Securities Law & Instruments

Headnote

National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions -- NI 41-101 -- Relief to file a prospectus more than 90 days after the date of the receipt for the preliminary prospectus.

Applicable Legislative Provisions

National Instrument 41-101 General Prospectus Requirements, ss. 2.3(1), 19.1, 19.3.

December 9, 2009

Fasken Martineau DuMoulin LLP

Attention: Munier Saloojee

Dear Sir:

Re:
BetaPro Management Inc. (the Manager)
Horizons BetaPro U.S. NYMEX Crude Oil ETF and Horizons BetaPro U.S. NYMEX Natural Gas ETF (the ETFs)
Exemptive Relief Application under Section 19.1 of National Instrument 41-101 General Prospectus Requirements ("NI 41-101")
Application No., SEDAR Project No. 1475185

By letter dated December 3, 2009 (the "Application"), the Manager applied on behalf of the ETFs to the Director of the Ontario Securities Commission (the "Director") pursuant to section 19.1 of NI 41-101 for relief from the operation of subsection 2.3(1) of NI 41-101, which prohibits an issuer from filing a prospectus more than 90 days after the date of the receipt for the preliminary prospectus.

This letter confirms that, based on the information and representations made in the Application, and for the purposes described in the Application, the Director grants the requested exemption to be evidenced by the issuance of a receipt for the Funds' prospectus, provided the Funds' final prospectus is filed no later than March 11, 2010.

Yours very truly,

"Vera Nunes"
Assistant Manager, Investment Funds Branch