Bernstein Liebhard LLP filed a class action lawsuit on October 1, 2009 in the United States District Court for the Southern District of New York, on behalf of all persons who purchased or otherwise acquired shares in the UltraShort Dow 30 fund (the “DXD Fund”), an exchange-traded fund (“ETF”) offered by ProShares Trust (“ProShares”), pursuant or traceable to ProShares’ false and misleading Registration Statement, Prospectuses, and Statements of Additional Information (collectively, the “Registration Statement”) issued in connection with shares of the DXD Fund (the “Class”). The Class is seeking to pursue remedies under Sections 11 and 15 of the Securities Act of 1933 (the “Securities Act”).

The complaint names ProShares, ProShare Advisors LLC, SEI Investments Distribution Co., Michael L. Sapir, Louis M. Mayberg, Russell S. Reynolds, III, Michael Wachs, and Simon D. Collier, as defendants (collectively, “Defendants”).  ProShares sells its Ultra and UltraShort ETFs as “simple” directional plays. As marketed by ProShares, Ultra ETFs are designed to go up when markets go up; UltraShort ETFs are designed to go up when markets go down.  The DXD Fund is one of ProShares’ UltraShort ETFs. The DXD Fund seeks investment results that correspond to twice the inverse (-200%) daily performance of the Dow Jones Industrial Average (“DJIA”).  Accordingly, the DXD Fund is supposed to deliver double the inverse return of the DJIA, which fell approximately 34 percent from January 2, 2008 through December 31, 2008, ostensibly creating a profit for investors who anticipated a decline in the DJIA. In other words, the DXD Fund should have appreciated by over 68 percent during this period. However, the DXD Fund rose only 7 percent during this period.

The complaint alleges the Defendants violated the Securities Act by failing to disclose the following risks, inter alia, in the Registration Statement: (1) if DXD Fund shares were held for a time period longer than one day, the likelihood of catastrophic losses was huge; and (2) the extent to which performance of the DXD Fund would inevitably diverge from the performance of the DJIA—i.e., the overwhelming probability, if not certainty, of spectacular divergence.

Bernstein Liebhard LLP has also filed claims on behalf of shareholders in the SRS, SKF, and DUG funds, and is investigating claims on behalf of investors in all other ProShares leveraged funds (the “Funds”) (see list below).

UltraShort Dow30NYSE: DXD
UltraShort S&P500NYSE: SDS
UltraShort Russell3000NYSE: TWQ
UltraShort MidCap400NYSE: MZZ
UltraShort SmallCap600NYSE: SDD
UltraShort Russell2000NYSE: TWM
UltraPro Short S&P500NYSE: SPXU
UltraShort Russell1000 ValueNYSE: SJF
UltraShort Russell1000 GrowthNYSE: SFK
UltraShort Russell MidCap ValueNYSE: SJL
UltraShort Russell MidCap GrowthNYSE: SDK
UltraShort Russell2000 ValueNYSE: SJH
UltraShort Russell2000 GrowthNYSE: SKK
UltraShort Basic MaterialsNYSE: SMN
UltraShort Consumer GoodsNYSE: SZK
UltraShort Consumer ServicesNYSE: SCC
UltraShort Health CareNYSE: RXD
UltraShort IndustrialsNYSE: SIJ
UltraShort Real EstateNYSE: SKF
UltraShort SemiconductorsNYSE: SSG
UltraShort TechnologyNYSE: REW
UltraShort TelecommunicationsNYSE: TLL
UltraShort UtilitiesNYSE: SDP
UltraShort MSCI Emerging MarketsNYSE: EEV
UltraShort MSCI EuropeNYSE: EPV
UltraShort MSCI Pacific ex-JapanNYSE: JPX
UltraShort MSCI BrazilNYSE: BZQ
UltraShort FTSE/Xinhua China 25NYSE: FXP
UltraShort MSCI JapanNYSE: EWV
UltraShort MSCI Mexico Investable MarketNYSE: SMK
UltraShort 7-10 Year TreasuryNYSE: PST
UltraShort 20+ Year TreasuryNYSE: TBT
UltraShort DJ-UBS CommodityNYSE: CMD
UltraShort DJ-UBS Crude OilNYSE: SCO
UltraShort GoldNYSE: GLL
UltraShort SilverNYSE: ZSL
UltraShort EuroNYSE: EUO
UltraShort YenNYSE: YCS
Ultra Dow30NYSE: DDM
Ultra S&P500NYSE: SSO
Ultra Russell3000NYSE: UWC
Ultra MidCap400NYSE: MVV
Ultra SmallCap600NYSE: SAA
Ultra Russell2000NYSE: UWM
UltraPro S&P500NYSE: UPRO
Ultra Russell1000 ValueNYSE: UVG
Ultra Russell1000 GrowthNYSE: UKF
Ultra Russell MidCap ValueNYSE: UVU
Ultra Russell MidCap GrowthNYSE: UKW
Ultra Russell2000 ValueNYSE: UVT
Ultra Russell2000 GrowthNYSE: UKK
Ultra Basic MaterialsNYSE: UYM
Ultra Consumer GoodsNYSE: UGE
Ultra Consumer ServicesNYSE: UCC
Ultra FinancialsNYSE: UYG
Ultra Health CareNYSE: RXL
Ultra IndustrialsNYSE: UXI
Ultra Oil & GasNYSE: DIG
Ultra Real EstateNYSE: URE
Ultra SemiconductorsNYSE: USD
Ultra TechnologyNYSE: ROM
Ultra TelecommunicationsNYSE: LTL
Ultra UtilitiesNYSE: UPW
Ultra DJ-UBS CommodityNYSE: UCD
Ultra DJ-UBS Crude OilNYSE: UCO
Ultra GoldNYSE: UGL
Ultra SilverNYSE: AGQ
Ultra EuroNYSE: ULE
Ultra YenNYSE: YCL
Ultra MSCI Emerging MarketsNYSE: EET
Ultra FTSE/Xinhua China 25NYSE: XPP
Ultra FTSE/Xinhua China 25NYSE: XPP

Plaintiff in the DXD Action seeks to recover damages on behalf of all Class members who purchased or otherwise acquired shares of ProShares DXD. If you purchased or otherwise acquired ProShares DXD shares, and either lost money on the transaction or still hold the shares, you may wish to join in the action to serve as lead plaintiff. In order to do so, you must meet certain requirements set forth in the applicable law and file appropriate papers no later than November 30, 2009.

A “lead plaintiff” is a representative party that acts on behalf of other class members in directing the litigation. In order to be appointed lead plaintiff, the court must determine that the class member’s claim is typical of the claims of other class members, and that the class member will adequately represent the class. Under certain circumstances, one or more class members may together serve as lead plaintiff. Your ability to share in any recovery is not, however, affected by the decision whether or not to serve as a lead plaintiff. You may retain Bernstein Liebhard LLP, or other counsel of your choice, to serve as your counsel in this action.

If you purchased or otherwise acquired Shares in the DUG, SRS or SKF Funds, or any or any of the funds, and either lost money on the transcation or still hold the shares, please contact Christian Siebott or Joseph R. Seidman, Jr. , at (877) 779-1414.

The current plaintiff deadlines are as follows.

SRS Fund-10/5/09SKF Fund 10/20/09EEV Fund-11/3/09DUG, UYG, SDB, FXP, and SCO Funds-11/23/09DXD Fund-11/30/09

Bernstein Liebhard LLP has pursued hundreds of securities and consumer cases and recovered approximately $2 billion for its clients. It has been named to The National Law Journal’s “Plaintiffs’ Hot List” in each of the last six years.

You can view a copy of the DXD complaint here. The DUG, SKF, or SRS complaints can be viewed at the links below, or they can be obtained from the court.

DUG Fund Complaint

SKF Fund Complaint

SRS Fund Complaint