Exhibit II

                                       to

                                  Schedule 13G

                             Joint Filing Agreement
                                       And
                                Power of Attorney

The undersigned persons agree and consent to the joint filing on their behalf of
this Schedule 13G dated November 10, 2010 in connection with their beneficial
ownership of ProShares Ultra Consumer Services. Each of the undersigned
authorizes and appoints each of Wade M. Voigt, Paul B. Goucher, Scott R.
Plummer, Eric T. Brandt, Amy Johnson, attorney-in-fact and agent, with full
power of substitution and resubstitution, for in name and stead, to sign and
file with the US Securities and Exchange Commission (the "SEC") the Schedule 13G
to which this Exhibit is attached or further amendments thereto, and any and all
applications or other documents to be filed with the SEC pertaining thereto,
including, but not limited to, such applications as may be necessary to file
electronically with the SEC, with full power and authority to do and perform all
acts and things requisite and necessary to be done in connection therewith.

Ameriprise Financial, Inc.


By: /s/ Wade M. Voigt
    --------------------------------
    Wade M. Voigt
    Director - Fund Administration

Securities America Financial Corporation


By: /s/ Terrance DeWald
    --------------------------------
Name: Terrance DeWald
Title: Senior Vice President and
       General Counsel

Securities America Advisers, Inc.


By: /s/ Terrance DeWald
    --------------------------------
Name: Terrance DeWald
Title: Senior Vice President and
       General Counsel