As filed with the Securities and Exchange Commission on August 31, 2011

Registration No. 333-170844

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

AMENDMENT NO. 1
TO
FORM S-1
REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933

 

UNITED STATES COMMODITY INDEX FUNDS TRUST

(Exact Name of Registrant as Specified in Its Charter)

Delaware		6770		27-1537655
(State or Other Jurisdiction of Incorporation or Organization)		(Primary Standard Industrial Classification Code Number)		(I.R.S. Employer Identification Number)

United States Commodity Funds LLC 1320 Harbor Bay Parkway, Suite 145 Alameda, California 94502 510.522.9600		Nicholas D. Gerber 1320 Harbor Bay Parkway, Suite 145 Alameda, California 94502 510.522.9600
(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant’s Principal Executive Offices)		(Name, Address, Including Zip Code, and Telephone Number, Including Area Code, of Agent for Service)

 

Copies to:

James M. Cain, Esq.
W. Thomas Conner, Esq.
Sutherland Asbill & Brennan LLP
1275 Pennsylvania Avenue, N.W.
Washington, DC 20004-2415
202.383.0100

 

Approximate date of commencement of proposed sale to the public: As soon as practicable after this registration statement becomes effective.

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. x

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act of 1933, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act of 1933, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act of 1933, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o

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

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CALCULATION OF REGISTRATION FEE

Title of Each Class of Securities to Be Registered		Amount to Be Registered				Proposed Maximum Offering Price Per Unit				Proposed Maximum Aggregate Offering Price (1)				Amount of Registration Fee
Units of United States Metals Index Fund			20,000,000			$	25.00			$	500,000,000			$	35,650	(2)
Units of United States Agriculture Index Fund			20,000,000			$	25.00			$	500,000,000			$	35,650	(2)
Units of United States Copper Index Fund			30,000,000			$	25.00			$	750,000,000			$	64,675	(3)

(1)

Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(d) under the Securities Act of 1933.

(2)

Previously paid.

(3)

Of this amount, $35,650 was paid in connection with the registration of 20,000,000 units of United States Copper Index Fund in the initial registration statement filed on November 10, 2010. A filing fee in the amount of $29,025 is being paid herewith in connection with the registration of 10,000,000 additional units.

 

The Registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this registration statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the registration statement shall become effective on such date as the Securities and Exchange Commission, acting pursuant to said Section 8(a), may determine.

The information in this preliminary prospectus is not complete and may be changed. These securities may not be sold until the registration statement filed with the Securities and Exchange Commission is effective. This preliminary prospectus is not an offer to sell these securities and the Sponsor and the Trust are not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted.

PRELIMINARY PROSPECTUS		SUBJECT TO COMPLETION

United States Metals Index Fund		20,000,000 Units
United States Agriculture Index Fund		20,000,000 Units
United States Copper Index Fund		30,000,000 Units

United States Commodity Index Funds Trust, or the Trust, is a Delaware statutory trust that is organized into four separate series, each of which intends to issue common units representing fractional undivided beneficial interests in such series, called “Units.” The Units of each of the United States Metals Index Fund, or USMI, the United States Agriculture Index Fund, or USAI, and the United States Copper Index Fund, or USCUI (each series, a “Fund”), are expected to trade on the NYSE Arca. The ticker symbol for USMI is expected to be “USMI”; the ticker symbol for USAI is expected to be “USAG” and the ticker symbol for USCUI is expected to be “CPER”. Merrill Lynch Professional Clearing Corp is expected to be the initial authorized purchaser for each of the Funds. The Funds intend to continuously offer creation baskets consisting of 100,000 Units to “Authorized Purchasers” through ALPS Distributors, Inc., which is the “Marketing Agent” for the Units of the Funds. An Authorized Purchaser, in turn, may offer to the public Units of any baskets it creates. The Units of each of the Funds are expected to trade on the NYSE Arca at prices that may be lower or higher than the net asset value per Unit.

The investment objective of USMI is for the daily changes in percentage terms of its Units’ net asset value to reflect the daily changes in percentage terms of the SummerHaven Dynamic Metals Index Total Return ^TM (the “Metals Index”), less USMI’s expenses. The Metals Index is designed to reflect the performance of a diversified group of precious metals. The investment objective of USAI is for the daily changes in percentage terms of its Units’ net asset value to reflect the daily changes in percentage terms of the SummerHaven Dynamic Agriculture Index Total Return ^TM (the “Agriculture Index”), less USAI’s expenses. The Agriculture Index is designed to reflect the performance of a diversified group of agricultural commodities. The investment objective of USCUI is for the daily changes in percentage terms of its Units’ net asset value to reflect the daily changes in percentage terms of the SummerHaven Copper Index Total Return ^TM (the “Copper Index”), less USCUI’s expenses. The Copper Index is designed as a benchmark for investors seeking attractive risk-adjusted returns on a portfolio of copper futures contracts. The Funds’ sponsor does not intend to operate the Funds in a fashion such that their respective per unit net asset values will equal, in dollar terms, the spot prices of the commodities underlying the futures contracts that comprise the applicable index from time to time or the prices of any particular group of futures contracts.

The sponsor of the Funds is United States Commodity Funds LLC (the “Sponsor”), a Delaware limited liability company that is registered as a commodity pool operator with the Commodity Futures Trading Commission and is a member of the National Futures Association. The Sponsor controls the operations of the Funds and will employ trading advisors for the Funds, as necessary. The trading advisor for the Funds is SummerHaven Investment Management, LLC.

Each Fund will offer Creation Baskets consisting of 100,000 Units through the Marketing Agent to Authorized Purchasers. It is expected that on or about the effective date, the initial Authorized Purchaser will, although it is under no obligation to do so, purchase one or more initial Creation Baskets of each of USMI, USAI and USCUI at a per unit price which is expected to initially be $25.00. In order to satisfy NYSE Arca listing standards that at least 100,000 Units of each Fund be outstanding, the Sponsor may purchase one of such Creation Baskets of each Fund from the initial Authorized Purchaser at the initial offering price of such Units and hold it for an indefinite period of time. The Sponsor has agreed not to resell the Units comprising each such basket except that it may require the initial Authorized Purchaser to repurchase all of these Units at a per Unit price equal to USMI’s, USAI’s or USCUI’s per Unit NAV, as the case may be, within 5 days following written notice from the Sponsor, subject to the conditions that (i) on the date of repurchase, the initial Authorized Purchaser must immediately redeem these Units in accordance with the terms of the Authorized Purchaser Agreement and (ii) immediately following such redemption at least 100,000 Units of USMI, USAI or USCUI, as the case may be, remain outstanding. The effective date will be the date on which the SEC declares the registration statement relating to this prospectus effective. It is expected that the proceeds from the initial Authorized Purchaser’s purchase on the effective date will be invested on that day and that initial per Unit net asset value of USMI, USAI and USCUI will be established as of 4:00 p.m. New York City time that day. Units offered in creation baskets on any day after the effective date will be offered at the per unit net asset value calculated shortly after the close of the core trading session on the NYSE Arca.

An Authorized Purchaser is under no obligation to offer to the public Units of any baskets it creates. Authorized Purchasers that offer to the public Units from the baskets they create will do so at per-Unit offering prices that are expected to reflect, among other factors, the trading price of the Units on the NYSE Arca, the net asset value of the Fund at the time the Authorized Purchaser purchased the creation basket and the net asset value at the time of the offer of the Units to the public, the supply of and demand for Units at the time of sale, and the liquidity of the commodity futures contract market and the market for other commodity-related investments. The prices of Units offered by Authorized Purchasers are expected to fall between a Fund’s net asset value and the trading price of its Units on the NYSE Arca at the time of sale. The difference between the price paid by Authorized Purchasers as underwriters and the price paid to such Authorized Purchasers by investors will be deemed underwriting compensation.

This is a best efforts offering; the Marketing Agent is not required to sell any specific number or dollar amount of Units, but will use its best efforts to sell Units. An Authorized Purchaser is under no obligation to purchase Units. This is intended to be a continuous offering and is not expected to terminate until all of the registered Units have been sold or three years from the date of the prospectus, whichever is earlier, although the offering of a Fund may be temporarily suspended if and when no suitable investments for such Fund are available or practicable.

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Investing in the Funds involves significant risks. See “What are the Risk Factors Involved with an Investment in the Funds?” beginning on page 17 .

The Funds are not mutual funds registered under the Investment Company Act of 1940 and are not subject to regulation under such Act.

NEITHER THE SECURITIES AND EXCHANGE COMMISSION (“SEC”) NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THE SECURITIES OFFERED IN THIS PROSPECTUS, OR DETERMINED IF THIS PROSPECTUS IS TRUTHFUL OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

THE COMMODITY FUTURES TRADING COMMISSION HAS NOT PASSED UPON THE MERITS OF PARTICIPATING IN THESE POOLS NOR HAS THE COMMISSION PASSED ON THE ADEQUACY OR ACCURACY OF THIS DISCLOSURE DOCUMENT.

This prospectus is in two parts: a disclosure document and a statement of additional information. These parts are bound together, and both contain important information.

		Per Unit				Per Basket
Price of the Units*
USMI		$	25.00			$	2,500,000
USAI		$	25.00			$	2,500,000
USCUI		$	25.00			$	2,500,000

The date of this prospectus is [•  ]

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COMMODITY FUTURES TRADING COMMISSION
RISK DISCLOSURE STATEMENT

YOU SHOULD CAREFULLY CONSIDER WHETHER YOUR FINANCIAL CONDITION PERMITS YOU TO PARTICIPATE IN A COMMODITY POOL. IN SO DOING, YOU SHOULD BE AWARE THAT COMMODITY INTEREST TRADING CAN QUICKLY LEAD TO LARGE LOSSES AS WELL AS GAINS. SUCH TRADING LOSSES CAN SHARPLY REDUCE THE NET ASSET VALUE OF THE POOL AND CONSEQUENTLY THE VALUE OF YOUR INTEREST IN THE POOL. IN ADDITION, RESTRICTIONS ON REDEMPTIONS MAY AFFECT YOUR ABILITY TO WITHDRAW YOUR PARTICIPATION IN THE POOL.

FURTHER, COMMODITY POOLS MAY BE SUBJECT TO SUBSTANTIAL CHARGES FOR MANAGEMENT, AND ADVISORY AND BROKERAGE FEES. IT MAY BE NECESSARY FOR THOSE POOLS THAT ARE SUBJECT TO THESE CHARGES TO MAKE SUBSTANTIAL TRADING PROFITS TO AVOID DEPLETION OR EXHAUSTION OF THEIR ASSETS. THIS DISCLOSURE DOCUMENT CONTAINS A COMPLETE DESCRIPTION OF EACH EXPENSE TO BE CHARGED THESE POOLS BEGINNING ON PAGE 111 AND A STATEMENT OF THE PERCENTAGE RETURN NECESSARY TO BREAK EVEN, THAT IS, TO RECOVER THE AMOUNT OF YOUR INITIAL INVESTMENT, AT PAGE 9 .

THIS BRIEF STATEMENT CANNOT DISCLOSE ALL THE RISKS AND OTHER FACTORS NECESSARY TO EVALUATE YOUR PARTICIPATION IN THESE COMMODITY POOLS. THEREFORE, BEFORE YOU DECIDE TO PARTICIPATE IN THESE COMMODITY POOLS, YOU SHOULD CAREFULLY STUDY THIS DISCLOSURE DOCUMENT, INCLUDING A DESCRIPTION OF THE PRINCIPAL RISK FACTORS OF THIS INVESTMENT, BEGINNING ON PAGE 17 .

YOU SHOULD ALSO BE AWARE THAT THESE COMMODITY POOLS MAY TRADE FOREIGN FUTURES OR OPTIONS CONTRACTS. TRANSACTIONS ON MARKETS LOCATED OUTSIDE THE UNITED STATES, INCLUDING MARKETS FORMALLY LINKED TO A UNITED STATES MARKET, MAY BE SUBJECT TO REGULATIONS WHICH OFFER DIFFERENT OR DIMINISHED PROTECTION TO THE POOL AND ITS PARTICIPANTS. FURTHER, UNITED STATES REGULATORY AUTHORITIES MAY BE UNABLE TO COMPEL THE ENFORCEMENT OF THE RULES OF REGULATORY AUTHORITIES OR MARKETS IN NON-UNITED STATES JURISDICTIONS WHERE TRANSACTIONS FOR THESE POOLS MAY BE EFFECTED.

UNITED STATES COMMODITY INDEX FUND

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		Page
Statement Regarding Forward-Looking Statements			iii
Prospectus Summary			1
Overview of the Trust and the Funds			1
The Units			6
Types of Investments of the Funds			6
Principal Investment Risks of an Investment in a Fund			7
Principal Offices of the Trust and the Sponsor			9
Financial Condition of the Trust			9
Defined Terms			9
Breakeven Analysis			9
The Offering			11
What Are the Risk Factors Involved with an Investment in the Funds?			17
Risks Associated With Investing Directly or Indirectly in Commodities and Applicable Interests			17
Operating Risks of the Funds			21
Risk of Leverage and Volatility			30
Over-the-Counter Contract Risk			31
Tax Risk			32
Risks Specific to Each Fund			34
The Offering			39
What Is USMI?			39
What Is USAI?			39
What Is USCUI?			39
Who Is the Sponsor?			40
Contributions to the Funds			45
Executive Compensation and Fees to the Sponsor			45
Prior Performance of the Sponsor and Affiliates			45
Other Related Commodity Trading and Investment Management Experience			66
Who Is SummerHaven?			66
Who Is the Trustee?			67
How Do The Funds Operate?			68
What are Futures Contracts?			73
What is the Metals Index?			81
What is the Agriculture Index?			90
What is the Copper Index?			99
What Are Over-the-Counter Derivatives?			107
Each Fund’s Investments in Treasuries, Cash and Cash Equivalents			108
What are the Trading Policies of the Funds?			108
Who are the Service Providers?			109
Fees to be Paid by each Fund			111

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		Page
Form of Units			112
Transfer of Units			112
Inter-Series Limitation on Liability			112
Recognition of the Trust in Certain States			113
What Is the Plan of Distribution?			113
What Is the Flow of Units?			115
Calculating NAV			115
Creation and Redemption of Units			117
Secondary Market Transactions			120
Use of Proceeds			121
Management’s Discussion and Analysis of Financial Condition and Results of Operations			121
The Commodity Interest Markets			125
The Trust Agreement			136
The Sponsor and SummerHaven Have Conflicts of Interest			141
Interests of Named Experts and Counsel			142
Security Ownership of Certain Beneficial Owners and Management			141
Provisions of Federal and State Securities Laws			142
Books and Records			142
Statements, Filings, and Reports to Unitholders			142
Fiscal Year			143
Governing Law; Consent to Delaware Jurisdiction			143
Legal Matters			143
Experts			143
Privacy Policy			143
U.S. Federal Income Tax Considerations			144
Investment by ERISA Accounts			153
Information You Should Know			156
Where You Can Find More Information			157
Index to Financial Statements			F-1
Appendix A
Glossary of Defined Terms			A-1
Appendix B
Second Amended and Restated Declaration of Trust and Trust Agreement			B-1

Until [•  ] (25 days after the date of this prospectus), all dealers effecting transactions in the offered Units, whether or not participating in this distribution, may be required to deliver a prospectus. This requirement is in addition to the obligations of dealers to deliver a prospectus when acting as underwriters and with respect to unsold allotments or subscriptions.

AS OF THE DATE OF THIS PROSPECTUS USMI, USAI AND USCUI HAVE NOT YET COMMENCED TRADING AND DO NOT HAVE ANY PERFORMANCE HISTORY.

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liquidity and the metal’s overall economic importance. The Metals Index is rules-based and is rebalanced monthly based on observable price signals described above. Such formulas are not subject to adjustment based on other factors.

The investment objective of USMI is for the daily changes in percentage terms of its Units’ NAV to reflect the daily changes in percentage terms of the Metals Index, less USMI’s expenses. The Metals Index is designed to reflect the performance of a diversified group of metals. The Metals Index is owned and maintained by SummerHaven Indexing and calculated and published by the NYSE Arca. The Metals Index is comprised of 10 Benchmark Component Metals Futures Contracts. The relative weighting of the Benchmark Component Metals Futures Contracts will change on a monthly basis, based on quantitative formulas relating to the prices of the Benchmark Component Metals Futures Contracts developed by SummerHaven Indexing.

USMI will seek to achieve its investment objective by investing to the fullest extent possible in Benchmark Component Metals Futures Contracts. Then, if constrained by regulatory requirements, such as those described in “What are Futures Contracts? — Impact of Position Limits, Accountability Levels, and Price Fluctuation Limits,” or in view of market conditions, USMI will invest next in other Eligible Metals Futures Contracts based on the same metal as the futures contracts subject to such regulatory constraints or market conditions, and finally, to a lesser extent, in other exchange traded futures contracts that are economically identical or substantially similar to the Benchmark Component Metals Futures Contracts if one or more other Eligible Metals Futures Contracts is not available. When USMI has invested to the fullest extent possible in exchange-traded futures contracts, USMI may then invest in other contracts and instruments based on the Benchmark Component Metals Futures Contracts or the metals included in the Metals Index, such as cash-settled options, forward contracts, cleared swap contracts and swap contracts other than cleared swap contracts. Other exchange-traded futures contracts that are economically identical or substantially similar to the Benchmark Component Metals Futures Contracts and other contracts and instruments based on the Benchmark Component Metals Futures Contracts, as well as metals included in the Metals Index, are collectively referred to as “Other Metals-Related Investments,” and together with Benchmark Component Metals Futures Contracts and other Eligible Metals Futures Contracts, “Metals Interests.”

For more information on the composition of the Metals Index and selection of the Benchmark Component Metals Futures Contracts, see the section of this prospectus entitled “What is the Metals Index?”

United States Agriculture Index Fund

The Agriculture Index consists of fourteen agricultural markets: soybeans, corn, soft red winter wheat, hard red winter wheat, soybean oil, soybean meal, canola, sugar, cocoa, coffee, cotton, live cattle, feeder cattle and lean hogs. Each agricultural commodity is assigned a base weight based on an assessment of market liquidity and the commodity’s overall economic importance. Each commodity is US Dollar based, with the exception of canola, which is quoted in Canadian Dollars and converted to US Dollars for the purpose of the Agriculture Index calculation. The Agriculture Index is rules-based and rebalanced monthly based on observable price signals described above. Such formulas are not subject to adjustment based on other factors.

The investment objective of USAI is for the daily changes in percentage terms of its Units’ NAV to reflect the daily changes in percentage terms of the Agriculture Index, less USAI’s expenses. The Agriculture Index is designed to reflect the performance of a diversified group of agricultural commodities. The Agriculture Index is owned and maintained by SummerHaven Indexing and calculated and published by the NYSE Arca. The Agriculture Index is comprised of 14 Benchmark Component Agriculture Futures Contracts. The relative weighting of the Benchmark Component Agriculture Futures Contracts will change on a monthly basis, based on quantitative formulas relating to the prices of the Benchmark Component Agriculture Futures Contracts developed by SummerHaven Indexing.

USAI will seek to achieve its investment objective by investing to the fullest extent possible in Benchmark Component Agriculture Futures Contracts. Then, if constrained by regulatory requirements, such as those described in “What are Futures Contracts? — Impact of Position Limits, Accountability Levels, and Price Fluctuation Limits,” or in view of market conditions, USAI will invest next in other Eligible Agriculture Futures Contracts based on the same agricultural commodity as the futures contracts subject to such regulatory constraints or market conditions, and finally, to a lesser extent, in other exchange traded futures contracts that are economically identical or substantially similar to the Benchmark Component Agriculture Futures

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Contracts, if one or more Eligible Agriculture Futures Contracts is not available. When USAI has invested to the fullest extent possible in exchange-traded futures contracts, USAI may then invest in other contracts and instruments based on the Benchmark Component Agriculture Futures Contracts or the agricultural commodities included in the Agriculture Index, such as cash-settled options, forward contracts, cleared swap contracts and swap contracts other than cleared swap contracts. Other exchange-traded futures contracts that are economically identical or substantially similar to the Benchmark Component Agriculture Futures Contracts and other contracts and instruments based on the Benchmark Component Agriculture Futures Contracts, as well as metals included in the Agriculture Index, are collectively referred to as “Other Agriculture-Related Interests,” and together with Benchmark Component Agriculture Futures Contracts and other Eligible Agriculture Futures Contracts, “Agriculture Interests.”

For more information on the composition of the Agriculture Index and selection of the Benchmark Component Agriculture Futures Contracts, see the section of this prospectus entitled “What is the Agriculture Index?”

United States Copper Index Fund

The Copper Index is a single-commodity index designed to be an investment benchmark for copper as an asset class. The Copper Index is composed of copper futures contracts on the COMEX exchange. The Copper Index attempts to maximize backwardation and minimize contango while utilizing contracts in liquid portions of the futures curve. The Copper Index is rules-based and is rebalanced monthly based on observable price signals. In the case of the Copper Index, the price signal is based on “basis”. Basis is the annualized percentage difference between the nearest-to-maturity contract’s price and the second nearest-to-maturity contract’s price. The basis calculation can produce a positive number, such that the nearest-to-maturity contract is higher than the second nearest-to-maturity contract’s price (a condition also referred to as “backwardation”), or it can produce a negative number, such that the nearest-to-maturity contract’s price is lower than the second nearest-to-maturity contract’s price (a condition also referred to as “contango”).

At the end of each month, (1) the copper futures curve is assessed to be in either backwardation or contango as discussed above and (2) the annualized percentage price difference between the closest-to-expiration Eligible Copper Futures Contract and each of the next four Eligible Copper Futures Contracts is calculated. If the copper futures curve is in backwardation at the end of a month, the Copper Index takes positions in the two Eligible Copper Futures Contracts with the highest annualized percentage price difference, each weighted at 50%. If the copper futures curve is in contango, then the Copper Index takes positions in three Eligible Copper Futures Contracts, as follows: first, the Copper Index takes positions in the two Eligible Copper Futures Contracts with the highest annualized percentage price difference, each weighted at 25%; then the Copper Index also takes a position in the nearest-to-maturity December Eligible Copper Futures Contract that has expiration more distant than the fourth nearest Eligible Copper Futures Contract, which position is weighted at 50%. Such formulas are not subject to adjustment based on other factors.

The investment objective of USCUI is for the daily changes in percentage terms of its Units’ NAV to reflect the daily changes in percentage terms of the Copper Index, less USCUI’s expenses. The Copper Index is designed to reflect the performance of the investment returns from a portfolio of copper futures contracts. The Copper Index is owned and maintained by SummerHaven Indexing and calculated and published by the NYSE Arca. The Copper Index is comprised of either two or three Eligible Copper Futures Contracts that are selected on a monthly basis based on quantitative formulas relating to the prices of the Eligible Copper Futures Contracts developed by SummerHaven Indexing. The Eligible Copper Futures Contracts that at any given time make up the Copper Index are referred to herein as “Benchmark Component Copper Futures Contracts.”

USCUI will seek to achieve its investment objective by investing to the fullest extent possible in the Benchmark Component Copper Futures Contracts. Then if constrained by regulatory requirements, such as those described in “What are Futures Contracts? — Impact of Position Limits, Accountability Levels, and Price Fluctuation Limits,” or in view of market conditions, USCUI will invest next in other Eligible Copper Futures Contracts, and finally to a lesser extent, in other exchange traded futures contracts that are economically identical or substantially similar to the Benchmark Component Copper Futures Contracts if one

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or more other Eligible Copper Futures Contracts is not available. When USCUI has invested to the fullest extent possible in exchange-traded futures contracts, USCUI may then invest in other contracts and instruments based on the Benchmark Component Copper Futures Contracts, other Eligible Copper Futures Contracts or copper, such as cash-settled options, forward contracts, cleared swap contracts and swap contracts other than cleared swap contracts. Other exchange-traded futures contracts that are economically identical or substantially similar to the Benchmark Component Copper Futures Contracts and other contracts and instruments based on the Benchmark Component Copper Futures Contracts, are collectively referred to as “Other Copper-Related Investments,” and together with Benchmark Component Copper Futures Contracts and other Eligible Copper Futures Contracts, “Copper Interests.”

For more information on the composition of the Copper Index and selection of the Benchmark Component Copper Futures Contracts, see the section of this prospectus entitled “What is the Copper Index?”

The Indices

The table below shows the relevant benchmark for each of the Funds.

Fund		Benchmark
United States Metals Index Fund		SummerHaven Dynamic Metals Index Total Return
United States Agriculture Index Fund		SummerHaven Dynamic Agriculture Index Total Return
United States Copper Index Fund		SummerHaven Copper Index Total Return

The Sponsor endeavors to place each Fund’s trades in Applicable Interests and otherwise manage each Fund’s investments so that A will be within plus/minus 10 percent of B, where:

The Sponsor believes that market arbitrage opportunities will cause each Fund’s Unit price on the NYSE Arca to closely track the Fund’s NAV per Unit. The Sponsor believes that the net effect of this expected relationship and the expected relationship described above between a Fund’s NAV and the Applicable Index will be that the changes in the price of the Fund’s Units on the NYSE Arca will closely track, in percentage terms, changes in the Applicable Index, less the Fund’s expenses.

Each Fund will invest in Applicable Interests to the fullest extent possible without being leveraged or unable to satisfy its expected current or potential margin or collateral obligations with respect to its investments in Applicable Interests. The primary focus of the Sponsor is the investment in Applicable Interests and the management of each Fund’s investments in Treasuries, cash and/or cash equivalents.

The Sponsor will employ a “neutral” investment strategy for each Fund intended to track the changes in the Applicable Index regardless of whether the Applicable Index goes up or goes down. Each Fund’s “neutral” investment strategy is designed to permit investors generally to purchase and sell each Fund’s Units for the purpose of investing indirectly in the commodities market in a cost-effective manner, and/or to permit participants in the commodities or other industries to hedge the risk of losses in their commodity-related transactions. Accordingly, depending on the investment objective of an individual investor, the risks generally associated with investing in the commodities market and/or the risks involved in hedging may exist. In addition, an investment in a Fund involves the risks that the changes in the price of the Fund’s Units will not accurately track the changes in the Applicable Index, and that changes in the Applicable Index will not closely correlate with changes in the spot prices of the commodities underlying the Applicable Benchmark Component Futures Contracts.

Each Fund’s investment objective is for the daily changes in percentage terms of its Units’ NAV to reflect the daily changes in percentage terms of the Applicable Index, not to have the market price of its Units match, dollar for dollar, changes in the price of the Applicable Index or the commodities underlying the Applicable Benchmark Component Futures Contracts that make up the Applicable Index. Contango and backwardation may impact the total return on investment in Units of a Fund relative to a hypothetical direct investment in

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the commodities underlying the Applicable Benchmark Component Futures Contracts that make up the Applicable Index and, in the future, it is likely that the relationship between the market prices of a Fund’s Units and changes in the spot prices of the commodities underlying the Applicable Benchmark Component Futures Contracts that make up the Applicable Index could be impacted by contango and backwardation. It is important to note that this comparison ignores the potential costs associated with physically owning and storing commodities, which could be substantial. For a more in-depth discussion of the impact of contango and backwardation, “Risk Factors — Risks Specific to Each Fund — United States Metals Index Fund — The price relationship between the Metals Index at any point in time and the Benchmark Component Metals Futures Contracts will vary and may impact both USMI’s total return and the degree to which its total return tracks that of commodity price indices”; “Risk Factors —  Risks Specific to Each Fund — United States Agriculture Index Fund — The price relationship between the Agriculture Index at any point in time and the Benchmark Component Agriculture Futures Contracts will vary and may impact both USAI’s total return and the degree to which its total return tracks that of commodity price indices”; “Risk Factors — Risks Specific to Each Fund — United States Copper Index Fund — The price relationship between the Copper Index at any point in time and the Benchmark Component Copper Futures Contracts will vary and may impact both USCUI’s total return and the degree to which its total return tracks that of commodity price indices” in this prospectus.

Furthermore, each Fund also invests in Treasuries and holds cash and/or cash equivalents to meet its current or potential margin or collateral requirements with respect to its investments in Applicable Interests and invests cash not required to be used as margin or collateral. There is not expected to be any meaningful correlation between the performance of a Fund’s investments in Treasuries, cash or cash equivalents and the changes in the price of the Applicable Index. While the level of interest earned on or the market price of these investments may in some respect correlate to changes in the prices of commodities, this correlation is not anticipated as part of the Funds’ efforts to meet their objectives. This and certain risk factors discussed in this prospectus may cause a lack of correlation between changes in a Fund’s NAV and changes in the price of the Applicable Index. The Sponsor does not intend to operate the Funds in a fashion such that their respective per Unit NAV will equal, in dollar terms, the spot prices of the commodities underlying the Applicable Benchmark Component Futures Contracts that comprise the Applicable Index or the prices of any particular group of Applicable Benchmark Component Futures Contracts.

Each Fund creates Units only in Creation Baskets and redeems Units only in blocks of 100,000 Units called Redemption Baskets. Only Authorized Purchasers may purchase or redeem Creation Baskets or Redemption Baskets, respectively. An Authorized Purchaser is under no obligation to create or redeem baskets, and an Authorized Purchaser is under no obligation to offer to the public Units of any baskets it does create. Baskets are generally created when there is a demand for Units, including, but not limited to, when the market price per Unit is at a premium to the NAV per Unit. Authorized Purchasers will then sell such Units, which will be listed on the NYSE Arca, to the public at per Unit offering prices that are expected to reflect, among other factors, the trading price of the Units on the NYSE Arca, the NAV of the applicable Fund at the time the Authorized Purchaser purchased the Creation Baskets and the NAV at the time of the offer of the Units to the public, the supply of and demand for Units at the time of sale, and the liquidity of the Applicable Benchmark Component Futures Contracts and Other Related Investments. Baskets are generally redeemed when the market price per Unit is at a discount to the NAV per Unit. Retail investors seeking to purchase or sell Units on any day will effect such transactions in the secondary market, on the NYSE Arca, at the market price per Unit, rather than in connection with the creation or redemption of baskets.

All proceeds from the sale of Creation Baskets will be invested as quickly as practicable in the investments described in this prospectus. Investments and related margin or collateral are held through the custodian for the Funds, Brown Brothers Harriman & Co. (“BBH&Co.” or the “Custodian”), in accounts with the applicable Fund’s commodity futures broker, Newedge USA, LLC (“Newedge”), or, in some instances when agreed to by the applicable Fund, in collateral accounts held by third parties with respect to its non-exchange traded or cleared over-the-counter Applicable Interests. There is no stated maximum time period for the Funds’ operations and each Fund will continue until all its Units are redeemed or the Fund is liquidated pursuant to the terms of the Trust Agreement.

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There is no specified limit on the maximum amount of Creation Baskets that can be sold. At some point, position limits on certain Applicable Benchmark Component Futures Contracts or Other Related Investments may practically limit the number of Creation Baskets that will be sold for a particular Fund if the Sponsor determines that the other investment alternatives available to the Fund at that time will not enable it to meet its stated investment objective.

Units may also be purchased and sold by individuals and entities that are not Authorized Purchasers in smaller increments than Creation Baskets on the NYSE Arca. However, these transactions are effected at bid and ask prices established by specialist firm(s). Like any listed security, Units of each Fund can be purchased and sold at any time a secondary market is open.

Other than to address monthly changes in the Applicable Benchmark Component Futures Contracts, in managing a Fund’s assets, the Sponsor does not use a technical trading system that automatically issues buy and sell orders. Instead, each time one or more baskets are purchased or redeemed, the Sponsor will purchase or sell Applicable Interests with an aggregate market value that approximates the amount of cash received or paid upon the purchase or redemption of the basket(s).

Note to Secondary Market Investors:   The Units can be directly purchased from or redeemed by a Fund only in Creation Baskets or Redemption Baskets, respectively, and only by Authorized Purchasers. Each Creation Basket and Redemption Basket consists of 100,000 Units and is expected to be worth millions of dollars. Individual investors, therefore, will not be able to directly purchase Units from or redeem Units with a Fund. Some of the information contained in this prospectus, including information about buying and redeeming Units directly from and to a Fund is only relevant to Authorized Purchasers. Units of each of the Funds are listed and traded on the NYSE Arca and may be purchased and sold as individual Units. Individuals interested in purchasing Units in the secondary market should contact their broker. Units purchased or sold through a broker may be subject to commissions.

Except when aggregated in Redemption Baskets, Units are not redeemable securities. There is no guarantee that Units will trade at or near the per-Unit NAV.

The Units

The Units are registered under the Securities Act of 1933 (“1933 Act”) and the Securities Exchange Act of 1934 (the “Exchange Act”) and do not provide dividend rights or conversion rights and there will not be sinking funds. The Units may only be redeemed when aggregated in Redemption Baskets as discussed under “Creation and Redemption of Units” and holders of each Fund’s Units (“Unitholders”) generally have very limited voting rights as discussed below under “The Trust Agreement — Voting Rights” below. Cumulative voting is neither permitted nor required and there are no preemptive rights. As discussed in the Trust Agreement, upon liquidation of a Fund, the Fund’s assets will be distributed first to creditors, and, second, to the Unitholders in accordance with their positive book capital account balances, after giving effect to all contribution distributions and allocations for all periods.

This is a continuous offering under Rule 415 of the 1933 Act and is not expected to terminate until all of the registered Units have been sold or three years from the date of the prospectus, whichever is earlier, although the offering may be temporarily suspended during such period when suitable investments for the Funds are not available or practicable. It is anticipated that when all registered Units have been sold pursuant to this registration statement, additional Units will be registered in subsequent registration statements. As discussed above, the minimum purchase requirement for Authorized Purchasers is a Creation Basket, which consists of 100,000 Units. Under the plan of distribution, none of the Funds requires a minimum purchase amount for investors who purchase Units from Authorized Purchasers. There are no arrangements to place funds in an escrow, trust, or similar account.

Types of Investments of the Funds

A brief description of the principal types of investments each Fund will make is set forth below.

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Unlike exchange-traded contracts, over-the-counter contracts expose a Fund to the credit risk of the other party to the contract. (As discussed below, exchange-traded contracts may expose a Fund to the risk of the clearing broker’s and/or the exchange clearinghouse(s)’ bankruptcy.) The Sponsor does not currently intend to purchase and sell commodities in the “spot market” for any of the Funds. Spot market transactions are cash transactions in which the buyer and seller agree to the immediate purchase and sale of a commodity, usually with a two-day settlement.

A more detailed description of the Metals Interests, the Agriculture Interests, the Copper Interests and other aspects of the commodities and markets for such investments can be found later in this prospectus.

As noted above, the Funds invest in Futures Contracts, including those traded on the NYMEX, ICE Futures, ICE Canada, CBOT, CME, LME, COMEX and KCBT. The Funds expressly disclaim any association with such exchanges or endorsement of the Funds by such exchanges and acknowledges that “New York Mercantile Exchange”, “NYMEX”, “ICE Futures”, “ICE Futures Canada”, “Chicago Board of Trade”, “CBOT”, “Chicago Mercantile Exchange”, “CME”, “London Metal Exchange”, “LME”, “Commodity Exchange, Inc.”, “COMEX” and “KCBT” are registered trademarks of such exchanges.

Principal Investment Risks of an Investment in a Fund

An investment in a Fund involves a degree of risk. Some of the risks you may face are summarized below. A more extensive discussion of these risks appears beginning on page 17 .

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For additional risks, see “What are the Risk Factors Involved with an Investment in the Funds?”

Principal Offices of the Trust and the Sponsor

The principal office of the Trust and the Funds is located at 1320 Harbor Bay Parkway, Suite 145, Alameda, California 94502. The Sponsor’s principal office is also located at 1320 Harbor Bay Parkway, Suite 145, Alameda, California 94502. The telephone number for each of the Trust, the Funds and the Sponsor is (510) 522-9600.

Financial Condition of the Trust

USMI, USAI and USCUI will not calculate their respective NAV prior to the effective date. The initial NAV will be determined as of 4:00 p.m. New York time on the effective date.

Defined Terms

For a glossary of defined terms, see Appendix A.

Breakeven Analysis

The breakeven analysis below indicates the approximate dollar returns and percentage required for the redemption value of a hypothetical investment in a single Unit of each of the Funds to equal the amount invested twelve months after the investment was made. For purposes of this breakeven analysis we have assumed the initial selling price per Unit to be $25.00 which will be the selling price of the Units sold in the initial Creation Baskets. This breakeven analysis refers to the redemption of baskets by Authorized Purchasers and is not related to any gains an individual investor would have to achieve in order to break even. The breakeven analysis is an approximation only.

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		USMI				USAI				USCUI
Initial Selling Price Per Unit		$	25.00			$	25.00			$	25.00
Sponsor’s Management Fee (1)		$	0.24			$	0.24			$	0.24
Creation Basket Fee (2)		$	(0.01	)		$	(0.01	)		$	(0.01	)
Estimated Brokerage Fees (3)		$	0.02			$	0.06			$	0.02
Interest Income (0.01%) (4)		$	(0.01	)		$	(0.01	)		$	(0.01	)
Fees and expenses associated with tax accounting and reporting (5)		$	0.13			$	0.13			$	0.13
Amount of trading income (loss) required for the redemption value at the end of one year to equal the initial selling price of the Unit		$	0.37			$	0.41			$	0.37
Percentage of initial selling price per Unit			1.48	% (6)			1.64	% (6)			1.48	% (6)

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If changes in a Fund’s NAV do not correlate with changes in the Applicable Index, then investing in the Fund may not be an effective way to hedge against commodity-related losses or indirectly invest in commodities.

Changes in the price of a Fund’s Units on the NYSE Arca may not correlate perfectly with changes in the NAV of the Fund’s Units. If this variation occurs, then you may not be able to effectively use the Fund to hedge against commodity-related losses or to indirectly invest in commodities.

While it is expected that the trading prices of the Units will fluctuate in accordance with the changes in the applicable Fund’s NAV, the prices of Units may also be influenced by other factors, including the short-term supply of and demand for the Units. There is no guarantee that the Units will not trade at appreciable discounts from, and/or premiums to, the applicable Fund’s NAV. This could cause the changes in the price of the Units to substantially vary from the changes in the spot price of the commodities comprising the Applicable Index. If this occurs, you may not be able to effectively use a Fund to hedge the risk of losses in your commodity-related transactions or to indirectly invest in commodities.

A Fund may experience a loss if it is required to sell Treasuries or cash equivalents at a price lower than the price at which they were acquired.

If a Fund is required to sell Treasuries or cash equivalents at a price lower than the price at which they were acquired, the Fund will experience a loss. This loss may adversely impact the price of the Fund’s Units and may decrease the correlation between the price of the Units, the Applicable Index, and the spot price of the commodities underlying the Applicable Benchmark Component Futures Contracts. The value of Treasuries and other debt securities generally moves inversely with movements in interest rates. The prices of longer maturity securities are subject to greater market fluctuations as a result of changes in interest rates. While the short-term nature of a Fund’s investments in Treasuries and cash equivalents should minimize the interest rate risk to which the Fund is subject, it is possible that the Treasuries and cash equivalents held by the Fund will decline in value.

Certain of a Fund’s investments could be illiquid which could cause large losses to investors at any time or from time to time.

A Fund may not always be able to liquidate its positions in its investments at the desired price. As to futures contracts, it may be difficult to execute a trade at a specific price when there is a relatively small volume of buy and sell orders in a market. Limits imposed by futures exchanges or other regulatory organizations, such as accountability levels, position limits and price fluctuation limits, may contribute to a lack of liquidity with respect to some exchange-traded Applicable Interests. In addition, over-the-counter (“OTC”) contracts may be illiquid because they are contracts between two parties and generally may not be transferred by one party to a third party without the counterparty’s consent. Conversely, a counterparty may give its consent, but a Fund still may not be able to transfer an OTC Applicable Interest to a third party, e.g. , due to concerns regarding the counterparty’s credit risk.

A market disruption, such as a foreign government taking political actions that disrupt the market in its currency, its commodity production or exports, or in another major export, can also make it difficult to liquidate a position. Unexpected market illiquidity may cause major losses to investors at any time or from time to time. In addition, at this time the Funds have not and do not intend to establish a credit facility, which would provide an additional source of liquidity and instead rely only on the Treasuries, cash and/or cash equivalents that it holds. The anticipated large value of the positions in Applicable Interests that the Sponsor will acquire or enter into for each Fund increases the risk of illiquidity. Because Applicable Interests may be illiquid, a Fund’s holdings may be more difficult to liquidate at favorable prices in periods of illiquid markets and losses may be incurred during the period in which positions are being liquidated.

If the nature of the participants in the futures market shifts such that commodity purchasers are the predominant hedgers in the market, a Fund might have to reinvest at higher futures prices or choose to invest in Other Related Investments.

The changing nature of the participants in the commodities market will influence whether futures prices are above or below the expected future spot price. Commodity producers will typically seek to hedge against

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falling commodity prices by selling futures contracts. Therefore, if commodity producers become the predominant hedgers in the futures market, prices of futures contracts will typically be below expected futures spot prices. Conversely, if the predominant hedgers in the futures market are the purchasers of the commodities who purchase futures contracts to hedge against a rise in prices, prices of futures contracts will likely be higher than expected future spot prices. This can have significant implications for a Fund when it is time to sell an Applicable Benchmark Component Futures Contract that is no longer part of the Applicable Index and purchase a new Applicable Benchmark Component Futures Contract that is part of the Applicable Index.

While the Funds do not intend to take physical delivery of commodities under their Applicable Interests, the possibility of physical delivery impacts the value of the contracts which would make it more difficult for a Fund to trade the Applicable Index and achieve its investment objective.

While it is not the current intention of any Fund to take physical delivery of commodities under their Applicable Interests, Applicable Benchmark Component Futures Contracts are traditionally not cash-settled contracts, and it is possible to take delivery under these and some Other Related Investments. Storage costs associated with purchasing commodities could result in costs and other liabilities that could impact the value of Applicable Benchmark Component Futures Contracts or Other Related Investments. Storage costs include the time value of money invested in a physical commodity plus the actual costs of storing the commodity less any benefits from ownership of the commodity that are not obtained by the holder of a futures contract. In general, Applicable Benchmark Component Futures Contracts have a one-month delay for contract delivery and back month contracts (the back month is any future delivery month other than the spot month) include storage costs. To the extent that these storage costs change for commodities while a Fund holds Applicable Interests, the value of the Applicable Interests, and therefore the Fund’s NAV, may change as well.

Regulation of commodity interests is extensive and constantly changing; future regulatory developments are impossible to predict but may significantly and adversely affect the Funds.

The futures markets are subject to comprehensive statutes, regulations, and margin requirements. In addition, the CFTC and the exchanges are authorized to take extraordinary actions in the event of a market emergency, including, for example, the retroactive implementation of speculative position limits or higher margin requirements, the establishment of daily price limits and the suspension of trading.

The regulation of commodity interest transactions in the United States is a rapidly changing area of law and is subject to ongoing modification by governmental and judicial action. Considerable regulatory attention has been focused on non-traditional investment pools that are publicly distributed in the United States. There is a possibility of future regulatory changes within the United States altering, perhaps to a material extent, the nature of an investment in a Fund or the ability of a Fund to continue to implement its investment strategy. In addition, various national governments outside of the United States have expressed concern regarding the disruptive effects of speculative trading in the commodities markets and the need to regulate the derivatives markets in general. The effect of any future regulatory change on the Funds is impossible to predict, but could be substantial and adverse.

In the wake of the economic crisis of 2008 and 2009, the Administration, federal regulators and Congress are revisiting the regulation of the financial sector, including the securities and commodities markets. These efforts are anticipated to result in significant changes in the regulation of these markets.

For a more detailed discussion of the position limits to be imposed by the CFTC under the Dodd-Frank Act and the potential impacts thereof on the Funds, see the section of this prospectus entitled, “What are Futures Contracts?”

Investing in a Fund for purposes of hedging may subject you to several risks, including the possibility of losing the benefit of favorable market movements.

Producers and commercial users of commodities may use a Fund as a vehicle to hedge the risk of losses in their commodity-related transactions. There are several risks in connection with using a Fund as a hedging device. While hedging can provide protection against an adverse movement in market prices, it can also preclude a hedger’s opportunity to benefit from a favorable market movement. For instance, in a hedging transaction the hedger may be a user of a commodity concerned that the hedged commodity will increase in

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price, but must recognize the risk that the price may instead decline. If this happens, the hedger will have lost the benefit of being able to purchase the commodity at the lower price because the hedging transaction will result in a loss that would offset (at least in part) this benefit. Thus, the hedger forgoes the opportunity to profit from favorable price movements.

In addition, if the hedge is not a perfect one, the hedger can lose on the hedging transaction and not realize an offsetting gain in the value of the underlying item being hedged.

When using Applicable Interests as a hedging technique, at best, the correlation between changes in prices of Applicable Benchmark Component Futures Contracts and of the items being hedged can be only approximate. The degree of imperfection of correlation depends upon circumstances such as: variations in speculative markets, demand for futures and for commodity products, technical influences in futures trading, and differences between anticipated costs being hedged and the instruments underlying the standard Applicable Benchmark Component Futures Contracts available for trading. Even a well-conceived hedge may be unsuccessful to some degree because of unexpected market behavior as well as the expenses associated with creating the hedge.

An investment in a Fund may provide you little or no diversification benefits. Thus, in a declining market, a Fund may have no gains to offset your losses from other investments, and you may suffer losses on your investment in the Fund at the same time you incur losses with respect to other asset classes.

Historically, commodities have not generally been correlated to the performance of other asset classes such as stocks and bonds. Non-correlation means that there is a low statistical relationship between the performance of commodities, on the one hand, and stocks or bonds, on the other hand. However, there can be no assurance that such non-correlation will continue during future periods. If, contrary to historic patterns, a Fund’s performance were to move in the same general direction as the financial markets, you will obtain little or no diversification benefits from an investment in the Units. In such a case, the Fund may have no gains to offset your losses from other investments, and you may suffer losses on your investment in the Fund at the same time you incur losses with respect to other investments.

Variables such as drought, floods, weather, embargoes, tariffs and other political events may have a larger impact on commodity prices and commodity-linked instruments, including Applicable Benchmark Component Futures Contracts and Other Related Investments, than on traditional securities. These additional variables may create additional investment risks that subject a Fund’s investments to greater volatility than investments in traditional securities.

Non-correlation should not be confused with negative correlation, where the performance of two asset classes would be opposite of each other. There is no historic evidence that the spot prices of commodities and prices of other financial assets, such as stocks and bonds, are negatively correlated. In the absence of negative correlation, a Fund cannot be expected to be automatically profitable during unfavorable periods for the stock market, or vice versa.

Operating Risks of the Funds

None of the Funds is a registered investment company, so you do not have the protections of the Investment Company Act of 1940.

None of the Funds is a registered investment company subject to the Investment Company Act of 1940. Accordingly, you do not have the protections afforded by that statute which, for example, requires investment companies to have a majority of disinterested directors and regulates the relationship between the investment company and its investment manager.

The Sponsor is leanly staffed and relies heavily on key personnel, to manage its activities.

In managing and directing the day-to-day activities and affairs of the Funds, the Sponsor relies heavily on Messrs. Howard Mah and John Hyland. If Messrs. Mah or Hyland were to leave or be unable to carry out their present responsibilities, it may have an adverse effect on the management of the Funds. Furthermore, Messrs. Mah and Hyland are currently involved in the management of the Related Public Funds. Mr. Mah is

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also employed by Ameristock Corporation, a registered investment adviser that manages a public mutual fund. It is estimated that Mr. Mah will spend approximately 90% of his time on matters for the Funds and for the Related Public Funds. Mr. Hyland will spend approximately 100% of his time on matters for the Funds and the Related Public Funds. To the extent that the Sponsor establishes additional funds, even greater demands will be placed on Messrs. Mah and Hyland, as well as the other officers of the Sponsor and its Board of Directors.

SummerHaven is leanly staffed and relies heavily on key personnel to manage advisory activities.

SummerHaven is leanly staffed and relies heavily on key personnel to manage advisory activities. In providing trading advisory services to USCI with respect to the Commodity Index, USMI with respect to the Metals Index, USAI with respect to the Agriculture Index and USCUI with respect to the Copper Index, SummerHaven relies heavily on Mr. Adam Dunsby, Mr. Kurt Nelson, Mr. Ashraf Rizvi and Dr. K. Geert Rouwenhorst. Messrs. Dunsby, Nelson and Rizvi, and Dr. Rouwenhorst intend to allocate their time to managing USCI’s assets, and the assets of the Funds, in the manner that they deem appropriate. If such key personnel of SummerHaven were to leave or be unable to carry out their present responsibilities, it may have an adverse effect on the management of SummerHaven.

The liability of SummerHaven is limited, and the value of the Units may be adversely affected if the Sponsor and the Funds are required to indemnify SummerHaven.

Under the licensing agreement and advisory agreement between SummerHaven and the Sponsor, neither SummerHaven and its affiliates, nor any of their respective officers, directors, shareholders, members, partners, employees and any person who controls SummerHaven is liable to the Sponsor or any Fund absent willful misconduct, gross negligence, bad faith, or material breach of applicable law or the applicable agreement on the part of SummerHaven. In addition, SummerHaven and its members, directors, officers, shareholders, employees, representatives, agents, attorneys, service providers, successors and assigns have the right to be indemnified, defended and held harmless from and against any and all claims, liabilities, obligations, judgments, causes of action, costs and expenses (including reasonable attorneys’ fees) (collectively, “Losses”) in connection with or arising out of the licensing agreement or advisory agreement, unless such Losses result from any willful misconduct, gross negligence or bad faith on the part of SummerHaven, or a material breach by SummerHaven of applicable law or the applicable agreement. Furthermore, SummerHaven shall not be liable to the Sponsor or any Fund for any indirect, incidental, special or consequential damages, even if SummerHaven or an authorized representative of SummerHaven has been advised of the possibility of such damages.

Accountability levels, position limits, and daily price fluctuation limits set by the Futures Exchanges have the potential to cause a tracking error, which could cause the price of units to substantially vary from the price of the Applicable Index and prevent you from being able to effectively use a Fund as a way to hedge against commodity-related losses or as a way to indirectly invest in commodities.

U.S. designated contract markets, such as the NYMEX, COMEX, CME and CBOT, have established accountability levels and position limits on the maximum net long or net short futures contracts in commodity interests that any person or group of persons under common trading control (other than as a hedge, which an investment by a Fund is not) may hold, own or control. For example, the current accountability level for investments at any one month in WTI crude oil futures contracts traded on NYMEX is 10,000. In addition, the NYMEX imposes an accountability level for all months of 20,000 net futures contracts in WTI crude oil. While this is not a fixed ceiling, it is a threshold above which the NYMEX may exercise greater scrutiny and control over an investor, including limiting an investor to holding no more than 20,000 WTI crude oil futures contracts.

Position limits differ from accountability levels in that they represent fixed limits on the maximum number of futures contracts that any person may hold and cannot allow such limits to be exceeded without express CFTC authority to do so. For example, the current position limit for feeder cattle futures contracts on the CME is 1,600 futures contracts in any contract month. USCI and USAI will not collectively be able to hold, own or control feeder cattle futures contracts in excess of this limit.

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In addition to accountability levels and position limits, the Futures Exchanges may also set daily price fluctuation limits on the Applicable Benchmark Component Futures Contracts. The daily price fluctuation limit establishes the maximum amount that the price of a futures contract may vary either up or down from the previous day’s settlement price. Once the daily price fluctuation limit has been reached in an Applicable Benchmark Component Future Contract, no trades may be made at a price beyond that limit.

For example, the NYMEX imposes a $10.00 per barrel ($10,000 per contract) price fluctuation limit for WTI crude oil futures contracts. This limit is initially based off of the previous NYMEX trading day’s settlement price. If any WTI crude oil futures contract is traded, bid, or offered at the limit for five minutes, trading is halted for five minutes. When trading resumes it begins at the point where the limit was imposed and the limit is reset to be $10.00 per barrel in either direction of that point. If another halt were triggered, the market would continue to be expanded by $10.00 per barrel in either direction after each successive five-minute trading halt. There is no maximum price fluctuation limit during any one trading session.

Additionally, the Dodd-Frank Act requires the CFTC to promulgate rules establishing position limits for futures and options contracts on commodities as well as for swaps that are economically equivalent to futures or options. On January 13, 2011, the CFTC proposed new rules, which if implemented in their proposed form, would establish position limits and limit formulas for certain physical commodity futures and options executed pursuant to the rules of designated contract markets ( i.e. , certain regulated exchanges) and commodity swaps that are economically equivalent to such futures and options contracts. The CFTC has also proposed aggregate position limits that would apply across different trading venues to contracts based on the same underlying commodity. At this time, it is unknown precisely when such position limits would take effect. CFTC set position limits for futures contracts held during the last few days of trading in the near month contract to expire, which, under the CFTC’s proposed rule would be substantially similar to the position limits currently set by the exchanges, could take effect as early as Fall 2011. Based on the CFTC’s current proposal, other position limits would not take effect until March 2012 or later. The effect of this future regulatory change on the Funds is impossible to predict, but it could be substantial and adverse.

All of these limits may potentially cause a tracking error between the price of the Units of a Fund and the price of the Applicable Index. This may in turn prevent you from being able to effectively use a Fund as a way to hedge against commodity-related losses or as a way to indirectly invest in commodities.

The Funds are not limiting the size of their respective offerings and are committed to utilizing substantially all of their proceeds to purchase Applicable Benchmark Component Futures Contracts and Other Related Investments. If a Fund encounters accountability levels, position limits, or price fluctuation limits for Applicable Benchmark Component Futures Contracts on a particular Futures Exchange, it may then, if permitted under applicable regulatory requirements, purchase Applicable Benchmark Component Futures Contracts on the other Futures Exchanges that trade listed futures in the relevant commodity. The Applicable Benchmark Component Futures Contracts available on other Futures Exchanges may be comparable to the Applicable Benchmark Component Futures Contracts, but they may have different underlying commodities, sizes, deliveries, and prices.

No independent advisers were involved in the formation of the Funds or the preparation of this registration statement. As a result, you will not have the benefit of an independent due diligence review of us.

The Sponsor has consulted with legal counsel, accountants and other advisers regarding the formation and operation of the Trust and the Funds. No counsel has been appointed to represent you in connection with the offering of Units. Accordingly, you should consult your own legal, tax and financial advisers regarding the desirability of an investment in the Units.

Each of the Funds, the Sponsor and SummerHaven may have conflicts of interest, which may cause them to favor their own interests to your detriment.

Each of the Funds, the Sponsor and SummerHaven may have inherent conflicts to the extent the Sponsor and SummerHaven attempt to maintain each Fund’s asset size in order to preserve its fee income and this may not always be consistent with each Fund’s objective of having the value of its Units’ NAV track changes in the value of the Applicable Index.

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The Sponsor’s and SummerHaven’s officers, directors and employees do not devote their time exclusively to the Funds. For example, these persons are directors, officers or employees of other entities including the Related Public Funds that may compete with the Funds for their services. They could have a conflict between their responsibilities to the Funds and to the Related Public Funds.

The Sponsor has sole current authority to manage the investments and operations of the Funds. It has delegated management of each Fund’s investments in Applicable Interests to its trading advisor, SummerHaven. This authority to manage the investments and operations of the Funds may allow either the Sponsor or SummerHaven to act in a way that furthers its own interests in conflict with your best interests. Unitholders have very limited voting rights, which will limit the ability to influence matters such as amending the Trust Agreement, changing a Fund’s basic investment objective, dissolving a Fund, or selling or distributing a Fund’s assets.

Unitholders have only very limited voting rights and have the power to replace the Sponsor only under specific circumstances. Unitholders do not participate in the management of the Funds and do not control the Sponsor, so they do not have any influence over basic matters that affect the Funds.

Unitholders have very limited voting rights with respect to each Fund’s affairs. Unitholders may elect a replacement Sponsor only if the Sponsor resigns voluntarily or loses its corporate charter. Unitholders are not permitted to participate in the management or control of a Fund or the conduct of its business. Unitholders must therefore rely upon the duties and judgment of the Sponsor to manage each Fund’s affairs.

The Sponsor may manage a large amount of assets and this could affect a Fund’s ability to trade profitably.

Increases in assets under management may affect trading decisions. In general, the Sponsor does not intend to limit the amount of assets that it may manage for any of the Funds. The more assets the Sponsor manages, the more difficult it may be for it to trade profitably because of the difficulty of trading larger positions without adversely affecting prices and performance and of managing risk associated with larger positions.

The liability of the Sponsor and the Trustee are limited, and the value of the Units will be adversely affected if a Fund is required to indemnify the Trustee or the Sponsor.

Under the Trust Agreement, the Trustee and the Sponsor are not liable, and have the right to be indemnified, for any liability or expense incurred absent gross negligence or willful misconduct on the part of the Trustee or the Sponsor or breach by the Sponsor of the Trust Agreement, as the case may be. As a result, the Sponsor may require the assets of a Fund to be sold in order to cover losses or liability suffered by it or by the Trustee. Any sale of such kind would reduce the NAV of such Fund and the value of its Units.

Although the Units of each Fund are limited liability investments, certain circumstances such as bankruptcy or indemnification of a Fund by the Unitholder will increase a Unitholder’s liability.

The Units of each Fund are limited liability investments; Unitholders may not lose more than the amount that they invest plus any profits recognized on their investment. However, Unitholders could be required, as a matter of bankruptcy law, to return to the estate of a Fund any distribution they received at a time when the Fund was in fact insolvent or in violation of its Trust Agreement. In addition, a number of states do not have “statutory trust” statutes such as the Delaware statutes under which the Trust has been formed in the State of Delaware. It is possible that a court in such state could hold that, due to the absence of any statutory provision to the contrary in such jurisdiction, the Unitholders, although entitled under Delaware law to the same limitation on personal liability as stockholders in a private corporation for profit organized under the laws of the State of Delaware, are not so entitled in such state. Finally, in the event the Trust or a Fund is made a party to any claim, dispute, demand or litigation or otherwise incurs any liability or expense as a result of or in connection with any Unitholder’s (or assignee’s) obligations or liabilities unrelated to the business of the Trust or a Fund, as applicable, such Unitholder (or assignees cumulatively) is required under the Trust Agreement to indemnify the Trust or the Fund, as applicable, for all such liability and expense incurred, including attorneys’ and accountants’ fees.

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You cannot be assured of the Sponsor’s continued services, and discontinuance may be detrimental to the Funds.

You cannot be assured that the Sponsor will be willing or able to continue to service the Funds for any length of time. The Sponsor was formed for the purpose of sponsoring the Funds and other commodity pools, and has limited financial resources and no significant source of income apart from its management fees from the commodity pools it operates to support its continued service for the Funds. If the Sponsor discontinues its activities on behalf of the Funds, the Funds may be adversely affected. If the Sponsor’s registration with the CFTC or membership in the NFA were revoked or suspended, the Sponsor would no longer be able to provide services to the Funds.

Investors cannot be assured of the continuation of the agreement between SummerHaven and the Sponsor for use of the Applicable Indexes, and discontinuance of the Applicable Indexes may be detrimental to the Funds.

You cannot be assured that the agreement between SummerHaven and the Sponsor for use of the Applicable Indexes will continue for any length of time. Should the agreement between SummerHaven and the Sponsor for use of the Applicable Indexes be terminated, the Sponsor will be required to find replacement indexes, which may have an adverse effect on the Funds.

You cannot be assured of SummerHaven’s continued services, and discontinuance may be detrimental to the Funds.

You cannot be assured that SummerHaven will be willing or able to continue to service the Funds for any length of time. SummerHaven was formed for the purpose of providing investment advisory services, and provides these services to the Funds on a contractual basis pursuant to a licensing agreement and an advisory agreement. The licensing agreement and the advisory agreement are to remain in effect until August 1, 2014. After August 1, 2014, the Agreement shall continue for successive three-year periods unless terminated by either SummerHaven or the Sponsor as of the end of an annual period by providing at least one hundred eighty (180) days written notice of such termination prior to the end of the annual period. If SummerHaven discontinues its activities on behalf of the Funds, the Funds may be adversely affected. If SummerHaven’s registration with the CFTC or membership in the NFA were revoked or suspended, SummerHaven would no longer be able to provide services to the Funds.

In the event that, during the first two years after a Fund commences operations, either (i) Mr. Rouwenhorst ceases to serve as a partner or senior advisor to SummerHaven, or (ii) there is a change of control of SummerHaven, the Sponsor may terminate the advisory agreement upon one hundred and twenty (120) days’ prior written notice to SummerHaven. In the event that, during the first two years after a Fund commences operations, either (i) Mr. Hyland ceases to serve as a senior advisor or officer to the Sponsor, or (ii) there is a change of control of the Sponsor, SummerHaven may terminate the advisory agreement upon one hundred and twenty (120) days’ prior written notice to the Sponsor. Each of the Sponsor and SummerHaven may have additional rights to terminate the advisory agreement under the terms of such contract.

A Fund could terminate at any time and cause the liquidation and potential loss of your investment and could upset the overall maturity and timing of your investment portfolio.

A Fund may terminate at any time, regardless of whether the Fund has incurred losses, subject to the terms of the Trust Agreement. For example, the dissolution or resignation of the Sponsor would cause the Funds to terminate unless, within 90 days of the event, Unitholders holding Units representing at least 66 2/3% of the outstanding Units of all the Funds elect to continue the Trust and appoint a successor Sponsor. In addition, the Sponsor may terminate a Fund if it determines that the Fund’s aggregate net assets in relation to its operating expenses make the continued operation of the Fund unreasonable or imprudent. However, no level of losses will require the Sponsor to terminate a Fund. A Fund’s termination would result in the liquidation of its assets and the distribution of the proceeds thereof, first to creditors and then to the Unitholders in accordance with their positive book capital account balances, after giving effect to all

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contributions, distributions and allocations for all periods, and the Fund could incur losses in liquidating its assets in connection with a termination. Termination could also negatively affect the overall maturity and timing of your investment portfolio.

As a Unitholder, you will not have the rights enjoyed by investors in certain other types of entities.

As interests in separate series of a Delaware statutory trust, the Units do not involve the rights normally associated with the ownership of common stock of a corporation. For example, the Units have limited voting and distribution rights (for example, Unitholders do not have the right to elect directors and generally will not receive regular distributions of the net income and capital gains earned by a Fund). The Funds are also not subject to certain investor protection provisions of the Sarbanes Oxley Act of 2002 and certain NYSE Arca governance rules (for example, audit committee requirements). In addition, the Trust Agreement limits the rights of Unitholders to bring derivative actions.

All of the Funds are series of the Trust and as a result, a court could potentially conclude that the assets and liabilities of a Fund are not segregated from those of another Fund or another series of the Trust, thereby potentially exposing assets in a Fund to the liabilities of another Fund or another series.

Each Fund is a series of a Delaware statutory trust and not itself a separate legal entity. The Delaware Statutory Trust Act provides that if certain provisions are included in the formation and governing documents of a statutory trust organized in series and if separate and distinct records are maintained for any series and the assets associated with that series are held in separate and distinct records and are accounted for in such separate and distinct records separately from the other assets of the statutory trust, or any series thereof, then the debts, liabilities, obligations and expenses incurred by a particular series are enforceable against the assets of such series only, and not against the assets of the statutory trust generally or any other series thereof. Conversely, none of the debts, liabilities, obligations and expenses incurred with respect to any other series thereof shall be enforceable against the assets of such series. The Sponsor is not aware of any court case that has interpreted this Inter-Series Limitation on Liability or provided any guidance as to what is required for compliance. The Sponsor intends to maintain separate and distinct records for each Fund and account for each separately from the other Funds and any other Trust series, but it is possible a court could conclude that the methods used do not satisfy the Delaware Statutory Trust Act, which would potentially expose assets in one series to the liabilities of the other Funds and any other series of the Trust.

The Sponsor and the Trustee are not obligated to prosecute any action, suit or other proceeding in respect of any property of a Fund.

Neither the Sponsor nor the Trustee is obligated to, although each may in its respective discretion, prosecute any action, suit or other proceeding in respect of any property of a Fund. The Trust Agreement does not confer upon Unitholders the right to prosecute any such action, suit or other proceeding.

The Funds do not expect to make cash distributions.

The Sponsor has not previously made any cash distributions and intends to re-invest any income and realized gains of each Fund in additional Applicable Interests rather than distributing cash to Unitholders. Therefore, unlike mutual funds, commodity pools or other investment pools that generally distribute income and gains to their investors, the Funds generally do not expect to distribute cash to Unitholders. You should not invest in a Fund if you will need cash distributions from the Fund to pay taxes on your share of income and gains of the Fund, if any, or for any other reason. Although the Funds do not intend to make cash distributions, the income earned from each Fund’s respective investments held directly or posted as margin may reach levels that merit distribution, e.g. , at levels where such income is not necessary to support its underlying investments in Applicable Interests and investors adversely react to being taxed on such income without receiving distributions that could be used to pay such tax. Cash distributions may be made in these and similar instances.

There is a risk that a Fund will not earn trading gains sufficient to compensate for the fees and expenses that it must pay and as such the Fund may not earn any profit.

Each Fund is obligated to pay the Sponsor a management fee based on its average daily net assets, over-the-counter spreads and various other expenses of its ongoing operations ( e.g. , fees of the Trustee). These fees

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and expenses must be paid in all events, regardless of whether a Fund’s activities are profitable. Accordingly, each Fund must realize trading gains sufficient to cover these fees and expenses before it can earn any profit.

If offerings of the Units do not raise sufficient funds to make its future operations viable, the Fund may be forced to terminate and investors may lose all or part of their investment.

All of the expenses relating to USMI, USAI and USCUI incurred prior to the date of this prospectus have been or will be paid by the Sponsor. These payments by the Sponsor were designed to allow the Funds the ability to commence the public offering of its Units. If the Sponsor and USMI, USAI or USCUI, as applicable, are unable to raise sufficient funds so that the applicable Fund’s expenses are reasonable in relation to its NAV, such Fund may be forced to terminate and investors may lose all or part of their investment.

A Fund may incur higher fees and expenses upon renewing existing or entering into new contractual relationships.

The arrangements between SummerHaven, clearing brokers and counterparties on the one hand and each Fund on the other generally are terminable by SummerHaven, the clearing brokers or counterparty upon notice to the applicable Fund. Upon termination, the Sponsor may be required to renegotiate or make other arrangements for obtaining similar services if the applicable Fund intends to continue trading in Applicable Benchmark Component Futures Contracts and Other Related Investments under the advisement of SummerHaven. The services of SummerHaven or any clearing broker or counterparty may not be available, or even if available, these services may not be available on the terms as favorable as those of the expired or terminated arrangements.

The NAV calculation of a Fund may be overstated or understated due to the valuation method employed when a settlement price is not available on the date of net asset value calculation.

A Fund’s NAV includes, in part, any unrealized profits or losses on open swap agreements, futures or forward contracts. Under normal circumstances, the NAV will reflect the settlement price of open Applicable Benchmark Component Futures Contracts on the date when the NAV is being calculated. However, if an Applicable Benchmark Component Futures Contract traded on an exchange could not be liquidated on such day (due to the operation of daily limits or other rules of the exchange or otherwise), the settlement price on the most recent day on which the Applicable Benchmark Component Futures Contract position could have been liquidated will be the basis for determining the market value of such position for such day. In these situations, there is a risk that the calculation of the NAV of a Fund on such day will not accurately reflect the realizable market value of the Applicable Benchmark Component Futures Contracts or of its over-the-counter swap contracts since the value of such contracts is tied to the value of the futures contracts.

An unanticipated number of redemption requests during a short period of time could have an adverse effect on the NAV of a Fund.

If a substantial number of orders of Redemption Baskets are received by a Fund during a relatively short period of time, the Fund may not be able to satisfy the orders from the Fund’s assets not committed to trading. As a consequence, it could be necessary to liquidate the Fund’s trading positions before the time that its trading strategies would otherwise call for liquidation.

The financial markets are currently in a period of disruption and the Funds do not expect these conditions to improve in the near future.

Since 2008, the financial markets have experienced difficult financial conditions and volatility as well as significant adverse trends. The conditions in these markets have resulted in sporadic availability of corporate credit and liquidity and have led indirectly to the insolvency, closure or acquisition of a number of major financial institutions and have contributed to further consolidation within the financial services industry. Although the financial markets saw some signs of a recovery beginning in late 2010, economic growth in 2011 has been slow and the financial markets are still fragile and could fall into another recession. Another recession could adversely affect the financial condition and results of operations of a Fund’s service providers and Authorized Purchasers which would impact the ability of the Sponsor to achieve a Fund’s investment objective.

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The Funds would be negatively impacted if the United States Treasury were to default on its obligations to make payments on Treasury Securities.

Recent events in Washington, D.C. regarding passing a fiscal budget have drawn concern regarding the United States Government’s ability to pay it obligations to holders of Treasury Securities. If a Fund is not able to redeem its investments in Treasuries prior to maturity and the U.S. Government cannot pay its obligations, the Fund would be negatively impacted. In addition, a Fund might also be negatively impacted by its use of money market mutual funds to the extent those funds might themselves be using Treasury Securities.

Further ratings downgrades on sovereigns could cause further global market volatility, negatively impacting the ability of sovereigns to borrow funds and pay debt obligations.

In August 2011, Standard & Poor’s downgraded the United States’ long-term credit rating from AAA to AA+. This downgrade resulted in global market volatility and it is unclear what effect such downgrade will have on various State debt obligations, as well as other sovereign debt obligations. Such downgrades could have a global impact resulting in a recessionary market and defaults on sovereign debt obligations. Any default on a sovereign to pay its debt obligations could negatively impact a Fund.

The liquidity of the Units may be affected by the withdrawal from participation of Authorized Purchasers, which could adversely affect the market price of the Units.

In the event that one or more Authorized Purchasers that have substantial interests in the Units withdraw from participation, the liquidity of the Units will likely decrease, which could adversely affect the market price of the Units and result in your incurring a loss on your investment.

You may be adversely affected by redemption orders that are subject to postponement, suspension or rejection under certain circumstances.

The Trust may, in its discretion, suspend the right to redeem Units of a Fund or postpone the redemption settlement date: (1) for any period during which a Futures Exchange is closed other than customary weekend or holiday closing, or trading is suspended or restricted; (2) for any period during which an emergency exists as a result of which delivery, disposal or evaluation of a Fund’s assets is not reasonably practicable; or (3) for such other period as the Sponsor determines to be necessary for the protection of Unitholders. In addition, the Trust will reject a redemption order if the order is not in proper form as described in the agreement with the Authorized Purchaser or if the fulfillment of the order, in the opinion of its counsel, might be unlawful. Any such postponement, suspension or rejection could adversely affect a redeeming Unitholder. For example, the resulting delay may adversely affect the value of the Unitholder’s redemption proceeds if the NAV of a Fund declines during the period of delay. The Trust Agreement provides that the Sponsor and its designees will not be liable for any loss or damage that may result from any such suspension or postponement.

The failure, bankruptcy or default of a clearing broker could result in substantial losses for a Fund; the clearing broker could be subject to proceedings that impair its ability to execute a Fund’s trades.

Under CFTC regulations, a clearing broker with respect to a Fund’s exchange-traded Applicable Interests must maintain customers’ assets in a bulk segregated account. If a clearing broker fails to do so, or even if the customers’ funds are segregated by the clearing broker, if the clearing broker is unable to satisfy a substantial deficit in a customer account, the clearing broker’s other customers may be subject to risk of a substantial loss of their funds in the event of that clearing broker’s bankruptcy. In that event, the clearing broker’s customers, such as each Fund, are entitled to recover, even in respect of property specifically traceable to them, only a proportional share of all property available for distribution to all of that clearing broker’s customers. However, customers could potentially lose all funds on deposit with the clearing broker even if such funds are properly segregated. A Fund also may be subject to the risk of the failure of, or delay in performance by, any exchanges and markets and their clearing organizations, if any, on which Applicable Interests are traded.

In addition, to the extent a Fund’s clearing broker is required to post a Fund’s assets as margin to a clearinghouse, the margin will be maintained in an omnibus account containing the margin of all of the clearing broker’s customers. If a Fund’s clearing broker defaults to a clearinghouse because of a default by one of the clearing broker’s other customers or otherwise, then the clearinghouse can look to all of the margin

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in the omnibus account, including margin posted by a Fund and any other non-defaulting customers of the clearing broker to satisfy the obligations of the clearing broker.

From time to time, the clearing brokers may be subject to legal or regulatory proceedings in the ordinary course of their business. A clearing broker’s involvement in costly or time-consuming legal proceedings may divert financial resources or personnel away from the clearing broker’s trading operations, which could impair the clearing broker’s ability to successfully execute and clear a Fund’s trades.

The failure or insolvency of a Fund’s custodian could result in a substantial loss of the Fund’s assets.

As noted above, the vast majority of a Fund’s assets are held in Treasuries, cash and/or cash equivalents with its custodian. The insolvency of the custodian could result in a complete loss of a Fund’s assets held by that custodian, which, at any given time, would likely comprise a substantial portion of the Fund’s total assets.

Third parties may infringe upon or otherwise violate intellectual property rights or assert that the Sponsor has infringed or otherwise violated their intellectual property rights, which may result in significant costs and diverted attention.

Third parties may utilize the Sponsor’s intellectual property or technology (which includes intellectual property or technology that the Sponsor licenses from SummerHaven), including the use of its patents, business methods, trademarks and trading program software, without permission. The Sponsor is in the process of registering its trademarks. The Funds do not currently have any proprietary software. However, if a Fund obtains proprietary software in the future, then any unauthorized use of such Fund’s proprietary software and other technology could also adversely affect its competitive advantage. A Fund may have difficulty monitoring unauthorized uses of its trademarks, proprietary software and other technology. Also, third parties may independently develop trademarks or proprietary software and other technology similar to that of the Sponsor or claim that the Sponsor has violated their intellectual property rights, including their copyrights, trademark rights, trade names, trade secrets and patent rights. As a result, the Sponsor may have to litigate in the future to protect its trade secrets, determine the validity and scope of other parties’ proprietary rights, defend itself against claims that it has infringed or otherwise violated other parties’ rights, or defend itself against claims that its rights are invalid. Any litigation of this type, even if the Sponsor is successful and regardless of the merits, may result in significant costs, divert its resources from the Funds, or require it to change its proprietary software and other technology or enter into royalty or licensing agreements.

The success of each Fund depends on the ability of SummerHaven to accurately implement the trading strategies of the Funds, and any failure to do so could subject a Fund to losses on such transactions.

The Sponsor’s trading strategy for each Fund, as developed by SummerHaven, is quantitative in nature and it is possible that the Sponsor or SummerHaven will make errors in its implementation. The execution of the quantitative strategy is subject to human error, such as incorrect inputs into the Sponsor’s or SummerHaven’s computer systems and incorrect information provided to each Fund’s clearing brokers. In addition, it is possible that a computer or software program may malfunction and cause an error in computation. Any failure, inaccuracy or delay in executing a Fund’s transactions could affect its ability to achieve its investment objective. It could also result in decisions to undertake transactions based on inaccurate or incomplete information. This could cause substantial losses on transactions.

A Fund may experience substantial losses on transactions if the computer or communications system fails.

Each Fund’s trading activities, including its risk management, depend on the integrity and performance of the computer and communications systems supporting them. Extraordinary transaction volume, hardware or software failure, power or telecommunications failure, a natural disaster or other catastrophe could cause the computer systems to operate at an unacceptably slow speed or even fail. Any significant degradation or failure of the systems that the Sponsor uses to gather and analyze information, enter orders, process data, monitor risk levels and otherwise engage in trading activities may result in substantial losses on transactions, liability to other parties, lost profit opportunities, damages to the Sponsor’s and a Fund’s reputations, increased operational expenses and diversion of technical resources.

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If the computer and communications systems are not upgraded, the financial condition of the Funds could be harmed.

The development of complex computer and communications systems and new technologies may render the existing computer and communications systems supporting the Funds’ trading activities obsolete. In addition, these computer and communications systems must be compatible with those of third parties, such as the systems of exchanges, clearing brokers and the executing brokers. As a result, if these third parties upgrade their systems, the Sponsor will need to make corresponding upgrades to continue effectively its trading activities. Each Fund’s future success will depend on its ability to respond to changing technologies on a timely and cost-effective basis.

Each Fund depends on the reliable performance of the computer and communications systems of third parties, such as brokers and futures exchanges, and may experience substantial losses on transactions if they fail.

Each Fund depends on the proper and timely function of complex computer and communications systems maintained and operated by the futures exchanges, brokers and other data providers that the Sponsor uses to conduct trading activities. Failure or inadequate performance of any of these systems could adversely affect the Sponsor’s ability to complete transactions, including its ability to close out positions, and result in lost profit opportunities and significant losses on commodity interest transactions. This could have a material adverse effect on revenues and materially reduce a Fund’s available capital. For example, unavailability of price quotations from third parties may make it difficult or impossible for the Sponsor to conduct trading activities so that a Fund will closely track its Applicable Index. Unavailability of records from brokerage firms may make it difficult or impossible for the Sponsor to accurately determine which transactions have been executed or the details, including price and time, of any transaction executed. This unavailability of information also may make it difficult or impossible for the Sponsor to reconcile its records of transactions with those of another party or to accomplish settlement of executed transactions.

Risk of Leverage and Volatility

If the Sponsor causes or permits a Fund to become leveraged, you could lose all or substantially all of your investment if the Fund’s trading positions suddenly turn unprofitable.

Commodity pools’ trading positions in futures contracts or other commodity interests are typically required to be secured by the deposit of margin funds that represent only a small percentage of a futures contract’s (or other commodity interest’s) entire market value. This feature permits commodity pools to “leverage” their assets by purchasing or selling futures contracts (or other commodity interests) with an aggregate face amount in excess of the commodity pool’s assets. While this leverage can increase a pool’s profits, relatively small adverse movements in the price of the pool’s commodity interests can cause significant losses to the pool. While the Sponsor has not and does not intend to leverage the assets of any of the Funds, it is not prohibited from doing so under the Trust Agreement. If the Sponsor were to cause or permit a Fund to become leveraged, you could lose all or substantially all of your investment if such Fund’s trading positions suddenly turn unprofitable.

Lengthy and substantial peak-to-valley declines in the value of the Applicable Index may lead to even greater declines in the NAV of a Fund.

Because it is expected that each Fund’s performance will relate to the performance of the Applicable Index, a Fund will suffer a decline in value during a period that the Applicable Index suffers such a decline, and in turn, the value of your Units will decline. It is possible or even likely that redemptions of Redemption Baskets will exceed purchases of Creation Baskets during periods in which a Fund’s Units are declining in value. While redemptions will not directly cause the value of your Units to decline, redemptions will accentuate the reduction in a Fund’s NAV that is caused by losses from the Fund’s positions, potentially resulting in an increase in the Fund’s expenses as a percentage of NAV. Furthermore, redemptions may increase transaction costs by requiring the sale of Applicable Interests and Treasuries to meet redemption requests.

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Each Fund’s exposure to the commodities markets may subject you to greater volatility than investments in traditional securities.

Each Fund’s exposure to the commodities markets may subject you to greater volatility than investments in traditional securities. The value of Applicable Interests may be affected by changes in the overall commodity markets or commodity indices, changes in interest rates, or factors affecting a particular industry or commodity, such as drought, floods, weather, livestock disease, embargoes, tariffs and international economic, political and regulatory developments.

Over-the-Counter Contract Risk

Over-the-counter transactions are subject to little, if any, regulation.

A portion of each Fund’s assets may be used to trade over-the-counter Applicable Interests, such as forward contracts or swap or spot contracts. Currently, OTC contracts are typically traded on a principal-to-principal basis through dealer markets that are dominated by major money center and investment banks and other institutions and that prior to the passage of the Dodd-Frank Act had been essentially unregulated by the CFTC. To date, the markets for OTC contracts have relied upon the integrity of market participants in lieu of the additional regulation imposed by the CFTC on participants in the futures markets. The manner in which OTC contracts are regulated could expose the Funds in certain circumstances to significant losses in the event of trading abuses or financial failure by participants. See “ — Regulation of the commodity interests and energy markets is extensive and constantly changing; future regulatory developments are impossible to predict but may significantly and adversely affect the Funds” for a discussion of how the OTC market will be subject to much more extensive CFTC oversight and regulation after the implementation of the Dodd-Frank Act. While some aspects of the new legislation are already in effect, most aspects may not take effect until the end of 2011 or later.

Each Fund will be subject to credit risk with respect to counterparties to over-the-counter contracts entered into by a Fund.

A Fund faces the risk of non-performance by the counterparties to the over-the-counter contracts. Unlike in futures contracts or cleared swaps, the counterparty to these 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, there will be greater counterparty credit risk in these transactions. A counterparty may not be able to meet its obligations to a Fund, in which case the Fund could suffer significant losses on these contracts.

If a counterparty becomes bankrupt or otherwise fails to perform its obligations due to financial difficulties, a Fund may experience significant delays in obtaining any recovery in a bankruptcy or other reorganization proceeding. During any such period, a Fund may have difficulty in determining the value of its contracts with the counterparty, which in turn could result in the overstatement or understatement of a Fund’s NAV. The Fund may eventually obtain only limited recovery or no recovery in such circumstances.

A Fund may be subject to liquidity risk with respect to its over-the-counter transactions.

Over-the-counter contracts may have terms that make them less marketable than futures contracts or cleared swaps. Over-the-counter contracts are less marketable because they are not traded on an exchange, do not have uniform terms and conditions, and are entered into based upon the creditworthiness of the parties and the availability of credit support, such as collateral, and in general, they are not transferable without the consent of the counterparty. These conditions make such contracts less liquid than standardized futures contracts traded on a commodities exchange and diminish the ability to realize the full value of such contracts. In addition, even if collateral is used to reduce counterparty credit risk, sudden changes in the value of OTC transactions may leave a party open to financial risk due to a counterparty default since the collateral held may not cover a party’s exposure on the transaction in such situations.

The Dodd-Frank Act requires the CFTC, the SEC and the Office of the Comptroller of the Currency, the Board of Governors of the Federal Reserve System, the Federal Deposit Insurance Corporation, the Farm Credit Administration and the Federal Housing Finance Agency (collectively, the “Prudential Regulators”) to establish “both initial and variation margin requirements on all swaps that are not cleared by a registered

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clearing organization” ( i.e. , uncleared swaps). In addition, the Dodd-Frank Act provides parties who post initial margin to a swap dealer or major swap participant with a statutory right to insist that such margin be held in a segregated account with an independent custodian. The CFTC and the Prudential Regulators have proposed rules addressing margin requirements and the statutory right of certain market participants but has not implemented any rules on these issues. For more detailed discussion of these proposed rules and the potential impacts thereof on the Funds, see the section of this prospectus entitled, “The Commodity Interest Markets — Commodity Margin.”

In general, valuing OTC derivatives is less certain than valuing actively traded financial instruments such as exchange traded futures contracts and securities or cleared swaps because the price and terms on which such OTC derivatives are entered into or can be terminated are individually negotiated, and those prices and terms may not reflect the best price or terms available from other sources. In addition, while market makers and dealers generally quote indicative prices or terms for entering into or terminating OTC contracts, they typically are not contractually obligated to do so, particularly if they are not a party to the transaction. As a result, it may be difficult to obtain an independent value for an outstanding OTC derivatives transaction.

Risk of Trading in International Markets

Trading in international markets would expose a Fund to credit and regulatory risk.

A significant portion of the Applicable Benchmark Component Futures Contracts purchased by each Fund are on United States exchanges. However, a portion of the trades made by the Funds will take place on markets and exchanges outside the United States. Some non-U.S. markets present risks because they are not subject to the same degree of regulation as their U.S. counterparts. The CFTC, NFA, and domestic exchanges have little, if any, regulatory authority over the activities of any foreign boards of trade or exchanges, including the execution, delivery and clearing of transactions, and have limited, if any, power to compel enforcement of the rules of a foreign board of trade or exchange or of any applicable non-U.S. laws. Similarly, the rights of market participants, such as the Funds, in the event of the insolvency or bankruptcy of a non-U.S. market or broker are also likely to be more limited than in the case of U.S. markets or brokers. As a result, in these markets, the Funds have less legal and regulatory protection than they do when they trades domestically.

In some of these non-U.S. markets, the performance on a futures contract is the responsibility of the counterparty and is not backed by an exchange or clearing corporation and therefore exposes the Funds to credit risk. Additionally, trading on non-U.S. exchanges is subject to the risks presented by exchange controls, expropriation, increased tax burdens and exposure to local economic declines and political instability. An adverse development with respect to any of these variables could reduce the profit or increase the loss earned on trades in the affected international markets.

International trading activities subject a Fund to foreign exchange risk.

The price of any non-U.S. Applicable Interest and, therefore, the potential profit and loss on such investment, may be affected by any variance in the foreign exchange rate between the time the order is placed and the time it is liquidated, offset or exercised. As a result, changes in the value of the local currency relative to the U.S. dollar may cause losses to a Fund even if the contract traded is profitable.

A Fund’s international trading could expose it to losses resulting from non-U.S. exchanges that are less developed or less reliable than United States exchanges.

Some non-U.S. exchanges also may be in a more developmental stage so that prior price histories may not be indicative of current price dynamics. In addition, a Fund may not have the same access to certain positions on foreign trading exchanges as do local traders, and the historical market data on which the Sponsor bases its strategies may not be as reliable or accessible as it is for U.S. exchanges.

Tax Risk

Please refer to “U.S. Federal Income Tax Considerations” for information regarding the U.S. federal income tax consequences of the purchase, ownership and disposition of Units.

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Your tax liability from holding Units may exceed the amount of distributions, if any, on your Units.

Cash or property will be distributed at the sole discretion of the Sponsor, and the Sponsor currently does not intend to make cash or other distributions with respect to Units. You will be required to pay U.S. federal income tax and, in some cases, state, local, or foreign income tax, on your allocable share of a Fund’s taxable income, without regard to whether you receive distributions or the amount of any distributions. Therefore, your tax liability with respect to your Units may exceed the amount of cash or value of property (if any) distributed.

Your allocable share of income or loss for tax purposes may differ from your economic income or loss on your Units.

Due to the application of the assumptions and conventions applied by each Fund in making allocations for tax purposes and other factors, your allocable share of a Fund’s income, gain, deduction or loss for tax purposes may be different than your economic profit or loss from your Units for a taxable year. This difference could be temporary or permanent and, if permanent, could result in your being taxed on amounts in excess of your economic income.

Items of income, gain, deduction, loss and credit with respect to Units could be reallocated if the Internal Revenue Service does not accept the assumptions and conventions applied by the Funds in allocating those items, with potential adverse consequences for you.

The U.S. tax rules pertaining to partnerships, which apply to the Funds, generally were not written for, and in some respects are difficult to apply to, entities whose interests are publicly traded. The Trust applies certain assumptions and conventions in an attempt to comply with the applicable rules and to report taxable income, gains, deductions, losses and credits in a manner that generally corresponds to Unitholders’ respective interests in a Fund. These assumptions and conventions may not fully comply with all aspects of the Internal Revenue Code (the “Code”) and applicable Treasury Regulations, however, and they could be successfully challenged by the IRS. If so, the Trust could be required to reallocate items of income, gain, deduction, loss or credit for tax purposes in a manner that adversely affects you, in which case you may be required to file an amended tax return and to pay additional taxes plus deficiency interest.

A Fund could be treated as a corporation for federal income tax purposes, which may substantially reduce the value of your Units.

In order to avoid being taxable as corporation, at least 90 percent of a Fund’s annual gross income must consist of “qualifying income” as defined in the Code. The Sponsor has satisfied and anticipates that it will continue to satisfy the “qualifying income” requirement for all of its taxable years, that result cannot be assured. The Funds have not requested and will not request any ruling from the IRS with respect to its classification as a partnership not taxable as a corporation for federal income tax purposes. If the IRS were to successfully assert that a Fund is taxable as a corporation for federal income tax purposes in any taxable year, rather than passing through its income, gains, losses and deductions proportionately to Unitholders, the Fund would be subject to tax on its net income for the year at corporate tax rates. In addition, although the Sponsor does not currently intend to make distributions with respect to Units, any distributions would be taxable to Unitholders as dividend income. Taxation of a Fund as a corporation could materially reduce the after-tax return on an investment in Units and could substantially reduce the value of your Units.

PROSPECTIVE INVESTORS ARE STRONGLY URGED TO CONSULT THEIR OWN TAX ADVISORS WITH RESPECT TO THE POSSIBLE TAX CONSEQUENCES TO THEM OF AN INVESTMENT IN UNITS; SUCH TAX CONSEQUENCES MAY DIFFER IN RESPECT OF DIFFERENT INVESTORS.

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Risks Specific to Each Fund

United States Metals Index Fund

The price relationship between the Metals Index at any point in time and the Benchmark Component Metals Futures Contracts will vary and may impact both USMI’s total return and the degree to which its total return tracks that of commodity price indices.

The design of the Metals Index is such that every month it is made up of different Benchmark Component Metals Futures Contracts, and USMI’s investments must be rebalanced on an ongoing basis to reflect the changing composition of the Metals Index. In the event of a commodity futures market where near month contracts to expire trade at a higher price than next month contracts to expire, a situation referred to as “backwardation,” then absent the impact of the overall movement in commodity prices, the value of the Metals Index would tend to rise as it approaches expiration. As a result USMI may benefit because it would be selling more expensive contracts and buying less expensive ones on an ongoing basis. Conversely, in the event of a commodity futures market where near month contracts trade at a lower price than next month contracts, a situation referred to as “contango,” then absent the impact of the overall movement in commodity prices, the value of the Metals Index would tend to decline as it approaches expiration. As a result USMI’s total return may be lower than might otherwise be the case because it would be selling less expensive contracts and buying more expensive ones. The impact of backwardation and contango may cause the total return of USMI to vary significantly from the total return of other price references, such as the spot price of the commodities comprising the Metals Index. In the event of a prolonged period of contango, and absent the impact of rising or falling commodity prices, this could have a significant negative impact on USMI’s NAV and total return.

USMI has no operating history so there is no performance history to serve as a basis for you to evaluate an investment in USMI.

USMI is new and has no operating history. Therefore, you do not have the benefit of reviewing the past performance of USMI as a basis to evaluate an investment in USMI. The Sponsor’s current experience involves managing USCI and the Related Public Funds that seek to track a single commodity benchmark futures contract. The Sponsor’s results with the Related Public Funds may not be directly applicable to USMI because USMI seeks to track the Metals Index which is comprised of 10 Benchmark Component Metals Futures Contracts and is rebalanced monthly.

Changes in the valuation of the Metals Index may adversely affect the value of USMI’s Units.

SummerHaven Indexing may modify the method for determining the weighting of the Metals Index and for calculating its value in order to ensure that the Metals Index represents a measure of the performance over time of the markets for the underlying metals. Such changes could adversely affect the value of USMI’s Units. For more information about the methodology for determining the compositions and weighting of the Metals Index, see the section of this prospectus entitled “What is the Metals Index?”

The Metals Index is currently composed exclusively of metals futures contracts traded on regulated futures exchanges. The Metals Index may in the future include contracts traded in the OTC market or on trading facilities that are subject to lesser degrees of regulation or, in some cases, no substantive regulation. If this were to occur, increased investment by USMI in the OTC market or on alternative trading facilities may become necessary in order for USMI to track the Metals Index. Many electronic trading facilities have only recently initiated trading and do not have significant trading histories. As a result, the trading of contracts on such facilities and the inclusion of such contracts in the Metals Index may be subject to risks not presented by most exchange-traded futures contracts, including risks related to the liquidity and price histories of relevant contracts.

Fewer representative commodities may result in greater Metals Index volatility.

The Metals Index is concentrated in terms of the number of commodities represented. You should be aware that other commodities indices are more diversified in terms of both the number and variety of commodities included. Concentration in fewer commodities may result in a greater degree of volatility in the Metals Index and the NAV of USMI which tracks the Metals Index under specific market conditions and over time.

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The Metals Index reflects commodities in the precious metals and industrial metals sectors. A change in price of any of the commodities in these sectors will have a significant effect on the level of the Metals Index and the value of USMI’s Units, which could have a material adverse effect on your investment.

As of July 31, 2011, the weighting of the Benchmark Component Metals Futures Contracts that comprise the Metals Index is approximately 44% precious metals and approximately 56% industrial metals. In addition to the factors affecting commodities generally that are described above, commodities in each sector are subject to specific risks in light of the nature of the sector.

Some specific risks of these sectors are described below:

Precious metal commodities

The prices of precious metals ( e.g. , gold, silver, platinum) may be influenced by macroeconomic conditions, including confidence in the global monetary system and the relative strength of various currencies, as well as demand in the industrial and jewelry sectors. Political events also influence the price of precious metals. Prices are influenced by supplies of precious metals, which may be affected by sales by central banks and government agencies that hold large amounts of these metals, particularly gold. Significant changes in the value of the precious metals sector may lead to volatility in the value of USMI Units and/or significant losses to Unitholders.

Industrial metal commodities

The prices of the commodities comprising the industrial metals portion of the Metals Index ( e.g. , zinc, nickel, aluminum, copper, etc.) are subject to a number of factors that can cause price fluctuations, including: changes in the level of industrial activity using these metals (including the availability of man-made substitutes); disruptions in the mining, storage, or refining of these metals; adjustments to inventory; variations in production costs, including storage, labor and energy costs; regulatory compliance costs, including environmental regulations; and changes in government and consumer demand.

These factors can lead to price volatility for industrial metals commodities that, in turn, may lead to corresponding volatility in the value of USMI Units. For example, with respect to aluminum, the level of activity in the automotive, packaging and construction industries has significantly influenced demand because of the use of aluminum in these industries. Disruptions in the supply chain, which result in upward price pressure, also have an impact on the industrial metals sector and may have a corresponding impact on the value of the Units. For example, the industrial metals included in this sector are often mined in locations that are subject to disruption as a result of political instability, armed conflict, terrorism and labor unrest, among other factors. Production costs, particularly the cost of energy used in production, and costs associated with regulatory compliance, including environmental regulation costs, can also inflate the price of the underlying commodities in the industrial metals sector. These increases may not be sustainable. Any one or all of these sector-specific factors may result in volatility in the industrial metals sector, which could lead to corresponding volatility in the value of the Units and/or significant losses to Unitholders.

United States Agriculture Index Fund

The price relationship between the Agriculture Index at any point in time and the Benchmark Component Agriculture Futures Contracts will vary and may impact both USAI’s total return and the degree to which its total return tracks that of commodity price indices.

The design of the Agriculture Index is such that every month it is made up of different Benchmark Component Agriculture Futures Contracts, and USAI’s investments must be rebalanced on an ongoing basis to reflect the changing composition of the Agriculture Index. In the event of a commodity futures market where near month contracts to expire trade at a higher price than next month contracts to expire, a situation referred to as “backwardation,” then absent the impact of the overall movement in commodity prices, the value of the Agriculture Index would tend to rise as it approaches expiration. As a result USAI may benefit because it would be selling more expensive contracts and buying less expensive ones on an ongoing basis. Conversely, in the event of a commodity futures market where near month contracts trade at a lower price than next month contracts, a situation referred to as “contango,” then absent the impact of the overall movement in commodity prices, the value of the Agriculture Index would tend to decline as it approaches expiration. As a

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result USAI’s total return may be lower than might otherwise be the case because it would be selling less expensive contracts and buying more expensive ones. The impact of backwardation and contango may cause the total return of USAI to vary significantly from the total return of other price references, such as the spot price of the commodities comprising the Agriculture Index. In the event of a prolonged period of contango, and absent the impact of rising or falling commodity prices, this could have a significant negative impact on USAI’s NAV and total return.

USAI has no operating history so there is no performance history to serve as a basis for you to evaluate an investment in USAI.

USAI is new and has no operating history. Therefore, you do not have the benefit of reviewing the past performance of USAI as a basis to evaluate an investment in USAI. The Sponsor’s current experience involves managing USCI and the Related Public Funds that seek to track a single commodity benchmark futures contract. The Sponsor’s results with the Related Public Funds may not be directly applicable to USAI because USAI seeks to track the Agriculture Index which is comprised of 14 Benchmark Component Agriculture Futures Contracts and is rebalanced monthly.

Changes in the valuation of the Agriculture Index may adversely affect the value of USAI’s Units.

SummerHaven Indexing may modify the method for determining the weighting of the Agriculture Index and for calculating its value in order to ensure that the Agriculture Index represents a measure of the performance over time of the markets for the underlying agricultural commodities. Such changes could adversely affect the value of USAI’s Units. For more information about the methodology for determining the compositions and weighting of the Agriculture Index, see the section of this prospectus entitled “What is the Agriculture Index?”

The Agriculture Index is currently composed exclusively of agriculture futures contracts traded on regulated futures exchanges. The Agriculture Index may in the future include contracts traded in the OTC market or on trading facilities that are subject to lesser degrees of regulation or, in some cases, no substantive regulation. If this were to occur, increased investment by USAI in the OTC market or on alternative trading facilities may become necessary in order for USAI to track the Agriculture Index. Many electronic trading facilities have only recently initiated trading and do not have significant trading histories. As a result, the trading of contracts on such facilities and the inclusion of such contracts in the Agriculture Index may be subject to risks not presented by most exchange-traded futures contracts, including risks related to the liquidity and price histories of relevant contracts.

Fewer representative commodities may result in greater Agriculture Index volatility.

The Agriculture Index is concentrated in terms of the number of commodities represented. You should be aware that other commodities indices are more diversified in terms of both the number and variety of commodities included. Concentration in fewer commodities may result in a greater degree of volatility in the Agriculture Index and the NAV of USAI which tracks the Agriculture Index under specific market conditions and over time.

The Agriculture Index reflects commodities in the grains, softs and livestock sectors. A change in price of any of the commodities in these sectors will have a significant effect on the level of the Agriculture Index and the value of USAI’s Units, which could have a material adverse effect on your investment.

As of July 31, 2011, the weighting of the Benchmark Component Agriculture Futures Contracts that comprise the Agriculture Index is approximately 46% grains, 37% softs and 17% livestock. In addition to the factors affecting commodities generally that are described above, commodities in each sector are subject to specific risks in light of the nature of the sector.

Some specific risks of each sector are described below:

Grains and Softs product commodities

The commodities comprising the grains ( e.g. , wheat, corn, soybeans, etc.) and softs ( e.g. , sugar, cotton, coffee, cocoa) products sectors of the Agriculture Index are subject to a number of factors that can cause price

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fluctuations, including: weather conditions, such as floods, drought and freezing conditions; changes in government policies (including subsidies) and trade agreements; planting decisions; and changes in demand for grains and softs.

These factors can lead to price volatility for grains and softs commodities that, in turn, may lead to corresponding volatility in the value of USAI Units. Weather conditions can lead to tightened supply and price increases, which may not be sustainable. Government policies and trade agreements can influence both supply and demand. Grains and softs products are also subject to the planting decisions of farmers, which can be influenced both by government policies as well as changing demands for their products.

Livestock commodities

The commodities comprising the livestock sector of the Agriculture Index ( e.g. , live cattle, lean hogs, feeder cattle) are subject to a number of factors that can cause price fluctuations, including: weather conditions, such as floods, drought and freezing conditions; disease and famine; changes in government policies (including subsidies); and changes in demand for livestock. These factors can lead to price volatility for livestock commodities that, in turn, may lead to corresponding volatility in the value of USAI Units.

United States Copper Index Fund

The price relationship between the Copper Index at any point in time and the Eligible Copper Futures Contacts that will become the Benchmark Component Copper Futures Contracts on the next rebalancing date will vary and may impact both USCUI’s total return and the degree to which its total return tracks that of commodity price indices.

The design of the Copper Index is such that every month it is made up of different Benchmark Component Copper Futures Contracts, and USCUI’s investments must be rebalanced on an ongoing basis to reflect the changing composition of the Copper Index. In the event of a commodity futures market where near month contracts to expire trade at a higher price than next month contracts to expire, a situation referred to as “backwardation,” then absent the impact of the overall movement in commodity prices, the value of the Copper Index would tend to rise as it approaches expiration. As a result USCUI may benefit because it would be selling more expensive contracts and buying less expensive ones on an ongoing basis. Conversely, in the event of a commodity futures market where near month contracts trade at a lower price than next month contracts, a situation referred to as “contango,” then absent the impact of the overall movement in commodity prices, the value of the Copper Index would tend to decline as it approaches expiration. As a result USCUI’s total return may be lower than might otherwise be the case because it would be selling less expensive contracts and buying more expensive ones. The impact of backwardation and contango may cause the total return of USCUI to vary significantly from the total return of other price references, such as the spot price of the commodities comprising the Copper Index. In the event of a prolonged period of contango, and absent the impact of rising or falling commodity prices, this could have a significant negative impact on USCUI’s NAV and total return.

USCUI has no operating history so there is no performance history to serve as a basis for you to evaluate an investment in USCUI.

USCUI is new and has no operating history. Therefore, you do not have the benefit of reviewing the past performance of USCUI as a basis to evaluate an investment in USCUI. The Sponsor’s current experience involves managing USCI and the Related Public Funds that seek to track a single commodity benchmark futures contract. The Sponsor’s results with the Related Public Funds may not be directly applicable to USCUI because USCUI seeks to track the Copper Index which is comprised of two or three of the Eligible Copper Futures Contracts and is rebalanced monthly.

Changes in the valuation of the Copper Index may adversely affect the value of USCUI’s Units.

SummerHaven Indexing may modify the method for determining the weighting of the Copper Index and for calculating its value in order to ensure that the Copper Index represents a measure of the performance over time of the market for the investment returns of a portfolio of copper futures contracts. Such changes could adversely affect the value of USCUI’s Units. For more information about the methodology for determining the compositions and weighting of the Copper Index, see the section of this prospectus entitled “What is the Copper Index?”

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The Copper Index is currently composed exclusively of copper futures contracts traded on regulated futures exchanges. The Copper Index may in the future include contracts traded in the OTC market or on trading facilities that are subject to lesser degrees of regulation or, in some cases, no substantive regulation. If this were to occur, increased investment by USCUI in the OTC market or on alternative trading facilities may become necessary in order for USCUI to track the Copper Index. Many electronic trading facilities have only recently initiated trading and do not have significant trading histories. As a result, the trading of contracts on such facilities and the inclusion of such contracts in the Copper Index may be subject to risks not presented by most exchange-traded futures contracts, including risks related to the liquidity and price histories of relevant contracts.

Only one commodity may result in greater Copper Index volatility.

The Copper Index is concentrated in terms of the representing just one commodity. You should be aware that other commodities indices are more diversified in terms of both the number and variety of commodities included. Concentration in fewer commodities or a single commodity may result in a greater degree of volatility in the Copper Index and the NAV of USCUI which tracks the Copper Index under specific market conditions and over time.

The Copper Index reflects an investment in a collateralized copper futures portfolio. A change in price of copper will have a significant effect on the level of the Copper Index and the value of USCUI’s Units, which could have a material adverse effect on your investment.

The Copper Index reflects a commodity in the industrial metal commodity sector. In addition to the factors affecting commodities generally that are described above, copper is subject to specific risks in light of the nature of the commodity.

Some of these specific risks are described below:

Copper

The price of copper is subject to a number of factors that can cause price fluctuations, including: changes in the level of industrial activity using copper (including the availability of man-made substitutes); disruptions in the mining, storage, or refining of copper; adjustments to inventory; variations in production costs, including storage, labor and energy costs; regulatory compliance costs, including environmental regulations; and changes in government and consumer demand.

These factors can lead to price volatility for copper that, in turn, may lead to corresponding volatility in the value of USCUI Units. Disruptions in the supply chain, which result in upward price pressure, also have an impact on copper and may have a corresponding impact on the value of the Units. For example, copper is often mined in locations that are subject to disruption as a result of political instability, armed conflict, terrorism and labor unrest, among other factors. Production costs, particularly the cost of energy used in production, and costs associated with regulatory compliance, including environmental regulation costs, can also inflate the price of copper. These increases may not be sustainable. Any one or all of these sector-specific factors may result in volatility in copper, which could lead to corresponding volatility in the value of the Units and/or significant losses to Unitholders.

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THE OFFERING

What is USMI?

USMI is a series of the Trust. USMI maintains its main business office at 1320 Harbor Bay Parkway, Suite 145, Alameda, California 94502. USMI is a commodity pool. It operates pursuant to the terms of the Trust Agreement, which grants full management control to the Sponsor. In addition, in connection with the commencement of the offering of USMI, in exchange for its initial capital contribution to the Fund, the Sponsor will receive 40 Sponsor’s Units.

USMI will be publicly traded, and seeks to have the daily changes in percentage terms of its Units’ NAV reflect the daily changes in percentage terms of the Metals Index, less USMI’s expenses. USMI will invest in a mixture of listed Benchmark Component Metals Futures Contracts, Other Metals-Related Investments, Treasuries, cash and cash equivalents.

What is USAI?

USAI is a series of the Trust. USAI maintains its main business office at 1320 Harbor Bay Parkway, Suite 145, Alameda, California 94502. USAI is a commodity pool. It operates pursuant to the terms of the Trust Agreement, which grants full management control to the Sponsor. In addition, in connection with the commencement of the offering of USAI, in exchange for its initial capital contribution to the Fund, the Sponsor will receive 40 Sponsor’s Units.

USAI will be publicly traded, and seeks to have the daily changes in percentage terms of its Units’ NAV reflect the daily changes in percentage terms of the Agriculture Index, less USAI’s expenses. USAI will invest in a mixture of listed Benchmark Component Agriculture Futures Contracts, Other Agriculture-Related Investments, Treasuries, cash and cash equivalents.

What is USCUI?

USCUI is a series of the Trust. USCUI maintains its main business office at 1320 Harbor Bay Parkway, Suite 145, Alameda, California 94502. USCUI is a commodity pool. It operates pursuant to the terms of the Trust Agreement, which grants full management control to the Sponsor. In addition, in connection with the commencement of the offering of USCUI, in exchange for its initial capital contribution to the Fund, the Sponsor will receive 40 Sponsor’s Units.

USCUI will be publicly traded, and seeks to have the daily changes in percentage terms of its Units’ NAV reflect the daily changes in percentage terms of the Copper Index, less USCUI’s expenses. USCUI will invest in a mixture of listed Benchmark Component Copper Futures Contracts, Other Copper-Related Investments, Treasuries, cash and cash equivalents.

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USMI, USAI AND USCUI HAVE NOT COMMENCED TRADING AND
DO NOT HAVE ANY PERFORMANCE HISTORY.

Who is the Sponsor?

The Sponsor is United States Commodity Funds LLC (formerly known as Victoria Bay Asset Management, LLC), a single member limited liability company that was formed in the state of Delaware on May 10, 2005. It maintains its main business office at 1320 Harbor Bay Parkway, Suite 145, Alameda, California 94502. The Sponsor is a wholly-owned subsidiary of Wainwright Holdings, Inc., a Delaware corporation (“Wainwright”). Mr. Nicholas Gerber (discussed below) controls Wainwright by virtue of his ownership of Wainwright’s shares. Wainwright is a holding company that previously owned an insurance company organized under Bermuda law, which has been liquidated, and a registered investment advisor firm named Ameristock Corporation, which has been distributed to the Wainwright shareholders. The Sponsor is a member of the NFA and is registered with the CFTC as of December 1, 2005. The Sponsor’s registration as a CPO with the NFA was approved on December 1, 2005. The Sponsor is also the general partner of the Related Public Funds.

USCI is a series of the Trust which seeks to have the daily changes in percentage terms of its Units’ NAV reflect the daily changes in percentage terms of the Commodity Index, less USCI’s expenses. USCI invests in a mixture of Benchmark Component Commodity Futures Contracts, other non-listed commodity interests, Treasuries, cash and cash equivalents. USCI’s units began trading on August 10, 2010. As of July 31, 2011, USCI had total net assets of $491,470,192 and had outstanding Units of 7,400,020.

USOF is a publicly traded limited partnership which seeks to have the changes in percentage terms of its units’ NAV track the changes in percentage terms of the spot price of light, sweet crude oil delivered to Cushing, Oklahoma, as measured by the changes in the price of the futures contract on light, sweet crude oil traded on the NYMEX, less USOF’s expenses. USOF invests in a mixture of listed crude oil futures contracts, other non-listed oil related investments, Treasuries, cash and cash equivalents. USOF’s units began trading on April 10, 2006. As of July 31, 2011, USOF had total net assets of $1,176,137,715 and had outstanding units of 31.5 million.

USNG is a publicly traded limited partnership which seeks to have the changes in percentage terms of its units’ NAV track the changes in percentage terms of the spot price of natural gas delivered at the Henry Hub, Louisiana, as measured by the changes in the price of the futures contract on natural gas traded on the NYMEX, less USNG’s expenses. USNG invests in a mixture of listed natural gas futures contracts, other non-listed natural gas related investments, Treasuries, cash and cash equivalents. USNG’s units began trading on April 18, 2007. As of July 31, 2011, USNG had total net assets of $1,657,731,277 and had outstanding units of 158,197,828.

US12OF is a publicly traded limited partnership which seeks to have the changes in percentage terms of its units’ NAV track the changes in percentage terms of the spot price of light, sweet crude oil delivered to Cushing, Oklahoma, as measured by the changes in the average of the prices of 12 futures contracts on light, sweet crude oil traded on the NYMEX, less US12OF’s expenses. US12OF invests in a mixture of listed crude oil futures contracts, other non-listed oil related investments, Treasuries, cash and cash equivalents. US12OF’s units began trading on December 6, 2007. As of July 31, 2011, US12OF had total net assets of $213,648,286 and had outstanding units of 4.9 million.

UGA is a publicly traded limited partnership which seeks to have the changes in percentage terms of its units’ NAV track the changes in percentage terms of the spot price of unleaded gasoline delivered to the New York harbor, as measured by the changes in the price of the futures contract on gasoline traded on the NYMEX, less UGA’s expenses. UGA invests in a mixture of listed gasoline futures contracts, other non-listed gasoline related investments, Treasuries, cash and cash equivalents. UGA’s units began trading on February 26, 2008. As of July 31, 2011, UGA had total net assets of $125,819,050 and had outstanding units of 2.4 million.

USHO is a publicly traded limited partnership which seeks to have the daily changes in percentage terms of its units’ NAV track the daily changes in percentage terms of the spot price of heating oil for delivery to the New York harbor, as measured by the changes in the price of the futures contract on heating oil traded on the NYMEX, less USHO’s expenses. USHO invests in a mixture of listed heating oil futures contracts, other

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non-listed heating oil related investments, Treasuries, cash and cash equivalents. USHO’s units began trading on April 8, 2008. As of July 31, 2011, USHO had total net assets of $7,072,902 and had outstanding units of 200,000.

USSO is a publicly traded limited partnership which seeks to have the daily changes in percentage terms of its units’ NAV inversely reflect the daily changes in percentage terms of the spot price of light, sweet crude oil delivered to Cushing, Oklahoma, as measured by the changes in the price of the futures contract on light, sweet crude oil as traded on the NYMEX, less USSO’s expenses. USSO invests in a mixture of listed crude oil futures contracts, other non-listed crude oil related investments, Treasuries, cash and cash equivalents. USSO’s units began trading on September 18, 2009. As of July 31, 2011, USSO had total net assets of $11,784,780 and had outstanding units of 300,000.

US12NG is a publicly traded limited partnership which seeks to have the daily changes in percentage terms of its units’ NAV reflect the daily changes in percentage terms of the spot price of natural gas delivered at the Henry Hub, Louisiana, as measured by the changes in the average of the prices of 12 futures contracts on natural gas traded on the NYMEX, less US12NG’s expenses. US12NG invests in a mixture of listed natural gas futures contracts, other non-listed natural gas futures contracts, other non-listed natural gas-related investments, Treasuries, cash and cash equivalents. US12NG’s units began trading on November 18, 2009. As of July 31, 2011, US12NG had total net assets of $33,931,998 and had outstanding units of 1.1 million.

USBO is a publicly traded limited partnership which seeks to have the daily changes in percentage terms of its units’ net asset value reflect the daily changes in percentage terms of the spot price of Brent crude oil as measured by the changes in the price of the futures contract on Brent crude oil as traded on the ICE Futures that is the near month contract to expire, less USBO’s expenses. USBO invests in a mixture of listed crude oil futures contracts, other non-listed crude oil futures contracts, other non-listed crude oil-related investments, Treasuries, cash and cash equivalents. USBO’s units began trading on June 2, 2010. As of July 31, 2011, USBO had total net assets of $39,013,549 and had outstanding units of 500,000.

See “Prior Performance of the Sponsor and Affiliates” on page 45 .

The Sponsor is required to evaluate the credit risk of each Fund to the futures commission merchant, oversee the purchase and sale of each Fund’s Units by certain Authorized Purchasers, review daily positions and margin requirements of each Fund, and manage each Fund’s investments. The Sponsor also pays the fees of the Marketing Agent, the Administrator, the Custodian, SummerHaven and, in connection with the initial public offering of the Units, registration fees paid to the SEC, FINRA, or any other regulatory agency, including the legal, printing, accounting and other expenses associated therewith.

The business and affairs of the Sponsor are managed by a board of directors, which is comprised of four management directors some of whom are also its executive officers (the “Management Directors”) and three independent directors who meet the independent director requirements established by the NYSE Arca Equities Rules and the Sarbanes-Oxley Act of 2002. While these independent director requirements apply to the Related Public Funds, all of which are limited partnerships and for which the Sponsor acts as the general partner, they do not apply to the Funds. In addition, the Management Directors have the authority to manage the Sponsor pursuant to its Limited Liability Company Agreement.

Mr. Nicholas Gerber and Mr. Howard Mah serve as executive officers of the Sponsor. Neither the Trust nor the Funds have executive officers. The Trust’s and the Funds’ affairs are generally managed by the Sponsor. The following individuals serve as Management Directors of the Sponsor.

Nicholas Gerber has been the President and CEO of the Sponsor since June 9, 2005 and a Management Director of the Sponsor since May 10, 2005. He maintains his main business office at 1320 Harbor Bay Parkway, Suite 145, Alameda, California 94502. He has been listed with the CFTC as a Principal of the Sponsor since November 29, 2005, as Branch Manager of the Sponsor since May 15, 2009 and registered with the CFTC as an Associated Person of the Sponsor on December 1, 2005. Mr. Gerber also served as Vice President/Chief Investment Officer of Lyon’s Gate Reinsurance Company, Ltd., a company formed to reinsure workmen’s compensation insurance, from June 2003 to December 2009. Mr. Gerber has an extensive background in securities portfolio management and in developing investment funds that make use of indexing and futures contracts. He is also the founder of Ameristock Corporation, a California-based investment adviser

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registered under the Investment Advisers Act of 1940, that has been sponsoring and providing portfolio management services to mutual funds since March 1995. Since August 1995, Mr. Gerber has been the portfolio manager of the Ameristock Mutual Fund, Inc. a mutual fund registered under the Investment Company Act of 1940, focused on large cap U.S. equities that, as of July 31, 2011, had $205,008,238 in assets. He has also been a Trustee for the Ameristock ETF Trust since June 2006, and served as a portfolio manager for the Ameristock/Ryan 1 Year, 2 Year, 5 Year, 10 Year and 20 Year Treasury ETF from June 2007 to June 2008 when such funds were liquidated. In these roles, Mr. Gerber has gained extensive experience in evaluating and retaining third-party service providers, including custodians, accountants, transfer agents, and distributors. Mr. Gerber has passed the Series 3 examination for associated persons. He holds an MBA in finance from the University of San Francisco and a BA from Skidmore College. Mr. Gerber is 49 years old.

In concluding that Mr. Gerber should serve as Management Director of the Sponsor, the Sponsor considered his broad business experiences in the industry including: forming and managing investment companies and commodity pools, raising capital for such entities and founding and managing non-finance related companies.

Howard Mah has been a Management Director of the Sponsor since May 10, 2005, Secretary of the Sponsor since June 9, 2005, and Chief Financial Officer of the Sponsor since May 23, 2006. He has been listed with the CFTC as a Principal of the Sponsor since November 29, 2005. In these roles, Mr. Mah is currently involved in the management of USCI and the Related Public Funds and will be involved in the management of USMI, USAI and USCUI, if such funds commence operations. Mr. Mah also serves as the Sponsor’s Chief Compliance Officer. He received a Bachelor of Education from the University of Alberta, in 1986 and an MBA from the University of San Francisco in 1988. He served as Secretary and Chief Compliance Officer of the Ameristock ETF Trust from February 2007 until June 2008 when the trust was liquidated, Chief Compliance Officer of Ameristock Corporation since January 2001; a tax and finance consultant in private practice since January 1995, Secretary of Ameristock Mutual Fund since June 1995 and Ameristock Focused Value Fund from December 2000 to January 2005; Chief Compliance Officer of Ameristock Mutual Fund since August 2004 and the Co-Portfolio Manager of the Ameristock Focused Value Fund from December 2000 to January 2005. Mr. Mah is 47 years old.

In concluding that Mr. Mah should serve as Management Director of the Sponsor, the Sponsor considered his background in accounting and finance, as well as his experience as Chief Compliance Officer for the Sponsor and Ameristock Corporation.

Andrew F. Ngim has been a Management Director of the Sponsor since May 10, 2005 and Treasurer of the Sponsor since June 9, 2005. He has been listed with the CFTC as a Principal of the Sponsor since November 29, 2005. As Treasurer of the Sponsor, Mr. Ngim is currently involved in the management of USCI and the Related Public Funds and will be involved in the management of USMI, USAI and USCUI, if such funds commence operations. He received a Bachelor of Arts from the University of California at Berkeley in 1983. Mr. Ngim has been Ameristock Corporation’s Managing Director since January 1999 and co-portfolio manager of Ameristock Corporation since January 2000, Trustee of the Ameristock ETF Trust since February 2007, and served as a portfolio manager for the Ameristock/Ryan 1 Year, 2 Year, 5 Year, 10 Year and 20 Year Treasury ETF from June 2007 to June 2008 when such funds were liquidated. Mr. Ngim is 51 years old.

In concluding that Mr. Ngim should serve as Management Director of the Sponsor, the Sponsor considered his broad career in the financial services industry as well as experience as co-Portfolio Manager of the Ameristock Mutual Fund.

Robert L. Nguyen has been a Management Director of the Sponsor since May 10, 2005. He has been listed with the CFTC as a Principal of the Sponsor since November 29, 2005 and registered with the CFTC as an Associated Person on November 9, 2007. As a Management Director of the Sponsor, Mr. Nguyen is currently involved in the management of USCI and the Related Public Funds and will be involved in the management of USMI, USAI and USCUI, if such funds commence operations. He received a Bachelor of Science from California State University Sacramento in 1981. Mr. Nguyen has been the Managing Principal of Ameristock Corporation since January 2000. Mr. Nguyen is 52 years old.

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In concluding that Mr. Nguyen should serve as Management Director of the Sponsor, the Sponsor considered his background in the financial services industry as well as his experience in leading the marketing efforts for Ameristock Corporation.

The following individuals provide significant services to USCI and are employed by the Sponsor.

John P. Love has acted as the Portfolio Operations Manager for USCI and the Related Public Funds since January 2006 and, effective March 1, 2010, became the Senior Portfolio Manager for USCI and the Related Public Funds. He is expected to be Senior Portfolio Manager for USMI, USAI and USCUI, if such funds commence operations. Mr. Love is also employed by the Sponsor. He has been listed with the CFTC as a Principal of the Sponsor since January 17, 2006. Mr. Love also served as the operations manager of Ameristock Corporation from October 2002 to January 2007, where he was responsible for back office and marketing activities for the Ameristock Mutual Fund and Ameristock Focused Value Fund and for the firm in general. Mr. Love holds a Series 3 license and was registered with the CFTC as an Associated Person of the Sponsor from December 1, 2005 through April 16, 2009. Mr. Love has passed the Level 1 Chartered Financial Analyst examination and is currently a Level II candidate in the CFA Program. He holds a BFA in cinema-television from the University of Southern California. Mr. Love is 40 years old.

John T. Hyland, CFA acts as a Portfolio Manager and as the Chief Investment Officer for the Sponsor. Mr. Hyland is employed by the Sponsor. He registered with the CFTC as an Associated Person of the Sponsor on December 1, 2005, and has been listed with the CFTC as a Principal of the Sponsor since January 17, 2006. Mr. Hyland became the Portfolio Manager for USOF, USNG, US12OF, UGA, USHO, USSO, US12NG, USBO and USCI in April 2006, April 2007, December 2007, February 2008, April 2008, September 2009, November 2009, June 2010 and August 2010, respectively, and as Chief Investment Officer of the Sponsor since January 2008, acts in such capacity on behalf of USCI and the Related Public Funds. He is also expected to become the Portfolio Manager for USMI, USAI and USCUI, if such funds commence operations. As part of his responsibilities for USCI and the Related Public Funds, Mr. Hyland handles day-to-day trading, helps set investment policies, and oversees USCI’s and the Related Public Funds’ activities with their futures commission brokers, custodian-administrator, and marketing agent. Mr. Hyland has an extensive background in portfolio management and research with both equity and fixed income securities, as well as in the development of new types of complex investment funds. In July 2001, Mr. Hyland founded Towerhouse Capital Management, LLC, a firm that, through December 2009, provided portfolio management and new fund development expertise to non-U.S. institutional investors. Since January 2010, Towerhouse Capital Management has been inactive. Mr. Hyland was a Principal for Towerhouse in charge of portfolio research and product development regarding U.S. and non-U.S. real estate related securities. Mr. Hyland received his Chartered Financial Analyst (“CFA”) designation in 1994. Mr. Hyland is a member of the CFA Institute (formerly AIMR) and is a member and former president of the CFA Society of San Francisco. He is also a member of the National Association of Petroleum Investment Analysts, a not-for-profit organization of investment professionals focused on the oil industry. He is a graduate of the University of California, Berkeley. Mr. Hyland is 52 years old.

Margaret Johnson has acted as a Portfolio Operations Manager for USCI since March 2010. She is expected to act as a Portfolio Operations Manager for USMI, USAI and USCUI. Ms. Johnson has been employed by the Sponsor since February 2009. Ms. Johnson has been listed with the CTFC as a Principal of the Sponsor since April 21, 2011. Ms. Johnson has also served as the Sponsor’s Director of Product Development from February 2009 through March 2010 and Director of Investment Services since March 2010. Ms. Johnson also served as the Director of Product Services of Ameristock Corporation from January 2007 to February 2009, where she was responsible for back office and marketing activities for the Ameristock Mutual Fund and Ameristock/Ryan Treasury ETFs. Ms. Johnson was previously employed by Gap Japan, a subsidiary of Gap Inc., from September 2005 to December 2006, and Gap Inc., a global specialty retailer offering clothing, accessories and personal care products to consumers from August 1990 to September 2005, where she most recently served as the Director of Planning for Gap Japan. Ms. Johnson holds a Series 7 registration. She holds a BS in Communications from Moorhead State University. Ms. Johnson is 50 years old.

The following individuals serve as independent directors of the Sponsor.

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Peter M. Robinson has been an independent director of the Sponsor since September 30, 2005 and, as such, serves on the Board of the Sponsor, which acts on behalf of the Related Public Funds. He has been listed with the CFTC as a Principal of the Sponsor since December 2005. Mr. Robinson has been employed as a Research Fellow with the Hoover Institution since 1993. The Hoover Institution is a public policy think tank located on the campus of Stanford University. Mr. Robinson graduated from Dartmouth College in 1979 and Oxford University in 1982. Mr. Robinson received an MBA from the Stanford University Graduate School of Business. Mr. Robinson has also written three books and has been published in the New York Times , Red Herring , and Forbes ASAP and he is the editor of Can Congress Be Fixed?: Five Essays on Congressional Reform (Hoover Institution Press, 1995). Mr. Robinson is 54 years old.

In concluding that Mr. Robinson should serve as independent director of the Sponsor, the Sponsor considered his broad experience in the United States government, including his employment at the Securities and Exchange Commission, and his knowledge of and insight into public policy.

Gordon L. Ellis has been an independent director of the Sponsor since September 30, 2005 and, as such, serves on the Board of the Sponsor, which acts on behalf of the Related Public Funds. He has been listed with the CFTC as a Principal of the Sponsor since November 2005. Mr. Ellis has been Chairman of International Absorbents, Inc., a holding company of Absorption Corp., since July 1988, President and Chief Executive Officer since November 1996 and a Class I Director of the company since July 1985. Mr. Ellis is also a director of Absorption Corp., International Absorbents, Inc.’s wholly-owned subsidiary which is engaged in developing, manufacturing and marketing a wide range of animal care and industrial absorbent products. Mr. Ellis is a director/trustee of Polymer Solutions, Inc., a former publicly-held company that sold all of its assets effective as of February 3, 2004 and is currently winding down its operations and liquidating following such sale. Polymer Solutions previously manufactured paints, coatings, stains and primers for wood furniture manufacturers. Mr. Ellis is a professional engineer with an MBA in international finance. Mr. Ellis is 64 years old.

In concluding that Mr. Ellis should serve as independent director of the Sponsor, the Sponsor considered his experience serving as the Chairman and Chief Executive Officer of a former publicly-traded corporation as well as his experience as an entrepreneur.

Malcolm R. Fobes III has been an independent director of the Sponsor since September 30, 2005 and, as such, serves on the Board of the Sponsor, which acts on behalf of the Related Public Funds. He has been listed with the CFTC as a Principal of the Sponsor since November 2005. Mr. Fobes is the founder, Chairman and Chief Executive Officer of Berkshire Capital Holdings, Inc., a California-based investment adviser registered under the Investment Advisers Act of 1940, that has been sponsoring and providing portfolio management services to mutual funds since June 1997. Since June 1997, Mr. Fobes has been the Chairman and President of The Berkshire Funds, a mutual fund investment company registered under the Investment Company Act of 1940. Mr. Fobes also serves as portfolio manager of the Berkshire Focus Fund, a mutual fund registered under the Investment Company Act of 1940, which concentrates its investments in the electronic technology industry. From April 2000 to July 2006, Mr. Fobes also served as co-portfolio manager of The Wireless Fund, a mutual fund registered under the Investment Company Act of 1940, which concentrates its investments in companies engaged in the development, production, or distribution of wireless-related products or services. In these roles, Mr. Fobes has gained extensive experience in evaluating and retaining third-party service providers, including custodians, accountants, transfer agents, and distributors. Mr. Fobes was also contributing editor of Start a Successful Mutual Fund: The Step-by-Step Reference Guide to Make It Happen (JV Books, 1995). Mr. Fobes holds a B.S. degree in Finance and Economics from San Jose State University in California. Mr. Fobes is 47 years old.

In concluding that Mr. Fobes should serve as independent director of the Sponsor, the Sponsor considered his background as founder, Chairman and Chief Executive Officer of a registered investment adviser as well as Chairman, President, Chief Financial Officer and Portfolio Manager of a mutual fund investment company.

The following are individual Principals, as that term is defined in CFTC Rule 3.1, for the Sponsor: Nicholas Gerber, Melinda Gerber, the Gerber Family Trust, the Nicholas and Melinda Gerber Living Trust, Howard Mah, Andrew Ngim, Robert Nguyen, Peter Robinson, Gordon Ellis, Malcolm Fobes, John Love, John Hyland, Ray Allen, Margaret Johnson and Wainwright Holdings, Inc. These individuals are Principals due to

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their positions, however, Nicholas Gerber and Melinda Gerber are also Principals due to their controlling stake in Wainwright. None of the Principals owns or has any other beneficial interest in the Funds other than as described in the section of this prospectus entitled “Security Ownership of Certain Beneficial Owners and Management.” John Hyland and Margaret Johnson make trading and investment decisions for the Funds. Margaret Johnson executes trades on behalf of the Funds. In addition, Nicholas Gerber, John Hyland, Robert Nguyen, Ray Allen and Kyle Balough are registered with the CFTC as Associated Persons of the Sponsor and are NFA Associate Members.

Contributions to the Funds

The Sponsor contributed $1,000 to each of USMI, USAI and USCUI on November 10, 2010, representing initial contributions of capital to the pools. In connection with the commencement of the offering of USMI, USAI and USCUI, the Sponsor will receive 40 Sponsor’s Units of each of USMI, USAI and USCUI to be issued in exchange for the previously received capital contributions, representing a beneficial interest in each pool. See also “The Offer — What is the Plan of Distribution — Marketing Agent and Authorized Purchasers” for a description of the Sponsor’s ability to purchase one of the Creation Baskets of each Fund from the initial Authorized Purchaser at the initial offering price of the Units of such Fund and hold it for an indefinite period of time.

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listed crude oil futures contracts, other non-listed oil related investments, Treasuries, cash and cash equivalents. As of July 31, 2011, the total amount of money raised by USOF from its authorized purchasers was $30,272,128,596; the total number of authorized purchasers of USOF was 22; the number of baskets purchased by authorized purchasers of USOF was 6,365; the number of baskets redeemed by authorized purchasers of USOF was 6,050; and the aggregate amount of units purchased was 636,500,000.

Since the commencement of the offering of USOF units to the public on April 10, 2006 to July 31, 2011, the simple average daily change in its benchmark oil futures contract was -0.017%, while the simple average daily change in the NAV of USOF over the same time period was -0.014%. The average daily difference was -0.003% (or -0.3 basis points, where 1 basis point equals 1/100 of 1%). As a percentage of the daily movement of the benchmark oil futures contract, the average error in daily tracking by the NAV was 0.946%, meaning that over this time period USOF’s tracking error was within the plus or minus 10% range established as its benchmark tracking goal.

USNG is a commodity pool and issues units traded on the NYSE Arca. The investment objective of USNG is for the changes in percentage terms of its units’ NAV to reflect the changes in percentage terms of the spot price of natural gas delivered at the Henry Hub, Louisiana as measured by the changes in the price of the futures contract for natural gas traded on the NYMEX, less USNG’s expenses. USNG’s units began trading on April 18, 2007 and are offered on a continuous basis. USNG may invest in a mixture of listed natural gas futures contracts, other non-listed natural gas related investments, Treasuries, cash and cash equivalents. As of July 31, 2011, the total amount of money raised by USNG from its authorized purchasers was $13,337,773,455; the total number of authorized purchasers of USNG was 17; the number of baskets purchased by authorized purchasers of USNG was 10,141; the number of baskets redeemed by authorized purchasers of USNG was 6,296; and the aggregate amount of units purchased was 1,014,100,000.

Since the commencement of the offering of USNG units to the public on April 18, 2007 to July 31, 2011, the simple average daily change in its benchmark futures contract was -0.162% while the simple average daily change in the NAV of USNG over the same time period was -0.162%. The average daily difference was 0.000%. As a percentage of the daily movement of the benchmark futures contract, the average error in daily tracking by the NAV was -0.225%, meaning that over this time period USNG’s tracking error was within the plus or minus 10% range established as its benchmark tracking goal.

USHO is a commodity pool and issues units traded on the NYSE Arca. The investment objective of USHO is for the daily changes in percentage terms of its units’ NAV to reflect the daily changes in percentage terms of the spot price of heating oil for delivery to the New York harbor, as measured by the changes in the price of the futures contract on heating oil traded on the NYMEX, less USHO’s expenses. USHO’s units began trading on April 9, 2008 and are offered on a continuous basis. USHO may invest in a mixture of listed heating oil futures contracts, other non-listed heating oil-related investments, Treasuries, cash and cash equivalents. As of July 31, 2011, the total amount of money raised by USHO from its authorized purchasers was $30,497,990; the total number of authorized purchasers of USHO was 11; the number of baskets purchased by authorized purchasers of USHO was 9; the number of baskets redeemed by authorized purchasers of USHO was 7; and the aggregate amount of units purchased was 900,000.

Since the commencement of the offering of USHO units to the public on April 9, 2008 to July 31, 2011, the simple average daily change in its benchmark futures contract was -0.011%, while the simple average daily change in the NAV of USHO over the same time period was -0.012%. The average daily difference was -0.001% (or -0.1 basis points, where 1 basis point equals 1/100 of 1%). As a percentage of the daily movement of the benchmark futures contract, the average error in daily tracking by the NAV was -0.611%, meaning that over this time period USHO’s tracking error was within the plus or minus 10% range established as its benchmark tracking goal.

US12OF is a commodity pool and issues units traded on the NYSE Arca. The investment objective of US12OF is for the changes in percentage terms of its units’ NAV to reflect the changes in percentage terms of the spot price of light, sweet crude oil delivered to Cushing, Oklahoma, as measured by the changes in the average of the prices of 12 futures contracts on light, sweet crude oil traded on the NYMEX, consisting of the near month contract to expire and the contracts for the following 11 months, for a total of 12 consecutive months’ contracts, less US12OF’s expenses. US12OF’s units began trading on December 6, 2007 and are

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offered on a continuous basis. US12OF may invest in a mixture of listed crude oil futures contracts, other non-listed oil related investments, Treasuries, cash and cash equivalents. As of July 31, 2011, the total amount of money raised by US12OF from its authorized purchasers was $357,382,592; the total number of authorized purchasers of US12OF was 10; the number of baskets purchased by authorized purchasers of US12OF was 106; the number of baskets redeemed by authorized purchasers of US12OF was 57; and the aggregate amount of units purchased was 10,600,000.

Since the commencement of the offering of US12OF units to the public on December 6, 2007 to July 31, 2011, the simple average daily change in the average price of its benchmark futures contracts was 0.013%, while the simple average daily change in the NAV of US12OF over the same time period was 0.013%. The average daily difference was 0.001% (or -0.1 basis points, where 1 basis point equals 1/100 of 1%). As a percentage of the daily movement of the average price of the benchmark futures contracts, the average error in daily tracking by the NAV was -0.232%, meaning that over this time period US12OF’s tracking error was within the plus or minus 10% range established as its benchmark tracking goal.

UGA is a commodity pool and issues units traded on the NYSE Arca. The investment objective of UGA is for the changes in percentage terms of its units’ NAV to reflect the changes in percentage terms in the spot price of unleaded gasoline for delivery to the New York harbor, as measured by the changes in the price of the futures contract on gasoline traded on the NYMEX, less UGA’s expenses. UGA’s units began trading on February 26, 2008 and are offered on a continuous basis. UGA may invest in a mixture of listed gasoline futures contracts, other non-listed gasoline related investments, Treasuries, cash and cash equivalents. As of July 31, 2011, the total amount of money raised by UGA from its authorized purchasers was $252,191,077; the total number of authorized purchasers of UGA was 12; the number of baskets purchased by authorized purchasers of UGA was 71; the number of baskets redeemed by authorized purchasers of UGA was 47; and the aggregate amount of units purchased was 7,100,000.

Since the commencement of the offering of UGA units to the public on February 26, 2008 to July 31, 2011, the simple average daily change in its benchmark futures contract was 0.045%, while the simple average daily change in the NAV of UGA over the same time period was 0.043%. The average daily difference was -0.002% (or -0.2 basis points, where 1 basis point equals 1/100 of 1%). As a percentage of the daily movement of the benchmark futures contract, the average error in daily tracking by the NAV was 0.542%, meaning that over this time period UGA’s tracking error was within the plus or minus 10% range established as its benchmark tracking goal.

USSO is a commodity pool and issues units traded on the NYSE Arca. The investment objective of USSO is for the daily changes in percentage terms of its units’ NAV to inversely reflect the daily changes in percentage terms of the spot price of light, sweet crude oil delivered to Cushing, Oklahoma as measured by the changes in the price of the futures contract for light, sweet crude oil traded on the NYMEX, less USSO’s expenses. USSO’s units began trading on September 24, 2009 and are offered on a continuous basis. USSO may invest in short positions in listed crude oil futures contracts, other non-listed oil related investments, Treasuries, cash and cash equivalents. As of July 31, 2011, the total amount of money raised by USSO from its authorized purchasers was $48,255,371; the total number of authorized purchasers of USSO was 12; the number of baskets purchased by authorized purchasers of USSO was 11; the number of baskets redeemed by authorized purchasers of USSO was 8; and the aggregate amount of units purchased was 1,100,000.

Since the commencement of the offering of USSO units to the public on September 24, 2009 to July 31, 2011, the inverse of the simple average daily change in its benchmark futures contract was 0.030%, while the simple average daily change in the NAV of USSO over the same time period was -0.035%. The average daily difference was -0.005% (or 0.5 basis points, where 1 basis point equals 1/100 of 1%). As a percentage of the inverse of the daily movement of the benchmark futures contract, the average error in daily tracking by the NAV was -1.540%, meaning that over this time period USSO’s tracking error was within the plus or minus 10% range established as its benchmark tracking goal.

US12NG is a commodity pool and issues units traded on the NYSE Arca. The investment objective of US12NG is for the daily changes in percentage terms of its units’ NAV to reflect the daily changes in percentage terms of the spot price of natural gas delivered at the Henry Hub, Louisiana, as measured by the changes in the average of the prices of 12 futures contracts on natural gas traded on the NYMEX, consisting of the near month contract to expire and the contracts for the following 11 months, for a total of 12

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consecutive months’ contracts, less US12NG’s expenses. US12NG’s units began trading on November 18, 2009 and are offered on a continuous basis. US12NG may invest in a mixture of listed natural gas futures contracts, other non-listed natural gas related investments, Treasuries, cash and cash equivalents. As of July 31, 2011, the total amount of money raised by US12NG from its authorized purchasers was $81,572,038; the total number of authorized purchasers of US12NG was 6; the number of baskets purchased by authorized purchasers of US12NG was 19; the number of baskets redeemed by authorized purchasers of US12NG was 8; and the aggregate amount of units purchased was 1,900,000.

Since the commencement of the offering of US12NG units to the public on November 18, 2009 to July 31, 2011, the simple average daily change in the average price of its benchmark futures contracts was -0.092%, while the simple average daily change in the NAV of US12NG over the same time period was -0.096%. The average daily difference was -0.004% (or -0.4 basis points, where 1 basis point equals 1/100 of 1%). As a percentage of the daily movement of the average price of the benchmark futures contracts, the average error in daily tracking by the NAV was -0.533%, meaning that over this time period US12NG’s tracking error was within the plus or minus 10% range established as its benchmark tracking goal.

USBO is a commodity pool and issues units traded on the NYSE Arca. The investment objective of USBO is for the daily changes in percentage terms of its units’ NAV to reflect the daily changes in percentage terms of the spot price of Brent crude oil as measured by the changes in the price of the futures contract for Brent crude oil traded on the ICE Futures, less USBO’s expenses. USBO’s units began trading on June 2, 2010 and are offered on a continuous basis. USBO may invest in a mixture of listed oil futures contracts, other non-listed oil related investments, Treasuries, cash and cash equivalents. As of July 31, 2011, the total amount of money raised by USBO from its authorized purchasers was $84,125,512; the total number of authorized purchasers of USBO was 6; the number of baskets purchased by authorized purchasers of USBO was 12; the number of baskets redeemed by authorized purchasers of USBO was 7; and the aggregate amount of units purchased was 1,200,000.

Since the commencement of the offering of USBO units to the public on June 2, 2010 to July 31, 2011, the simple average daily change in its benchmark futures contract was 0.170%, while the simple average daily change in the NAV of USBO over the same time period was 0.166%. The average daily difference was -0.004% (or -0.4 basis points, where 1 basis point equals 1/100 of 1%). As a percentage of the daily movement of the benchmark futures contract, the average error in daily tracking by the NAV was 1.052%, meaning that over this time period USBO’s tracking error was within the plus or minus 10% range established as its benchmark tracking goal.

The table below shows the relationship between the trading prices of the units each of the Related Public Funds and the daily NAV of such fund, since inception through July 31, 2011. The first row shows the average amount of the variation between the fund’s closing market price and NAV, computed on a daily basis since inception, while the second and third rows depict the maximum daily amount of the end of day premiums and discounts to NAV since inception, on a percentage basis. Management of the Sponsor believes that maximum and minimum end of day premiums and discounts typically occur because trading in the units continues on the NYSE Arca until 4:00 p.m. New York time while regular trading in the benchmark futures contract on the NYMEX ceases at 2:30 p.m. New York time and the value of the relevant benchmark futures contract, for purposes of determining its end of day NAV, can be determined at that time. One known exception to this conclusion were the premiums on trading in USNG units that occurred between July 8, 2009 and September 28, 2009, when USNG suspended the issuance of Creation Baskets as a result of regulatory concern relating to the size of USNG’s positions in the natural gas futures and cleared swap markets, and there was continued demand for such units and other similar natural gas futures linked investments in the market.

		USOF				USNG				US12OF				UGA				USHO				USSO				US12NG				USBO				USCI
Average Difference		$	(0.0042	)		$	0.1309			$	(0.0481	)		$	0.0048			$	0.0046			$	(0.0060	)		$	0.0085			$	(0.0700	)		$	0.1000
Max Premium %			3.88	%			9.47	%			4.11	%			6.29	%			5.75	%			2.97	%			3.24	%			2.06	%			2.03	%
Max Discount %			-4.51	%			-2.42	%			-9.72	%			-4.50	%			-3.85	%			3.41	%			-6.52	%			-3.13	%			-1.15	%

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There are significant differences between investing in the Funds and the Related Public Funds and investing directly in the futures market. The Sponsor’s results with the Related Public Funds may not be representative of results that may be experienced with a fund directly investing in futures contracts or other managed funds investing in futures contracts. For more information on the performance of the Related Public Funds see the Performance Tables below.

Performance of the Related Public Funds

USCI:

Experience in Raising and Investing in USCI Through July 31, 2011

PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS

Dollar Amount Offered*		$	2,500,000,000
Dollar Amount Raised		$	531,590,095
Organizational and Offering Expenses:**
SEC registration fee		$	178,247
FINRA registration fee		$	75,500
Listing fee		$	5,000
Auditor’s fees and expenses		$	2,500
Legal fees and expenses		$	625,066
Printing expenses		$	50,395
Length of USCI offering			Continuous

Compensation to the Sponsor and Other Compensation USCI:

Expenses paid by USCI through July 31, 2011 in Dollar Terms:

Expenses		Amount in Dollar Terms
Amount Paid or Accrued to Sponsor		$	2,237,609
Amount Paid or Accrued in Portfolio Brokerage Commissions		$	240,495
Other Amounts Paid or Accrued*		$	407,300
Total Expenses Paid or Accrued		$	2,885,403
Expenses Waived**		$	(88,303 )
Total Expenses Paid or Accrued Including Expenses Waived		$	2,797,100

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Expenses paid by USCI through July 31, 2011 as a Percentage of Average Daily Net Assets:

Expenses		Amount As a Percentage of Average Daily Net Assets
Amount Paid or Accrued to Sponsor			0.95% annualized
Amount Paid or Accrued in Portfolio Brokerage Commissions			0.10% annualized
Other Amounts Paid or Accrued			0.18% annualized
Total Expenses Paid or Accrued			1.23% annualized
Expenses Waived			(0.04)% annualized
Total Expenses Paid or Accrued Including Expenses Waived			1.19% annualized
USCI Performance:
Name of Commodity Pool			USCI
Type of Commodity Pool			Exchange traded security
Inception of Trading			August 10, 2010
Aggregate Subscriptions (from inception through July 31, 2011)			$531,590,095
Total Net Assets as of July 31, 2011			$491,470,192
Initial NAV per Unit as of Inception			$50.00
NAV per Unit as of July 31, 2011			$66.41
Worst Monthly Percentage Draw-down			May 11 (5.77)%
Worst Peak-to-Valley Draw-down			April 11 – Jun 11 (10.46)%
Number of Unitholders (as of December 31, 2010)			5,456

COMPOSITE PERFORMANCE DATA FOR USCI
PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS

Month		2010				2011
January			—				4.01	%
February			—				5.27	%
March			—				(0.14	)%
April			—				1.89	%
May			—				(5.77	)%
June			—				(5.03	)%
July			—				3.52	%
August			(0.04)%**
September			8.38	%
October			6.31	%
November			0.76	%
December			10.93	%
Annual Rate of Return			28.72	%			3.22%***

Terms Used in Performance Tables

Draw-down:  Losses experienced over a specified period. Draw-down is measured on the basis of monthly returns only and does not reflect intra-month figures.

Worst Monthly Percentage Draw-down:  The largest single month loss sustained since inception of trading.

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Worst Peak-to-Valley Draw-down:  The largest percentage decline in the NAV per unit over the history of the fund. This need not be a continuous decline, but can be a series of positive and negative returns where the negative returns are larger than the positive returns. Worst Peak-to-Valley Draw-down represents the greatest percentage decline from any month-end NAV per unit that occurs without such month-end NAV per unit being equaled or exceeded as of a subsequent month-end. For example, if the NAV per unit declined by $1 in each of January and February, increased by $1 in March and declined again by $2 in April, a “peak-to-valley drawdown” analysis conducted as of the end of April would consider that “drawdown” to be still continuing and to be $3 in amount, whereas if the NAV per unit had increased by $2 in March, the January-February drawdown would have ended as of the end of February at the $2 level.

USOF:

Experience in Raising and Investing in USOF through July 31, 2011

PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS

Dollar Amount Offered*		$	71,257,630,000
Dollar Amount Raised		$	30,272,128,596
Organizational and Offering Expenses:**
SEC registration fee		$	2,485,175
FINRA registration fee		$	604,000
Listing fee		$	5,000
Auditor’s fees and expenses		$	77,850
Legal fees and expenses		$	1,681,130
Printing expenses		$	68,417
Length of USOF Offering			Continuous

Compensation to the Sponsor and Other Compensation

Expenses Paid by USOF through July 31, 2011 in dollar terms:

Expenses:		Amount in Dollar Terms
Amount Paid or Accrued to Sponsor		$	33,905,832
Amount Paid or Accrued in Portfolio Brokerage Commissions		$	10,224,346
Other Amounts Paid or Accrued*		$	11,716,393
Total Expenses Paid or Accrued		$	55,846,571

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Expenses paid by USOF through July 31, 2011 as a Percentage of Average Daily Net Assets:

Expenses:		Amount As a Percentage of Average Daily Net Assets
Amount Paid or Accrued to Sponsor			0.46% annualized
Amount Paid or Accrued in Portfolio Brokerage Commissions			0.14% annualized
Other Amounts Paid or Accrued			0.16% annualized
Total Expenses Paid or Accrued			0.76% annualized
USOF Performance:
Name of Commodity Pool			USOF
Type of Commodity Pool			Exchange traded security
Inception of Trading			April 10, 2006
Aggregate Subscriptions (from inception through July 31, 2011)			$30,272,128,596
Total Net Assets as of July 31, 2011			$1,176,137,715
Initial NAV per Unit as of Inception			$67.39
NAV per Unit as of July 31, 2011			$37.34
Worst Monthly Percentage Draw-down			Oct 2008 (31.57)%
Worst Peak-to-Valley Draw-down			Jun 2008 – Feb 2009 (75.84)%
Number of Unitholders (as of December 31, 2010)			176,111

COMPOSITE PERFORMANCE DATA FOR USOF
PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS

		Rates of Return*
Month		2006				2007				2008				2009				2010				2011
January			—				(6.55 )%				(4.00 )%				(14.60 )%				(8.78) %				(0.62	)%
February			—				5.63 %				11.03 %				(6.55 )%				8.62 %				1.21	%
March			—				4.61 %				0.63 %				7.23 %				4.61 %				8.78	%
April			3.47%**				(4.26 )%				12.38 %				(2.38 )%				2.04 %				6.12	%
May			(2.91 )%				(4.91 )%				12.80 %				26.69 %				(17.96) %				(10.43	)%
June			3.16 %				9.06 %				9.90 %				4.16 %				0.47 %				(7.65	)%
July			(0.50 )%				10.57 %				(11.72 )%				(2.30 )%				3.57 %				(0.24	)%
August			(6.97 )%				(4.95 )%				(6.75 )%				(1.98 )%				(9.47) %
September			(11.72 )%				12.11 %				(12.97 )%				0.25 %				8.97 %
October			(8.45 )%				16.98 %				(31.57 )%				8.43 %				0.89 %
November			4.73 %				(4.82 )%				(20.65 )%				(0.51 )%				2.53 %
December			(5.21 )%				8.67 %				(22.16 )%				(0.03 )%				8.01 %
Annual Rate of Return			(23.03 )%				46.17 %				(54.75 )%				14.14 %				(0.49	)%			(4.18)%***

For a definition of Draw-down, please see text below “Composite Performance Data for USCI.”

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USNG:

Experience in Raising and Investing in USNG through July 31, 2011

PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS

Dollar Amount Offered*		$	24,056,500,000
Dollar Amount Raised		$	13,337,773,455
Organizational and Offering Expenses:**
SEC registration fee		$	1,341,530
FINRA registration fee		$	377,500
Listing fee		$	5,000
Auditor’s fees and expenses		$	39,350
Legal fees and expenses		$	621,670
Printing expenses		$	76,946
Length of USNG Offering			Continuous

Compensation to the Sponsor and Other Compensation

Expenses paid by USNG through July 31, 2011 in dollar terms:

Expenses:		Amount in Dollar Terms
Amount Paid or Accrued to Sponsor		$	42,650,849
Amount Paid or Accrued in Portfolio Brokerage Commissions		$	22,694,874
Other Amounts Paid or Accrued*		$	23,378,548
Total Expenses Paid or Accrued		$	88,724,307

Expenses paid by USNG through July 31, 2011 as a Percentage of Average Daily Net Assets:

Expenses:		Amount As a Percentage of Average Daily Net Assets
Amount Paid or Accrued to Sponsor			0.54% annualized
Amount Paid or Accrued in Portfolio Brokerage Commissions			0.28% annualized
Other Amounts Paid or Accrued			0.29% annualized
Total Expenses Paid or Accrued			0.97% annualized
USNG Performance:
Name of Commodity Pool			USNG
Type of Commodity Pool			Exchange traded security
Inception of Trading			April 18, 2007
Aggregate Subscriptions (from inception through July 31, 2011)			$13,337,773,455
Total Net Assets as of July 31, 2011			$1,657,731,277
Initial NAV per Unit as of Inception			$50.00
NAV per Unit as of July 31, 2011			$10.48
Worst Monthly Percentage Draw-down			Jul 2008 (32.13)%
Worst Peak-to-Valley Draw-down			Jun 2008 – Jul 2011 (91.64)%
Number of Unitholders (as of December 31, 2010)			393,887

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COMPOSITE PERFORMANCE DATA FOR USNG
PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS

		Rates of Return*
Month		2007				2008				2009				2010				2011
January			—				8.87 %				(21.49 )%				(7.65 )%				(0.17	)%
February			—				15.87 %				(5.47 )%				(6.02 )%				(10.02	)%
March			—				6.90 %				(11.81 )%				(21.05) %				6.68	%
April			4.30%**				6.42 %				(13.92 )%				(0.87) %				5.39	%
May			(0.84 )%				6.53 %				10.37 %				8.19 %				(2.23	)%
June			(15.90 )%				13.29 %				(4.63 )%				5.14 %				(7.00	)%
July			(9.68 )%				(32.13 )%				(8.70 )%				6.43 %				(4.9	)%
August			(13.37 )%				(13.92 )%				(27.14 )%				(22.95) %
September			12.28 %				(9.67 )%				26.03	%			(3.13) %
October			12.09 %				(12.34 )%				(13.31 )%				(5.83) %
November			(16.16 )%				(6.31 )%				(11.86 )%				(1.37) %
December			0.75 %				(14.32 )%				13.91 %				4.53 %
Annual Rate of Return			(27.64) %				(35.68 )%				(56.73 )%				(40.42	)%			(12.67)%***

For a definition of Draw-down, please see text below “Composite Performance Data for USCI.”

USHO:

Experience in Raising and Investing in USHO through July 31, 2011

PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS

Dollar Amount Offered*		$	1,940,500,000
Dollar Amount Raised		$	30,497,990
Organizational and Offering Expenses:**
SEC registration fee		$	142,234
FINRA registration fee		$	151,000
Listing fee		$	5,000
Auditor’s fees and expenses		$	2,500
Legal fees and expenses		$	127,303
Printing expenses		$	31,751
Length of USHO offering			Continuous

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Compensation to the Sponsor and Other Compensation

Expenses paid by USHO through July 31, 2011 in dollar terms:

Expenses:		Amount in Dollar Terms
Amount Paid or Accrued to Sponsor		$	211,810
Amount Paid or Accrued in Portfolio Brokerage Commissions		$	35,000
Other Amounts Paid or Accrued*		$	731,050
Total Expenses Paid or Accrued		$	977,859
Expenses Waived**		$	(656,430	)
Total Expenses Paid or Accrued Including Expenses Waived		$	321,429

Expenses paid by USHO through July 31, 2011 as a Percentage of Average Daily Net Assets:

Expenses:		Amount As a Percentage of Average Daily Net Assets
Amount Paid or Accrued to Sponsor			0.60% annualized
Amount Paid or Accrued in Portfolio Brokerage Commissions			0.10% annualized
Other Amounts Paid or Accrued			2.08% annualized
Total Expenses Paid or Accrued			2.78% annualized
Expenses Waived			(1.87)% annualized
Total Expenses Paid Including Expenses Waived			0.91% annualized
USHO Performance:
Name of Commodity Pool			USHO
Type of Commodity Pool			Exchange traded security
Inception of Trading			April 9, 2008
Aggregate Subscriptions (from inception through July 31, 2011)			$30,497,990
Total Net Assets as of July 31, 2011			$7,072,902
Initial NAV Per Unit as of Inception			$50.00
NAV per Unit as of July 31, 2011			$35.36
Worst Monthly Percentage Draw-down			Oct 2008 (28.63%)
Worst Peak-to-Valley Draw-down			Jun 2008 – Feb 2009 (69.17%)
Number of Unitholders (as of December 31, 2010)			2,539

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COMPOSITE PERFORMANCE DATA FOR USHO
PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS

		Rates of Return*
Month		2008				2009				2010				2011
January			—				0.05 %				(10.17 )%				7.58	%
February			—				(11.34 )%				5.78 %				6.98	%
March			—				6.73 %				6.42 %				5.45	%
April			2.84%**				(3.85 )%				5.13 %				4.75	%
May			15.93 %				23.13 %				(14.14) %				(7.17	)%
June			5.91 %				4.55 %				(0.40) %				(4.01	)%
July			(12.18 )%				0.39 %				2.48 %				4.68	%
August			(8.41 )%				(2.71 )%				(5.88) %
September			(9.77 )%				(0.48 )%				12.75 %
October			(28.63 )%				7.60 %				(2.20) %
November			(18.38 )%				0.19 %				2.97 %
December			(17.80 )%				2.23 %				8.75 %
Annual Rate of Return			(56.12 )%				25.52 %				8.28	%			18.58%***

For a definition of Draw-down, please see text below “Composite Performance Data for USCI.”

US12OF:

Experience in Raising and Investing in US12OF through July 31, 2011

PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS

Dollar Amount Offered*		$	3,718,000,000
Dollar Amount Raised		$	357,382,592
Organizational and Offering Expenses:**
SEC registration fee		$	129,248
FINRA registration fee		$	151,000
Listing fee		$	5,000
Auditor’s fees and expenses		$	10,700
Legal fees and expenses		$	258,912
Printing expenses		$	44,402
Length of US12OF Offering			Continuous

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Compensation to the Sponsor and Other Compensation

Expenses paid by US12OF through July 31, 2011 in dollar terms:

Expenses:		Amount in Dollar Terms
Amount Paid or Accrued to Sponsor		$	2,658,559
Amount Paid or Accrued in Portfolio Brokerage Commissions		$	86,114
Other Amounts Paid or Accrued*		$	1,572,102
Total Expenses Paid or Accrued		$	4,316,775
Expenses Waived**		$	(262,220	)
Total Expenses Paid or Accrued Including Expenses Waived		$	4,054,555

Expenses paid by US12OF through July 31, 2011 as a Percentage of Average Daily Net Assets:

Expenses:		Amount As a Percentage of Average Daily Net Assets
Amount Paid or Accrued to Sponsor			0.60% annualized
Amount Paid or Accrued in Portfolio Brokerage Commissions			0.02% annualized
Other Amounts Paid or Accrued			0.36% annualized
Total Expenses Paid or Accrued			0.98% annualized
Expenses Waived			(0.06)% annualized
Total Expenses Paid or Accrued Including Expenses Waived			0.92% annualized
US12OF Performance:
Name of Commodity Pool			US12OF
Type of Commodity Pool			Exchange traded security
Inception of Trading			December 6, 2007
Aggregate Subscriptions (from inception through July 31, 2011)			$357,382,592
Total Net Assets as of July 31, 2011			$213,648,286
Initial NAV per Unit as of Inception			$50.00
NAV per Unit as of July 31, 2011			$43.60
Worst Monthly Percentage Draw-down			Oct 2008 (29.59)%
Worst Peak-to-Valley Draw-down			Jun 2008 – Feb 2009 (66.97)%
Number of Unitholders (as of December 31, 2010)			13,837

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COMPOSITE PERFORMANCE DATA FOR US12OF
PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS

		Rates of Return*
Month		2007				2008				2009				2010				2011
January			—				(2.03 )%				(7.11 )%				(8.40 )%				3.38	%
February			—				10.48 %				(4.34 )%				6.73 %				1.89	%
March			—				(0.66 )%				9.22 %				4.16 %				7.30	%
April			—				11.87 %				(1.06 )%				6.37 %				5.94	%
May			—				15.47 %				20.40 %				(15.00) %				(8.91	)%
June			—				11.59 %				4.51 %				(1.00) %				(6.43	)%
July			—				(11.39 )%				1.22 %				4.16 %				(0.43	)%
August			—				(6.35 )%				(2.85 )%				(5.92) %
September			—				(13.12 )%				(0.92 )%				7.02 %
October			—				(29.59 )%				8.48 %				(0.05) %
November			—				(16.17 )%				2.31 %				1.86 %
December			8.46%**				(12.66 )%				(1.10 )%				9.10 %
Annual Rate of Return			8.46 %				(42.39 )%				29.23 %				6.29	%			1.61%***

For a definition of Draw-down, please see text below “Composite Performance Data for USCI.”

UGA:

Experience in Raising and Investing in UGA through July 31, 2011

PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS

Dollar Amount Offered*		$	3,431,000,000
Dollar Amount Raised		$	252,191,077
Organizational and Offering Expenses:**
SEC registration fee		$	184,224
FINRA registration fee		$	151,000
Listing fee		$	5,000
Auditor’s fees and expenses		$	2,500
Legal fees and expenses		$	192,407
Printing expenses		$	44,881
Length of UGA Offering			Continuous

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Compensation to the Sponsor and Other Compensation

Expenses paid by UGA through July 31, 2011 in dollar terms:

Expenses:		Amount in Dollar Terms
Amount Paid or Accrued to Sponsor		$	1,352,730
Amount Paid or Accrued in Portfolio Brokerage Commissions		$	211,420
Other Amounts Paid or Accrued*		$	792,452
Total Expenses Paid or Accrued		$	2,356,602
Expenses Waived**		$	(351,151	)
Total Expenses Paid or Accrued Including Expenses Waived		$	2,005,451

Expenses paid by UGA through July 31, 2011 as a Percentage of Average Daily Net Assets:

Expenses:		Amount As a Percentage of Average Daily Net Assets
Amount Paid or Accrued to Sponsor			0.60% annualized
Amount Paid or Accrued in Portfolio Brokerage Commissions			0.09% annualized
Other Amounts Paid or Accrued			0.36% annualized
Total Expenses Paid or Accrued			1.05% annualized
Expenses Waived			(0.16)% annualized
Total Expenses Paid or Accrued Including Expenses Waived			0.89% annualized
UGA Performance:
Name of Commodity Pool			UGA
Type of Commodity Pool			Exchange traded security
Inception of Trading			February 26, 2008
Aggregate Subscriptions (from inception through July 31, 2011)			$252,191,077
Total Net Assets as of July 31, 2011			$125,819,050
Initial NAV per Unit as of Inception			$50.00
NAV per Unit as of July 31, 2011			$52.42
Worst Monthly Percentage Draw-down			Oct 2008 (38.48%)
Worst Peak-to-Valley Draw-down			Jun 2008 – Dec 2008 (69.02%)
Number of Unitholders (as of December 31, 2010)			23,115

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COMPOSITE PERFORMANCE DATA FOR UGA
PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS

		Rates of Return*
Month		2008				2009				2010				2011
January			—				16.23 %				(7.47 )%				2.19	%
February			(0.56)%**				0.26 %				7.33 %				9.52	%
March			(2.39 )%				2.59 %				5.42 %				7.16	%
April			10.94 %				2.07 %				3.15 %				10.45	%
May			15.60 %				30.41 %				(15.54) %				(9.21	)%
June			4.80 %				1.65 %				1.93 %				(0.99	)%
July			(12.79 )%				6.24 %				2.95 %				4.67	%
August			(3.88 )%				(3.71 )%				(10.42) %
September			(9.36 )%				(3.38 )%				9.45 %
October			(38.48 )%				10.96 %				2.19 %
November			(21.35 )%				1.00 %				8.19 %
December			(15.72 )%				0.55 %				11.33 %
Annual Rate of Return			(59.58 )%				80.16 %				15.52	%			24.63%***

For a definition of Draw-down, please see text below “Composite Performance Data for USCI.”

USSO:

Experience in Raising and Investing in USSO Through July 31, 2011

PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS

Dollar Amount Offered*		$	1,250,000,000
Dollar Amount Raised		$	48,255,371
Organizational and Offering Expenses:**
SEC registration fee		$	49,125
FINRA registration fee		$	55,000
Listing fee		$	5,000
Auditor’s fees and expenses		$	0
Legal fees and expenses		$	408,335
Printing expenses		$	23,945
Length of USSO offering			Continuous

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Compensation to the Sponsor and Other Compensation USSO:

Expenses paid by USSO through July 31, 2011 in Dollar Terms:

Expenses		Amount in Dollar Terms
Amount Paid or Accrued to Sponsor		$	147,205
Amount Paid or Accrued in Portfolio Brokerage Commissions		$	32,668
Other Amounts Paid or Accrued*		$	527,098
Total Expenses Paid or Accrued		$	706,971
Expenses Waived**		$	(479,257	)
Total Expenses Paid or Accrued Including Expenses Waived		$	227,714

Expenses paid by USSO through July 31, 2011 as a Percentage of Average Daily Net Assets:

Expenses		Amount As a Percentage of Average Daily Net Assets
Amount Paid or Accrued to Sponsor			0.60% annualized
Amount Paid or Accrued in Portfolio Brokerage Commissions			0.13% annualized
Other Amounts Paid or Accrued			2.16% annualized
Total Expenses Paid or Accrued			2.89% annualized
Expenses Waived			(1.96)% annualized
Total Expenses Paid or Accrued Including Expenses Waived			0.93% annualized
USSO Performance:
Name of Commodity Pool			USSO
Type of Commodity Pool			Exchange traded security
Inception of Trading			September 24, 2009
Aggregate Subscriptions (from inception through July 31, 2011)			$48,255,371
Total Net Assets as of July 31, 2011			$11,784,780
Initial NAV per Unit as of Inception			$50.00
NAV per Unit as of July 31, 2011			$39.27
Worst Monthly Percentage Draw-down			Feb 10 (8.94)%
Worst Peak-to-Valley Draw-down			Aug 10 – Apr 11 (33.26)%
Number of Unitholders (as of December 31, 2010)			1,389

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COMPOSITE PERFORMANCE DATA FOR USSO
PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS

		Rates of Return*
Month		2009				2010				2011
January							9.05 %				(0.64	)%
February							(8.94 )%				(1.94	)%
March							(4.92) %				(8.89	)%
April							(2.50) %				(6.27	)%
May							20.18 %				9.28	%
June							(1.42) %				7.21	%
July							(4.17) %				(0.30	)%
August							9.61 %
September			(2.90)%**				(8.75) %
October			(8.65 )%				(1.59) %
November			(0.25 )%				(3.18) %
December			(0.57 )%				(7.74) %
Annual Rate of Return			(12.02 )%				(8.12	)%			(2.82)%***

For a definition of draw-down, please see text below “Composite Performance Data for USCI.”

US12NG:

Experience in Raising and Investing in US12NG Through July 31, 2011

PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS

Dollar Amount Offered*		$	1,500,000,000
Dollar Amount Raised		$	81,572,038
Organizational and Offering Expenses:**
SEC registration fee		$	80,910
FINRA registration fee		$	70,000
Listing fee		$	5,000
Auditor’s fees and expenses		$	2,500
Legal fees and expenses		$	202,011
Printing expenses		$	31,558
Length of US12NG offering			Continuous

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Compensation to the Sponsor and Other Compensation US12NG:

Expenses paid by US12NG through July 31, 2011 in Dollar Terms:

Expenses		Amount in Dollar Terms
Amount Paid or Accrued to Sponsor		$	416,160
Amount Paid or Accrued in Portfolio Brokerage Commissions		$	23,777
Other Amounts Paid or Accrued*		$	490,306
Total Expenses Paid or Accrued		$	930,243
Expenses Waived**		$	(396,259	)
Total Expenses Paid or Accrued Including Expenses Waived		$	533,984

Expenses paid by US12NG through July 31, 2011 as a Percentage of Average Daily Net Assets:

Expenses		Amount As a Percentage of Average Daily Net Assets
Amount Paid or Accrued to Sponsor			0.71% annualized
Amount Paid or Accrued in Portfolio Brokerage Commissions			0.04% annualized
Other Amounts Paid or Accrued			0.84% annualized
Total Expenses Paid or Accrued			1.59% annualized
Expenses Waived			(0.68)% annualized
Total Expenses Paid or Accrued Including Expenses Waived			0.91% annualized
US12NG Performance:
Name of Commodity Pool			US12NG
Type of Commodity Pool			Exchange traded security
Inception of Trading			November 18, 2009
Aggregate Subscriptions (from inception through July 31, 2011)			$81,572,038
Total Net Assets as of July 31, 2011			$33,931,998
Initial NAV per Unit as of Inception			$50.00
NAV per Unit as of July 31, 2011			$30.85
Worst Monthly Percentage Draw-down			Mar 10 (15.47)%
Worst Peak-to-Valley Draw-down			Jan 10 – Jul 11 (42.63)%
Number of Unitholders (as of December 31, 2010)			4,575

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COMPOSITE PERFORMANCE DATA FOR US12NG
PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS

		Rates of Return*
Month		2009				2010				2011
January							(5.93 )%				(0.68	)%
February							(5.18 )%				(6.49	)%
March							(15.47) %				5.32	%
April							0.07 %				3.53	%
May							3.11 %				(2.23	)%
June							1.27 %				(6.11	)%
July							(0.05) %				(5.28	)%
August							(13.53) %
September							(6.23) %
October							(1.78) %
November			(0.02)%**				(0.92) %
December			7.56 %				4.88 %
Annual Rate of Return			7.54	%			(34.83	)%			(11.96)%***

For a definition of draw-down, please see text below “Composite Performance Data for USCI.”

USBO:

Experience in Raising and Investing in USBO Through July 31, 2011

PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS

Dollar Amount Offered*		$	2,500,000,000
Dollar Amount Raised		$	84,125,512
Organizational and Offering Expenses:**
SEC registration fee		$	139,500
FINRA registration fee		$	75,500
Listing fee		$	5,000
Auditor’s fees and expenses		$	2,500
Legal fees and expenses		$	268,670
Printing expenses		$	39,072
Length of USBO offering			Continuous

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Compensation to the Sponsor and Other Compensation USBO:

Expenses paid by USBO through July 31, 2011 in Dollar Terms:

Expenses		Amount in Dollar Terms
Amount Paid or Accrued to Sponsor		$	212,014
Amount Paid or Accrued in Portfolio Brokerage Commissions		$	20,520
Other Amounts Paid or Accrued*		$	243,984
Total Expenses Paid or Accrued		$	476,519
Expenses Waived**		$	(198,743	)
Total Expenses Paid or Accrued Including Expenses Waived		$	277,776

Expenses paid by USBO through July 31, 2011 as a Percentage of Average Daily Net Assets:

Expenses		Amount As a Percentage of Average Daily Net Assets
Amount Paid or Accrued to Sponsor			0.75% annualized
Amount Paid or Accrued in Portfolio Brokerage Commissions			0.07% annualized
Other Amounts Paid or Accrued			0.86% annualized
Total Expenses Paid or Accrued			1.68% annualized
Expenses Waived			(0.70)% annualized
Total Expenses Paid or Accrued Including Expenses Waived			0.98% annualized
USBO Performance:
Name of Commodity Pool			USBO
Type of Commodity Pool			Exchange traded security
Inception of Trading			June 2, 2010
Aggregate Subscriptions (from inception through July 31, 2011)			$84,125,512
Total Net Assets as of July 31, 2011			$30,013,549
Initial NAV per Unit as of Inception			$50.00
NAV per Unit as of July 31, 2011			$70.03
Worst Monthly Percentage Draw-down			May 11 (7.17)%
Worst Peak-to-Valley Draw-down			Apr 11 – Jun 11 (10.33)%
Number of Unitholders (as of December 31, 2010)			141

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COMPOSITE PERFORMANCE DATA FOR USBO
PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS

Month		2010				2011
January			—				6.61	%
February			—				10.42	%
March			—				4.92	%
April			—				7.44	%
May			—				(7.17	)%
June			1.94 %**				(3.40	)%
July			3.83 %				3.94	%
August			(4.84) %
September			9.79 %
October			0.61 %
November			3.00 %
December			10.09 %
Annual Rate of Return			26.16	%			23.70%***

For a definition of draw-down, please see text below “Composite Performance Data for USCI.”

Other Related Commodity Trading and Investment Management Experience

Until December 31, 2009, Ameristock Corporation was an affiliate of the Sponsor. Ameristock Corporation is a California-based registered investment advisor registered under the Investment Advisors Act of 1940, as amended, that has been sponsoring and providing portfolio management services to mutual funds since 1995. Ameristock Corporation is the investment adviser to the Ameristock Mutual Fund, Inc., a mutual fund registered under the Investment Company Act of 1940 that focuses on large cap U.S. equities that had $205,008,238 in assets as of July 31, 2011. Ameristock Corporation was also the investment advisor to the Ameristock ETF Trust, an open-end management investment company registered under the 1940 Act that consisted of five separate investment portfolios, each of which sought investment results, before fees and expenses, that corresponded generally to the price and yield performance of a particular U.S. Treasury securities index owned and compiled by Ryan Holdings LLC and Ryan ALM, Inc. The Ameristock ETF Trust has liquidated each of its investment portfolios and has wound up its affairs.

Who is SummerHaven?

Background of SummerHaven

SummerHaven is a Delaware limited liability company formed on August 11, 2009. Its offices are located at Soundview Plaza, 4 ^th Floor, 1266 East Main Street, Stamford, CT 06902, and its telephone number is (203) 352-2700. SummerHaven has been registered under the Commodity Exchange Act (the “CEA”) as a commodity pool operator and a commodity trading advisor since October 9, 2009. SummerHaven became an NFA member effective October 9, 2009. From September 2009 to January 2010, SummerHaven was a registered investment advisor under the Investment Advisers Act of 1940. In January 2010, SummerHaven withdrew its registration since its assets under management was below $25 million. The firm’s management team has over 50 years of combined capital markets experience including commodity research and modeling, trading, investment management and risk management expertise.

Background of SummerHaven Index Management, LLC

SummerHaven Indexing is the owner, creator and licensor of commodity indices including the Commodity Index. SummerHaven Indexing is a Delaware limited liability company formed on August 11,

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2009. It maintains its main business office at Soundview Plaza, Fourth Floor, 1266 East Main Street, Stamford, CT 06902. The firm maintains a website at www.summerhavenindex.com . The firm creates innovative commodities indices focused on providing investors with better risk-adjusted returns than traditional commodity index benchmarks. SummerHaven Indexing’s principals and consultants include academics who are the authors of widely cited and acclaimed papers on commodities futures investing including “Facts and Fantasies about Commodities” and “Fundamentals of Commodities Futures Returns”. The firm is led by a seasoned management team with over 50 years of collective Wall Street experience with commodities futures, capital markets, investment management, and exchange traded products.