UltraShort Euro		13,899,858
		ProShares UltraShort Yen		31,317,568			ProShares UltraShort Yen		1,930,884
		ProShares Ultra Euro		120,908			ProShares Ultra Australian Dollar		118,220	*
		ProShares Ultra Yen		4,052			ProShares Ultra Euro		19,946
							ProShares Ultra Yen		163,361
VIX Futures Contracts	Receivables on open futures contracts	ProShares Short VIX Short-Term Futures ETF				Payable on open futures contracts	ProShares VIX Short-Term Futures ETF		16,652,686	*
				8,116,955	*		ProShares VIX Mid-Term Futures ETF		4,896,689	*
							ProShares Ultra VIX Short-Term Futures ETF		24,009,911	*
		Total Trust	$	49,932,144	*		Total Trust	$	80,537,134	*

* Includes cumulative appreciation/depreciation of futures contracts as reported in the Schedules of Investments as presented in the Form 10-K for the year ended December 31, 2013. Only current day’s variation margin is reported within the Statements of Financial Condition as presented in the Form 10-K for the year ended December 31, 2013 in receivable/payable on open futures contracts.

The Effect of Derivative Instruments on the Statements of Operations

For the three months ended September 30, 2014

Derivatives not accounted for as hedging instruments	Location of Gain or (Loss) on Derivatives Recognized in Income	Fund	Realized Gain or (Loss) on Derivatives Recognized in Income			Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income
Commodity Contracts	Net realized gain (loss) on futures contracts, swap and/or forward agreements/changes in unrealized appreciation/ depreciation on futures contracts, swap and/or forward agreements	ProShares UltraShort Bloomberg Commodity	$	502,112		$	401,110
		ProShares UltraShort Bloomberg Crude Oil		42,549,744			29,109,258
		ProShares UltraShort Bloomberg Natural Gas		13,918,036			(4,337,530	)
		ProShares UltraShort Gold		(4,376,264	)		16,210,828
		ProShares UltraShort Silver		(1,123,414	)		22,946,708
		ProShares Ultra Bloomberg Commodity		(651,785	)		(339,598	)
		ProShares Ultra Bloomberg Crude Oil		(16,410,261	)		(12,476,761	)
		ProShares Ultra Bloomberg Natural Gas		(7,087,097	)		5,766,729
		ProShares Ultra Gold		1,375,191			(21,377,754	)
		ProShares Ultra Silver		9,486,957			(178,532,813	)
Foreign Exchange Contracts	Net realized gain (loss) on futures contracts and/or foreign currency forward contracts/changes in unrealized appreciation/ depreciation on futures contracts and/or foreign currency forward contracts	ProShares Short Euro		767,314			541,828
		ProShares UltraShort Australian Dollar		549,795			2,249,440
		ProShares UltraShort Euro		32,039,809			42,910,400
		ProShares UltraShort Yen		15,787,084			44,778,863
		ProShares Ultra Australian Dollar		(80,720	)		(384,611	)
		ProShares Ultra Euro		(172,537	)		(212,588	)
		ProShares Ultra Yen		(86,452	)		(209,139	)
VIX Futures Contracts	Net realized gain (loss) on futures contracts/ changes in unrealized appreciation/depreciation on futures contracts	ProShares VIX Short-Term Futures ETF		(2,990,117	)		19,045,502
		ProShares VIX Mid-Term Futures ETF		(4,036,079	)		5,996,790
		ProShares Ultra VIX Short-Term Futures ETF		(4,719,200	)		89,185,433
		ProShares Short VIX Short-Term Futures ETF		18,146,923			(33,969,073	)
		Total Trust	$	93,389,039		$	27,303,022

The Effect of Derivative Instruments on the Statements of Operations

For the three months ended September 30, 2013

Derivatives not accounted for as hedging instruments	Location of Gain or (Loss) on Derivatives Recognized in Income	Fund	Realized Gain or (Loss) on Derivatives Recognized in Income			Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income
Commodity Contracts	Net realized gain (loss) on futures contracts, swap and/or forward agreements/changes in unrealized appreciation/ depreciation on futures contracts, swap and/or forward agreements	ProShares UltraShort Bloomberg Commodity	$	13,664		$	(212,120	)
		ProShares UltraShort Bloomberg Crude Oil		(86,184,111	)		44,663,321
		ProShares UltraShort Bloomberg Natural Gas		2,862,705			(1,862,190	)
		ProShares UltraShort Gold		6,021,147			(44,053,880	)
		ProShares UltraShort Silver		6,003,481			(32,088,651	)
		ProShares Ultra Bloomberg Commodity		(85,078	)		233,903
		ProShares Ultra Bloomberg Crude Oil		53,589,084			(18,204,607	)
		ProShares Ultra Bloomberg Natural Gas		(14,491,916	)		9,380,633
		ProShares Ultra Gold		(5,910,890	)		36,566,124
		ProShares Ultra Silver		28,400,072			96,489,190
Foreign Exchange Contracts	Net realized gain (loss) on futures contracts, swap and/or forward agreements/changes in unrealized appreciation/ depreciation on futures contracts, swap and/or forward agreements	ProShares Short Euro		(39,024	)		(208,707	)
		ProShares UltraShort Australian Dollar		389,254			(1,865,253	)
		ProShares UltraShort Euro		(8,625,860	)		(30,678,790	)
		ProShares UltraShort Yen		(5,693,424	)		(8,391,457	)
		ProShares Ultra Australian Dollar		(123,128	)		277,231
		ProShares Ultra Euro		41,105			227,504
		ProShares Ultra Yen		(20,255	)		65,431
VIX Futures Contracts	Net realized gain (loss) on futures contracts/changes in unrealized appreciation/depreciation on futures contracts	ProShares VIX Short-Term Futures ETF		(58,627,489	)		1,983,669
		ProShares VIX Mid-Term Futures ETF		(6,929,719	)		(6,313,054	)
		ProShares Ultra VIX Short-Term Futures ETF		(197,375,157	)		9,751,723
		ProShares Short VIX Short-Term Futures ETF		37,631,293			(2,816,258	)
		Total Trust	$	(249,154,246	)	$	52,943,762

The Effect of Derivative Instruments on the Statements of Operations

For the nine months ended September 30, 2014

Derivatives not accounted for as hedging instruments	Location of Gain or (Loss) on Derivatives Recognized in Income	Fund	Realized Gain or (Loss) on Derivatives Recognized in Income			Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income
Commodity Contracts	Net realized gain (loss) on futures contracts, swap and/or forward agreements/changes in unrealized appreciation/ depreciation on futures contracts, swap and/or forward agreements	ProShares UltraShort Bloomberg Commodity	$	(3,522	)	$	379,056
		ProShares UltraShort Bloomberg Crude Oil		(1,295,265	)		11,401,138
		ProShares UltraShort Bloomberg Natural Gas		2,732,493			(2,911,986	)
		ProShares UltraShort Gold		(12,650,556	)		(25,093	)
		ProShares UltraShort Silver		(1,282,703	)		14,580,242
		ProShares Ultra Bloomberg Commodity		(274,839	)		(345,632	)
		ProShares Ultra Bloomberg Crude Oil		14,597,508			(9,827,181	)
		ProShares Ultra Bloomberg Natural Gas		9,878,729			8,012,503
		ProShares Ultra Gold		3,319,675			(1,317,485	)
		ProShares Ultra Silver		(22,797,421	)		(89,115,067	)
Foreign Exchange Contracts	Net realized gain (loss) on futures contracts and/or foreign currency forward contracts/changes in unrealized appreciation/ depreciation on futures contracts and/or foreign currency forward contracts	ProShares Short Euro		925,848			463,900
		ProShares UltraShort Australian Dollar		(1,375,743	)		968,995
		ProShares UltraShort Euro		25,744,724			51,071,566
		ProShares UltraShort Yen		15,952,890			5,744,569
		ProShares Ultra Australian Dollar		177,523			(202,891	)
		ProShares Ultra Euro		(127,652	)		(282,823	)
		ProShares Ultra Yen		(108,048	)		2,889
VIX Futures Contracts	Net realized gain (loss) on futures contracts/ changes in unrealized appreciation/depreciation on futures contracts	ProShares VIX Short-Term Futures ETF		(28,437,457	)		29,084,702
		ProShares VIX Mid-Term Futures ETF		(16,100,400	)		7,398,429
		ProShares Ultra VIX Short-Term Futures ETF		(255,442,487	)		72,661,998
		ProShares Short VIX Short-Term Futures ETF		94,414,974			(33,165,401	)
		Total Trust	$	(172,151,729	)	$	64,576,428

The Effect of Derivative Instruments on the Statements of Operations

For the nine months ended September 30, 2013

Derivatives not accounted for as hedging instruments	Location of Gain or (Loss) on Derivatives Recognized in Income	Fund	Realized Gain or (Loss) on Derivatives Recognized in Income			Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income
Commodity Contracts	Net realized gain (loss) on futures contracts, swap and/or forward agreements/changes in unrealized appreciation/depreciation on futures contracts, swap and/or forward agreements	ProShares UltraShort Bloomberg Commodity	$	472,331		$	51,626
		ProShares UltraShort Bloomberg Crude Oil		(91,283,615	)		53,041,584
		ProShares UltraShort Bloomberg Natural Gas		254,565			58,149
		ProShares UltraShort Gold		39,762,664			4,027,954
		ProShares UltraShort Silver		86,823,320			(10,266,771	)
		ProShares Ultra Bloomberg Commodity		(868,053	)		68,896
		ProShares Ultra Bloomberg Crude Oil		140,887,078			(68,999,815	)
		ProShares Ultra Bloomberg Natural Gas		410,025			7,251,345
		ProShares Ultra Gold		(124,334,744	)		(1,513,242	)
		ProShares Ultra Silver		(509,899,199	)		65,695,557
Foreign Exchange Contracts	Net realized gain (loss) on futures contracts, swap and/or forward agreements/changes in unrealized appreciation/ depreciation on futures contracts, swap and/or forward agreements	ProShares Short Euro		(114,962	)		(86,038	)
		ProShares UltraShort Australian Dollar		2,294,351			(552,202	)
		ProShares UltraShort Euro		(19,722,590	)		(12,784,494	)
		ProShares UltraShort Yen		139,331,278			(50,633,718	)
		ProShares Ultra Australian Dollar		(863,033	)		169,154
		ProShares Ultra Euro		12,734			103,314
		ProShares Ultra Yen		(1,694,827	)		569,791
VIX Futures Contracts	Net realized gain (loss) on futures contracts and swap agreements/changes in unrealized appreciation/depreciation on futures contracts	ProShares VIX Short-Term Futures ETF		(102,880,094	)		3,441,625
		ProShares VIX Mid-Term Futures ETF		(19,676,804	)		739,790
		ProShares Ultra VIX Short-Term Futures ETF		(302,301,436	)		10,634,281
		ProShares Short VIX Short-Term Futures ETF		58,706,439			(2,062,754	)
		Total Trust	$	(704,684,572	)	$	(1,045,968	)

Offsetting Assets and Liabilities

The Funds are subject to master netting agreements or similar arrangements that allow for amounts owed between the Funds and the counterparty to be netted upon an early termination. The party that has the larger payable pays the excess of the larger amount over the smaller amount to the other party. The master netting agreements or similar arrangements do not apply to amounts owed to/from different counterparties. As described above, the Funds utilize derivative instruments to achieve their investment objective during the year. The amounts shown in the Statements of Financial Condition do not take into consideration the effects of legally enforceable master netting agreements or similar arrangements.

For financial reporting purposes, the Funds do not offset derivative assets and derivative liabilities that are subject to netting arrangements in the Statements of Financial Condition. The following table presents each Fund’s derivatives by investment type and by counterparty net of amounts available for offset under a master netting agreement and the related collateral received or pledged by the Funds as of September 30, 2014 and December 31, 2013:

Fair Values of Derivative Instruments as of September 30, 2014
	Assets						Liabilities
	Gross Amounts of Recognized Assets presented in the Statements of Financial Condition		Gross Amounts Offset in the Statements of Financial Condition		Net Amounts of Assets presented in the Statements of Financial Condition		Gross Amounts of Recognized Liabilities presented in the Statements of Financial Condition		Gross Amounts Offset in the Statements of Financial Condition		Net Amounts of Liabilities presented in the Statements of Financial Condition
ProShares UltraShort Bloomberg Commodity
Swap agreements	$	351,391	$	—	$	351,391	$	—	$	—	$	—
ProShares UltraShort Bloomberg Crude Oil
Futures contracts*		5,351,442		—		5,351,442		—		—		—
Swap agreements		1,336,940		—		1,336,940		—		—		—
ProShares UltraShort Bloomberg Natural Gas
Futures contracts*		242,198		—		242,198		—		—		—
ProShares UltraShort Gold
Forward agreements		5,603,080		—		5,603,080		—		—		—
Futures contracts*		760		—		760		—		—		—
ProShares UltraShort Silver
Forward agreements		12,351,895		—		12,351,895		—		—		—
Futures contracts*		1,905		—		1,905		—		—		—
ProShares Short Euro
Futures contracts*		86,385		—		86,385		—		—		—
ProShares UltraShort Australian Dollar
Futures contracts*		—		—		—		83,164		—		83,164
ProShares UltraShort Euro
Foreign currency forward contracts		39,102,543		—		39,102,543		1,779,484		—		1,779,484
ProShares UltraShort Yen
Foreign currency forward contracts		35,860,499		—		35,860,499		729,246		—		729,246
ProShares Ultra Bloomberg Commodity
Swap agreements		—		—		—		330,554		—		330,554
ProShares Ultra Bloomberg Crude Oil
Futures contracts*		—		—		—		5,850,066		—		5,850,066
Swap agreements		—		—		—		1,175,472		—		1,175,472
ProShares Ultra Bloomberg Natural Gas
Futures contracts*		—		—		—		803,837		—		803,837
ProShares Ultra Gold
Forward agreements		—		—		—		8,125,619		—		8,125,619
Futures contracts*		—		—		—		1,440		—		1,440
ProShares Ultra Silver
Forward agreements		—		—		—		91,592,767		—		91,592,767
Futures contracts*		—		—		—		5,100		—		5,100
ProShares Ultra Australian Dollar
Futures contracts*		13,680		—		13,680		—		—		—
ProShares Ultra Euro
Foreign currency forward contracts		3,517		—		3,517		185,378		—		185,378
ProShares Ultra Yen
Foreign currency forward contracts		3,275		—		3,275		159,695		—		159,695
ProShares VIX Short-Term Futures ETF
Futures contracts*		528,712		—		528,712		—		—		—
ProShares VIX Mid-Term Futures ETF
Futures contracts*		268,191		—		268,191		—		—		—
ProShares Ultra VIX Short-Term Futures ETF
Futures contracts*		11,373,242		—		11,373,242		—		—		—
ProShares Short VIX Short-Term Futures ETF
Futures contracts*		—		—		—		5,914,427		—		5,914,427

* Current day’s variation margin is reported within the Statements of Financial Condition in receivable/payable on open futures contracts; Cumulative appreciation/depreciation is reported in the Schedule of Investments.

Asset (Liability) amounts shown in the table below represent amounts owed to (by) the Funds for the derivative-related investments at September 30, 2014. These amounts may be collateralized by cash or financial instruments, segregated for the benefit of the Funds or the counterparties, depending on whether the related contracts are in an appreciated or depreciated position at period end. Amounts shown in the column labeled “Net Amount” represent the un-collateralized portions of these amounts at period end. These amounts may be un-collateralized due to timing differences related to market movements or due to minimum thresholds for collateral movement, as further described above under the caption “Account for Derivative Instruments”.

Gross Amounts Not Offset in the Statements of Financial Condition
	Amounts of Recognized Assets / (Liabilities) presented in the Statements of Financial Condition			Financial Instruments for the Benefit of (the Funds) / the Counterparties			Cash Collateral for the Benefit of (the Funds)/the Counterparties			Net Amount
ProShares UltraShort Bloomberg Commodity
Deutsche Bank AG	$	138,092		$	—		$	—		$	138,092
Goldman Sachs International		151,279			—			—			151,279
UBS AG		62,020			—			—			62,020
ProShares UltraShort Bloomberg Crude Oil
Deutsche Bank AG		386,649			—			(150,000	)		236,649
Goldman Sachs & Co.		5,351,442			—			—			5,351,442
Goldman Sachs International		119,484			—			—			119,484
Societe Generale S.A.		263,194			(263,194	)		—			—
UBS AG		567,613			—			—			567,613
ProShares UltraShort Bloomberg Natural Gas
Goldman Sachs & Co.		242,198			—			—			242,198
ProShares UltraShort Gold
Deutsche Bank AG		2,934,951			—			(2,934,951	)		—
Goldman Sachs & Co.		760			—			—			760
Goldman Sachs International		1,104,499			(1,040,501	)		—			63,998
Societe Generale S.A.		566,668			(566,668	)		—
UBS AG		996,962			(955,201	)		—			41,761
ProShares UltraShort Silver
Deutsche Bank AG		6,311,898			—			(4,950,000	)		1,361,898
Goldman Sachs & Co.		1,905			—			—			1,905
Goldman Sachs International		2,281,378			(1,823,180	)		—			458,198
Societe Generale S.A.		1,430,359			(1,430,359	)		—			—
UBS AG		2,328,260			(1,708,692	)		—			619,568
ProShares Short Euro
RBC Capital Markets		86,385			—			—			86,385
ProShares UltraShort Australian Dollar
RBC Capital Markets		(83,164	)		—			83,164			—
ProShares UltraShort Euro
Goldman Sachs International		17,950,679			(15,954,132	)		—			1,996,547
UBS AG		19,372,380			(17,710,695	)		—			1,661,685
ProShares UltraShort Yen
Goldman Sachs International		17,180,097			(16,269,531	)		—			910,566
UBS AG		17,951,156			(17,719,273	)		—			231,883
ProShares Ultra Bloomberg Commodity
Deutsche Bank AG		(135,580	)		135,580			—			—
Goldman Sachs International		(148,743	)		148,743			—			—
UBS AG		(46,231	)		46,231			—			—
ProShares Ultra Bloomberg Crude Oil
Deutsche Bank AG		(299,424	)		299,424			—			—
Goldman Sachs & Co.		(5,850,066	)		—			5,028,210			(821,856	)
Goldman Sachs International		(68,287	)		68,287			—			—
Societe Generale S.A.		(222,180	)		222,180			—			—
UBS AG		(585,581	)		585,581			—			—
ProShares Ultra Bloomberg Natural Gas
Goldman Sachs & Co.		(803,837	)		—			803,837			—
ProShares Ultra Gold
Deutsche Bank AG		(4,255,264	)		4,255,264			—			—
Goldman Sachs & Co.		(1,440	)		—			1,440			—
Goldman Sachs International		(1,626,387	)		1,626,387			—			—
Societe Generale S.A.		(714,569	)		714,569			—			—
UBS AG		(1,529,399	)		1,529,399			—			—
ProShares Ultra Silver
Deutsche Bank AG		(46,744,838	)		46,744,838			—			—
Goldman Sachs & Co.		(5,100	)		—			5,100			—
Goldman Sachs International		(17,435,908	)		17,435,908			—			—
Societe Generale S.A.		(9,689,940	)		9,689,940			—			—
UBS AG		(17,722,081	)		17,722,081			—			—
ProShares Ultra Australian Dollar
RBC Capital Markets		13,680			—			—			13,680
ProShares Ultra Euro
Goldman Sachs International		(30,998	)		30,998			—			—
UBS AG		(150,863	)		150,863			—			—
ProShares Ultra Yen
Goldman Sachs International		(29,649	)		29,649			—			—
UBS AG		(126,771	)		113,998			—			(12,773	)
ProShares VIX Short-Term Futures ETF
RBC Capital Markets		528,712			—			—			528,712
ProShares VIX Mid-Term Futures ETF
RBC Capital Markets		268,191			—			—			268,191
ProShares Ultra VIX Short-Term Futures ETF
RBC Capital Markets		11,373,242			—			—			11,373,242
ProShares Short VIX Short-Term Futures ETF
RBC Capital Markets		(5,914,427	)		—			5,914,427			—

Fair Values of Derivative Instruments as of December 31, 2013
	Assets						Liabilities
	Gross Amounts of Recognized Assets presented in the Statements of  Financial Condition		Gross Amounts Offset in the Statements of Financial Condition		Net Amounts of Assets presented in the Statements of Financial Condition		Gross Amounts of Recognized Liabilities presented in the Statements of  Financial Condition		Gross Amounts Offset in the Statements of Financial Condition		Net Amounts of Liabilities presented in the Statements of  Financial Condition
ProShares UltraShort Bloomberg Commodity
Swap agreements	$	—	$	—	$	—	$	27,665		—	$	27,665
ProShares UltraShort Bloomberg Crude Oil
Futures contracts*		1,503,943		—		1,503,943		—		—		—
Swap agreements		—		—		—		2,332,900		—		2,332,900
ProShares UltraShort Bloomberg Natural Gas
Futures contracts*		1,520,548		—		1,520,548		—		—		—
ProShares UltraShort Gold
Forward agreements		5,633,053		—		5,633,053		—		—		—
Futures contracts*		300		—		300		—		—		—
ProShares UltraShort Silver
Forward agreements		—		—		—		2,227,857		—		2,227,857
Futures contracts*		2,450		—		2,450		—		—		—
ProShares Short Euro
Futures contracts*		9,100		—		9,100		—		—		—
ProShares UltraShort Australian Dollar
Futures contracts*		—		—		—		86,166		—		86,166
ProShares UltraShort Euro
Foreign currency forward contracts		151,351		—		151,351		13,899,858		—		13,899,858
ProShares UltraShort Yen
Foreign currency forward contracts		31,317,568		—		31,317,568		1,930,884		—		1,930,884
ProShares Ultra Bloomberg Commodity
Swap agreements		15,078		—		15,078		—		—		—
ProShares Ultra Bloomberg Crude Oil
Futures contracts*		—		—		—		997,210		—		997,210
Swap agreements		1,957,893		—		1,957,893		—		—		—
ProShares Ultra Bloomberg Natural Gas
Futures contracts*		—		—		—		5,628,532		—		5,628,532
ProShares Ultra Gold
Forward agreements		—		—		—		6,812,974		—		6,812,974
Futures contracts*		—		—		—		300		—		300
ProShares Ultra Silver
Forward agreements		—		—		—		2,492,880		—		2,492,880
Futures contracts*		—		—		—		2,450		—		2,450
ProShares Ultra Australian Dollar
Futures contracts*		10,650		—		10,650		—		—		—
ProShares Ultra Euro
Foreign currency forward contracts		120,908		—		120,908		19,946		—		19,946
ProShares Ultra Yen
Foreign currency forward contracts		4,052		—		4,052		163,361		—		163,361
ProShares VIX Short-Term Futures ETF
Futures contracts*		3,179,017		—		3,179,017		—		—		—
ProShares VIX Mid-Term Futures ETF
Futures contracts*		100,734		—		100,734		—		—		—
ProShares Ultra VIX Short-Term Futures ETF
Futures contracts*		—		—		—		3,356,803		—		3,356,803
ProShares Short VIX Short-Term Futures ETF
Futures contracts*		603,833		—		603,833		—		—		—

* Current day’s variation margin is reported within the Statements of Financial Condition as presented in the Form 10-K for the year ended December 31, 2013 in receivable/payable on open futures contracts; Cumulative appreciation/depreciation is reported in the Schedule of Investments as presented in the Form 10-K for the year ended December 31, 2013.

Asset (Liability) amounts shown in the table below represent amounts owed to (by) the Funds for the derivative-related investments at December 31, 2013. These amounts may be collateralized by cash or financial instruments, segregated for the benefit of the Funds or the counterparties, depending on whether the related contracts are in an appreciated or depreciated position at period end. Amounts shown in the column labeled “Net Amount” represent the uncollateralized portions of these amounts at period end. These amounts may be un-collateralized due to timing differences related to market movements or due to minimum thresholds for collateral movement, as further described above under the caption “Account for Derivative Instruments”.

Gross Amounts Not Offset in the Statements of Financial Condition
	Amounts of Recognized Assets / (Liabilities) presented in the Statements of Financial Condition			Financial Instruments for the Benefit of (the Funds) / the Counterparties			Cash Collateral for the Benefit of (the Funds) / the Counterparties			Net Amount
ProShares UltraShort Bloomberg Commodity
Deutsche Bank AG	$	(11,710	)	$	11,710		$	—		$	—
Goldman Sachs International		(12,945	)		12,945			—			—
UBS AG		(3,010	)		3,010			—			—
ProShares UltraShort Bloomberg Crude Oil
Deutsche Bank AG		(570,114	)		570,114			—			—
Goldman Sachs & Co.		1,503,943			—			—			1,503,943
Goldman Sachs International		(632,990	)		632,990			—			—
Societe Generale S.A.		(402,586	)		402,586			—			—
UBS AG		(727,210	)		727,210			—			—
ProShares UltraShort Bloomberg Natural Gas
Goldman Sachs & Co.		1,520,548			—			—			1,520,548
ProShares UltraShort Gold
Deutsche Bank AG		2,258,281			—			(2,258,281	)		—
Goldman Sachs & Co.		300			—			—			300
Goldman Sachs International		1,411,290			(1,411,290	)		—			—
Societe Generale S.A.		665,044			(665,044	)		—			—
UBS AG		1,298,438			(1,298,438	)		—			—
ProShares UltraShort Silver
Deutsche Bank AG		(445,752	)		445,752			—			—
Goldman Sachs & Co.		2,450			—			—			2,450
Goldman Sachs International		(1,257,636	)		1,257,636			—			—
Societe Generale S.A.		(7,359	)		7,359			—			—
UBS AG		(517,110	)		517,110			—			—
ProShares Short Euro
RBC Capital Markets		9,100			—			—			9,100
ProShares UltraShort Australian Dollar
RBC Capital Markets		(86,166	)		—			86,166			—
ProShares UltraShort Euro
Goldman Sachs International		64,104			—			—			64,104
Goldman Sachs International		(6,820,802	)		6,820,802						—
UBS AG		87,247			—			—			87,247
UBS AG		(7,079,056	)		7,079,056			—			—
ProShares UltraShort Yen
Goldman Sachs International		15,716,318			(13,635,426	)		—			2,080,892

Goldman Sachs International	(884,849	)	884,849		—		—
UBS AG	15,601,250		(14,004,926	)	—		1,596,324
UBS AG	(1,046,035	)	1,046,035		—		—
ProShares Ultra Bloomberg Commodity
Deutsche Bank AG	6,454		—		—		6,454
Goldman Sachs International	4,974		—		—		4,974
UBS AG	3,650		—		—		3,650
ProShares Ultra Bloomberg Crude Oil
Deutsche Bank AG	622,117		—		(622,117	)	—
Goldman Sachs & Co.	(997,210	)	—		997,210		—
Goldman Sachs International	576,723		(576,723	)	—		—
Societe Generale S.A.	275,816		(275,816	)	—		—
UBS AG	483,237		(483,237	)	—		—
ProShares Ultra Bloomberg Natural Gas
Goldman Sachs & Co.	(5,628,532	)	—		4,630,277		(998,255	)
ProShares Ultra Gold
Deutsche Bank AG	(3,543,937	)	3,543,937		—		—
Goldman Sachs & Co.	(300	)	—		300		—
Goldman Sachs International	(1,327,335	)	1,327,335		—		—
Societe Generale S.A.	(785,038	)	785,038		—		—
UBS AG	(1,156,664	)	1,156,664		—		—
ProShares Ultra Silver
Deutsche Bank AG	(350,663	)	350,663		—		—
Goldman Sachs & Co.	(2,450	)	—		2,450		—
Goldman Sachs International	(1,345,433	)	1,345,433		—		—
Societe Generale S.A.	(28,581	)	28,581		—		—
UBS AG	(768,203	)	768,203		—		—
ProShares Ultra Australian Dollar
RBC Capital Markets	10,650		—		—		10,650
ProShares Ultra Euro
Goldman Sachs International	56,991		—		—		56,991
Goldman Sachs International	(19,770	)	19,770		—		—
UBS AG	63,917		—		—		63,917
UBS AG	(176	)	176		—		—
ProShares Ultra Yen
Goldman Sachs International	2,462		—		—		2,462
Goldman Sachs International	(78,309	)	78,309		—		—
UBS AG	1,590		—		—		1,590
UBS AG	(85,052	)	85,052		—		—
ProShares VIX Short-Term Futures ETF
RBC Capital Markets	3,179,017		—		—		3,179,017
ProShares VIX Mid-Term Futures ETF
RBC Capital Markets	100,734		—		—		100,734
ProShares Ultra VIX Short-Term Futures ETF
RBC Capital Markets	(3,356,803	)	—		3,356,803		—
ProShares Short VIX Short-Term Futures ETF
RBC Capital Markets	603,833		—		—		603,833

XML

Schedule of Investments - Futures Contracts Sold (Parenthetical) (Detail) (USD $)	9 Months Ended
	Sep. 30, 2014
ProShares UltraShort Bloomberg Crude Oil [Member]
Schedule of Investments [Line Items]
Cash collateral pledged to cover margin requirements	$ 5,449,950
ProShares UltraShort Bloomberg Natural Gas [Member]
Schedule of Investments [Line Items]
Cash collateral pledged to cover margin requirements	2,846,855
ProShares UltraShort Gold [Member]
Schedule of Investments [Line Items]
Cash collateral pledged to cover margin requirements	10,120
ProShares UltraShort Silver [Member]
Schedule of Investments [Line Items]
Cash collateral pledged to cover margin requirements	7,150
ProShares Short Euro [Member]
Schedule of Investments [Line Items]
Cash collateral pledged to cover margin requirements	242,000
ProShares UltraShort Australian Dollar [Member]
Schedule of Investments [Line Items]
Cash collateral pledged to cover margin requirements	676,390
ProShares Short VIX Short-Term Futures ETF [Member]
Schedule of Investments [Line Items]
Cash collateral pledged to cover margin requirements	$ 51,099,750

XML

Investments - Fair Value of Derivative Instruments (Detail) (USD $)	Sep. 30, 2014	Dec. 31, 2013
Derivative Instruments, Gain (Loss) [Line Items]
Derivative asset not designated as hedging instrument, Unrealized Appreciation	$ 171,404,831	$ 49,932,144
Derivative liability not designated as hedging instrument, Unrealized Depreciation	137,433,393	80,537,134
Commodity Contracts [Member] | Payable on Open Futures Contracts, Unrealized Depreciation on Swap and/or Forward Agreements [Member] | ProShares UltraShort Bloomberg Commodity [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative liability not designated as hedging instrument, Unrealized Depreciation		27,665
Commodity Contracts [Member] | Payable on Open Futures Contracts, Unrealized Depreciation on Swap and/or Forward Agreements [Member] | ProShares UltraShort Bloomberg Crude Oil [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative liability not designated as hedging instrument, Unrealized Depreciation		3,565,673
Commodity Contracts [Member] | Payable on Open Futures Contracts, Unrealized Depreciation on Swap and/or Forward Agreements [Member] | ProShares UltraShort Silver [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative liability not designated as hedging instrument, Unrealized Depreciation		2,227,857
Commodity Contracts [Member] | Payable on Open Futures Contracts, Unrealized Depreciation on Swap and/or Forward Agreements [Member] | ProShares Ultra Bloomberg Natural Gas [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative liability not designated as hedging instrument, Unrealized Depreciation		3,656,539
Commodity Contracts [Member] | Payable on Open Futures Contracts, Unrealized Depreciation on Swap and/or Forward Agreements [Member] | ProShares Ultra Gold [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative liability not designated as hedging instrument, Unrealized Depreciation	8,145,019	6,827,534
Commodity Contracts [Member] | Payable on Open Futures Contracts, Unrealized Depreciation on Swap and/or Forward Agreements [Member] | ProShares Ultra Silver [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative liability not designated as hedging instrument, Unrealized Depreciation	91,622,147	2,507,080
Commodity Contracts [Member] | Payable on Open Futures Contracts, Unrealized Depreciation on Swap and/or Forward Agreements [Member] | ProShares UltraShort Bloomberg Natural Gas [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative liability not designated as hedging instrument, Unrealized Depreciation	1,869,686
Commodity Contracts [Member] | Payable on Open Futures Contracts, Unrealized Depreciation on Swap and/or Forward Agreements [Member] | ProShares Ultra Bloomberg Commodity [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative liability not designated as hedging instrument, Unrealized Depreciation	330,554
Commodity Contracts [Member] | Payable on Open Futures Contracts, Unrealized Depreciation on Swap and/or Forward Agreements [Member] | ProShares Ultra Bloomberg Crude Oil [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative liability not designated as hedging instrument, Unrealized Depreciation	7,242,627
Commodity Contracts [Member] | Receivables on Open Futures Contracts, Unrealized Appreciation on Swap and/ or Forwards Agreements [Member] | ProShares UltraShort Bloomberg Commodity [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative asset not designated as hedging instrument, Unrealized Appreciation	351,391
Commodity Contracts [Member] | Receivables on Open Futures Contracts, Unrealized Appreciation on Swap and/ or Forwards Agreements [Member] | ProShares UltraShort Bloomberg Crude Oil [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative asset not designated as hedging instrument, Unrealized Appreciation	7,835,465
Commodity Contracts [Member] | Receivables on Open Futures Contracts, Unrealized Appreciation on Swap and/ or Forwards Agreements [Member] | ProShares UltraShort Silver [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative asset not designated as hedging instrument, Unrealized Appreciation	12,366,585	14,200
Commodity Contracts [Member] | Receivables on Open Futures Contracts, Unrealized Appreciation on Swap and/ or Forwards Agreements [Member] | ProShares Ultra Bloomberg Natural Gas [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative asset not designated as hedging instrument, Unrealized Appreciation	4,355,964
Commodity Contracts [Member] | Receivables on Open Futures Contracts, Unrealized Appreciation on Swap and/ or Forwards Agreements [Member] | ProShares UltraShort Bloomberg Natural Gas [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative asset not designated as hedging instrument, Unrealized Appreciation		1,042,300
Commodity Contracts [Member] | Receivables on Open Futures Contracts, Unrealized Appreciation on Swap and/ or Forwards Agreements [Member] | ProShares UltraShort Gold [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative asset not designated as hedging instrument, Unrealized Appreciation	5,622,480	5,647,573
Commodity Contracts [Member] | Receivables on Open Futures Contracts, Unrealized Appreciation on Swap and/ or Forwards Agreements [Member] | ProShares Ultra Bloomberg Commodity [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative asset not designated as hedging instrument, Unrealized Appreciation		15,078
Commodity Contracts [Member] | Receivables on Open Futures Contracts, Unrealized Appreciation on Swap and/ or Forwards Agreements [Member] | ProShares Ultra Bloomberg Crude Oil [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative asset not designated as hedging instrument, Unrealized Appreciation		2,584,554
Foreign Exchange Contracts [Member] | Unrealized Depreciation on Foreign Currency Forward Contracts and Payable on Open Futures Contracts [Member] | ProShares Short Euro [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative liability not designated as hedging instrument, Unrealized Depreciation		33,231
Foreign Exchange Contracts [Member] | Unrealized Depreciation on Foreign Currency Forward Contracts and Payable on Open Futures Contracts [Member] | ProShares UltraShort Euro [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative liability not designated as hedging instrument, Unrealized Depreciation	1,779,484	13,899,858
Foreign Exchange Contracts [Member] | Unrealized Depreciation on Foreign Currency Forward Contracts and Payable on Open Futures Contracts [Member] | ProShares UltraShort Yen [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative liability not designated as hedging instrument, Unrealized Depreciation	729,246	1,930,884
Foreign Exchange Contracts [Member] | Unrealized Depreciation on Foreign Currency Forward Contracts and Payable on Open Futures Contracts [Member] | ProShares Ultra Australian Dollar [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative liability not designated as hedging instrument, Unrealized Depreciation	321,111	118,220
Foreign Exchange Contracts [Member] | Unrealized Depreciation on Foreign Currency Forward Contracts and Payable on Open Futures Contracts [Member] | ProShares Ultra Euro [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative liability not designated as hedging instrument, Unrealized Depreciation	185,378	19,946
Foreign Exchange Contracts [Member] | Unrealized Depreciation on Foreign Currency Forward Contracts and Payable on Open Futures Contracts [Member] | ProShares Ultra Yen [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative liability not designated as hedging instrument, Unrealized Depreciation	159,695	163,361
Foreign Exchange Contracts [Member] | Unrealized Appreciation on Foreign Currency Forward Contracts and Receivables on Open Futures Contracts [Member] | ProShares Short Euro [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative asset not designated as hedging instrument, Unrealized Appreciation	430,669
Foreign Exchange Contracts [Member] | Unrealized Appreciation on Foreign Currency Forward Contracts and Receivables on Open Futures Contracts [Member] | ProShares UltraShort Euro [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative asset not designated as hedging instrument, Unrealized Appreciation	39,102,543	151,351
Foreign Exchange Contracts [Member] | Unrealized Appreciation on Foreign Currency Forward Contracts and Receivables on Open Futures Contracts [Member] | ProShares UltraShort Yen [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative asset not designated as hedging instrument, Unrealized Appreciation	35,860,499	31,317,568
Foreign Exchange Contracts [Member] | Unrealized Appreciation on Foreign Currency Forward Contracts and Receivables on Open Futures Contracts [Member] | ProShares Ultra Euro [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative asset not designated as hedging instrument, Unrealized Appreciation	3,517	120,908
Foreign Exchange Contracts [Member] | Unrealized Appreciation on Foreign Currency Forward Contracts and Receivables on Open Futures Contracts [Member] | ProShares Ultra Yen [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative asset not designated as hedging instrument, Unrealized Appreciation	3,275	4,052
Foreign Exchange Contracts [Member] | Unrealized Appreciation on Foreign Currency Forward Contracts and Receivables on Open Futures Contracts [Member] | ProShares UltraShort Australian Dollar [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative asset not designated as hedging instrument, Unrealized Appreciation	1,886,600	917,605
VIX Futures Contracts [Member] | Payable on Open Futures Contracts and Unrealized Depreciation on Swap Agreements [Member] | ProShares VIX Short-Term Futures ETF [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative liability not designated as hedging instrument, Unrealized Depreciation		16,652,686
VIX Futures Contracts [Member] | Payable on Open Futures Contracts and Unrealized Depreciation on Swap Agreements [Member] | ProShares VIX Mid-Term Futures ETF [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative liability not designated as hedging instrument, Unrealized Depreciation		4,896,689
VIX Futures Contracts [Member] | Payable on Open Futures Contracts and Unrealized Depreciation on Swap Agreements [Member] | ProShares Ultra VIX Short-Term Futures ETF [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative liability not designated as hedging instrument, Unrealized Depreciation		24,009,911
VIX Futures Contracts [Member] | Payable on Open Futures Contracts and Unrealized Depreciation on Swap Agreements [Member] | ProShares Short VIX Short-Term Futures ETF [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative liability not designated as hedging instrument, Unrealized Depreciation	25,048,446
VIX Futures Contracts [Member] | Receivables on Open Futures Contracts and Unrealized Appreciation on Swap Agreements [Member] | ProShares VIX Short-Term Futures ETF [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative asset not designated as hedging instrument, Unrealized Appreciation	12,432,016
VIX Futures Contracts [Member] | Receivables on Open Futures Contracts and Unrealized Appreciation on Swap Agreements [Member] | ProShares VIX Mid-Term Futures ETF [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative asset not designated as hedging instrument, Unrealized Appreciation	2,501,740
VIX Futures Contracts [Member] | Receivables on Open Futures Contracts and Unrealized Appreciation on Swap Agreements [Member] | ProShares Ultra VIX Short-Term Futures ETF [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative asset not designated as hedging instrument, Unrealized Appreciation	48,652,087
VIX Futures Contracts [Member] | Receivables on Open Futures Contracts and Unrealized Appreciation on Swap Agreements [Member] | ProShares Short VIX Short-Term Futures ETF [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative asset not designated as hedging instrument, Unrealized Appreciation		$ 8,116,955

XML

Investments (Tables)

9 Months Ended

Sep. 30, 2014

Investments, Debt and Equity Securities [Abstract]

Fair Value of Derivative Instruments

Fair Value of Derivative Instruments

as of September 30, 2014

Asset Derivatives						Liability Derivatives
Derivatives not accounted for as hedging instruments	Statements of Financial Condition Location	Fund	Unrealized Appreciation			Statements of Financial Condition Location	Fund	Unrealized Depreciation
Commodities Contracts	Receivables on open futures contracts, unrealized appreciation on swap and/or forward agreements	ProShares UltraShort Bloomberg Commodity	$	351,391		Payable on open futures contracts, unrealized depreciation on swap and/or forward agreements	ProShares UltraShort Bloomberg Natural Gas	$	1,869,686	*
		ProShares UltraShort Bloomberg Crude Oil		7,835,465	*		ProShares Ultra     Bloomberg Commodity		330,554
		ProShares UltraShort Gold		5,622,480	*		ProShares Ultra Bloomberg Crude Oil		7,242,627	*
		ProShares UltraShort Silver		12,366,585	*		ProShares Ultra Gold		8,145,019	*
		ProShares Ultra Bloomberg Natural Gas		4,355,964	*		ProShares Ultra Silver		91,622,147	*
Foreign Exchange Contracts	Unrealized appreciation on foreign currency forward contracts and receivables on open futures contracts	ProShares Short Euro		430,669	*	Unrealized depreciation on foreign currency forward contracts and payable on open futures contracts	ProShares UltraShort Euro		1,779,484
		ProShares UltraShort Australian Dollar		1,886,600	*		ProShares UltraShort Yen		729,246
		ProShares UltraShort Euro		39,102,543			ProShares Ultra Australian Dollar		321,111	*
		ProShares UltraShort Yen		35,860,499			ProShares Ultra Euro		185,378
		ProShares Ultra Euro		3,517			ProShares Ultra Yen		159,695
		ProShares Ultra Yen		3,275
VIX Futures Contracts	Receivables on open futures contracts	ProShares VIX Short-Term Futures ETF		12,432,016	*	Payable on open futures contracts	ProShares Short VIX Short-Term Futures ETF		25,048,446	*
		ProShares VIX Mid-Term Futures ETF		2,501,740	*
		ProShares Ultra VIX Short-Term Futures ETF		48,652,087	*
		Total Trust	$	171,404,831	*		Total Trust	$	137,433,393	*

* Includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Only current day’s variation margin is reported within the Statements of Financial Condition in receivable/payable on open futures contracts.

Fair Value of Derivative Instruments

as of December 31, 2013

Asset Derivatives						Liability Derivatives
Derivatives not accounted for as hedging instruments	Statements of Financial Condition Location	Fund	Unrealized Appreciation			Statements of Financial Condition Location	Fund	Unrealized Depreciation
Commodities Contracts	Receivables on open futures contracts, unrealized appreciation on swap and/or forward agreements	ProShares UltraShort Bloomberg Natural Gas	$	1,042,300	*	Payable on open futures contracts, unrealized depreciation on swap and/or forward agreements	ProShares UltraShort Bloomberg Commodity	$	27,665
		ProShares UltraShort Gold		5,647,573	*		ProShares UltraShort Bloomberg Crude Oil		3,565,673	*
		ProShares UltraShort Silver		14,200	*		ProShares UltraShort Silver		2,227,857
		ProShares Ultra Bloomberg Commodity		15,078			ProShares Ultra Bloomberg Natural Gas		3,656,539	*
		ProShares Ultra Bloomberg Crude Oil		2,584,554	*		ProShares Ultra Gold		6,827,534	*
							ProShares Ultra Silver		2,507,080	*
Foreign Exchange Contracts	Unrealized appreciation on foreign currency forward contracts and receivables on open futures contracts	ProShares UltraShort Australian Dollar		917,605	*	Unrealized depreciation on foreign currency forward contracts and payable on open futures contracts	ProShares Short Euro		33,231	*
		ProShares UltraShort Euro		151,351			ProShares UltraShort Euro		13,899,858
		ProShares UltraShort Yen		31,317,568			ProShares UltraShort Yen		1,930,884
		ProShares Ultra Euro		120,908			ProShares Ultra Australian Dollar		118,220	*
		ProShares Ultra Yen		4,052			ProShares Ultra Euro		19,946
							ProShares Ultra Yen		163,361
VIX Futures Contracts	Receivables on open futures contracts	ProShares Short VIX Short-Term Futures ETF				Payable on open futures contracts	ProShares VIX Short-Term Futures ETF		16,652,686	*
				8,116,955	*		ProShares VIX Mid-Term Futures ETF		4,896,689	*
							ProShares Ultra VIX Short-Term Futures ETF		24,009,911	*
		Total Trust	$	49,932,144	*		Total Trust	$	80,537,134	*

* Includes cumulative appreciation/depreciation of futures contracts as reported in the Schedules of Investments as presented in the Form 10-K for the year ended December 31, 2013. Only current day’s variation margin is reported within the Statements of Financial Condition as presented in the Form 10-K for the year ended December 31, 2013 in receivable/payable on open futures contracts.

Effect of Derivative Instruments on Statements of Operations

The Effect of Derivative Instruments on the Statements of Operations

For the three months ended September 30, 2014

Derivatives not accounted for as hedging instruments	Location of Gain or (Loss) on Derivatives Recognized in Income	Fund	Realized Gain or (Loss) on Derivatives Recognized in Income			Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income
Commodity Contracts	Net realized gain (loss) on futures contracts, swap and/or forward agreements/changes in unrealized appreciation/ depreciation on futures contracts, swap and/or forward agreements	ProShares UltraShort Bloomberg Commodity	$	502,112		$	401,110
		ProShares UltraShort Bloomberg Crude Oil		42,549,744			29,109,258
		ProShares UltraShort Bloomberg Natural Gas		13,918,036			(4,337,530	)
		ProShares UltraShort Gold		(4,376,264	)		16,210,828
		ProShares UltraShort Silver		(1,123,414	)		22,946,708
		ProShares Ultra Bloomberg Commodity		(651,785	)		(339,598	)
		ProShares Ultra Bloomberg Crude Oil		(16,410,261	)		(12,476,761	)
		ProShares Ultra Bloomberg Natural Gas		(7,087,097	)		5,766,729
		ProShares Ultra Gold		1,375,191			(21,377,754	)
		ProShares Ultra Silver		9,486,957			(178,532,813	)
Foreign Exchange Contracts	Net realized gain (loss) on futures contracts and/or foreign currency forward contracts/changes in unrealized appreciation/ depreciation on futures contracts and/or foreign currency forward contracts	ProShares Short Euro		767,314			541,828
		ProShares UltraShort Australian Dollar		549,795			2,249,440
		ProShares UltraShort Euro		32,039,809			42,910,400
		ProShares UltraShort Yen		15,787,084			44,778,863
		ProShares Ultra Australian Dollar		(80,720	)		(384,611	)
		ProShares Ultra Euro		(172,537	)		(212,588	)
		ProShares Ultra Yen		(86,452	)		(209,139	)
VIX Futures Contracts	Net realized gain (loss) on futures contracts/ changes in unrealized appreciation/depreciation on futures contracts	ProShares VIX Short-Term Futures ETF		(2,990,117	)		19,045,502
		ProShares VIX Mid-Term Futures ETF		(4,036,079	)		5,996,790
		ProShares Ultra VIX Short-Term Futures ETF		(4,719,200	)		89,185,433
		ProShares Short VIX Short-Term Futures ETF		18,146,923			(33,969,073	)
		Total Trust	$	93,389,039		$	27,303,022

The Effect of Derivative Instruments on the Statements of Operations

For the three months ended September 30, 2013

Derivatives not accounted for as hedging instruments	Location of Gain or (Loss) on Derivatives Recognized in Income	Fund	Realized Gain or (Loss) on Derivatives Recognized in Income			Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income
Commodity Contracts	Net realized gain (loss) on futures contracts, swap and/or forward agreements/changes in unrealized appreciation/ depreciation on futures contracts, swap and/or forward agreements	ProShares UltraShort Bloomberg Commodity	$	13,664		$	(212,120	)
		ProShares UltraShort Bloomberg Crude Oil		(86,184,111	)		44,663,321
		ProShares UltraShort Bloomberg Natural Gas		2,862,705			(1,862,190	)
		ProShares UltraShort Gold		6,021,147			(44,053,880	)
		ProShares UltraShort Silver		6,003,481			(32,088,651	)
		ProShares Ultra Bloomberg Commodity		(85,078	)		233,903
		ProShares Ultra Bloomberg Crude Oil		53,589,084			(18,204,607	)
		ProShares Ultra Bloomberg Natural Gas		(14,491,916	)		9,380,633
		ProShares Ultra Gold		(5,910,890	)		36,566,124
		ProShares Ultra Silver		28,400,072			96,489,190
Foreign Exchange Contracts	Net realized gain (loss) on futures contracts, swap and/or forward agreements/changes in unrealized appreciation/ depreciation on futures contracts, swap and/or forward agreements	ProShares Short Euro		(39,024	)		(208,707	)
		ProShares UltraShort Australian Dollar		389,254			(1,865,253	)
		ProShares UltraShort Euro		(8,625,860	)		(30,678,790	)
		ProShares UltraShort Yen		(5,693,424	)		(8,391,457	)
		ProShares Ultra Australian Dollar		(123,128	)		277,231
		ProShares Ultra Euro		41,105			227,504
		ProShares Ultra Yen		(20,255	)		65,431
VIX Futures Contracts	Net realized gain (loss) on futures contracts/changes in unrealized appreciation/depreciation on futures contracts	ProShares VIX Short-Term Futures ETF		(58,627,489	)		1,983,669
		ProShares VIX Mid-Term Futures ETF		(6,929,719	)		(6,313,054	)
		ProShares Ultra VIX Short-Term Futures ETF		(197,375,157	)		9,751,723
		ProShares Short VIX Short-Term Futures ETF		37,631,293			(2,816,258	)
		Total Trust	$	(249,154,246	)	$	52,943,762

The Effect of Derivative Instruments on the Statements of Operations

For the nine months ended September 30, 2014

Derivatives not accounted for as hedging instruments	Location of Gain or (Loss) on Derivatives Recognized in Income	Fund	Realized Gain or (Loss) on Derivatives Recognized in Income			Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income
Commodity Contracts	Net realized gain (loss) on futures contracts, swap and/or forward agreements/changes in unrealized appreciation/ depreciation on futures contracts, swap and/or forward agreements	ProShares UltraShort Bloomberg Commodity	$	(3,522	)	$	379,056
		ProShares UltraShort Bloomberg Crude Oil		(1,295,265	)		11,401,138
		ProShares UltraShort Bloomberg Natural Gas		2,732,493			(2,911,986	)
		ProShares UltraShort Gold		(12,650,556	)		(25,093	)
		ProShares UltraShort Silver		(1,282,703	)		14,580,242
		ProShares Ultra Bloomberg Commodity		(274,839	)		(345,632	)
		ProShares Ultra Bloomberg Crude Oil		14,597,508			(9,827,181	)
		ProShares Ultra Bloomberg Natural Gas		9,878,729			8,012,503
		ProShares Ultra Gold		3,319,675			(1,317,485	)
		ProShares Ultra Silver		(22,797,421	)		(89,115,067	)
Foreign Exchange Contracts	Net realized gain (loss) on futures contracts and/or foreign currency forward contracts/changes in unrealized appreciation/ depreciation on futures contracts and/or foreign currency forward contracts	ProShares Short Euro		925,848			463,900
		ProShares UltraShort Australian Dollar		(1,375,743	)		968,995
		ProShares UltraShort Euro		25,744,724			51,071,566
		ProShares UltraShort Yen		15,952,890			5,744,569
		ProShares Ultra Australian Dollar		177,523			(202,891	)
		ProShares Ultra Euro		(127,652	)		(282,823	)
		ProShares Ultra Yen		(108,048	)		2,889
VIX Futures Contracts	Net realized gain (loss) on futures contracts/ changes in unrealized appreciation/depreciation on futures contracts	ProShares VIX Short-Term Futures ETF		(28,437,457	)		29,084,702
		ProShares VIX Mid-Term Futures ETF		(16,100,400	)		7,398,429
		ProShares Ultra VIX Short-Term Futures ETF		(255,442,487	)		72,661,998
		ProShares Short VIX Short-Term Futures ETF		94,414,974			(33,165,401	)
		Total Trust	$	(172,151,729	)	$	64,576,428

The Effect of Derivative Instruments on the Statements of Operations

For the nine months ended September 30, 2013

Derivatives not accounted for as hedging instruments	Location of Gain or (Loss) on Derivatives Recognized in Income	Fund	Realized Gain or (Loss) on Derivatives Recognized in Income			Change in Unrealized Appreciation or Depreciation on Derivatives Recognized in Income
Commodity Contracts	Net realized gain (loss) on futures contracts, swap and/or forward agreements/changes in unrealized appreciation/depreciation on futures contracts, swap and/or forward agreements	ProShares UltraShort Bloomberg Commodity	$	472,331		$	51,626
		ProShares UltraShort Bloomberg Crude Oil		(91,283,615	)		53,041,584
		ProShares UltraShort Bloomberg Natural Gas		254,565			58,149
		ProShares UltraShort Gold		39,762,664			4,027,954
		ProShares UltraShort Silver		86,823,320			(10,266,771	)
		ProShares Ultra Bloomberg Commodity		(868,053	)		68,896
		ProShares Ultra Bloomberg Crude Oil		140,887,078			(68,999,815	)
		ProShares Ultra Bloomberg Natural Gas		410,025			7,251,345
		ProShares Ultra Gold		(124,334,744	)		(1,513,242	)
		ProShares Ultra Silver		(509,899,199	)		65,695,557
Foreign Exchange Contracts	Net realized gain (loss) on futures contracts, swap and/or forward agreements/changes in unrealized appreciation/ depreciation on futures contracts, swap and/or forward agreements	ProShares Short Euro		(114,962	)		(86,038	)
		ProShares UltraShort Australian Dollar		2,294,351			(552,202	)
		ProShares UltraShort Euro		(19,722,590	)		(12,784,494	)
		ProShares UltraShort Yen		139,331,278			(50,633,718	)
		ProShares Ultra Australian Dollar		(863,033	)		169,154
		ProShares Ultra Euro		12,734			103,314
		ProShares Ultra Yen		(1,694,827	)		569,791
VIX Futures Contracts	Net realized gain (loss) on futures contracts and swap agreements/changes in unrealized appreciation/depreciation on futures contracts	ProShares VIX Short-Term Futures ETF		(102,880,094	)		3,441,625
		ProShares VIX Mid-Term Futures ETF		(19,676,804	)		739,790
		ProShares Ultra VIX Short-Term Futures ETF		(302,301,436	)		10,634,281
		ProShares Short VIX Short-Term Futures ETF		58,706,439			(2,062,754	)
		Total Trust	$	(704,684,572	)	$	(1,045,968	)

Offsetting of Financial Assets and Liabilities

The following table presents each Fund’s derivatives by investment type and by counterparty net of amounts available for offset under a master netting agreement and the related collateral received or pledged by the Funds as of September 30, 2014 and December 31, 2013:

Fair Values of Derivative Instruments as of September 30, 2014
	Assets						Liabilities
	Gross Amounts of Recognized Assets presented in the Statements of Financial Condition		Gross Amounts Offset in the Statements of Financial Condition		Net Amounts of Assets presented in the Statements of Financial Condition		Gross Amounts of Recognized Liabilities presented in the Statements of Financial Condition		Gross Amounts Offset in the Statements of Financial Condition		Net Amounts of Liabilities presented in the Statements of Financial Condition
ProShares UltraShort Bloomberg Commodity
Swap agreements	$	351,391	$	—	$	351,391	$	—	$	—	$	—
ProShares UltraShort Bloomberg Crude Oil
Futures contracts*		5,351,442		—		5,351,442		—		—		—
Swap agreements		1,336,940		—		1,336,940		—		—		—
ProShares UltraShort Bloomberg Natural Gas
Futures contracts*		242,198		—		242,198		—		—		—
ProShares UltraShort Gold
Forward agreements		5,603,080		—		5,603,080		—		—		—
Futures contracts*		760		—		760		—		—		—
ProShares UltraShort Silver
Forward agreements		12,351,895		—		12,351,895		—		—		—
Futures contracts*		1,905		—		1,905		—		—		—
ProShares Short Euro
Futures contracts*		86,385		—		86,385		—		—		—
ProShares UltraShort Australian Dollar
Futures contracts*		—		—		—		83,164		—		83,164
ProShares UltraShort Euro
Foreign currency forward contracts		39,102,543		—		39,102,543		1,779,484		—		1,779,484
ProShares UltraShort Yen
Foreign currency forward contracts		35,860,499		—		35,860,499		729,246		—		729,246
ProShares Ultra Bloomberg Commodity
Swap agreements		—		—		—		330,554		—		330,554
ProShares Ultra Bloomberg Crude Oil
Futures contracts*		—		—		—		5,850,066		—		5,850,066
Swap agreements		—		—		—		1,175,472		—		1,175,472
ProShares Ultra Bloomberg Natural Gas
Futures contracts*		—		—		—		803,837		—		803,837
ProShares Ultra Gold
Forward agreements		—		—		—		8,125,619		—		8,125,619
Futures contracts*		—		—		—		1,440		—		1,440
ProShares Ultra Silver
Forward agreements		—		—		—		91,592,767		—		91,592,767
Futures contracts*		—		—		—		5,100		—		5,100
ProShares Ultra Australian Dollar
Futures contracts*		13,680		—		13,680		—		—		—
ProShares Ultra Euro
Foreign currency forward contracts		3,517		—		3,517		185,378		—		185,378
ProShares Ultra Yen
Foreign currency forward contracts		3,275		—		3,275		159,695		—		159,695
ProShares VIX Short-Term Futures ETF
Futures contracts*		528,712		—		528,712		—		—		—
ProShares VIX Mid-Term Futures ETF
Futures contracts*		268,191		—		268,191		—		—		—
ProShares Ultra VIX Short-Term Futures ETF
Futures contracts*		11,373,242		—		11,373,242		—		—		—
ProShares Short VIX Short-Term Futures ETF
Futures contracts*		—		—		—		5,914,427		—		5,914,427

* Current day’s variation margin is reported within the Statements of Financial Condition in receivable/payable on open futures contracts; Cumulative appreciation/depreciation is reported in the Schedule of Investments.

Fair Values of Derivative Instruments as of December 31, 2013
	Assets						Liabilities
	Gross Amounts of Recognized Assets presented in the Statements of  Financial Condition		Gross Amounts Offset in the Statements of Financial Condition		Net Amounts of Assets presented in the Statements of Financial Condition		Gross Amounts of Recognized Liabilities presented in the Statements of  Financial Condition		Gross Amounts Offset in the Statements of Financial Condition		Net Amounts of Liabilities presented in the Statements of  Financial Condition
ProShares UltraShort Bloomberg Commodity
Swap agreements	$	—	$	—	$	—	$	27,665		—	$	27,665
ProShares UltraShort Bloomberg Crude Oil
Futures contracts*		1,503,943		—		1,503,943		—		—		—
Swap agreements		—		—		—		2,332,900		—		2,332,900
ProShares UltraShort Bloomberg Natural Gas
Futures contracts*		1,520,548		—		1,520,548		—		—		—
ProShares UltraShort Gold
Forward agreements		5,633,053		—		5,633,053		—		—		—
Futures contracts*		300		—		300		—		—		—
ProShares UltraShort Silver
Forward agreements		—		—		—		2,227,857		—		2,227,857
Futures contracts*		2,450		—		2,450		—		—		—
ProShares Short Euro
Futures contracts*		9,100		—		9,100		—		—		—
ProShares UltraShort Australian Dollar
Futures contracts*		—		—		—		86,166		—		86,166
ProShares UltraShort Euro
Foreign currency forward contracts		151,351		—		151,351		13,899,858		—		13,899,858
ProShares UltraShort Yen
Foreign currency forward contracts		31,317,568		—		31,317,568		1,930,884		—		1,930,884
ProShares Ultra Bloomberg Commodity
Swap agreements		15,078		—		15,078		—		—		—
ProShares Ultra Bloomberg Crude Oil
Futures contracts*		—		—		—		997,210		—		997,210
Swap agreements		1,957,893		—		1,957,893		—		—		—
ProShares Ultra Bloomberg Natural Gas
Futures contracts*		—		—		—		5,628,532		—		5,628,532
ProShares Ultra Gold
Forward agreements		—		—		—		6,812,974		—		6,812,974
Futures contracts*		—		—		—		300		—		300
ProShares Ultra Silver
Forward agreements		—		—		—		2,492,880		—		2,492,880
Futures contracts*		—		—		—		2,450		—		2,450
ProShares Ultra Australian Dollar
Futures contracts*		10,650		—		10,650		—		—		—
ProShares Ultra Euro
Foreign currency forward contracts		120,908		—		120,908		19,946		—		19,946
ProShares Ultra Yen
Foreign currency forward contracts		4,052		—		4,052		163,361		—		163,361
ProShares VIX Short-Term Futures ETF
Futures contracts*		3,179,017		—		3,179,017		—		—		—
ProShares VIX Mid-Term Futures ETF
Futures contracts*		100,734		—		100,734		—		—		—
ProShares Ultra VIX Short-Term Futures ETF
Futures contracts*		—		—		—		3,356,803		—		3,356,803
ProShares Short VIX Short-Term Futures ETF
Futures contracts*		603,833		—		603,833		—		—		—

* Current day’s variation margin is reported within the Statements of Financial Condition as presented in the Form 10-K for the year ended December 31, 2013 in receivable/payable on open futures contracts; Cumulative appreciation/depreciation is reported in the Schedule of Investments as presented in the Form 10-K for the year ended December 31, 2013.

Gross Amounts not Offset in the Statements of Financial Condition

Asset (Liability) amounts shown in the table below represent amounts owed to (by) the Funds for the derivative-related investments at September 30, 2014. These amounts may be collateralized by cash or financial instruments, segregated for the benefit of the Funds or the counterparties, depending on whether the related contracts are in an appreciated or depreciated position at period end. Amounts shown in the column labeled “Net Amount” represent the un-collateralized portions of these amounts at period end. These amounts may be un-collateralized due to timing differences related to market movements or due to minimum thresholds for collateral movement, as further described above under the caption “Account for Derivative Instruments”.

Gross Amounts Not Offset in the Statements of Financial Condition
	Amounts of Recognized Assets / (Liabilities) presented in the Statements of Financial Condition			Financial Instruments for the Benefit of (the Funds) / the Counterparties			Cash Collateral for the Benefit of (the Funds)/the Counterparties			Net Amount
ProShares UltraShort Bloomberg Commodity
Deutsche Bank AG	$	138,092		$	—		$	—		$	138,092
Goldman Sachs International		151,279			—			—			151,279
UBS AG		62,020			—			—			62,020
ProShares UltraShort Bloomberg Crude Oil
Deutsche Bank AG		386,649			—			(150,000	)		236,649
Goldman Sachs & Co.		5,351,442			—			—			5,351,442
Goldman Sachs International		119,484			—			—			119,484
Societe Generale S.A.		263,194			(263,194	)		—			—
UBS AG		567,613			—			—			567,613
ProShares UltraShort Bloomberg Natural Gas
Goldman Sachs & Co.		242,198			—			—			242,198
ProShares UltraShort Gold
Deutsche Bank AG		2,934,951			—			(2,934,951	)		—
Goldman Sachs & Co.		760			—			—			760
Goldman Sachs International		1,104,499			(1,040,501	)		—			63,998
Societe Generale S.A.		566,668			(566,668	)		—
UBS AG		996,962			(955,201	)		—			41,761
ProShares UltraShort Silver
Deutsche Bank AG		6,311,898			—			(4,950,000	)		1,361,898
Goldman Sachs & Co.		1,905			—			—			1,905
Goldman Sachs International		2,281,378			(1,823,180	)		—			458,198
Societe Generale S.A.		1,430,359			(1,430,359	)		—			—
UBS AG		2,328,260			(1,708,692	)		—			619,568
ProShares Short Euro
RBC Capital Markets		86,385			—			—			86,385
ProShares UltraShort Australian Dollar
RBC Capital Markets		(83,164	)		—			83,164			—
ProShares UltraShort Euro
Goldman Sachs International		17,950,679			(15,954,132	)		—			1,996,547
UBS AG		19,372,380			(17,710,695	)		—			1,661,685
ProShares UltraShort Yen
Goldman Sachs International		17,180,097			(16,269,531	)		—			910,566
UBS AG		17,951,156			(17,719,273	)		—			231,883
ProShares Ultra Bloomberg Commodity
Deutsche Bank AG		(135,580	)		135,580			—			—
Goldman Sachs International		(148,743	)		148,743			—			—
UBS AG		(46,231	)		46,231			—			—
ProShares Ultra Bloomberg Crude Oil
Deutsche Bank AG		(299,424	)		299,424			—			—
Goldman Sachs & Co.		(5,850,066	)		—			5,028,210			(821,856	)
Goldman Sachs International		(68,287	)		68,287			—			—
Societe Generale S.A.		(222,180	)		222,180			—			—
UBS AG		(585,581	)		585,581			—			—
ProShares Ultra Bloomberg Natural Gas
Goldman Sachs & Co.		(803,837	)		—			803,837			—
ProShares Ultra Gold
Deutsche Bank AG		(4,255,264	)		4,255,264			—			—
Goldman Sachs & Co.		(1,440	)		—			1,440			—
Goldman Sachs International		(1,626,387	)		1,626,387			—			—
Societe Generale S.A.		(714,569	)		714,569			—			—
UBS AG		(1,529,399	)		1,529,399			—			—
ProShares Ultra Silver
Deutsche Bank AG		(46,744,838	)		46,744,838			—			—
Goldman Sachs & Co.		(5,100	)		—			5,100			—
Goldman Sachs International		(17,435,908	)		17,435,908			—			—
Societe Generale S.A.		(9,689,940	)		9,689,940			—			—
UBS AG		(17,722,081	)		17,722,081			—			—
ProShares Ultra Australian Dollar
RBC Capital Markets		13,680			—			—			13,680
ProShares Ultra Euro
Goldman Sachs International		(30,998	)		30,998			—			—
UBS AG		(150,863	)		150,863			—			—
ProShares Ultra Yen
Goldman Sachs International		(29,649	)		29,649			—			—
UBS AG		(126,771	)		113,998			—			(12,773	)
ProShares VIX Short-Term Futures ETF
RBC Capital Markets		528,712			—			—			528,712
ProShares VIX Mid-Term Futures ETF
RBC Capital Markets		268,191			—			—			268,191
ProShares Ultra VIX Short-Term Futures ETF
RBC Capital Markets		11,373,242			—			—			11,373,242
ProShares Short VIX Short-Term Futures ETF
RBC Capital Markets		(5,914,427	)		—			5,914,427			—

Asset (Liability) amounts shown in the table below represent amounts owed to (by) the Funds for the derivative-related investments at December 31, 2013. These amounts may be collateralized by cash or financial instruments, segregated for the benefit of the Funds or the counterparties, depending on whether the related contracts are in an appreciated or depreciated position at period end. Amounts shown in the column labeled “Net Amount” represent the uncollateralized portions of these amounts at period end. These amounts may be un-collateralized due to timing differences related to market movements or due to minimum thresholds for collateral movement, as further described above under the caption “Account for Derivative Instruments”.

Gross Amounts Not Offset in the Statements of Financial Condition
	Amounts of Recognized Assets / (Liabilities) presented in the Statements of Financial Condition			Financial Instruments for the Benefit of (the Funds) / the Counterparties			Cash Collateral for the Benefit of (the Funds) / the Counterparties			Net Amount
ProShares UltraShort Bloomberg Commodity
Deutsche Bank AG	$	(11,710	)	$	11,710		$	—		$	—
Goldman Sachs International		(12,945	)		12,945			—			—
UBS AG		(3,010	)		3,010			—			—
ProShares UltraShort Bloomberg Crude Oil
Deutsche Bank AG		(570,114	)		570,114			—			—
Goldman Sachs & Co.		1,503,943			—			—			1,503,943
Goldman Sachs International		(632,990	)		632,990			—			—
Societe Generale S.A.		(402,586	)		402,586			—			—
UBS AG		(727,210	)		727,210			—			—
ProShares UltraShort Bloomberg Natural Gas
Goldman Sachs & Co.		1,520,548			—			—			1,520,548
ProShares UltraShort Gold
Deutsche Bank AG		2,258,281			—			(2,258,281	)		—
Goldman Sachs & Co.		300			—			—			300
Goldman Sachs International		1,411,290			(1,411,290	)		—			—
Societe Generale S.A.		665,044			(665,044	)		—			—
UBS AG		1,298,438			(1,298,438	)		—			—
ProShares UltraShort Silver
Deutsche Bank AG		(445,752	)		445,752			—			—
Goldman Sachs & Co.		2,450			—			—			2,450
Goldman Sachs International		(1,257,636	)		1,257,636			—			—
Societe Generale S.A.		(7,359	)		7,359			—			—
UBS AG		(517,110	)		517,110			—			—
ProShares Short Euro
RBC Capital Markets		9,100			—			—			9,100
ProShares UltraShort Australian Dollar
RBC Capital Markets		(86,166	)		—			86,166			—
ProShares UltraShort Euro
Goldman Sachs International		64,104			—			—			64,104
Goldman Sachs International		(6,820,802	)		6,820,802						—
UBS AG		87,247			—			—			87,247
UBS AG		(7,079,056	)		7,079,056			—			—
ProShares UltraShort Yen
Goldman Sachs International		15,716,318			(13,635,426	)		—			2,080,892

Goldman Sachs International	(884,849	)	884,849		—		—
UBS AG	15,601,250		(14,004,926	)	—		1,596,324
UBS AG	(1,046,035	)	1,046,035		—		—
ProShares Ultra Bloomberg Commodity
Deutsche Bank AG	6,454		—		—		6,454
Goldman Sachs International	4,974		—		—		4,974
UBS AG	3,650		—		—		3,650
ProShares Ultra Bloomberg Crude Oil
Deutsche Bank AG	622,117		—		(622,117	)	—
Goldman Sachs & Co.	(997,210	)	—		997,210		—
Goldman Sachs International	576,723		(576,723	)	—		—
Societe Generale S.A.	275,816		(275,816	)	—		—
UBS AG	483,237		(483,237	)	—		—
ProShares Ultra Bloomberg Natural Gas
Goldman Sachs & Co.	(5,628,532	)	—		4,630,277		(998,255	)
ProShares Ultra Gold
Deutsche Bank AG	(3,543,937	)	3,543,937		—		—
Goldman Sachs & Co.	(300	)	—		300		—
Goldman Sachs International	(1,327,335	)	1,327,335		—		—
Societe Generale S.A.	(785,038	)	785,038		—		—
UBS AG	(1,156,664	)	1,156,664		—		—
ProShares Ultra Silver
Deutsche Bank AG	(350,663	)	350,663		—		—
Goldman Sachs & Co.	(2,450	)	—		2,450		—
Goldman Sachs International	(1,345,433	)	1,345,433		—		—
Societe Generale S.A.	(28,581	)	28,581		—		—
UBS AG	(768,203	)	768,203		—		—
ProShares Ultra Australian Dollar
RBC Capital Markets	10,650		—		—		10,650
ProShares Ultra Euro
Goldman Sachs International	56,991		—		—		56,991
Goldman Sachs International	(19,770	)	19,770		—		—
UBS AG	63,917		—		—		63,917
UBS AG	(176	)	176		—		—
ProShares Ultra Yen
Goldman Sachs International	2,462		—		—		2,462
Goldman Sachs International	(78,309	)	78,309		—		—
UBS AG	1,590		—		—		1,590
UBS AG	(85,052	)	85,052		—		—
ProShares VIX Short-Term Futures ETF
RBC Capital Markets	3,179,017		—		—		3,179,017
ProShares VIX Mid-Term Futures ETF
RBC Capital Markets	100,734		—		—		100,734
ProShares Ultra VIX Short-Term Futures ETF
RBC Capital Markets	(3,356,803	)	—		3,356,803		—
ProShares Short VIX Short-Term Futures ETF
RBC Capital Markets	603,833		—		—		603,833