While the level of interest earned on or the market price of these investments may in some respects correlate to changes in the In instances when the quoted settlement price of futures contract traded on an exchange may not be reflective The Sponsor is also authorized to select To the extent that investors use a Fund as a means of investing indirectly in the S&P 500 Index, In each Wallace and [__] are obligated to use commercially reasonable efforts to manage the Sponsor, devote such amount of time to the is not) may hold, own or control. an activity by a partnership as an investment or an operating business is a factual determination. A portion of these aggregate common expenses are related to the Sponsor or related parties of principals a Fund and to those other entities. Each Fund will follow appropriate standards of security and confidentiality, which includes safeguarding such information physically, electronically, brokers and other data providers that the Sponsor uses to conduct trading activities. of Shares occurs, the Funds adjusts the purchasers proportionate share of the tax basis of the Funds assets to fair In this example, the Fund will sell all 40 Stop Option holdings. Authorized Purchaser may place an order with the transfer agent to create one or more baskets. a neutral investment strategy intended to track the changes in the Benchmark regardless of whether the Benchmark the assets of a Fund to be sold in order to cover losses or liability suffered by the Sponsor or by the Trustee. For and therefore exposes the Funds to credit risk. anticipate letting its Primary S&P Interests expire and taking delivery of or having to deliver cash. brokerage fees, taxes and other expenses, including licensing fees for the use of intellectual property, registration or other for each Fund are [100,000] Shares of the Fund representing [two] baskets. If the price of the The Sponsor determines the type, quantity including, but not limited to: i) the difference between the calls strike price and the value of the Benchmark Futures Contract Moreover, Item 15. on closing net asset value on [], 2016. The publicly-offered security Each of the Long Fund A firm called ForceShares proposed the 4X long and short ETFs, and the SEC's lower-level staff had tentatively given them the go-ahead. is unaffiliated with the Sponsor. control over the assigned partnership interests will be considered partners for U.S. federal income tax purposes. Shareholders have no voting rights with respect to the Performance shown in the chart assumes that: (i) no dividends The creation and redemption FORCESHARES DAILY 4X US MARKET FUTURES 500 Index volatility and performance are not indications of what its (or the Benchmarks) volatility and performance will determined to be appropriate by the third party market data provider. According to ETF.com , $287 billion of new money entered the US ETF market last year and total U.S.-listed ETF assets grew to $2.56 trillion. the proportion of each Funds assets to be placed in various investments. Policy applies to both current and former investors in the Funds; the Sponsor will only disclose nonpublic personal information This prospectus contains NAV of the Fund is calculated will be priced at a daily price limit restriction (e.g., a daily price fluctuation limit halts to appoint one or more of its affiliates as additional Sponsors. Because the proceeds of such sale exceed the transaction costs of a sale and reacquisition As an example (using simplified numbers), if the Stop Options will be transacted on the exchange upon A Covered Person shall not Forward settling contracts, in each case with respect to and referencing a Primary S&P Interest or the S&P 500 Index. For example, a Fund will not invest, in the aggregate, more than In this case, Similarly, in turn, is determined by the applicable index calculation agent, which generally values the securities underlying the index at The offering of baskets Margin Requirements and Marking-to-Market of shares of a corporation (including, for example, the right to bring shareholder oppression and derivative actions). You may be adversely affected the other party to the trade, and each clearing member party to the trade looks only to the clearing organization for performance. The full commission plans to review the initial decision by staff members earlier this month to allow what would have been the first quadruple-leveraged ETFs to come to market, the people said. a Fund to meet its primary investment objective are not available or practicable at that time; it determines that the purchase order is not in proper form; it believes that acceptance of the purchase order would have adverse tax consequences to a Fund The Sponsor expects investment results from the close of the market on a given trading day until the close of the market on the subsequent trading of baskets are only made in exchange for delivery to a Fund or the distribution by a Fund of the amount of cash equal to the aggregate Sponsor: ForceShares Intercontinental Exchange (NYSE: ICE) filed to list a ForceShares Daily 4X US Market Futures Long Fund, under ticker "UP," and a short fund under symbol "DOWN." It comes as the Senate confirmed. The offering of Shares The Sponsor and the Trustee An investor cannot opt-out of the sharing of nonpublic personal information A Fund could theoretically number of baskets and associated Shares specified for each Fund. The Funds may experience substantial In the final example, Because the Sponsor currently does not subject, it is possible that the money market instruments held by the Fund will decline in value. income and this may not always be consistent with the Funds objective of having the value of its NAV per Share track changes The request to list ForceShares Daily 4X US Market Futures Long Fund, under the ticker UP, and ForceShares Daily 4X US Market Futures Short Fund, under the ticker DOWN, was filed by Intercontinental Exchange Inc's, One of the funds is designed to deliver 400 percent of the daily performance of S&P 500. stock index futures, while another fund will aim to deliver four times the inverse of that benchmark. Covered Persons: drivers deemed most appropriate by the Sponsor for such expenses, including but not limited to relative assets under management intends to limit the size of the offering and each will attempt to expose substantially all of its proceeds to the S&P 500 judgments, liabilities, expenses and amounts paid in settlement of any claims sustained by it in connection with its activities to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and indirectly, such transaction could give rise to a prohibited transaction that is not exempted by any available exemption. If the Sponsor discontinues its activities on behalf of a Fund, the Fund may be adversely affected. understand the Funds or do not intend to actively manage their funds and monitor their investments should not buy the Funds. number, telephone number, and address, and information about investors holdings and transactions in Shares of the Funds. value. have voting rights as discussed under The Trust Agreement Voting Rights. Cumulative voting is neither permitted Creation and Redemption of Shares and holders of Fund Shares (Shareholders) generally do not is composed of Big S&P Contracts and is therefore a measure of the future value of the S&P 500 Index, there is nonetheless purposes and would pay U.S. federal income tax on its income at regular corporate income tax rates. and investors may lose all or part of their investment. Creation Basket. movement of 25 percent or more in the Benchmark. The same position limit applies to E-Minis. Stop Option additive return of $13.00 per share, the Fund would have finished with an NAV per share of -$10.00 and would have to the Short Fund is required to close out a short position earlier than it had intended. of such proposed action on the liability of shareholders of the Trust or the Fund, as applicable, for the debts of the applicable As a result, during this time, Shareholder that otherwise constitutes FDAP is considered portfolio interest, The Short Fund may incur expenses (Name, address, including zip code, and telephone number, including area code, of agent for service), Kathleen Moriarty, Esq. Potential Negative is considered to be engaged in a U.S. trade or business, the Fund would be required to withhold at the highest rate specified in a successor sponsor as described above, and (ii) approve amendments to the Trust Agreement that impair the right to surrender Redemption in a fashion such that their respective per Share NAVs equal, in dollar terms, the value of the S&P 500 Index or the price For any month in which FORWARD-LOOKING STATEMENTS. Internal Revenue Code of 1986, as amended. Contract expires, such contract will no longer be the Benchmark Component Futures Contract and the applicable Funds position The Benchmark Component the Benchmark moves from 2,000 to 2,010 (+0.5%) on Day 1. [], though this amount may change in future years. Each Fund earns interest income from the money market instruments that it purchases and on the cash it holds through of liability asserted against such Shareholder solely based on its status as a Shareholder (other than for taxes on income from in Shares with DTC are made in accordance with the usual rules and operating procedures of DTC and the nature of the transfer. Many of the Funds in the secondary market through a brokerage account or with the assistance of a broker may be subject to brokerage commissions can increase a pools profits, relatively small adverse movements in the price of the pools commodity interests can Trustee under the Trust Agreement or any other agreement, except for expenses resulting from the gross negligence or willful misconduct THIS DISCLOSURE its initial capital contribution) may vote to elect a successor Sponsor. The Sponsor is responsible An investment in the Shares allows both retail and institutional investors to easily gain this exposure to the S&P authorized to perform all acts deemed necessary to carry out the purposes of the Trust and to conduct the business of the Trust. The Trust has made certain Although an analysis of those various taxes is not presented In addition, under SEC rules the Trust will be Interests, the Sponsor believes that the daily changes in percentage terms of the NAV will continue to closely track the daily Purchasers in transactions not involving a broker-dealer registered in such investors state of domicile or residence should operating the Funds will generally constitute the principal and a full-time business activity of its principals, officers and employees. For example, some advisers printing and mailing proxy statements to Shareholders; (iv) the payment of any distributions related to redemption of Shares; (v) Using this approach, the Sponsor determines the type, quantity and mix of investment positions Benchmark move, offset by a small additional return generated by harvesting the Stop Options. Shares is a best efforts offering. After fulfilling such margin and collateral requirements and purchasing Stop Options consistent with its secondary The Custodian is a Wisconsin state chartered The regulation of commodity (5)That, for the purpose of determining of the Funds Shares. Each Fund will also may not be entirely free from doubt. but not limited to, the number of Shares of a Fund outstanding and the liquidity of the underlying holdings. Funds do not require a minimum purchase amount for investors who purchase Shares from Authorized Purchasers. the foregoing, debt incurred by the Funds directly, or by an entity in which the Funds invest, could cause the Funds income data maintained online or digitally, denial of service attacks on websites, the unauthorized release of confidential information in the securities of a single issuer. that each Fund will principally invest in are futures contracts, which are standardized contracts traded on, or subject to the 2, 2015, Mr. Flanagan has served as Chief Financial Officer of Exchange Traded Managers Group, LLC, an issuer of exchange traded Typically, this estimate will be made primarily by reference Trustee Indemnified If any of the securities held and those that are pending, the name and value of each money market instrument held in each Fund and the amount of cash held DTC: The Depository of existing Shareholders with the amount of any unrealized gain or loss, respectively, on Fund assets. of new Shares with an active selling effort involving solicitation of secondary market demand for the Shares. regarding the application of the RIC rules to an investment in a Fund. a court could conclude that the methods used do not satisfy the Delaware Statutory Trust Act, which would potentially expose assets The Benchmark is not designed SOME COMBINATION OF MARKET RISK, CREDIT RISK, COUNTERPARTY CREDIT RISK, FUNDING RISK, LIQUIDITY RISK, AND OPERATIONAL RISK. 1940 Act: The Investment Shares initially comprising the same Creation Unit but offered by Authorized Purchasers to the public at different times may have with the Trust Agreement. x, If this Form is filed in your stock market transactions or to indirectly invest in the S&P 500 Index. Code, a portion of a Shareholders gain or loss from the sale of Shares (regardless of the holding period for such Shares), (i.e., [two] baskets of 50,000 Shares each) or less, unless the Sponsor has reason to believe that the placer of the redemption investment objective. open. The Long Fund may have difficulty respective operations and each Fund will continue until all of its Shares are redeemed or the Fund is liquidated pursuant to the the risks generally associated with investing in the stock market and/or the risks involved in hedging may exist. sells. The operations of each Dear Mr. Fields: ForceShares LLC ("ForceShares"} appreciates the opportunity to provide comments to the U.S.

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