As Filedfiled with the Securities and Exchange Commission on September 14, 2006August 13, 2019

Registration No. 333-[            ]

 

Registration No. 333-132484

Registration No. 333-132484-01


UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

FORMPRE-EFFECTIVE AMENDMENT NO. 4 TOS-1

FORM S-1

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

 


 

POWERSHARESINVESCO DB G10 CURRENCY HARVEST FUND

DB G10 CURRENCY HARVEST MASTER FUND

(Rule 140 Co-Registrant)

(Exact name of registrant as specified in its charter)(Registrant)

 


 

Delaware 6799 16-6562496 (Registrant)
16-1756876 (Co-Registrant)
(State of Organization) 

(Primary Standard Industrial


Classification Code Number)

 (I.R.S. Employer
Identification Number)

c/o DB Commodity ServicesInvesco Capital

Management LLC

60 Wall Street3500 Lacey Road, Suite 700

New York, New York 10005Downers Grove, Illinois 60515

(800)(212) 250-5883983-0903

 Kevin Rich

Anna Paglia

c/o DB Commodity ServicesInvesco Capital

Management LLC

3500 Lacey Road, Suite 700

Downers Grove, Illinois 60515

(800)983-0903
60 Wall Street
New York, New York 10005
(212) 250-5883

(Address, including zip code, and

telephone number, including

including area code, of registrant’sregistrants’ principal

executive offices)

 (Name, address, including zip code,
and telephone number,
including area code, of agent for
service)

 


Copies to:

Michael J. SchmidtbergerP. Philipp, Esq.

Sidley AustinMorgan, Lewis & Bockius LLP

787 Seventh Avenue77 West Wacker Drive, Fifth Floor

New York, New York 10019Chicago, Illinois 60601

 


 

Approximate date of commencement of proposed sale to the public:

As promptly as practicable after the effective date of this Registration Statement.

If any of the securities being registered on this formForm 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 formForm is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  ¨

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

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

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, anon-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growth company” in¨Rule 12b-2 of the Exchange Act. (check one).

 

Large accelerated filer

Accelerated filer

  ☐

Non-accelerated filer

Smaller reporting company

  ☒

Emerging growth company

  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act.  ☐

CALCULATION OF REGISTRATION FEE


Title of Securities to be Registered  Proposed Maximum
Aggregate Offering Price†
  Amount of
Registration Fee‡

Common Units of Beneficial Interest

  $2,000,000,000  $214,000

 

Title of Securities being

included in this registration statement

 Earlier Registration
Statements Number
 

Unsold Number of

Shares from Earlier

Registration Statement

Offered1,

 Filing Fee paid for
Unsold Shares1

Invesco DB G10 Currency Harvest Fund Common Units of Beneficial Interest

 333-214239 13,000,000 $21,893.38

 

 

(1)The proposed maximum aggregate offering price has been calculated assuming that all Shares are sold at a price

Pursuant to the provisions of $25 per Share.

The amount of the registration fee of the Shares is calculated in reliance upon Rule 457(o)415(a)(6) under the Securities Act of 1933, as amended, the issuer is including on this new registration statement both the unsold Shares and using the proposed maximum aggregate offering pricefiling fees paid in connection with such unsold Shares that were covered by the earlier registration statements, as describedprovided in the table above. The Shares were registered andfiling fees in the registration fee in respect thereof was paid on March 16, 2006.above table will continue to be applied to such unsold Shares.

 

The registrantRegistrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the registrantRegistrant 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 this Registration Statement shall become effective on such date as the Commission, acting pursuant to said Section 8(a), may determine.



The information in this Prospectus is not complete and may be changed. We may not sell these securities until the registration statement filed with the Securities and Exchange Commission is effective. This Prospectus is not an offer to sell these securities and is not soliciting an offer to buy these securities in any state where the offer or sale is not permitted.

 

Subject to completion, dated September 14, 2006

POWERSHARES DB G10 CURRENCY HARVEST FUND

$2,000,000,000 Common Units of Beneficial Interest


PowerShares DB G10 Currency Harvest Fund, or the Fund, is organized as a Delaware statutory trust. The Fund will issue common units of beneficial interest, or Shares, which represent units of fractional undivided beneficial interest in and ownership of the Fund. Shares may be purchased from the Fund only by certain eligible financial institutions, called Authorized Participants, and only in one or more blocks of 200,000 Shares, called a Basket. The Fund will issue Shares in Baskets to Authorized Participants continuously as of noon, New York time, on the business day immediately following the date on which a valid order to create a Basket is accepted by the Fund, at the net asset value of 200,000 Shares as of the closing time of the American Stock Exchange, or Amex, or the last to close of the exchanges on which its Master Fund’s assets are traded, whichever is later, on the date that a valid order to create a Basket is accepted by the Fund.

Authorized Participants may sell the Shares comprising the Baskets they purchase from the Fund to other investors at prices that are expected to reflect, among other factors, the trading price of the Shares on the Amex and the supply of and demand for Shares at the time of sale and are expected to fall between net asset value and the trading price of the Shares on the Amex at the time of sale.

The Shares will trade on the Amex under the symbol “DBV”.

The Fund will invest the proceeds of its offering of Shares in DB G10 Currency Harvest Master Fund, or the Master Fund. The Master Fund is organized as a Delaware statutory trust.

DB Commodity Services LLC will serve as the Managing Owner, commodity pool operator and commodity trading advisor of each of the Fund and the Master Fund. The Master Fund will trade exchange-traded futures on the currencies comprising the Deutsche Bank G10 Currency Future Harvest Index – Excess ReturnTM, or the Index, with a view to tracking the Index over time. The Master Fund’s portfolio also will include United States Treasury securities for deposit with commodities brokers as margin and other high credit quality short-term fixed income securities. In addition, the performance of the Fund is intended to reflect the excess, if any, of the Master Fund’s income from its holdings of United States Treasury and other high credit quality short-term fixed income securities over the expenses of the Fund and the Master Fund.

The Index is designed to reflect the return from investing on a 2:1 leveraged basis in long currency futures positions for certain currencies associated with relatively high yielding interest rates and in short currency futures positions for certain currencies associated with relatively low yielding interest rates. The Index is designed to exploit the trend that currencies associated with relatively high interest rates, on average, tend to rise in value relative to currencies associated with relatively low interest rates. The Index exploits this trend using both long and short futures positions, which is expected to provide more consistent and less volatile returns than could be obtained by taking long positions only or short positions only.

The Index, at any time, is comprised of six of the following Group of Ten, or G10, currencies: United States Dollars, Euros, Japanese Yen, Canadian Dollars, Swiss Francs, British Pounds, Australian Dollars, New

Zealand Dollars, Norwegian Krone and Swedish Krona, or, collectively, the Eligible Index Currencies. At any time, the Index is comprised of long futures positions in the three Eligible Index Currencies associated with the highest interest rates and short futures positions in the three Eligible Index Currencies associated with the lowest interest rates. The Index’s six component currencies from time to time, comprised of the three long and three short futures positions, are referred to as the Index Currencies and are used to calculate the value of the Index.

Allocations among the Eligible Index Currencies are adjusted quarterly to take into account changes in the relevant interest rates. To track the Index, the Master Fund generally will establish long futures positions in the three Eligible Index Currencies associated with the highest interest rates and short futures positions in the three Eligible Index Currencies associated with the lowest interest rates and will adjust its holdings quarterly as the Index is adjusted. However, if the United States Dollar, or USD, is among the Index Currencies from time to time, the Master Fund will not establish a long or short futures position (as the case may be) in USD, because USD is the Fund’s home currency and, as a consequence, the Master Fund never can enjoy profit or suffer loss from long or short futures positions in USD.

When the USD is not associated with the highest or lowest interest rates among the Eligible Index Currencies, the aggregate notional value of the Master Fund’s futures contracts at the time they are established will be double the value of the Master Fund’s holdings of United States Treasury and other high credit quality short-term fixed income securities, which means the Fund will have a leverage ratio at such time of 2:1. If the USD is associated with the highest or lowest interest rates among the Eligible Index Currencies, the aggregate notional value of the Master Fund’s futures contracts at the time they are established will be approximately 1.66 times the value of the Master Fund’s holdings of United States Treasury and other high credit quality short-term fixed income securities, which means the Fund will have a leverage ratio at such time of approximately 1.66:1. The Master Fund’s ability to track the Index will not be affected by the presence or absence of the USD among the Index Currencies. Because the notional value of the Master Fund’s futures positions can rise or fall over time, the leverage ratio could be higher or lower between quarterly adjustments of the Index Currencies.

All of the futures contracts in which the Master Fund currently expects to invest are traded on the Chicago Mercantile Exchange, or the CME, although currency futures contracts on the Eligible Index Currencies also trade on other exchanges in the United States and the Master Fund may invest in such contracts.

The sponsor of the Index, or the Index Sponsor, is Deutsche Bank AG London. A Trade Mark application for Deutsche Bank G10 Currency Future Harvest IndexTM is pending. Deutsche Bank AG is an affiliate of the Fund, the Master Fund and the Managing Owner.

Except when aggregated in Baskets, the Shares are not redeemable securities.

These are speculative securities. Before you decide whether to invest in the Fund, read this entire Prospectus carefully.

Patent applications regarding the creation and operation of the Fund and the Index are pending at the United States Patent and Trademark Office.

The Shares are speculative securities and their purchase involves a high degree of risk. YOU SHOULD CONSIDER ALL RISK FACTORS BEFORE INVESTING IN THE FUND. PLEASE REFER TO “THE RISKS YOU FACE” BEGINNING ON PAGE 19 OF THIS PROSPECTUS.

Futures trading is volatile and even a small movement in market prices could cause large losses.Investors will pay fees in connection with their investment in Shares including asset-based fees of 0.75% per annum. Additional charges include brokerage fees expected to be approximately 0.06% per annum in the aggregate. Investors are expected to be charged a customary commission by their brokers in connection with purchases of Shares that will vary from investor to investor.
The success of the Master Fund’s trading program will depend upon the skill of the Managing Owner and its trading principals.

You could lose all or substantially all of your investment.

LOGO     

 

 

  Prospectus

    August 13, 2019   

  DBV

Invesco DB G10 Currency Harvest Fund

    43,200,000     Common Units of Beneficial Interest      

On [•], 2006, Deutsche Bank Securities Inc., as the Initial Purchaser, subject to certain conditions, agreed to purchase and took delivery of 1,000,000 Shares, which comprise the initial Baskets, at a purchase price of USD 25.00 per Share (USD 5,000,000 per Basket), as described in “Plan of Distribution.” The Initial Purchaser proposes to offer to the public these 1,000,000 Shares at a per-share offering price that will vary depending upon, among other factors, the trading price of the Shares on the Amex, the net asset value per Share and the supply of and demand for Shares at the time of offer. Shares offered by the Initial Purchaser at different times may have different offering prices. The Initial Purchaser will not receive from the Fund, the Managing Owner or any of their affiliates, any fee or other compensation in connection with their sale of Shares to the public. The Initial Purchaser may charge a customary brokerage commission.

Authorized Participants may offer to the public, from time to time, Shares from any Baskets they create. Shares offered to the public by Authorized Participants will be offered at a per-Share offering price that will vary depending on, among other factors, the trading price of the Shares on the Amex, the net asset value per Share and the supply of and demand for the Shares at the time of the offer. Shares initially comprising the same Basket but offered by Authorized Participants to the public at different times may have different offering prices. Authorized Participants will not receive from the Fund, the Managing Owner or any of their affiliates, any fee or other compensation in connection with their sale of Shares to the public.

Retail investors may purchase and sell Shares through traditional brokerage accounts. Investors are expected to be charged a customary commission by their brokers in connection with purchases of Shares that will vary from investor to investor. Investors are encouraged to review the terms of their brokerage accounts for applicable charges. Also, the excess, if any, of the price at which the Initial Purchaser or an Authorized Participant sells a Share over the price paid by the Initial Purchaser or such Authorized Participant in connection with the creation of such Share in a Basket may be deemed to be underwriting compensation.

These securities have not been approved or disapproved by the Securities and Exchange Commission or any state securities commission nor has the Securities and Exchange Commission or any state securities commission passed upon the accuracy or adequacy of this Prospectus. Any representation to the contrary is a criminal offense. Neither PowerSharesInvesco DB G10 Currency Harvest Fund nor DB G10 Currency Harvest Master Fund(the “Fund”) is a mutual fund or any other type of investment company within the meaning of the Investment Company Act of 1940, as amended, and is not subject to regulation thereunder.

THE COMMODITY FUTURES TRADING COMMISSION HAS NOT PASSED UPON THE MERITS OF PARTICIPATING IN THIS POOL NOR HAS THE COMMISSION PASSED UPON THE ADEQUACY OR ACCURACY OF THIS DISCLOSURE DOCUMENT. The Shares are neither interests in nor obligations of any of the Managing Owner, the Trustee, the Initial Purchaser, or any of their respective affiliates. The Shares are not insured by the Federal Deposit Insurance Corporation or any other governmental agency.

[            ], 2006 (Not for use after [            ], 2007)


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 FUTURES 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 TO THIS POOL AT PAGE 54 AND A STATEMENT OF THE PERCENTAGE RETURN NECESSARY TO BREAK EVEN, THAT IS, TO RECOVER THE AMOUNT OF YOUR INITIAL INVESTMENT, AT PAGE 14.

THIS BRIEF STATEMENT CANNOT DISCLOSE ALL THE RISKS AND OTHER FACTORS NECESSARY TO EVALUATE YOUR PARTICIPATION IN THIS COMMODITY POOL. THEREFORE, BEFORE YOU DECIDE TO PARTICIPATE IN THIS COMMODITY POOL, YOU SHOULD CAREFULLY STUDY THIS DISCLOSURE DOCUMENT, INCLUDING A DESCRIPTION OF THE PRINCIPAL RISK FACTORS OF THIS INVESTMENT, AT PAGES 19 THROUGH 28.

THIS POOL HAS NOT COMMENCED TRADING AND DOES NOT HAVE ANY PERFORMANCE HISTORY.

THIS PROSPECTUS DOES NOT INCLUDE ALL OF THE INFORMATION OR EXHIBITS IN THE REGISTRATION STATEMENT OF THE FUND AND THE MASTER FUND. YOU CAN READ AND COPY THE ENTIRE REGISTRATION STATEMENT AT THE PUBLIC REFERENCE FACILITIES MAINTAINED BY THE SEC IN WASHINGTON, D.C.


THE FUND AND THE MASTER FUND WILL FILE QUARTERLY AND ANNUAL REPORTS WITH THE SEC. YOU CAN READ AND COPY THESE REPORTS AT THE SEC PUBLIC REFERENCE FACILITIES IN WASHINGTON, D.C. PLEASE CALL THE SEC AT 1-800-SEC-0330 FOR FURTHER INFORMATION.

THE FILINGS OF THE FUND AND THE MASTER FUND ARE POSTED AT THE SEC WEBSITE AT HTTP://WWW.SEC.GOV.


REGULATORY NOTICES

NO DEALER, SALESMAN OR ANY OTHER PERSON HAS BEEN AUTHORIZED TO GIVE ANY INFORMATION OR TO MAKE ANY REPRESENTATION NOT CONTAINED IN THIS PROSPECTUS, AND, IF GIVEN OR MADE, SUCH OTHER INFORMATION OR REPRESENTATION MUST NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED BY THE FUND, THE MASTER FUND, THE MANAGING OWNER, THE AUTHORIZED PARTICIPANTS OR ANY OTHER PERSON.

THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFER OR SOLICITATION TO SELL OR A SOLICITATION OF AN OFFER TO BUY, NOR SHALL THERE BE ANY OFFER, SOLICITATION,

i


OR SALE OF THE SHARES IN ANY JURISDICTION IN WHICH SUCH OFFER, SOLICITATION, OR SALE IS NOT AUTHORIZED OR TO ANY PERSON TO WHOM IT IS UNLAWFUL TO MAKE ANY SUCH OFFER, SOLICITATION, OR SALE.


THE BOOKS AND RECORDS OF THE FUND AND THE MASTER FUND WILL BE MAINTAINED AS FOLLOWS: ALL MARKETING MATERIALS WILL BE MAINTAINED AT THE OFFICES OF ALPS DISTRIBUTORS, INC., 1625 BROADWAY, SUITE 2200, DENVER, COLORADO 80202; TELEPHONE NUMBER (303) 623-2577; BASKET CREATION AND REDEMPTION BOOKS AND RECORDS, ACCOUNTING AND CERTAIN OTHER FINANCIAL BOOKS AND RECORDS (INCLUDING FUND AND MASTER FUND ACCOUNTING RECORDS, LEDGERS WITH RESPECT TO ASSETS, LIABILITIES, CAPITAL, INCOME AND EXPENSES, THE REGISTRAR, TRANSFER JOURNALS AND RELATED DETAILS) AND TRADING AND RELATED DOCUMENTS RECEIVED FROM FUTURES COMMISSION MERCHANTS WILL BE MAINTAINED BY THE BANK OF NEW YORK, 2 HANSON PLACE, 12TH FLOOR, BROOKLYN, NEW YORK 11217, TELEPHONE NUMBER (718) 315-4850. ALL OTHER BOOKS AND RECORDS OF THE FUND AND THE MASTER FUND (INCLUDING MINUTE BOOKS AND OTHER GENERAL CORPORATE RECORDS, TRADING RECORDS AND RELATED REPORTS AND OTHER ITEMS RECEIVED FROM THE MASTER FUND’S COMMODITY BROKERS) WILL BE MAINTAINED AT THE FUND’S PRINCIPAL OFFICE, C/O DB COMMODITY SERVICES LLC, 60 WALL STREET, NEW YORK, NEW YORK 10005; TELEPHONE NUMBER (212) 250-5883. SHAREHOLDERS WILL HAVE THE RIGHT, DURING NORMAL BUSINESS HOURS, TO HAVE ACCESS TO AND COPY (UPON PAYMENT OF REASONABLE REPRODUCTION COSTS) SUCH BOOKS AND RECORDS IN PERSON OR BY THEIR AUTHORIZED ATTORNEY OR AGENT. MONTHLY ACCOUNT STATEMENTS CONFORMING TO COMMODITY FUTURES TRADING COMMISSION (THE “CFTC”) AND THE NATIONAL FUTURES ASSOCIATION (THE “NFA”) REQUIREMENTS WILL BE POSTED ON THE MANAGING OWNER’S WEBSITE AT WWW.DBFUNDS.DB.COM. ADDITIONAL REPORTS MAY BE POSTED ON THE FUND’S WEBSITE IN THE DISCRETION OF THE MANAGING OWNER OR AS REQUIRED BY REGULATORY AUTHORITIES. THERE WILL SIMILARLY BE DISTRIBUTED TO SHAREHOLDERS, NOT MORE THAN 90 DAYS AFTER THE CLOSE OF EACH OF THE FUND’S FISCAL YEARS, CERTIFIED AUDITED FINANCIAL STATEMENTS AND (IN NO EVENT LATER THAN MARCH 15 OF THE IMMEDIATELY FOLLOWING YEAR) THE TAX INFORMATION RELATING TO SHARES OF THE FUND NECESSARY FOR THE PREPARATION OF SHAREHOLDERS’ ANNUAL FEDERAL INCOME TAX RETURNS.


THE DIVISION OF INVESTMENT MANAGEMENT OF THE SECURITIES AND EXCHANGE COMMISSION REQUIRES THAT THE FOLLOWING STATEMENT BE PROMINENTLY SET FORTH HEREIN: “NEITHER POWERSHARES DB G10 CURRENCY HARVEST FUND NOR DB G10 CURRENCY HARVEST MASTER FUND IS A MUTUAL FUND OR ANY OTHER TYPE OF INVESTMENT COMPANY WITHIN THE MEANING OF THE INVESTMENT COMPANY ACT OF 1940, AS AMENDED, AND IS NOT SUBJECT TO REGULATION THEREUNDER.”


AUTHORIZED PARTICIPANTS MAY BE REQUIRED TO DELIVER A PROSPECTUS WHEN TRANSACTING IN SHARES. SEE “PLAN OF DISTRIBUTION.”

ii


POWERSHARES DB G10 CURRENCY HARVEST FUND

Table of Contents

Prospectus Section


Page

PART ONE

DISCLOSURE DOCUMENT

SUMMARY

1

The Fund; The Master Fund

1

Shares Listed on the Amex

1

Purchases and Sales in the Secondary Market, on the Amex

1

Pricing Information Available on the Amex and Other Sources

2

CUSIP

2

The Master-Feeder Structure

2

Risk Factors

2

The Trustee

4

Investment Objective

4

Shares Should Track Closely the Value of the Index

7

The Managing Owner

7

The Commodity Broker

8

The Administrator

8

The Distributor

9

Limitation of Liabilities

10

Creation and Redemption of Shares

10

The Offering

10

Authorized Participants

10

Net Asset Value

11

Clearance and Settlement

11

Segregated Accounts/Interest Income

11

Fees and Expenses

12

Breakeven Amounts

14

Distributions

14

Fiscal Year

14

Financial Information

14

U.S. Federal Income Tax Considerations

14

“Breakeven Table”

15

Reports to Shareholders

17

Cautionary Note Regarding Forward-Looking Statements

17

Patent Applications Pending

17

ORGANIZATION CHART

18

THE RISKS YOU FACE

19

Prospectus Section


Page

(1)    The Value of the Shares Relates Directly to the Value of the Futures Contracts on the Index Currencies and Other Assets Held by the Master Fund and Fluctuations in the Price of These Assets Could Materially Adversely Affect an Investment in the Shares.

19

(2)    Net Asset Value May Not Always Correspond to Market Price and, as a Result, Baskets may be Created or Redeemed at a Value that Differs from the Market Price of the Shares.

19

(3)    The Fund’s Performance May Not Always Replicate Exactly the Changes in the Index.

20

(4)    The Master Fund Is Not Actively Managed and Will Track the Index During Periods in which the Index Is Flat or Declining as well as when the Index Is Rising.

20

(5)    The Dual Assumptions Underpinning the Index that High Yielding Interest Rates With Respect to Certain Eligible Index Currencies Suggest Taking Long Positions in Futures Contracts in Such Currencies and Low Yielding Interest Rates With Respect to Certain Eligible Index Currencies Suggest Taking Short Positions in Futures Contracts in Such Currencies May Be Detrimental to the Value of Your Shares Should Either or Both Assumptions Fail.

20

(6)    Interest Rates Will Change Between Re-Weightings of the Index.

20

(7)    Amex May Halt Trading in the Shares Which Would Adversely Impact Your Ability to Sell Shares.

21

(8)    The Lack of An Active Trading Market for the Shares May Result in Losses on Your Investment at the Time of Disposition of Your Shares.

21

(9)    The Shares Are a New Securities Product and Their Value Could Decrease if Unanticipated Operational or Trading Problems Arise.

21

iii


Prospectus Section


Page

(10)  As the Managing Owner and its Principals have Only a Limited History of Operating an Investment Vehicle like the Fund or the Master Fund, their Experience may be Inadequate or Unsuitable to Manage the Fund or the Master Fund.

21

(11)  You May Not Rely on Past Performance or Index Results in Deciding Whether to Buy Shares.

21

(12)  Fewer Representative Index Currencies May Result In Greater Index Volatility.

21

(13)  Leverage Will Fluctuate Between Index Re-Weighting Periods and May be Greater or Less than the Leverage on Each Index Re-Weighting Period.

22

(14)  Because the Fund’s Trading will be Leveraged, a Relatively Small Movement in the Price of a Contract May Cause Greater Losses.

22

(15)  Short Selling Theoretically Exposes the Master Fund to Unlimited Losses.

23

(16)  Price Volatility May Possibly Cause the Total Loss of Your Investment.

23

(17)  Fees and Commissions are Charged Regardless of Profitability and May Result in Depletion of Assets.

24

(18)  You Cannot Be Assured of the Managing Owner’s Continued Services, Which Discontinuance May Be Detrimental to the Fund.

24

(19)  Possible Illiquid Markets May Exacerbate Losses.

24

(20)  You May Be Adversely Affected by Redemption Orders that Are Subject To Postponement, Suspension or Rejection Under Certain Circumstances.

24

(21)  Because the Futures Contracts Have No Intrinsic Value, the Positive Performance of Your Investment Is Wholly Dependent Upon an Equal and Offsetting Loss.

24

(22)  Failure of Currency Futures Trading to Exhibit Low to Negative Correlation to General Financial Markets Will Reduce Benefits of Diversification and May Exacerbate Losses to Your Portfolio.

24

Prospectus Section


Page

(23)  Shareholders Will Not Have the Protections Associated With Ownership of Shares in an Investment Company Registered Under the Investment Company Act of 1940.

25

(24)  Various Actual and Potential Conflicts of Interest May Be Detrimental to Shareholders.

25

(25)  Shareholders Will Be Subject to Taxation on Their Share of the Master Fund’s Taxable Income, Whether or Not They Receive Cash Distributions.

25

(26)  Items of Income, Gain, Deduction, Loss and Credit with respect to Fund Shares could be Reallocated if the IRS does not Accept the Assumptions or Conventions Used by the Master Fund in Allocating Master Fund Tax Items.

25

(27)  The Current Treatment of Long-Term Capital Gains Under Current U.S. Federal Income Tax Law May Be Adversely Affected, Changed or Repealed in the Future.

25

(28)  Failure or Lack of Segregation of Assets May Increase Losses.

26

(29)  Regulatory Changes or Actions May Alter the Nature of an Investment in the Fund.

26

(30)  Lack of Independent Experts Representing Investors.

26

(31)  Possibility of Termination of the Fund May Adversely Affect Your Portfolio.

26

(32)  Shareholders Do Not Have the Rights Enjoyed by Investors in Certain Other Vehicles.

27

(33)  An Investment in the Shares May Be Adversely Affected by Competition From Other Methods of Investing in Currencies.

27

(34)  Competing Claims Over Ownership of Intellectual Property Rights Related to the Fund Could Adversely Affect the Fund and an Investment in the Shares.

27

(35)  The Value of the Shares Will be Adversely Affected if the Fund or the Master Fund is Required to Indemnify the Trustee or the Managing Owner.

27

iv


Prospectus Section


Page

(36)  The Net Asset Value Calculation of the Master 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.

27

(37)  Exchange Rates on the Index Currencies Could be Volatile and Could Materially and Adversely Affect the Performance of the Shares.

28

(38)  Substantial Sales of Index Currencies by the Official Sector Could Adversely Affect an Investment in the Shares.

28

(39)  Although the Shares are Limited Liability Investments, Certain Circumstances such as Bankruptcy of the Fund or Indemnification of the Fund by the Shareholders will Increase a Shareholder’s Liability.

28

THE MASTER-FEEDER STRUCTURE

28

INVESTMENT OBJECTIVE

29

Role of Managing Owner

30

Market Diversification

30

DESCRIPTION OF THE DEUTSCHE BANK G10 CURRENCY FUTURE HARVEST INDEX – EXCESS RETURN™

30

General

30

Index Calculation and Rules

31

Publication of Closing Levels and Adjustments

33

Change in the Methodology of the Index

34

Interruption of Index Calculation

34

Historical Closing Levels

35

Cautionary Statement–Statistical Information

36

PERFORMANCE OF COMMODITY POOL OPERATED BY THE MANAGING OWNER AND ITS AFFILIATES

49

INFORMATION BARRIERS BETWEEN THE INDEX SPONSOR AND THE MANAGING OWNER

51

Prospectus Section


Page

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

51

OFF-BALANCE SHEET ARRANGEMENTS AND CONTRACTUAL OBLIGATIONS

52

USE OF PROCEEDS

53

CHARGES

54

Management Fee

54

Organization and Offering Expenses

54

Brokerage Commissions and Fees

54

Routine Operational, Administrative and Other Ordinary Expenses

54

Extraordinary Fees and Expenses

54

Management Fee and Expenses to be Paid First out of Interest Income

55

Selling Commission

55

WHO MAY SUBSCRIBE

55

CREATION AND REDEMPTION OF SHARES

56

THE COMMODITY BROKER

59

CONFLICTS OF INTEREST

59

General

59

The Managing Owner

59

Relationship of the Managing Owner to the Commodity Broker

59

The Commodity Broker

60

Proprietary Trading/Other Clients

60

DESCRIPTION OF THE SHARES AND THE MASTER FUND UNITS; CERTAIN MATERIAL TERMS OF THE TRUST DECLARATIONS

61

Description of the Shares and the Master Fund Units

61

Principal Office; Location of Records

61

The Trustee

61

The Managing Owner

62

Fiduciary and Regulatory Duties of the Managing Owner

63

Ownership or Beneficial Interest in the Fund and Master Fund

65

Management; Voting by Shareholders

65

Recognition of the Fund and the Master Fund in Certain States

65

v


Prospectus Section


Page

Possible Repayment of Distributions Received by Shareholders; Indemnification by Shareholders

65

Shares Freely Transferable

66

Book-Entry Form

66

Reports to Shareholders

66

Net Asset Value

66

Termination Events

67

DISTRIBUTIONS

68

THE ADMINISTRATOR

68

THE DISTRIBUTOR

69

THE SECURITIES DEPOSITORY; BOOK-ENTRY-ONLY SYSTEM; GLOBAL SECURITY

69

SHARE SPLITS

70

MATERIAL CONTRACTS

70

Brokerage Agreement

70

Administration Agreement

71

Global Custody Agreement

72

Transfer Agency and Service Agreement

73

Distribution Services Agreement

74

MATERIAL U.S. FEDERAL INCOME TAX CONSIDERATIONS

76

Status of the Fund

76

Status of the Master Fund

77

U.S. Shareholders

78

PURCHASES BY EMPLOYEE BENEFIT PLANS

88

General

88

“Plan Assets”

88

Ineligible Purchasers

89

PLAN OF DISTRIBUTION

89

Initial Purchaser

89

Authorized Participants

90

Likelihood of Becoming a Statutory Underwriter

90

General

91

LEGAL MATTERS

91

EXPERTS

92

ADDITIONAL INFORMATION

92

RECENT FINANCIAL INFORMATION AND ANNUAL REPORTS

92

Prospectus Section


Page

PRIVACY POLICY OF THE MANAGING OWNER

92

FINANCIAL STATEMENTS

94

Index

94

Report of Independent Registered Public Accounting Firm

95

DB Currency Index Value Fund Statement of Financial Condition dated May 31, 2006

96

DB Currency Index Value Fund Notes to Statement of Financial Condition

97

Report of Independent Registered Public Accounting Firm

100

DB Currency Index Value Master Fund Statement of Financial Condition dated May 31, 2006

101

DB Currency Index Value Master Fund Statement of Operations For the Period from April 12, 2006 (inception) through May 31, 2006

102

DB Currency Index Value Master Fund Statement of Changes in Net Assets For the Period from April 12, 2006 (inception) through May 31, 2006

103

DB Currency Index Value Master Fund Statement of Cash Flow For the Period from April 12, 2006 (inception) through May 31, 2006

104

DB Currency Index Value Master Fund Notes to Financial Statements

105

Report of Independent Auditor

109

DB Commodity Services LLC Statement of Financial Condition December 31, 2005

110

DB Commodity Services LLC Statement of Changes in Member’s Capital for the period from May 23, 2005 (inception) through December 31, 2005

111

DB Commodity Services LLC Statement of Cash Flows for the period from May 23, 2005 (inception) through December 31, 2005

112

DB Commodity Services LLC Notes to Statement of Financial Condition

113

DB Commodity Services LLC Statement of Financial Condition (unaudited) June 30, 2006

115

DB Commodity Services LLC Statement of Operations (unaudited) For the Six Months Ended June 30, 2006

116

vi


Prospectus Section


Page

DB Commodity Services LLC Statement of Changes in Member’s Capital (unaudited) For the Six Months Ended June 30, 2006

117

DB Commodity Services LLC Statement of Cash Flows (unaudited) For the Six Months Ended June 30, 2006

118

DB Commodity Services LLC Notes to Financial Statements (unaudited) June 30, 2006

119

PART TWO

STATEMENT OF ADDITIONAL INFORMATION

General Information Relating to Deutsche Bank AG

126

The Futures Markets

126

Futures Contracts

126

Hedgers and Speculators

127

Futures Exchanges

127

Daily Limits

127

Regulations

128

Margin

129

Exhibit A—Privacy Notice

P–1

vii


SUMMARY

This summary of all material information provided in this Prospectus is intended for quick reference only. The remainder of this Prospectus contains more detailed information; you should read the entire Prospectus, including all exhibits to the Prospectus, before deciding to invest in any Shares. This Prospectus is intended to be used beginning [            ], 2006.


The Fund; The Master Fund

PowerShares DB G10 Currency Harvest Fund, or the Fund, was formedorganized as a Delaware statutory trust on April 12, 2006.trust. The Fund was originally named “DB Currency Index Value Fund” and changed its name to PowerShares DB G10 Currency Harvest Fund effective July 20, 2006. The Fund will issueissues common units of beneficial interest or Shares,(“Shares”), which represent units of fractional undivided beneficial interest in and ownership of the Fund. Shares may be purchased from the Fund only by certain eligible financial institutions (“Authorized Participants”) and only in one or more blocks of 200,000 Shares (“Creation Units”). The termFund issues Shares in Creation Units on a continuous basis at the applicable net asset value (“NAV”) per Share as of the Fund is perpetual (unless terminated earlier in certain circumstances). The principal officesclosing time of the Fund are located at c/o DB Commodity Services LLC, 60 Wall Street, New York, New York 10005, and its telephone number is (212) 250 5883.

DB G10 Currency Harvest Master Fund,NYSE Arca, Inc. (“NYSE Arca”) or the Master Fund, was formed as a Delaware statutory trust on April 12, 2006. The Master Fund was originally named “DB Currency Index Value Master Fund” and changed its namelast to DB G10 Currency Harvest Master Fund effective July 20, 2006. The Master Fund will issue common units of beneficial interest, or Master Fund Units, which represent units of fractional undivided beneficial interest in and ownershipclose of the Master Fund. The term ofexchanges on which the Master FundFund’s futures contracts are traded, whichever is perpetual (unless terminated earlier in certain circumstances). The principal offices of the Master Fund are located at c/o DB Commodity Services LLC, 60 Wall Street, New York, New York 10005, and its telephone number is (212) 250 5883.

Shares Listedlater, on the Amex

creation order date.

The Shares of the Fund will be listedtrade on the AmexNYSE Arca under the symbol “DBV.” Secondary market purchases

Invesco Capital Management LLC serves as the Fund’s managing owner (the “Managing Owner”), commodity pool operator and sales of Shares will be subject to ordinary brokerage commissions and charges.

Purchases and Sales in the Secondary Market,commodity trading advisor. The Fund trades exchange-traded futures on the Amex

The Shares of the Fund will trade on the Amex like any other equity security.

Baskets of Shares may be created or redeemed only by Authorized Participants, except that the initial Baskets were created by the Initial Purchaser. It is expected that Baskets will be created when there is sufficient demand for Shares that the market price per Share is at a premium to the net asset value per Share. Authorized Participants will then sell such Shares, which will be listed on the Amex, to the public at prices that are expected to reflect, among other factors, the trading price of the Shares on the Amex and the supply of and demand for Shares at the time of sale and are expected to fall between net asset value and the trading price of the Shares on the Amex at the time of sale. Similarly, it is expected that Baskets will be redeemed when the market price per Share is at a discount to the net asset value per Share. Retail investors seeking to purchase or sell Shares on any day are expected to effect such transactions in the secondary market, on the Amex, at the market price per Share, rather than in connection with the creation or redemption of Baskets.

The market price of the Shares may not be identical to the net asset value per Share, but these valuations are expected to be very close. Investors will be able to use the indicative intra-day value of the Fund to determine if they want to purchase in the secondary market via the Amex.

Retail investors may purchase and sell Shares through traditional brokerage accounts. Purchases or sales of Shares may be subject to customary brokerage commissions. Investors are encouraged to review the terms of their brokerage accounts for applicable charges.

Pricing Information Available on the Amex and Other Sources

The following table lists additional Amex symbols and their meanings with respect to the Fund and the Index:

FBV

Indicative intra-day value per Share of the Fund

FBV.NV

End of day net asset value of the Fund

DBCFHX

Intra-day and Index closing level as of close of Amex from the prior day

The intra-day data in the above table will be published once every fifteen seconds throughout each trading day.

The Index Sponsor will publish the daily closing level of the Index as of the close of the Amex. The Managing Owner will publish the net asset value of the Fund and the net asset value per Share daily. Additionally, the Index Sponsor will publish the intra-day Index level, and the Managing Owner will publish the indicative value per Share of the Fund (quoted in USD) once every fifteen seconds throughout each trading day. All of the foregoing information will be published as follows:

The intra-day level of the Index (symbol: DBCFHX) and the intra-day indicative value per Share of the Fund (symbol: FBV) (each quoted in USD) will be published once every fifteen seconds throughout each trading day on the consolidated tape, Reuters and/or Bloomberg and on the Managing Owner’s website at http://www.dbfunds.db.com, or any successor thereto.

The current trading price per Share (symbol: DBV) (quoted in USD) will be published continuously as trades occur throughout each trading day on the consolidated tape, Reuters and/or Bloomberg and on the Managing Owner’s website at http://www.dbfunds.db.com, or any successor thereto.

The most recent end-of-day Index closing level (symbol: DBCFHX) will be published as of the close of business for the Amex each trading day on the consolidated tape, Reuters and/or Bloomberg and on the Managing Owner’s website at http://www.dbfunds.db.com, or any successor thereto.

The most recent end-of-day net asset value of the Fund (symbol: FBV.NV) will be published as of the close of business on Reuters and/or Bloomberg and on the Managing Owner’s website at http://www.dbfunds.db.com, or any successor thereto. In addition, the most recent end-of-day net asset value of the Fund (symbol: FBV.NV) will be published the following morning on the consolidated tape.

All of the foregoing information with respect to the Index also will be published at http://index.db.com.

The Index Sponsor obtains information for inclusion in, or for use in calculation of, the Index from sources the Index Sponsor considers reliable. None of the Index Sponsor, the Managing Owner, the Fund, the Master Fund or any of their respective affiliates accepts responsibility for or guarantees the accuracy and/or completeness of the Index or any data included in the Index.

CUSIP

The Fund’s CUSIP number is 73935Y102.

The Master-Feeder Structure

The Fund will invest substantially all of its assets in the Master Fund in a master-feeder structure. The Fund will hold no investment assets other than Master Fund Units. The Master Fund will be wholly-owned by the Fund and the Managing Owner. Each Share issued by the Fund will correlate with a Master Fund Unit issued by the Master Fund and held by the Fund.

Risk Factors

An investment in Shares is speculative and involves a high degree of risk.

The Fund and the Master Fund have no operating history. Therefore, a potential investor does not have any performance history to serve as a factor for evaluating an investment in the Fund.

Past performance is not necessarily indicative of future results; all or substantially all of an investment in the Fund could be lost.

The trading of the Master Fund takes place in very volatile markets.

Because the Master Fund’s trading will be leveraged, a relatively small movement in the price of a futures contract owned by the Master Fund may cause greater losses.

Investment in foreign exchange related products is subject to many factors which contribute or increase potential volatility, including, but not limited to:

— National debt levels and trade deficits, including changes in balances of payments and trade;

— Domestic and foreign inflation rates and investors’ expectations concerning inflation rates;

— Domestic and foreign interest rates and investors’ expectations concerning interest rates;

— Currency exchange rates;

— Investment and trading activities of mutual funds, hedge funds and currency funds;

— Global or regional political, economic or financial events and situations;

— Supply and demand changes which influence the foreign exchange rates of various currencies;

— Monetary policies of governments (including exchange control programs, restrictions on local exchanges or markets and limitations on foreign investment in a country or on investment by residents of a country in other countries), trade restrictions, currency devaluations and revaluations;

— Governmental intervention in the currency market, directly and by regulation, in order to influence currency prices; and

— Expectations among market participants that a currency’s value soon will change.

The Fund and the Master Fund are subject to the fees and expenses described herein and will be successful only if significant losses are avoided. For an investor to break even in one year, the Fund must not generate, on an annual basis, losses in excess of 4.27%.

There can be no assurance that either the Shares or the Master Fund Units will achieve profits or avoid losses, significant or otherwise.

Performance of the Fund may not track the Index during particular periods or over the long term. Such tracking error may cause the Fund to outperform or underperform the Index.

Certain potential conflicts of interest exist between the Managing Owner and its affiliates and the Shareholders. For example, because the Managing Owner and the Commodity Broker are both wholly-owned subsidiaries of Deutsche Bank AG, the Managing Owner has a disincentive to replace the Commodity Broker. The Commodity Broker may have a conflict of interest between its execution of trades for the Master Fund and for its other customers. More specifically, the Commodity Broker will benefit from executing orders for other clients, whereas the Master Fund may be harmed to the extent that the Commodity Broker has fewer resources to allocate to the Master Fund’s accounts due to the existence of such other clients. Proprietary trading by the affiliates of the Managing Owner and the Commodity Broker may create conflicts of interest from time-to-time because such proprietary trades may take a position that is opposite of that of the Master Fund or may compete with the Master Fund for certain positions within the marketplace. See “Conflicts of Interest” for a more complete disclosure of various conflicts. Although the Managing Owner has established procedures designed to resolve certain of these conflicts equitably, the Managing Owner has not established formal procedures to resolve all potential conflicts of interest. Consequently, investors may be dependent on the good faith of the respective parties subject to such

conflicts to resolve them equitably. Although the Managing Owner attempts to monitor these conflicts, it is extremely difficult, if not impossible, for the Managing Owner to ensure that these conflicts will not, in fact, result in adverse consequences to the Fund.

The Trustee

Wilmington Trust Company, or the Trustee, a Delaware banking corporation, is the sole trustee of the Fund and the Master Fund. The Trustee delegated to the Managing Owner certain of the power and authority to manage the business and affairs of the Fund and the Master Fund and has only nominal duties and liabilities to the Fund and the Master Fund.

Investment Objective

The Fund and the Master Fund seek to track changes, whether positive and negative, in the level ofcurrencies comprising the Deutsche Bank G10 Currency Future Harvest Index—Index®Excess Return, (“the Index”), with a view to tracking the changes, whether positive or negative, in the level of the Index over time, plus the excess, if any, of the Master Fund’stime. The Fund also earns interest income (“Treasury Income”) from United States Treasury securities (“Treasury Securities”) and dividend income from its holdings in money market mutual funds (affiliated or otherwise) (“Money Market Income”). The Fund also gains exposure to Treasury Securities through an investment in exchange-traded funds (affiliated or otherwise) (“ETFs”) that track indexes that measure the performance of United StatesU.S. Treasury Obligations with a maximum remaining maturity of up to twelve months(“T-Bill ETFs”), and other high credit quality short-term fixed income securities. the Fund may receive dividends or distributions of capital gains from those investments(“T-Bill ETF Income”). While the Fund’s performance will reflect the appreciation or depreciation of its

investments in Treasury Securities, money market mutual funds andT-Bill ETFs, the Fund’s performance, whether positive or negative, will be driven primarily by its strategy of trading futures on currencies with the aim of seeking to track the Index.

The Index is designed to reflect the return from investing on a 2:1 leveraged basis in long currency futures positions for certain currencies associated with relatively high yielding interest rates and in short currency futures positions for certain currencies associated with relatively low yielding interest rates. The Index is designed to exploit the trend that currencies associated with relatively high interest rates, on average, tend to rise in value relative to currencies associated with relatively low interest rates. The Index exploitsseeks to exploit this trend using both long and short futures positions, which is expected to provide more consistent and less volatile returns than could be obtained by taking long positions only or short positions only.

The Index, at any time, is comprised of six of the following Group of Ten, (“G10”) currencies: United States Dollars, Euros, Japanese Yen, Canadian Dollars, Swiss Francs, British Pounds, Australian Dollars, New Zealand Dollars, Norwegian Krone and Swedish Krona (the “Eligible Index Currencies”). At any time, the Index is comprised of long futures positions in the three Eligible Index Currencies associated with the highest interest rates and short futures positions in the three Eligible Index Currencies associated with the lowest interest rates. The Index’s six component currencies from time to time, comprised of the three long and three short futures positions, are referred to as the Index Currencies and are used to calculate the value of the Index.

Except when aggregated in Creation Units, the Shares are not redeemable securities.

INVESTING IN THE SHARES INVOLVES SIGNIFICANT RISKS.

PLEASE REFER TO “RISK FACTORS” BEGINNING ON PAGE 11

Futures trading is volatile and even a small movement in market prices could cause large losses.

The success of the Fund’s trading program depends upon the skill of the Managing Owner and its trading principals.

You could lose all or substantially all of your investment.

Investors pay fees in connection with their investment in Shares including asset-based fees of 0.75% per annum. Additional charges include brokerage fees of approximately 0.03% per annum in the aggregate

Authorized Participants may offer to the public, from time to time, Shares from any Creation Units they create. Because the Shares will trade at market prices, rather than the NAV of the Fund, Shares may trade at prices greater than NAV (at a premium), at NAV, or less than NAV (at a discount). Authorized Participants will not receive from the Fund, the Managing Owner or any of their affiliates, any fee or other compensation in connection with their sale of Shares to the public.

An Authorized Participant may receive commissions or fees from investors who purchase Shares through their commission orfee-based brokerage accounts. In addition, the Managing Owner pays a distribution services fee to Invesco Distributors, Inc. and pays a marketing services fee to DWS Investment Management Americas Inc. (“DIMA”) without reimbursement from the Fund. For more information regarding items of compensation paid to Financial Industry Regulatory Authority, Inc. (“FINRA”) members, please see the “Plan of Distribution” section on page 80.

These securities have not been approved or disapproved by the U.S. Securities and Exchange Commission (“SEC”) or any state securities commission nor has the SEC or any state securities commission passed upon the accuracy or adequacy of this Prospectus. Any representation to the contrary is a criminal offense.

The Fund is not a mutual fund or any other type of investment company within the meaning of the Investment Company Act of 1940, as amended (the “1940 Act”), and is not subject to regulation thereunder.

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


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 THIS POOL AT PAGE 36 AND A STATEMENT OF THE PERCENTAGE RETURNS NECESSARY TO BREAK EVEN, THAT IS, TO RECOVER THE AMOUNT OF YOUR INITIAL INVESTMENT, AT PAGE 27.

THIS BRIEF STATEMENT CANNOT DISCLOSE ALL THE RISKS AND OTHER FACTORS NECESSARY TO EVALUATE YOUR PARTICIPATION IN THIS COMMODITY POOL. THEREFORE, BEFORE YOU DECIDE TO PARTICIPATE IN THIS COMMODITY POOL, YOU SHOULD CAREFULLY STUDY THIS DISCLOSURE DOCUMENT, INCLUDING A DESCRIPTION OF THE PRINCIPAL RISK FACTORS OF THIS INVESTMENT, AT PAGES 11 THROUGH 25.

THIS PROSPECTUS DOES NOT INCLUDE ALL OF THE INFORMATION OR EXHIBITS IN THE REGISTRATION STATEMENT OF THE FUND. YOU CAN READ AND COPY THE ENTIRE REGISTRATION STATEMENT AT THE PUBLIC REFERENCE FACILITIES MAINTAINED BY THE SEC IN WASHINGTON, D.C.

THE FUND FILES QUARTERLY AND ANNUAL REPORTS WITH THE SEC. YOU CAN READ AND COPY THESE REPORTS AT THE SEC PUBLIC REFERENCE FACILITIES IN WASHINGTON, D.C. PLEASE CALL THE SEC AT1-800-SEC-0330 FOR FURTHER INFORMATION.

THE FILINGS OF THE FUND ARE POSTED AT THE SEC WEBSITE AT HTTP://WWW.SEC.GOV.

REGULATORY NOTICES

NO DEALER, SALESMAN OR ANY OTHER PERSON HAS BEEN AUTHORIZED TO GIVE ANY INFORMATION OR TO MAKE ANY REPRESENTATION NOT CONTAINED IN THIS PROSPECTUS, AND, IF GIVEN OR MADE, SUCH OTHER INFORMATION OR REPRESENTATION MUST NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED BY THE FUND, THE MANAGING OWNER, THE AUTHORIZED PARTICIPANTS OR ANY OTHER PERSON.

THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFER OR SOLICITATION TO SELL OR A SOLICITATION OF AN OFFER TO BUY, NOR SHALL THERE BE ANY OFFER, SOLICITATION, OR SALE OF THE SHARES IN ANY JURISDICTION IN WHICH SUCH OFFER, SOLICITATION, OR SALE IS NOT AUTHORIZED OR TO ANY PERSON TO WHOM IT IS UNLAWFUL TO MAKE ANY SUCH OFFER, SOLICITATION, OR SALE.

THE BOOKS AND RECORDS OF THE FUND ARE MAINTAINED AS FOLLOWS: ALL MARKETING MATERIALS ARE MAINTAINED AT THE OFFICES OF INVESCO DISTRIBUTORS, INC., 11 GREENWAY PLAZA, SUITE 1000, HOUSTON, TEXAS 77046-1173; TELEPHONE NUMBER (800)983-0903; CREATION UNIT TRANSACTION BOOKS AND RECORDS, ACCOUNTING AND CERTAIN OTHER FINANCIAL BOOKS AND RECORDS (INCLUDING FUND ACCOUNTING RECORDS, LEDGERS WITH RESPECT TO ASSETS, LIABILITIES, CAPITAL, INCOME AND EXPENSES, THE REGISTRAR, TRANSFER JOURNALS AND RELATED DETAILS) AND TRADING AND RELATED DOCUMENTS RECEIVED FROM FUTURES COMMISSION MERCHANTS ARE MAINTAINED BY THE BANK OF NEW YORK MELLON, 240 GREENWICH STREET, NEW YORK, NEW YORK 10007, TELEPHONE NUMBER (718)315-7500. ALL OTHER BOOKS AND RECORDS OF THE FUND (INCLUDING MINUTE BOOKS AND OTHER GENERAL CORPORATE RECORDS, TRADING RECORDS AND RELATED REPORTS AND OTHER ITEMS RECEIVED FROM THE FUND’S COMMODITY BROKERS) ARE MAINTAINED AT THE FUND’S PRINCIPAL OFFICE, C/O INVESCO CAPITAL MANAGEMENT LLC,

 

Advantagesi


Notes to Cover Page (cont’d)

3500 LACEY ROAD, SUITE 700, DOWNERS GROVE, ILLINOIS 60515; TELEPHONE NUMBER (800)983-0903. SHAREHOLDERS WILL HAVE THE RIGHT, DURING NORMAL BUSINESS HOURS, TO HAVE ACCESS TO AND COPY (UPON PAYMENT OF REASONABLE REPRODUCTION COSTS) SUCH BOOKS AND RECORDS IN PERSON OR BY THEIR AUTHORIZED ATTORNEY OR AGENT. MONTHLY ACCOUNT STATEMENTS FOR THE FUND CONFORMING TO COMMODITY FUTURES TRADING COMMISSION (“CFTC”) AND THE NATIONAL FUTURES ASSOCIATION (“NFA”) REQUIREMENTS ARE POSTED ON THE MANAGING OWNER’S WEBSITE AT HTTPS://WWW.INVESCO.COM/ETFS. ADDITIONAL REPORTS MAY BE POSTED ON THE MANAGING OWNER’S WEBSITE IN THE DISCRETION OF THE MANAGING OWNER OR AS REQUIRED BY REGULATORY AUTHORITIES. INFORMATION ON THE MANAGING OWNER’S WEBSITE SHALL NOT BE DEEMED TO BE A PART OF THIS PROSPECTUS OR INCORPORATED BY REFERENCE HEREIN UNLESS OTHERWISE EXPRESSLY STATED. THERE WILL SIMILARLY BE DISTRIBUTED TO SHAREHOLDERS OF THE FUND, NOT MORE THAN 90 DAYS AFTER THE CLOSE OF THE FUND’S FISCAL YEAR, CERTIFIED AUDITED FINANCIAL STATEMENTS AND (IN NO EVENT LATER THAN MARCH 15 OF THE IMMEDIATELY FOLLOWING YEAR) THE TAX INFORMATION RELATING TO SHARES OF THE FUND NECESSARY FOR THE PREPARATION OF SHAREHOLDERS’ ANNUAL FEDERAL INCOME TAX RETURNS.

THE DIVISION OF INVESTMENT MANAGEMENT OF THE SECURITIES AND EXCHANGE COMMISSION REQUIRES THAT THE FOLLOWING STATEMENT BE PROMINENTLY SET FORTH HEREIN: “THE FUND IS NOT A MUTUAL FUND OR ANY OTHER TYPE OF INVESTMENT COMPANY WITHIN THE MEANING OF THE INVESTMENT COMPANY ACT OF 1940, AS AMENDED, AND IS NOT SUBJECT TO REGULATION THEREUNDER.”

AUTHORIZED PARTICIPANTS MAY BE REQUIRED TO DELIVER A PROSPECTUS WHEN TRANSACTING IN SHARES. SEE “PLAN OF DISTRIBUTION.”

Deutsche Bank G10 Currency Future Harvest Index® is a registered trademark of investingDeutsche Bank AG. All rights reserved.

ii


Table of Contents

Part One – Disclosure Document

iii


LOGO

Summary Information

August 13, 2019

DBV     Invesco DB G10 Currency Harvest Fund

This summary of material information contained or incorporated by reference in this Prospectus is intended for quick reference only and does not contain all of the information that may be important to you. The remainder of this Prospectus contains more detailed information. You should read the entire Prospectus, including the information incorporated by reference in this Prospectus, before deciding whether to invest in Shares. Please see the section “Incorporation by Reference of Certain Documents” for information on how you can obtain the information that is incorporated by reference in this Prospectus.

The Fund

Invesco DB G10 Currency Harvest Fund (the “Fund”) was formed as a Delaware statutory trust on August 12, 2006. The Fund issues common units of beneficial interest (“Shares”) which represent units of fractional undivided beneficial interest in and ownership of the Fund. The term of the Fund is perpetual (unless terminated earlier in certain circumstances). The principal executive offices of the Fund are located at c/o Invesco Capital Management LLC, 3500 Lacey Road, Suite 700, Downers Grove, IL 60515, and its telephone number is (800)983-0903. Information regarding the offered Fund is available at https://www.invesco.com/ETFs.

Shares Listed on the NYSE Arca

The Shares are listed on the NYSE Arca under the symbol “DBV.” Secondary market purchases and sales of Shares are subject to ordinary brokerage commissions and charges.

Purchases and Sales of Shares

The Fund issues and redeems Shares at net asset value (“NAV”) with Authorized Participants and only in large blocks of 200,000 shares (each block of Shares is called a “Creation Unit”) or multiples thereof in exchange for cash. Except when aggregated in Creation Units, the Shares are not redeemable securities of the Fund.

Individual Shares may be purchased and sold only on the NYSE Arca through brokers. Because the Shares will trade at market prices, rather than the NAV, Shares may trade at prices greater than NAV (at a premium), at NAV, or less than NAV (at a discount).

Retail investors may purchase and sell Shares through traditional brokerage accounts. Purchases or sales of Shares may be subject to brokerage commissions. Investors are encouraged to review the terms of their brokerage accounts for applicable charges.

Pricing Information Available on the NYSE Arca and Other Sources

The following table lists additional NYSE Arca symbols and their meanings with respect to the Fund and the Index:

 SymbolMeaning

DBV

Market price per Share on NYSE Arca

FBV

Intra-day indicative value (“IIV”) per Share

FBV.NV

End of day NAV of the Fund

DBCFHX

Intra-day and Index closing level as of close of NYSE Arca from the prior day



summary information (cont’d)

Theintra-day data in the above table, including the IIV, is published once every fifteen seconds throughout each trading day. The Index Sponsor (as defined herein) calculates and publishes the closing level of the Index daily. The Managing Owner publishes the NAV of the Fund and the NAV per Share daily.

All of the foregoing information is published as follows:

Theintra-day level of the Index (symbol: DBCFHX) and the IIV per Share (symbol: FBV) (each quoted in U.S. dollars) are published once every fifteen seconds throughout each trading day on the consolidated tape, Reuters and/or Bloomberg and on the Managing Owner’s website at https://www.invesco.com/ETFs, or any successor thereto.

The current trading price per Share (symbol: DBV) (quoted in U.S. dollars) is published continuously as trades occur throughout each trading day on the consolidated tape, Reuters and/or Bloomberg and on the Managing Owner’s website at https://www.invesco.com/ETFs, or any successor thereto.

The most recentend-of-day Index closing level (symbol: DBCFHX) is published as of the close of business for the NYSE Arca each trading day on the consolidated tape, Reuters and/or Bloomberg and on the Managing Owner’s website at https://www.invesco.com/ETFs, or any successor thereto.

The most recentend-of-day NAV of the Fund (symbol: FBV.NV) is published as of the close of business on Reuters and/or Bloomberg and on the Managing Owner’s website at https://www.invesco.com/ETFs, or any successor thereto. In addition, the most recentend-of-day NAV of the Fund (symbol: FBV.NV) is published the following morning on the consolidated tape.

All of the foregoing information with respect to the Index, including the Index’s history, is also published at https://index.db.com.

DWS Investment Management Americas Inc. (the “Index Sponsor” or “DIMA”) obtains information for inclusion in, or for use in the calculation of, the Index from sources the Index Sponsor considers reliable. None of the Index Sponsor, the Managing Owner, the Fund, or any of their respective affiliates accepts responsibility for or guarantees the accuracy and/or completeness of the Index or any data included in the Index.

Information on the Managing Owner’s website shall not be deemed to be a part of this Prospectus or incorporated by reference herein unless otherwise expressly stated.

CUSIP Number

The Fund’s CUSIP number is 46139B102.

Risk Factors

An investment in Shares include:is speculative and involves a high degree of risk. The summary risk factors set forth below are intended merely to highlight certain risks of the Fund. The Fund has additional risks that are set forth elsewhere in this Prospectus.

Past performance is not necessarily indicative of future results; all or substantially all of an investment in the Fund could be lost.

The Fund’s trading of futures contracts takes place in very volatile markets.

Because the Fund’s trading will be leveraged, a relatively small movement in the price of a futures contract owned by the Fund may cause greater losses.

Investments in foreign exchange related products are subject to many factors which contribute to potential volatility, including, but not limited to:

National debt levels and trade deficits, including changes in balances of payments and trade;



summary information (cont’d)

 

  Ease

Domestic and Flexibility of Investment. The Shares will trade on the Amexforeign inflation rates and provide institutional and retail investors withindirect access to the currency futures markets. The Shares may be bought and sold on the Amex like other exchange-listed securities. Retail investors may purchase and sell Shares through traditional brokerage accounts.investors’ expectations concerning inflation rates;

 

  Shares May Provide A More Cost Effective Alternative. Investing in the Shares can be easier

Domestic and less expensive for an investor than constructingforeign interest rates and trading a comparable foreign currency futures portfolio.investors’ expectations concerning interest rates;

 

  The Fund May Provide Gains on Both the Upside and Downside Price Movements of the Index Currencies. The Index will rise as a result of any upward price movement of the Index Currencies that are expected to gain relative to the USD by investing in long futures positions on such Index Currencies. The Index also will rise as a result of any downward price movement of the Index Currencies that are expected to lose relative to the USD by investing in short futures positions on such Index Currencies.

Currency exchange rates;

 

  Margin.Shares will be eligible for margin accounts.

Investment and trading activities of mutual funds, hedge funds and currency funds;

 

  Diversification. The Shares can help to diversify a portfolio because hypothetically they have historically tended to exhibit low to negative correlation with both equities

Global or regional political, economic or financial events and conventional bonds.situations;

 

  Transparency. The Shares provide a more direct

Supply and demand changes which influence the foreign exchange rates of various currencies;

Monetary policies of governments (including exchange control programs, restrictions on local exchanges or markets and limitations on foreign investment in currencies than mutual funds that investa country or on investment by residents of a country in currency-linked products, which may have implicit imbedded costs, credit riskother countries), trade restrictions, currency devaluations and other potentially opaque features.revaluations;

 

Governmental intervention in the currency market, directly and by regulation, in order to influence currency prices; and

Expectations among market participants that a currency’s value soon will change.

The Fund is subject to fees and expenses in the aggregate amount of approximately 0.78% per annum and will be successful only if its annual returns from futures trading, plus its annual Treasury Income, Money Market Income andT-Bill ETF Income exceed such fees and expenses.

The futures contracts associated with the Eligible Index Currencies are not subject to position limits from the CFTC and/or futures exchange rules. There can be no assurance that the futures contracts will not become subject to position limits. Should the Fund become subject to position limits with respect to its futures contracts holdings, the Fund’s positions in futures contracts might be required to be aggregated with positions in other accounts that the Managing Owner owns or for which it controls trading unless an exemption applies under the applicable regulations of the CFTC or the futures exchange on which the futures contracts trade. Should the Fund become subject to position limits, the Fund’s ability to issue new Creation Units or to reinvest income in additional futures contracts may be impaired or limited. This may adversely affect the correlation between the market price of the Shares and the NAV of the Fund, which could result in Shares trading at a premium or discount to the NAV of the Fund.

There can be no assurance that the Fund will achieve profits or avoid losses, significant or otherwise.

Performance of the Fund may not track the Index during particular periods or over the long term. Such tracking error may cause the Fund to outperform or underperform the Index.

Disruptions in the ability to create or redeem Creation Units may adversely affect investors.

Certain potential conflicts of interest exist between the Managing Owner, the Commodity Broker (as defined herein) and their affiliates and the Fund’s shareholders (“Shareholders”). Although the Managing Owner attempts to monitor for conflicts, it is extremely difficult, if not impossible, for the Managing Owner to ensure that the conflicts will not, in fact, result in adverse consequences to the Fund and the Shareholders.

The Fund’s NAV may not always correspond to the market price of the Shares and, as a result, Shares may trade at prices greater than NAV (at a premium), at NAV, or less than NAV (at a discount).

Shareholders will be subject to taxation on their allocable share of the Fund’s taxable income, whether or not they receive cash distributions.

The Trustee

Wilmington Trust Company (the “Trustee”) a Delaware trust company, is the sole trustee of the Fund. The Trustee’s duties and liabilities with respect to the offering of the Shares and the management of the Fund are limited to its



summary information (cont’d)

express obligations under the Fifth Amended and Restated Declaration of Trust and Trust Agreement of the Fund (the “Trust Agreement”). The Trustee has no duty or liability to supervise or monitor the performance of the Managing Owner, nor does the Trustee have any liability for the acts or omissions of the Managing Owner.

Investment Objective

The Fund seeks to track changes, whether positive or negative, in the level of the Deutsche Bank G10 Currency Future Harvest Index®—Excess Return, (the “Index”), over time, plus the excess, if any, of the sum of the Fund’s Treasury Income, Money Market Income andT-Bill ETF Income, over the expenses of the Fund. The Fund invests in futures contracts in an attempt to track its Index (“Index Contracts”). The Fund holds Treasury Securities, money market mutual funds andT-Bill ETFs only for margin and/or cash management purposes. While the Fund’s performance will reflect the appreciation and/or depreciation of those holdings, the Fund’s performance, whether positive or negative, will be driven primarily by its strategy of trading futures contracts with the aim of seeking to track the Index

The Index is designed to reflect the return from investing on a 2:1 leveraged basis in long currency futures positions for certain currencies associated with relatively high yielding interest rates and in short currency futures positions for certain currencies associated with relatively low yielding interest rates. The Index is designed to exploit the trend that currencies associated with relatively high interest rates, on average, tend to rise in value relative to currencies associated with relatively low interest rates. The Index seeks to exploit this trend using both long and short futures positions, which is expected to provide more consistent and less volatile returns than could be obtained by taking long positions only or short positions only.

Investing in the SharesFund does not insulate Shareholders from certain risks, including price volatility.

The sponsor of the Index, or the Index Sponsor is Deutsche Bank AG London.DIMA. The composition of the Index may be adjusted in the Index Sponsor’s discretion.

The currencies that are eligible for inclusion in the Index, or Eligible Index Currencies are the currencies of The Group of Ten, orthe G10 countries which include the following currencies:set forth below:

 

Eligible Index Currency


  

Symbol


United States Dollar

  

USD

Euro

  

EUR

Japanese Yen

  

JPY

Canadian Dollar

  

CAD

Swiss Franc

  

CHF

British Pound

  

GBP

Australian Dollar

  

AUD

New Zealand Dollar

  

NZD

Norwegian Krone

  

NOK

Swedish Krona

  

SEK

Futures contracts referencing each of the Eligible Index Currencies (except USD) currently are traded on the Chicago Mercantile Exchange or CME, although currency futures(“CME”). Futures contracts on the Eligible Index Currencies also trade on other exchanges in the United States, and the Master Fund may invest intrade such contracts.

At any time, the Index is comprised of long futures positions in the three Eligible Index Currencies associated with the highest interest rates and short futures positions in the three Eligible Index Currencies associated with the lowest interest rates. The Index’s six component currencies from time to time, comprised of the three long and three short futures positions, are referred to as the Index Currencies and are used to calculate the value of the Index. The composition of the Index may be adjusted in the event that the Index Sponsor is not able to calculate the closing prices of the Index Currencies.



The Index Sponsor calculates the Index on both an excess return basis and a total return basis. The excess return basis calculation reflects the change in market value of the applicable underlying currency futures only. The total return basis calculation reflects the sum of the change in market value of the applicable underlying currency futures plus the return on 3-month U.S. Treasury bills. The Fund and the Master Fund seek to track changes, whether positive and negative, in the level of the Index calculated on an excess return basis, over time, plus the excess, if any, of the Master Fund’s income from its holdings of United States Treasury and other high credit quality short-term fixed income securities.

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The Fund will make distributions at the discretion of the Managing Owner. To the extent that the Master Fund’s actual and projected interest income from its holdings of United States Treasury securities and other high credit quality short-term fixed income securities exceeds the actual and projected fees and expenses of the Fund and the Master Fund, the Managing Owner expects periodically to make distributions of the amount of such excess. The Fund currently does not expect to make distributions with respect to its capital gains. Depending on the Fund’s performance for the taxable year and your own tax situation for such year, your income tax liability for the taxable year for your allocable share of the Fund’s net ordinary income or loss and capital gain or loss may exceed any distributions you receive with respect to such year.

In order to determine which Eligible Index Currencies to include in the Index, from time to time, the Index Sponsor will review the composition of the Index on a quarterly basis as described in “Description of the Deutsche Bank G10 Currency Future Harvest Index—Index®Excess Return.Return.

The Index Sponsor will review the three month Libor rate for each Eligible Index Currency other than the SEK and NOK and will review the three month Stibor rate and the three month Nibor rate for the SEK and NOK, respectively. The Libor, Stibor and Nibor rates for the Eligible Index Currencies, as applicable, mean the London, Stockholm and Norway interbank offered rates for overnight deposits, respectively, each of which is published by Reuters on pages libor01 and libor02 with respectIn seeking to Libor and pages SIDE and NIBR with respect to Stibor and Nibor. The Eligible Index Currencies are then ranked according to yield. The three highest yielding and three lowest yielding are selected as Index Currencies for inclusion in calculating the Index. If two Index Currencies have the same yield, then the previous quarter’s ranking will be used.

The Index is re-weighted quarterly. Upon re-weighting, the high yielding Index Currencies are allocated a base weight of 33 1/3% and the low yielding Index Currencies are allocated a base weight of -33 1/3%. These new weights are applied during the Index Re-Weighting Period, as described in “Description of the Deutsche Bank G10 Currency Future Harvest Index—Excess Return.”

The CME-traded futures contract of each applicable Index Currency that is closest to expiration is used in the Index calculation. The futures contracts on the Index Currencies are rolled during the Index Re-Weighting Period. The new futures contract on an Index Currency that has the next closest expiration date is selected. The calculation of the Index on an excess return basis is the weighted return on the change in price of the futures contracts on the Index Currencies.

A 3-month U.S. Treasury bill return is then calculated and included to calculate the total return index. Please refer to Exhibit B of the Amended and Restated Declaration of Trust of the Master Fund for the mathematical formulae of the Index.

The Index has been calculated using historical data since March 12, 1993. The Index is composed of notional amounts of each Index Currency. The notional amounts of the Index Currencies included in the Index are based on the Index Closing Level as of the Index Re-Weighting Period. The Index Closing Level reflects an arithmetic weighted return of the change in the Index Currencies exchange rates against the USD since March 12, 1993. March 1993 was chosen as a starting period because it represents the earliest date on which reliable data for all the Eligible Index Currencies exists. On March 12, 1993, the closing Index level was USD 100. Between March 12, 1993 to June 30, 2006, the Index level as calculated on an excess return basis has ranged from as high as USD 286.06 (December 5, 2005) to as low as USD 94.03 (July 30, 1993). Past Index results are not necessarily indicative of future changes, positive and negative, in the Index.

The Fund will pursue its investment objective by investing substantially all of its assets in the Master Fund. To track the Index, the Master Fund generally will establish long futures positions in the three Eligible Index Currencies associated with the highest interest rates and short futures positions in the three Eligible Index Currencies associated with the lowest interest rates and will adjust its holdings quarterly as the Index is adjusted. However, if the USD is among the Index Currencies from time to time, the Master Fund will not establish a long or short futures position (as the case may be) in USD, because USD is the Fund’s home currency and, as aconsequence,a consequence, the Master Fund never can enjoy profit or suffer loss from long or short futures positions in USD. When the USD is not associated with the highest or lowest interest rates among the Eligible Index Currencies, the aggregate notional value of the Master Fund’s futures contracts at the time they are established will be double the value of the Master Fund’s holdings of United States Treasury securities (“Treasury Securities”), money market mutual funds (affiliated or otherwise) and other high credit quality short term fixed income securities,T-Bill ETFs (affiliated or otherwise), which means the Fund will have a leverage ratio at such time of 2:1. If the USD is associated with the highest or lowest interest rates among the Eligible Index Currencies, the aggregate notional value of the Master Fund’s futures contracts at the time they are established will be approximately 1.66 times the value of the Master Fund’s holdings of United States Treasury Securities, money market mutual funds (affiliated or otherwise) and other high credit quality short term fixed income securities,T-Bill ETFs (affiliated or otherwise), which means the Fund will have a leverage ratio at such time of approximately 1.66:1.

Holding futures positions with a notional amount in excess of the Master Fund’s net asset valueNAV constitutes a form of leverage. The use of leverage will increase the potential for both trading profits and losses, depending on the changes, positive and negative, in the Index. The Master Fund’s ability to track the Index will not be affected by the presence or absence of the USD among the Index Currencies. Because the notional value of the Master Fund’s futures positions can rise or fall over time, the leverage ratio could be higher or lower between quarterly adjustments of the Index Currencies.

The Fund will be required to deposit approximately twice as much of its assets than would be required if the Fund did not use leverage. The amount deposited is not expected to exceed 10% of net assets. The Fund will also trade more futures contracts and incur more brokerage commission expenses than it would if it did not use leverage. The additional amount of brokerage commission expenses generally will be proportional to the Fund’s leverage ratio.

The Managing Owner

Invesco Capital Management LLC, a Delaware limited liability company, serves as Managing Owner of the Fund. The Managing Owner was formed on February 7, 2003. The Managing Owner is an affiliate of Invesco Ltd. The Managing Owner was formed to be the managing owner of investment vehicles such as ETFs and has been managingnon-commodity futures based ETFs since 2003 and a commodity futures based ETF since 2014. The Managing Owner serves as the commodity pool operator and commodity trading advisor of the Fund. The Managing Owner is registered as a commodity pool operator and commodity trading advisor with the CFTC and is a member of, and approved as a swap firm by, the National Futures Association (the “NFA”). As a registered commodity pool operator and commodity trading advisor, with respect to the Fund, the Managing Owner must comply with various regulatory requirements under the United States Commodity Exchange Act of 1936, as amended (the “Commodity Exchange Act”) and the rules and regulations of the CFTC and the NFA, including investor protection requirements, antifraud prohibitions, disclosure requirements, and reporting and recordkeeping requirements. The Managing Owner also is subject to periodic inspections and audits by the CFTC and NFA.

The principal office of the Managing Owner is located at 3500 Lacey Road, Suite 700, Downers Grove, IL 60515. The telephone number of the Managing Owner is (800)983-0903.

The Fund pays the Managing Owner a Management Fee, monthly in arrears, in an amount equal to 0.75% per annum of the daily NAV of the Fund. The Management Fee is paid in consideration of the Managing Owner’s services related to the management of the Fund’s business and affairs, including the provision of commodity futures trading advisory services.



summary information (cont’d)

The Fund may, for margin and/or cash management purposes, invest in money market mutual funds and/orT-Bill ETFs that are managed by affiliates of the Managing Owner. The indirect portion of the management fees that the Fund may incur through such investments is in addition to the Management Fee paid to the Managing Owner. The Managing Owner has contractually agreed to waive indefinitely the fees that it receives from the Fund in an amount equal to the indirect management fees that the Fund incurs through its investments in affiliated money market mutual funds and/or affiliatedT-Bill ETFs. The Managing Owner may terminate this waiver on 60 days’ notice.

Effective June 4, 2018, the name of the Managing Owner changed from Invesco PowerShares Capital Management LLC to Invesco Capital Management LLC and the name of the Fund changed from PowerShares DB G10 Currency Harvest Fund to Invesco DB G10 Currency Harvest Fund.

As of April 8, 2019, Invesco Advisers, Inc. ceased to be a commodity trading advisor for the Fund.

The Commodity Broker

A variety of executing brokers execute futures transactions on behalf of the Fund. Such executing brokersgive-up all such transactions to Morgan Stanley & Co. LLC, a Delaware limited liability company, which serves as the Fund’s clearing broker (the “Commodity Broker”). In its capacity as clearing broker, the Commodity Broker may execute transactions by others on behalf of the Fund, clears all of the Fund’s futures transactions and performs certain administrative services for the Fund. The Commodity Broker is registered with the CFTC as a futures commission merchant and is a member of the NFA in such capacity.

The Fund pays the Commodity Broker all brokerage commissions, including applicable exchange fees, NFA fees,give-up fees, pit brokerage fees and other transaction related fees and expenses charged in connection with trading activities for the Fund. On average, total charges paid to the Commodity Broker are expected to be less than $6.00 per round-turn trade, although the Commodity Broker’s brokerage commissions and trading fees are determined on acontract-by-contract basis. The Managing Owner estimates the brokerage commissions and fees will be approximately 0.03% of the NAV of the Fund in any year, although the actual amount of brokerage commissions and fees in any year or any part of any year may be greater.

The Administrator, Custodian and Transfer Agent

The Bank of New York Mellon is the administrator (the “Administrator”) and serves as the custodian (the “Custodian”) and the transfer agent (the “Transfer Agent”) of the Fund. The Bank of New York Mellon has entered into a Fund Administration and Accounting Agreement (the “Administration Agreement”), a Global Custody Agreement (the “Custody Agreement”), and a Transfer Agency and Service Agreement, in connection therewith.

Pursuant to the Administration Agreement, the Administrator performs or supervises the performance of services necessary for the operation and administration of the Fund (other than making investment decisions), including NAV calculations, accounting and other fund administrative services.

Key terms of the Administration Agreement are summarized under the heading “Material Contracts.”

The Administrator’s monthly fees are paid on behalf of the Fund by the Managing Owner out of the Management Fee.

Pursuant to the Transfer Agency and Service Agreement, the Transfer Agent receives a transaction processing fee in connection with receiving and processing orders from Authorized Participants to create or redeem Creation Units in the amount of $500 per order. These transaction processing fees are paid directly by the Authorized Participants and not by the Fund. From time to time, the Managing Owner, in its sole discretion, may reimburse Authorized Participants for all or a portion of the processing fees from the Managing Owner’s own assets.

Invesco Distributors, Inc.

Invesco Distributors, Inc. (“Invesco Distributors”) assists the Managing Owner with certain functions and duties relating to distribution and marketing, including reviewing and approving marketing materials. Invesco Distributors



summary information (cont’d)

retains all marketing materials at c/o Invesco Distributors, Inc., 11 Greenway Plaza, Suite 1000, Houston, Texas 77046-1173. Investors may contact Invesco Distributors toll-free in the U.S. at (800)983-0903. The Fund has entered into a Distribution Services Agreement with Invesco Distributors. Invesco Distributors is affiliated with the Managing Owner.

The Managing Owner, out of its own assets, pays Invesco Distributors $25,000 annually ($6,250 per quarter) for performing its duties on behalf of the Fund. Such services may include, among other services, reviewing distribution related legal documents and contracts, consulting on marketing or sales strategy, maintaining certain books and records in respect of the Fund and performing additional marketing and distribution related services as may be agreed upon by Invesco Distributors and the Managing Owner.

Index Sponsor

The Managing Owner, on behalf of the Fund, has appointed DIMA to serve as the Index Sponsor. The Index Sponsor calculates and publishes the daily index levels and the indicative intraday index levels. The Index Sponsor also calculates the IIV per Share throughout each Business Day.

The Managing Owner pays the Index Sponsor a licensing fee and an index services fee out of the Management Fee for performing its duties.

Marketing Agent

The Managing Owner, on behalf of the Fund, has appointed DIMA (the “Marketing Agent”) to assist the Managing Owner by providing support to educate institutional investors about the Deutsche Bank indices and to complete governmental or institutional due diligence questionnaires or requests for proposals related to the Deutsche Bank indices.

The Managing Owner pays the Marketing Agent a marketing services fee out of the Management Fee.

The Marketing Agent will not open or maintain customer accounts or handle orders for the Fund. The Marketing Agent has no responsibility for the performance of the Fund or the decisions made or actions taken by the Managing Owner.

“800” Number for Investors

Investors may contact the Managing Owner toll free in the U.S. at (800)983-0903.

Limitation of Liabilities

You cannot lose more than your investment, including any appreciation in your investment, in the Shares. Shareholders are entitled to limitation on liability equivalent to the limitation on liability enjoyed by stockholders of a Delaware business corporation for profit. An investor may be required to return some or all of its capital in the event of a bankruptcy of the Fund.

Creation and Redemption of Shares

The Fund creates and redeems Shares from time to time, but only in one or more Creation Units. A Creation Unit is a block of 200,000 Shares. Creation Units may be created or redeemed only by Authorized Participants. Creation Units are created and redeemed continuously on the creation order settlement date or redemption order settlement date, as applicable, as of 2:45 p.m., Eastern time, on the business day immediately following the date on which a valid order to create or redeem a Creation Unit is accepted by the Fund. The creation or redemption will be at the NAV of 200,000 Shares as of the closing time of the NYSE Arca or the last to close of the exchanges on which the Fund’s futures contracts are traded, whichever is later, on the date that a valid order to create or redeem a Creation Unit is accepted by the Fund. Upon submission of a creation order or redemption order, the Authorized Participant may request the Managing Owner to agree to a creation order settlement or redemption order settlement date up to two business days after the creation order date or redemption order date.



summary information (cont’d)

For purposes of processing both purchase and redemption orders, a “business day” means any day other than a day when banks in New York City are required or permitted to be closed. Except when aggregated in Creation Units, the Shares are not redeemable securities.

See “Creation and Redemption of Shares” for more details.

Authorized Participants

Creation Units may be created or redeemed only by Authorized Participants. Each Authorized Participant must: (1) be a registered broker-dealer or other securities market participant such as a bank or other financial institution which is not required to register as a broker-dealer to engage in securities transactions; (2) be a participant in the Depository Trust Company (“DTC”); and (3) have entered into an agreement with the Fund and the Managing Owner (a “Participant Agreement”). The Participant Agreement sets forth the procedures for the creation and redemption of Creation Units and for the delivery of cash required for such creations or redemptions. See “Creation and Redemption of Shares” for more details.

NAV

NAV means the total assets of the Fund including, but not limited to, all cash and cash equivalents or other debt securities less total liabilities of the Fund, each determined on the basis of generally accepted accounting principles in the United States, consistently applied under the accrual method of accounting.

NAV per Share is the NAV of the Fund divided by the number of outstanding Shares.

See “Description of the Shares; Certain Material Terms of the Trust Agreement – NAV” for more details.

Clearance and Settlement

The Shares are evidenced by global certificates that the Fund issues to DTC. The Shares are available only in book-entry form. Shareholders may hold Shares through DTC, if they are participants in DTC, or indirectly through entities that are participants in DTC.

Segregated Accounts/Treasury Income, Money Market Income andT-Bill ETF Income

The Fund has arranged for the proceeds of the continuous offering of the Shares to be deposited as cash in a segregated account in the name of the Fund at the Custodian (or another eligible financial institution, as applicable) in accordance with CFTC investor protection and segregation requirements. The Fund is credited with 100% of the interest earned on its average net assets on deposit with the Custodian or such other financial institution each week. The Fund’snon-margin assets are generally invested in Treasury Securities, money market mutual funds (affiliated or otherwise) andT-Bill ETFs (affiliated or otherwise). See “Fees and Expenses” for more details.



summary information (cont’d)

Fees and Expenses

Fee

Description

Management Fee

The Fund pays the Managing Owner a Management Fee, monthly in arrears, in an amount equal to 0.75% per annum of the daily NAV of the Fund. The Management Fee is paid in consideration of the Managing Owner’s services related to the management of the Fund’s business and affairs, including the provision of futures trading advisory services.

The Fund may, for margin and/or cash management purposes, invest in money market mutual funds and/orT-Bill ETFs that are managed by affiliates of the Managing Owner. The indirect portion of the management fees that the Fund may incur through such investments is in addition to the Management Fee paid to the Managing Owner. The Managing Owner has contractually agreed to waive indefinitely the fees that it receives in an amount equal to the indirect management fees that the Fund incurs through its investments in affiliated money market mutual funds and/or affiliatedT-Bill ETFs. The Managing Owner may terminate the fee waiver on 60 days’ notice.

Offering Expenses

Expenses incurred in connection with the continuous offering of Shares are paid by the Managing Owner.

Brokerage Commissions and Fees

The Fund pays to the Commodity Broker all brokerage commissions, including applicable exchange fees, NFA fees,give-up fees, pit brokerage fees and other transaction related fees and expenses charged in connection with its trading activities. On average, total charges paid to the Commodity Broker are expected to be less than $6.00 per round-turn trade, although the Commodity Broker’s brokerage commissions and trading fees are determined on acontract-by-contract basis. The Managing Owner estimates the brokerage commissions and fees will be approximately 0.03% of the NAV of the Fund in any year, although the actual amount of brokerage commissions and fees in any year or any part of any year may be greater.

Routine Operational, Administrative and Other Ordinary Expenses

The Managing Owner pays all of the routine operational, administrative and other ordinary expenses of the Fund, including, but not limited to, the fees and expenses of the Trustee, license and service fees paid to DIMA as Marketing Agent and Index Sponsor, legal and accounting fees and expenses, tax preparation expenses, filing fees, and printing, mailing and duplication costs.

Non-Recurring Fees and Expenses

The Fund pays all of thenon-recurring and unusual fees and expenses (referred to as extraordinary fees and expenses in the Trust Agreement), if any, as determined by the Managing Owner.Non-recurring and unusual fees and expenses include items such as legal claims and liabilities, litigation costs, indemnification expenses and other expenses that are not currently anticipated obligations of the Fund or of managed futures funds in general.

Management Fee and Expenses to be Paid First out of Treasury Income, Money Market Income and/orT-Bill ETF Income

The Management Fee and the brokerage commissions and fees of the Fund are paid first out of Treasury Income from the Fund’s holdings of Treasury Securities, Money Market Income from the Fund’s holdings of money market mutual funds (affiliated or otherwise) andT-Bill ETF Income from the Fund’s holdings ofT-Bill ETFs (affiliated or otherwise), as applicable, on deposit with the Commodity Broker as margin, the Custodian, or otherwise. If the sum of the Treasury Income, the Money Market Income and theT-Bill ETF Income is not sufficient to cover the fees and expenses of the Fund that are payable by the Fund during any period, the excess of such fees and expenses over such Treasury Income, Money Market Income andT-Bill ETF Income, as applicable, will be paid out of income from futures trading, if any, or from sales of the Fund’s holdings in Treasury Securities, money market mutual funds, and/or holdings inT-Bill ETFs.

Selling Commission

Retail investors may purchase and sell Shares through traditional brokerage accounts. Investors are expected to be charged a commission by their brokers in connection with purchases of Shares that will vary from investor to investor. Investors are encouraged to review the terms of their brokerage accounts for applicable charges.

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Summary Information (cont’d)

Distributions

The Fund will make distributions at the discretion of the Managing Owner. To the extent that the Fund’s actual and projected Treasury Income, the Fund’s actual and projected Money Market Income, and the Fund’s actual and projectedT-Bill ETF Income, as applicable, exceed the actual and projected fees and expenses of the Fund, the Managing Owner expects periodically to make distributions of the amount of such excess. The Managing Owner currently does not expect to make distributions with respect to the Fund’s capital gains. Depending on the Fund’s performance for the taxable year and a Shareholder’s particular tax situation for such year, a Shareholder’s income tax liability for the taxable year for such Shareholder’s allocable share of the Fund’s net ordinary income or loss and capital gain or loss may exceed any distributions received with respect to such year.

Fiscal Year

The Fund’s fiscal year ends on December 31 of each year.

U.S. Federal Income Tax Considerations - General

Subject to the discussion below in “Material U.S. Federal Income Tax Considerations,” the Fund will be classified as a partnership for U.S. federal income tax purposes. Accordingly, the Fund will generally not incur U.S. federal income tax liability; rather, each Shareholder will be required to take into account its allocable share of the Fund’s income, gain, loss, deduction and other items for the Fund’s taxable year ending with or within the Shareholder’s taxable year.

Please refer to the “Material U.S. Federal Income Tax Considerations” section below for information on the potential U.S. federal income tax consequences of the purchase, ownership and disposition of Shares.

U.S. Federal Income Tax Considerations - UBTI

An organization that is otherwise exempt from U.S. federal income tax is nonetheless subject to taxation with respect to its “unrelated business taxable income” (“UBTI”). Subject to the discussion below in “Material U.S. Federal Income Tax Considerations,” all of the income realized by the Fund is expected to be short-term or long-term capital gain income, interest income or other passive investment income of the type specifically exempt from UBTI. The Fund will not borrow funds for the purpose of acquiring or holding any investments or otherwise incur “acquisition indebtedness” with respect to such investments. Therefore, atax-exempt entity purchasing Shares is not expected to incur any UBTI by reason of its investment in the Shares or upon sale of such Shares, provided that suchtax-exempt entity does not borrow funds for the purpose of investing in the Shares.

Breakeven Amounts

A Shareholder should expect that the Fund’s fees and expenses during the first twelve months of the Shareholder’s investment will equal 0.78% of the Fund’s NAV. This amount equates to $0.19 per annum per Share at $24.14 – the Fund’s NAV per Share as of May 31, 2019. The Fund’s Treasury Income, Money Market Income, andT-Bill ETF Income are expected to exceed the Fund’s fees and expenses during those first twelve months, assuming that Treasury Income is earned at a rate of 2.27%, Money Market Income is earned at a rate of 2.24%, andT-Bill ETF Income is earned at a rate of 2.35%. (These assumed rates are based on market rates observed as of May 31, 2019.) This means that, during those first twelve months, the Fund would have to experience trading losses that would exceed the positive difference between the Fund’s income and its expenses. As a result, the breakeven amount is reflected as $0.00 and 0% of NAV.

THE SHARES ARE SPECULATIVE AND INVOLVE A HIGH DEGREE OF RISK

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Risk Factors

You could lose money investing in Shares. You should consider carefully the risks described below before making an investment decision. You should also refer to the other information included in this Prospectus.

Market Risks

NAV May Not Always Correspond to Market Price and, as a Result, Creation Units May Be Created or Redeemed at a Value that Differs from the Market Price of the Shares.

Shares may trade at, above or below their NAV. The NAV fluctuates with changes in the market value of the Fund’s assets. The trading price of Shares fluctuates in accordance with changes in the NAV, intraday changes in the value of the futures contracts and market supply and demand. The amount of the discount or premium in the trading price of the Shares relative to their NAV may be influenced bynon-concurrent trading hours between NYSE Arca (the exchange on which the Shares trade) and the exchanges on which the Index Contracts trade. While the Shares are expected to trade on NYSE Arca until 4:00 p.m. (Eastern time), liquidity in the markets for the Index Contracts is expected to be reduced whenever the principal markets for those contracts are closed. As a result, trading spreads, and the resulting premium or discount on Shares, may widen during these gaps in market trading hours.

The NYSE Arca May Halt Trading in the Shares Which Would Adversely Impact Your Ability to Sell Shares.

The Shares are listed for trading on the NYSE Arca. Trading in Shares may be halted due to market conditions or in light of certain procedures and safeguards under NYSE Arca rules. In addition, trading is subject to trading halts caused by extraordinary market volatility pursuant to “circuit breaker” rules that require trading to be halted for a specified period based on a specified market decline. If the Fund were no longer to meet the requirements necessary to maintain the listing of its Shares, the Shares would be delisted. In such a scenario, the Fund would be terminated.

The Lack of an Active Trading Market for the Shares May Result in Losses on Your Investment at the Time of Disposition of Your Shares.

Although the Shares are listed and traded on the NYSE Arca, there can be no guarantee that an active trading market for the Shares will be maintained. If you need to sell your Shares at a time when no active market for them exists, the price you receive for your Shares, assuming that you are able to sell them, likely will be lower than the price you would receive if an active market did exist.

Because the Fund’s Trading will be Leveraged, a Relatively Small Movement in the Price of a Contract May Cause Greater Losses.

The Fund will take long futures positions in the high-yielding Eligible Index Currencies and will take short futures positions in thelow-yielding Eligible Index Currencies with a view to tracking the changes in the Index over time. Assuming that the USD is not one of the three highest or lowest yielding currencies during any IndexRe-Weighting Period, the long futures positions and short futures positions in the Index Currencies will each have a notional value approximately equal to the Fund’s NAV. Accordingly, if the USD is not one of the three highest or lowest yielding currencies during any the IndexRe-Weighting Period, the aggregate notional amount of the futures positions held by the Fund is expected to be approximately 200% of the Fund’s NAV, but it may increase due to the reinvestment of collateral or the movements in the market price of the Fund’s future positions. If the USD is one of the three highest or lowest yielding currencies, the Fund will not establish a long or short futures position (as the case may be) in USD, as the Fund never can enjoy profit or suffer loss from long or short futures positions in USD because USD is the Fund’s home currency. Consequently, if USD is one of the three highest or lowest yielding currencies, the aggregate notional amount of the futures positions held by the Fund is expected to be approximately, but not in excess of, 166 2/3% of the Fund’s NAV.

Holding futures positions with a notional amount in excess of the Fund’s NAV constitutes a form of leverage. The use of leverage increases the potential for both trading profits and losses, depending on the changes in market value of the Index Currencies in which the Fund has long futures positions relative to the Index Currencies in which the Fund has short futures positions.

The use of long and short positions in the construction of the Index causes the Index to rise as a result of any upward price movement of Index Currencies expected to gain relative to the USD and to rise as a result of any downward price movement of Index Currencies expected to lose relative to the USD. The inclusion of both long and short positions is also expected to reduce the country specific foreign exchange risk of the Index (and, therefore, risk in connection with an investment in the Fund) relative to a directional (outright long or short) exposure to any or all of the Index Currencies.

There can be no assurance that the use of both long and short positions will reduce the volatility of the Index during any or all market cycles or performance periods, or that the Master Fund will achieve its objectives.

As It is possible that, prior to an Index rebalancing, that Index Currencies expected to lose relative to the USD may rise and/or Index Currencies expected to gain relative to the USD may fall. In such cases, the Fund may experience losses in both its long and short positions at the same time. Such losses will be greater as a result of itsthe Fund’s use of leverage, reflected in its long futures exposure to Index Currencies with a notional value of up to 100% of the Master Fund will be requiredFund’s NAV and its short futures exposure to depositIndex Currencies with a greater proportionnotional value of its net assets as margin, not expectedup to exceed 5%100% of net assets. This represents margin deposit requirements approximately twice as great asthe Fund’s NAV. Under such circumstances, the Fund’s losses would be required if the Master Fund did not use leverage. Similarly,greater as a result of its useleverage than would be the case were it to limit its overall exposure to Index Currencies with a notional value of leverage,100% of the MasterFund’s net assets.

Volatility May Cause the Total Loss of Your Investment.

Futures contract prices have a high degree of volatility and are subject to rapid and substantial changes. Consequently, there is a risk that the value of your investment in the Fund will trade morecould decrease significantly due to rapid and substantial changes in the prices of futures contracts held by the Fund. The Index’s average annual volatility since inception is 8.70%. Average annual volatility is the average of the Index’s volatility each year since its inception. Yearly volatility is the relative rate at which the price of the Index moves up and incur more brokerage commission expense than it would if it did not use leverage.down, found by calculating the annualized standard deviation of the daily change in price for each business day in the given year.

In addition, the Fund enters sell orders with the Commodity Broker from time to time, to liquidate Index Contract positions in order to satisfy redemption requests or to pay expenses and liabilities. The additional amount of brokerage commission expense generally will be proportionalFund is subject to the Master Fund’s leverage ratio.

risk that temporary aberrations or distortions will occur in the market for Index Contracts at the time those orders are executed. The Master Fund’s portfolio also will include United States Treasury securities for deposit withprices received by the Master Fund’sFund from the liquidation of its positions could be adversely affected, which in turn could adversely affect the value of the Shares. Those aberrations or distortions may result from trading activities by other market participants or actions taken by the Commodity Broker, as margin andthe CFTC, the exchange or other high credit quality short-term fixed income securities.

Underregulatory authorities. If the Trust Declarations ofFund’s positions are liquidated at inopportune times or in a manner that temporarily distorts the Fund andmarket or otherwise causes a pricing aberration, the Master Fund, Wilmington Trust Company, the Trustee of the Fund and the Master Fund, has delegated to the Managing Owner the exclusive management and control of all aspects of the business of the Fund and the Master Fund. The Trustee will have no duty or liability to supervise or monitor the performance of the Managing Owner, nor will the Trustee have any liability for the acts or omissions of the Managing Owner.

There can be no assurance that the Fund or the Master Fund will achieve its investment objective or avoid substantial losses. The Master Fund has not commenced trading and does not have any performance history. The value of the Shares is expected to fluctuate generally in relation to changes inmay be adversely affected.

The Fund’s Trading of Index Contracts May Adversely Affect the valuePrice that the Fund Pays for Index Contracts.

The prices that the Fund pays for Index Contracts may be adversely affected by the trading of Index Contracts by other market participants. Transactions by other market participants may be based on their awareness of the Master Fund Units.

Shares Should Track CloselyFund’s positions in Index Contracts. If other market participants are able to anticipate the Valuetiming of the Fund’s Index

The Shares are intended Contract transactions, for instance, they may be able to provide investment results that generally correspond to the changes, positive and negative,execute transactions in the Index over time.

The valueadvance of the Shares is expectedFund. If that were to fluctuate in relation to changes inoccur, those market participants may receive more favorable pricing for their Index Contract transactions than the valueFund does for its own, subsequent Index Contract transactions. If the Fund’s Index Contract positions represent a significant part of the Master Fund’s portfolio.open long or short interest in those Index Contracts, moreover, other market participants may take that fact into account and trade in a manner that adversely affects the prices that the Fund obtains when trading Index Contracts. The marketFund may not be able to counteract adverse pricing effects of its own positions and transactions in Index Contracts.

Withdrawal from Participation by Authorized Participants May Affect the Liquidity of Shares.

If one or more Authorized Participants withdraws from participation, it may become more difficult to create or redeem Creation Units, which may reduce the liquidity of the Shares. If it becomes more difficult to create or redeem Creation Units, the correlation between the price of the Shares and the NAV may not be identicalaffected, which may affect the trading market for the Shares. Having fewer participants in the market for the Shares could also adversely affect the ability to the net asset value per Share, but these two valuations are expected to be very close.

The Master Fund will hold a leveraged portfolio of both long and shortarbitrage any price difference between futures contracts onand the Index CurrenciesShares, which comprisemay also affect the Index from timetrading market and liquidity of the Shares.

Possible Illiquid Markets May Exacerbate Losses.

Futures positions cannot always be liquidated at the desired price. It is difficult to time (other thanexecute a trade at a specific price when there is a relatively small volume of buy and sell orders in a market. A market disruption, such as when foreign governments may take or be subject to political actions which disrupt the USD), each of which are traded on various currency futures markets in the United States. The Master Fund willtheir currencies or major commodities exports, can also hold cash and United States Treasury securitiesmake it difficult to liquidate a position.

Illiquidity may cause losses for deposit with the Master Fund’s Commodity Broker as margin and other high credit quality short-term fixed income securities. The Master Fund’s portfolio is traded with a view to tracking the Index over time, whether the Index is rising, falling or flat over any particular period. The Master Fund is not “managed” by traditional methods, which typically involve effecting changes in the composition of the Master Fund’s portfolio on the basis of judgments relating to economic, financial and market considerations with a view to obtaining positive results under all market conditions. To maintain the correspondence between the composition and weightings of the Index Currencies of the Index to the Fund, the Managing Owner will adjust the portfolio on a quarterly basis to conform to periodic changes in the composition and relative weightings of the Index Currencies. The Managing Owner will aggregate certain of the adjustments and make changes to the portfolio at least monthly or more frequently in the case of significant changes to the Index.

The Managing Owner

DB Commodity Services LLC, a Delaware limited liability company, will serve as Managing Owner of the Fund and the Master Fund. The Managing Owner was formed on May 23, 2005. The Managing Owner is an affiliate of Deutsche Bank AG. The Managing Owner will serve as the commodity pool operator and commodity trading advisor of the Fund and the Master Fund. The Managing Owner and its trading principals have limited experience in operating a commodity pool and in managing a futures trading account. The Managing Owner is registered as a commodity pool operator and commodity trading advisor with the Commodity Futures Trading Commission, or the CFTC, and is a member of the National Futures Association, or the NFA. As a registered commodity pool operator and commodity trading advisor, with respect to both the Fund and the Master Fund, the Managing Owner must comply with various

regulatory requirements under the Commodity Exchange Act and the rules and regulations of the CFTC and the NFA, including investor protection requirements, antifraud prohibitions, disclosure requirements, and reporting and recordkeeping requirements. The Managing Owner is also subject to periodic inspections and audits by the CFTC and NFA.

The Shares are not deposits or other obligations of the Managing Owner, the Trustee or any of their respective subsidiaries or affiliates or any other bank, are not guaranteed by the Managing Owner, the Trustee or any of their respective subsidiaries or affiliates or any other bank and are not insured by the Federal Deposit Insurance Corporation or any other governmental agency. An investment in the Shares is speculative and involves a high degree of risk.

The principal office of the Managing Owner is located at 60 Wall Street, New York, New York 10005. The telephone number of the Managing Owner is (212) 250-5883.

The Master Fund will pay the Managing Owner a Management Fee, monthly in arrears, in an amount equal to 0.75% per annum of the net asset value of the Master Fund. No separate fee will be paid by the Fund. The Management Feelarge size of the positions which the Fund may acquire increases the risk of illiquidity by both making its positions more difficult to liquidate and increasing the losses incurred while trying to do so. Any type of disruption or illiquidity will be paidexacerbated due to the fact that the Fund only invests in considerationthe Index Contracts.

The Effect of Market Disruptions and Government Interventions Are Unpredictable and May Have an Adverse Effect on the Value of Your Shares.

The commodity futures markets may be subject to temporary distortions due to various factors, including lack of liquidity, congestion, disorderly closing periods, manipulation and disruptive conduct, limitations on deliverable supplies, excessive speculation, government regulation and intervention, technical and operational or system failures, nuclear accidents, terrorism, riots and acts of God.

Government intervention has in certain cases been implemented on an “emergency” basis, suddenly and substantially eliminating market participants’ ability to continue to implement certain strategies or manage the risk of their outstanding positions. These interventions have typically been unclear in scope and application, resulting in confusion and uncertainty which in itself has been materially detrimental to the efficient functioning of the Managing Owner’s commodity futures trading advisory services.markets as well as previously successful investment strategies.

The Commodity Broker

A varietyfinancial crisis of executing brokers will execute futures transactions on behalf of2008-2009 and associated regulatory changes, including the Master Fund. Such executing brokers will give-up all such transactionsDodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) are generally considered to Deutsche Bank Securities Inc., a Delaware corporation, which will serve ashave contributed to less credit being available to financial market participants. This is particularly the Master Fund’s clearing broker, or Commodity Broker.case for credit extended by banks and other traditional lending sources. The Commodity Broker is an affiliate of the Managing Owner. In its capacity as clearing broker, the Commodity Broker will execute and clear each of the Master Fund’s futures transactions and will perform certain administrative servicesFund does not borrow from lenders for the Master Fund. Deutsche Bank Securities Inc. is registered withpurpose of pursuing its investment objective. Nonetheless, restrictions on the CFTC as a futures commission merchantavailability of credit may adversely affect investors who borrow to purchase Shares and is a member ofparticipants in the NFAmarkets for financial instruments in such capacity.

The Master Fund will pay to the Commodity Broker all brokerage commissions, includingapplicable exchange fees, NFA fees, give-up fees, pit brokerage fees and other transaction related fees and expenses charged in connection with trading activities. On average, total charges paid to the Commodity Broker are expected to be less than USD 10.00 per round-turn trade, although the Commodity Broker’s brokerage commissions and trading fees will be determined on a contract-by-contract basis. The Managing Owner does not expect brokerage commissions and fees to exceed 0.06% of the net asset value of the Master Fund in any year or part of any year, although the actual amount of brokerage commissions and fees in any year or part of any year may be greater.

A round-turn trade is a completed transaction involving both a purchase and a liquidating sale, or a sale followed by a covering purchase.

The Administrator

The Managing Owner, on behalf ofwhich the Fund trades, including futures markets. Limitations on the availability of credit, whether in stressed market conditions or otherwise, may have a material adverse effect on investors and financial market participants, which in turn could affect the Master Fund, has appointed The Bank of New York asFund’s ability to pursue its investment objective. Among other things, fewer prospective investors may adversely affect the administrator, or Administrator, ofFund’s asset levels, and fewer financial market participants may reduce liquidity and adversely affect pricing for the financial instruments that the Fund and the Master Fund and has entered into an Administration Agreement in connection therewith. The Bank of New York will serve as custodian, or Custodian, of the Fund and has entered into a Global Custody Agreement, or Custody Agreement, in connection therewith. The Bank of New York will serve as the transfer agent, or Transfer Agent, of the Fund and has entered into a Transfer Agency and Service Agreement in connection therewith.

The Bank of New York, a banking corporation organized under the laws of the State of New York with trust powers, has an office at 2 Hanson Place, 12th Floor, Brooklyn, N.Y. 11217. The Bank of New York is subjectseeks to supervision by the New York State Banking Department and the Board of Governors of the Federal Reserve System. Information regarding the net asset value of the Fund, creation and redemption transaction fees and the names of the parties that have executed a Participant Agreement may be obtained from The Bank of New York by calling the following number: (718) 315-4412. A copy of the Administration Agreement is available for inspection at The Bank of New York’s trust office identified above.

Pursuant to the Administration Agreement, the Administrator will perform or supervise the performance of services necessary for the operation and administration of the Fund and the Master Fund (other than making investment decisions), including receiving and processing orders from Authorized Participants to create and redeem Baskets, net asset value calculations, accounting and other fund administrative services. The Administrator will retain certain financial books and records, including: Basket creation and redemption books and records, fund accounting records, ledgers with respect to assets, liabilities, capital, income and expenses, the registrar, transfer journals and related details and trading and related documents received from futures commission merchants, c/o The Bank of New York, 2 Hanson Place, 12th Floor, Brooklyn, New York 11217, telephone number (718) 315-4850.

The Administration Agreement will continue in effect from the commencement of trading operations unless terminated on at least 90 days’ prior written notice by either party to the other party. Notwithstanding the foregoing, the Administrator may terminate the Administration Agreement upon 30 days’ prior written notice if the Fund and/or Master Fund has materially failed to perform its obligations under the Administration Agreement.

The Administration Agreement provides for the exculpation and indemnification of the Administrator from and against any costs, expenses, damages, liabilities or claims (other than those resulting from the Administrator’s own bad faith, negligence or willful misconduct) which may be imposed on, incurred by or asserted against the Administrator in performing its obligations or duties under the Administration Agreement. Key terms of the Administration Agreement are summarized under the heading “Material Contracts.”

The Administrator’s monthly fees are paid on behalf of the Fund and the Master Fund by the Managing Owner out of the Management Fee.

The Administrator and any of its affiliates may from time-to-time purchase or sell Shares for their own account, as agent for their customers and for accounts over which they exercise investment discretion.

The Administrator also will receive a transaction processing fee in connection with orders from Authorized Participants to create or redeem Baskets in the amount of USD 500 per order. These transaction processing fees are paid indirectly by the Authorized Participants and not by the Fund or the Master Fund.

trade.

The Fund may incur major losses in the event of disrupted markets and other extraordinary events in which historical pricing relationships become materially distorted. The risk of loss from pricing distortions is expectedcompounded by the fact that in disrupted markets many positions become illiquid, making it difficult or impossible to retainclose out or liquidate positions against which the servicesmarkets are moving. The large size of one orthe positions which the Fund may acquire increases the risk of illiquidity by both making its positions more additional service providersdifficult to assist with certain tax reporting requirements ofliquidate and increasing the losses incurred while trying to do so.

The financing available to market participants is typically reduced in disrupted markets. Such a reduction may result in substantial losses to the affected market participants, including the Fund and its Shareholders.

The DistributorAn Investment in the Shares May Be Adversely Affected by Competition from Other Methods of Investing in Currencies.

The Fund competes with other financial vehicles, including mutual funds, ETFs and other investment companies, other index tracking commodity pools, actively traded commodity pools, hedge funds, traditional debt and equity securities issued by companies in the commodities industry, other securities backed by or linked to currencies, and direct investments in the underlying currencies or the Index Contracts. Market and financial conditions, and other conditions beyond the Managing Owner, on behalfOwner’s control, may make it more attractive to invest in other financial vehicles or to invest in such currencies directly, which could limit the market for the Shares and therefore reduce the liquidity of the Shares.

The NAV Calculation of the Fund andMay Be Overstated or Understated Due to the MasterValuation Method Employed When a Settlement Price is not Available on the Date of NAV Calculation.

Calculating the NAV of the Fund has appointed ALPS Distributors, Inc.,includes, in part, any unrealized profits or losses on open Index Contracts. Under normal circumstances, the Distributor, to assistNAV of the Fund reflects the settlement price of open Index Contracts on the date when the NAV is being calculated. However, if a settlement price for a Index Contract could not be determined for any reason, the Managing Owner andmay value the Administrator with certain functions and duties relatingIndex Contract pursuant to distribution and marketing, including reviewing and approving marketing materials. The Distributor will retain all marketing materials at c/o ALPS Distributors, Inc., 1625 Broadway, Suite 2200, Denver, Colorado 80202; telephone number (303) 623-2577. Investors may contact the Distributor toll-free in the U.S. at (877) 369-4617. The Fund has entered into a Distribution Services Agreement with the Distributor. The Distributor is affiliated with ALPS Mutual Fund Services, Inc., a Denver-based service provider of administration, fund accounting, transfer agency and shareholder services for mutual funds, closed-end funds and exchange-traded funds, with over 100,000 shareholder accounts and approximately USD 10 billion in client mutual fund assets under administration. The Distributor provides distribution services and has approximately USD 120 billion in client assets under distribution.

The Managing Owner, out of the Management Fee, will pay the Distributor for performing duties on behalf of the Fund and the Master Fund and may pay the Distributor additional compensation in consideration of the performance by the Distributor of additional marketing, distribution and ongoing support services. Such additional services may include, among other services, the development and implementation of a marketing plan and the utilization of the Distributor’s resources, which include an extensive broker database and a network of internal and external wholesalers.

Certain assistance and marketing services provided for the Fund by the Distributor will be performed using registered representatives of the Distributor who are affiliates or employees of PowerShares Capital Management LLC. This assistance includes the licensing of the PowerShares® registered service mark topolicies the Managing Owner for use with the Fund. PowerShares®has adopted. In such a situation, there is a registered service mark of PowerShares Capital Management LLC. PowerShares Capital Management LLC is not a sponsor or promoterrisk that the resulting calculation of the FundFund’s NAV could be understated or overstated, perhaps to a significant degree.

Exchange Rates on the Index Currencies Could Be Volatile and has no responsibility forCould Materially and Adversely Affect the performancePerformance of the Fund orShares.

Foreign exchange rates are influenced by a variety of factors, including the decisions made or actions taken by the Managing Owner.following:

 

Limitation of LiabilitiesNational debt levels and trade deficits;

 

You cannot lose more than your investment in the Shares. Shareholders will be entitled to limitation on liability equivalent to the limitation on liability enjoyed by stockholders of a Delaware business corporation for profit.Domestic and foreign inflation rates; and

 

Creation and Redemption of SharesInvestors’ expectations concerning inflation rates:

The Fund will create and redeem Shares from time-to-time, but only in one or more Baskets. A Basket is a block of 200,000 Shares. Baskets may be created or redeemed only by Authorized Participants. Except when aggregated in Baskets, the Shares are not redeemable securities. Authorized Participants pay a transaction fee of USD 500 in connection with each order to create or redeem a Basket of Shares. Authorized Participants may sell the Shares included in the Baskets they purchase from the Fund to other investors.

The Master Fund will create and redeem Master Fund Units from time-to-time, but only in one or more Master Unit Baskets. A Master Unit Basket is a block of 200,000 Master Fund Units. Master Unit Baskets may be created or redeemed only by the Fund. The Master Fund will be wholly-owned by the Fund and the Managing Owner. Each Share issued by the Fund will correlate with a Master Fund Unit issued by the Master Fund and held by the Fund.

See “Creation and Redemption of Shares” for more details.

The Offering

On [•], 2006, Deutsche Bank Securities Inc., as the Initial Purchaser, subject to certain conditions, agreed to purchase and took delivery of 1,000,000 Shares, which comprise the initial Baskets, at a purchase price of USD 25.00 per Share (USD 5,000,000 per Basket), as described in “Plan of Distribution.”

The Fund will issue Shares in Baskets to Authorized Participants continuously as of noon, New York time, on the business day immediately following the date on which a valid order to create a Basket is accepted by the Fund, at the net asset value of 200,000 Shares as of the closing time of the Amex or the last to close of the exchanges on which its Master Fund’s assets are traded, whichever is later, on the date that a valid order to create a Basket is accepted by the Fund.

The Master Fund will issue Master Fund Units in Master Unit Baskets to the Fund continuously as of noon, New York time, on the business day immediately following the date on which a valid order to create a Master Unit Basket is accepted by the Master Fund, at the net asset value of 200,000 Master Fund Units as of the closing time of the Amex or the last to close of the exchanges on which its Master Fund’s assets are traded, whichever is later, on the date that a valid order to create a Master Unit Basket is accepted by the Master Fund. The Master Fund will be wholly-owned by the Fund and the Managing Owner. Each Share issued by the Fund will correlate with a Master Fund Unit issued by the Master Fund and held by the Fund.

Authorized Participants

Baskets may be created or redeemed only by Authorized Participants. Each Authorized Participant must (1) be a registered broker-dealer or other securities market participant such as a bank or other financial institution which is not required to register as a broker-dealer to engage in securities transactions, (2) be a participant in DTC, and (3) have entered into an agreement with the Fund and the Managing Owner (a Participant Agreement). The Participant Agreement sets forth the procedures for the creation and redemption of Baskets of Shares and

for the delivery of cash required for such creations or redemptions. A list of the current Authorized Participants can be obtained from the Administrator. A similar agreement between the Fund and the Master Fund sets forth the procedures for the creation and redemption of Master Unit Baskets by the Fund. See “Creation and Redemption of Shares” for more details.

Net Asset Value

Net asset value means the total assets of the Master Fund including, but not limited to, all cash and cash equivalents or other debt securities less total liabilities of the Master Fund, each determined on the basis of generally accepted accounting principles in the United States, consistently applied under the accrual method of accounting.

Net asset value per Master Fund Unit is the net asset value of the Master Fund divided by the number of outstanding Master Fund Units. Because there will be a one-to-one correlation between Shares and Master Fund Units and the Master Fund has assumed all liabilities of the Fund, the net asset value per Share and the net asset value per Master Fund Unit will be equal.

See “Description of the Shares and the Master Fund Units; Certain Material Terms of the Trust Declarations—Net Asset Value” for more details.

Clearance and Settlement

The Shares are evidenced by global certificates that the Fund issues to DTC. The Shares are available only in book-entry form. Shareholders may hold their Shares through DTC, if they are participants in DTC, or indirectly through entities that are participants in DTC. The Master Fund Units are uncertificated and held by the Fund in book-entry form.

Segregated Accounts/Interest Income

The proceeds of the offering will be deposited in cash in a segregated account in the name of the Master Fund at the Commodity Broker (or another eligible financial institution, as applicable) in accordance with CFTC investor protection and segregation requirements. The Master Fund will becredited with 100% of the interest earned on its average net assets on deposit with the Commodity Broker or such other financial institution each week. In an attempt to increase interest income earned, the Managing Owner expects to invest non-margin assets in United States government securities (which include any security issued or guaranteed as to principal or interest by the United States), or any certificate of deposit for any of the foregoing, including United States Treasury bonds, United States Treasury bills and issues of agencies of the United States government, and certain cash items such as money market funds, certificates of deposit (under nine months) and time deposits or other instruments permitted by applicable rules and regulations. Currently, the rate of interest expected to be earned is estimated to be 5.08% per annum, based upon the current yield on 3-month U.S. Treasury bills. This interest income will be used to pay the expenses of the Fund and the Master Fund. See “Fees and Expenses” for more details.

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Fees and Expenses

 

Management Fee

The Master Fund will pay the Managing Owner a Management Fee, monthly in arrears, in an amount equal to 0.75% per annum of the net asset value of the Master Fund. No separate management fee will be paid by the Fund. The Management Fee will be paid in consideration of the Managing Owner’s currency futures trading advisory services.Domestic and foreign interest rates;

 

Organization and Offering Expenses

Expenses incurred in connection with organizing the Fund and the Master Fund and the initial offering of the Shares are paid by the Managing Owner. Expenses incurred in connection with the continuous offering of Shares after the commencement of the Master Fund’s trading operations also will be paid by the Managing Owner.Currency exchange rates

 

Brokerage Commissions and Fees

The Master Fund will pay to the Commodity Broker all brokerage commissions, including applicable exchange fees, NFA fees, give-up fees, pit brokerage fees and other transaction related fees and expenses charged in connection with its trading activities. On average, total charges paid to the Commodity Broker are expected to be less than USD 10.00 per round-turn trade, although the Commodity Broker’s brokerage commissionsInvestment and trading fees will be determined on a contract-by-contract basis. The Managing Owner does not expect brokerage commissionsactivities from mutual funds, hedge funds and fees to exceed 0.06% of the net asset value of the Master Fund in any year or part of any year, although the actual amount of brokerage commissionscurrency funds; and fees in any year or part of any year may be greater.

 

Routine Operational, AdministrativeGlobal or regional political, economic or financial events and Other Ordinary Expenses

The Managing Owner will pay all of the routine operational, administrative and other ordinary expenses of the Fund and the Master Fund, including, but not limited to, computer services, the fees and expenses of the Trustee, legal and accounting fees and expenses, tax preparation expenses, filing fees, and printing, mailing and duplication costs.situations.

Extraordinary Fees and Expenses

The Master Fund will pay all the extraordinary fees and expenses, if any, of the Fund and the Master Fund. Extraordinary fees and expenses are fees and expenses which are non-recurring and unusual in nature, such as legal claims and liabilities, litigation costs or indemnification or other unanticipated expenses. Such extraordinary fees and expenses, by their nature, are unpredictable in terms of timing and amount.

Management Fee and Expenses to be Paid First out of Interest Income

The Management Fee and the brokerage commissions and fees of the Fund and the Master Fund will be paid first out of interest income from the Master Fund’s holdings of U.S. Treasury bills and other high credit quality short-term fixed income securities on deposit with the Commodity Broker as margin or otherwise. It is expected that such interest income may be sufficient to cover a significant portion of the

fees and expenses of the Fund and the Master Fund. To the extent interest income is not sufficient to cover the fees and expenses of the Fund and the Master Fund during any period, the excess of such fees and expenses over such interest income will be paid out of income from futures trading, if any, or from sales of the Master Fund’s fixed income securities.

Selling Commission

Retail investors may purchase and sell Shares through traditional brokerage accounts. Investors are expected to be charged a customary commission by their brokers in connection with purchases of Shares that will vary from investor to investor. Investors are encouraged to review the terms of their brokerage accounts for applicable charges.

Breakeven Amounts

Foreign exchange rates on the Index Currencies may also be influenced by changing supply and demand for a particular Index Currency, monetary policies of governments (including exchange control programs, restrictions on local exchanges or markets and limitations on foreign investment in a country or on investment by residents of a country in other countries), changes in balances of payments and trade, trade restrictions, currency devaluations and revaluations. Governments may intervene in the currency markets in order to influence currency values directly. Expectations among market participants that a currency’s value soon will change may also affect exchange rates on the Index Currencies, and in turn, both the Index and the Index Contracts. These events and actions are unpredictable. The estimated amount of all feesresulting volatility in the exchange rates on the underlying Index Currencies may materially and expenses which are anticipated to be incurred by a new investor in Sharesadversely affect the market value of the Fund during the first twelve months of investment is 0.81% per annum of the net asset value plus the amount of any commissions charged by the investor’s broker. Interest income is expected to be approximately 5.08% per annum, based upon the current yield on 3-month U.S. Treasury bills. Consequently, the Fund is expected to break even in twelve months provided that it does not lose more than 4.27% per annum plus the amount of any commissions charged by the investor’s broker. The brokerage commission rates an investor may pay to the investor’s broker in connection with a purchase of Shares will vary from investor to investor.

Distributions

The Fund will make distributions at the discretion of the Managing Owner. To the extent that the Master Fund’s actual and projected interest income from its holdings of United States Treasury securities and other high credit quality short-term fixed income securities exceeds the actual and projected fees and expenses of the Fund and the Master Fund, the Managing Owner expects periodically to make distributions of the amount of such excess. The Fund currently does not expect to make distributions with respect to its capital gains. Depending on the Fund’s performance for the taxable year and your own tax situation for such year, your income tax liability for the taxable year for your allocable share of the Fund’s net ordinary income or loss and capital gain or loss may exceed any distributions you receive with respect to such year.

Fiscal Year

The Fund’s fiscal year ends on December 31 of each year.

Financial Information

The Fund and the Master Fund have only recently been organized and have no financial history.

U.S. Federal Income Tax Considerations

Subject to the discussion below in “Material U.S. Federal Income Tax Considerations,” the Fundwill not be classified as an association taxable as a corporation. Instead, the Fund expects that it will be classified as a grantor trust for United States federal income tax purposes. As a result, for United States federal income tax purposes, you generally will be treated as the beneficial owner of apro rata portion of the interests in the Master Fund held by the Fund. Subject to the discussion below in “Material U.S. Federal Income Tax Considerations,” the Master Fund will be classified as a partnership for United States federal income tax purposes. Accordingly, neither the Master Fund nor the Fund will incur United States federal income tax liability; rather, each beneficial owner of the Fund’s Shares will be required to take into account its allocable share of the Master Fund’s income, gain, loss, deductions and other items for the Master Fund’s taxable year ending with or within the owner’s taxable year.

Regulated investment companies (“RICs”) that invest in Shares will be treated as owning a proportionate share of the Master Fund’s assets and will take into account their allocable share of the Master Fund’s income, gain and loss when testing compliance with the asset, income and other statutory requirements specifically applicable to them. The Master Fund does not meet the definition of a qualified publicly traded partnership (“qualified PTP”) within the meaning of the Internal Revenue Code of 1986, as amended, or the Code, for purposes of satisfying the qualification requirements specifically applicable to RICs. However, under current interpretation of the RIC qualification rules, a RIC’s allocable share of income from the Master Fund’s currency futures transactions and interest income from its investment in debt obligations is treated as qualifying income. Because the Master Fund is not a qualified PTP, a RIC’s investment in Shares would not be counted against the 25 percent limit on a RIC’s permitted investment in securities issued by qualified PTPs, and a RIC need not limit its investment in the Shares provided it otherwise can satisfy the qualification requirements. The U.S. Treasury has specific statutory authority to promulgate tax regulations to exclude from the definition of qualifying income foreign currency gains which are unrelated to the RIC’s business of investing in stocks or securities, although to date no such regulations have been issued or proposed. Nonetheless, there is a risk that at some future date,

regulations could be issuedIndex Contracts, which would recharacterize all or a portion of the income from the Master Fund’s foreign currency futures transactions as nonqualifying income for a RIC. The Master Fund does not intend to seek a ruling on this issue, and no assurance can be given that any future regulations would not have retroactive effect. Prospective RIC investors should consult a tax adviser regarding the treatment of an investment in the Master Fund to them under current tax rules.

Additionally, please refer to the “Material U.S. Federal Income Tax Considerations” section below for information on the potential United States federal income tax consequences of the purchase, ownership and disposition of Shares.

“Breakeven Table”

The “Breakeven Table” on the following page indicates the approximate percentage and dollar returns required forthen negatively impact the value of your Shares.

Substantial Sales of Index Currencies by the Official Sector Could Adversely Affect an initial USD 25.00 investmentInvestment in a Share to equal the amount originally invested twelve months after issuance.

Shares.

The “Breakeven Table,”official sector consists of central banks, other governmental agencies and multi-lateral institutions that buy, sell and hold certain Index Currencies as presented, is an approximation only.part of their reserve assets. The capitalizationofficial sector holds a significant amount of Index Currencies that can be mobilized in the open market. In the event that future economic, political or social conditions require members of the Fund does not directlyofficial sector to sell significant amounts of their Index Currency holdings, such an increase in supply may outstrip demand for Index Currencies and depress their prices. Such a decline in prices may materially and adversely affect the level of its charges as a percentage of its net assetmarket value other than brokerage commissions.

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“Breakeven Table”

Dollar Amount and Percentage of Expenses of the Fund1

Expense


USD

%

Management Fee2

USD  0.190.75%

Organization and Offering Expense Reimbursement3

USD  0.000.00%

Brokerage Commissions and Fees4

USD  0.020.06%

Routine Operational, Administrative and Other Ordinary Expenses5,6

USD  0.000.00%

Interest Income7

USD (1.27)(5.08)%

12-Month Breakeven8,9

USD (1.06)(4.27)%

1.The breakeven analysis set forth in this column assumes that the Shares have a constant month-end net asset value and is based on USD 25.00 as the net asset value per Share. See “Charges” on page 54 for an explanation of the expenses included in the “Breakeven Table.”
2.From the Management Fee, the Managing Owner will be responsible for paying the fees and expenses of the Administrator and the Distributor.
3.The Managing Owner is responsible for paying the organization and offering expenses of the Fund and the Master Fund.
4.Estimated brokerage commissions are based on the anticipated notional exposure of the portfolio and quarterly rebalancing. The actual amount of brokerage commissions and trading fees to be incurred will vary based upon the trading frequency of the Master Fund and the specific futures contracts traded.
5.The Managing Owner is responsible for paying all routine operational, administrative and other ordinary expenses of the Fund and the Master Fund.
6.In connection with orders to create and redeem Baskets, Authorized Participants will pay a transaction fee in the amount of USD 500 per order. Because these transaction fees are de minimis in amount, are charged on a transaction-by-transaction basis (and not on a Basket-by-Basket basis), and are borne by the Authorized Participants, they have not been included in the Breakeven Table.
7.Interest income currently is estimated to be earned at a rate of 5.08%, based upon the current yield on 3-month U.S. Treasury bills.
8.It is expected that interest income will exceed the fees and costs incurred by the Fund and the Master Fund.
9.You may pay customary brokerage commissions in connection with purchases of the Shares. Because such brokerage commission rates will vary from investor to investor, such brokerage commissions have not been included in the Breakeven Table. Investors are encouraged to review the terms of their brokerage accounts for applicable charges.

Reports to Shareholders

The Managing Owner will furnish you with an annual report of the Fund within 90 calendar days afterIndex Contracts, which would negatively impact the endShares.

Futures Risks

Fluctuations in the Price of the Fund’s fiscal year as requiredAssets Held by the rules and regulations of the SEC as well as with those reports required by the CFTC and the NFA, including, but not limited to, an annual audited financial statement certified by independent registered public accountants and any other reports required by any other governmental authority that has jurisdiction over the activities of the Fund and the Master Fund. You also will be provided with appropriate information to permit you to file your United States federal and state income tax returns (onCould Have a timely basis) with respect to your Shares. Monthly account statements conforming to CFTC and NFA requirements will be postedMaterially Adverse Effect on the Managing Owner’s website at www.dbfunds.db.com. Additional reports may be posted on the Fund’s websiteValue of an Investment in the discretion of the Managing Owner or as required by regulatory authorities.

Cautionary Note Regarding Forward- Looking Statements

This Prospectus includes forward-looking statements that reflect the Managing Owner’s current expectations about the future results, performance, prospects and opportunities of the Fund and the Master Fund. The Managing Owner has tried to identify these forward-looking statements by using words such as “may,” “will,” “expect,” “anticipate,” “believe,” “intend,” “should,” “estimate” or the negative of those terms or similar expressions. These forward-looking statements are based on information currently available to the Managing Owner and are subject to a number of risks, uncertainties and other factors, both known, such as those described in “Risk Factors” in this Summary, in “The Risks You Face” and elsewhere in this Prospectus, and unknown, that could cause the actual results, performance, prospects or opportunities of the Fund and the Master Fund to differ materially from those expressed in, or implied by, these forward-looking statements.

You should not place undue reliance on any forward-looking statements. Except as expressly required by the federal securities laws, the Managing Owner undertakes no obligation to publicly update orrevise any forward-looking statements or the risks, uncertainties or other factors described in this Prospectus, as a result of new information, future events or changed circumstances or for any other reason after the date of this Prospectus.

THE SHARES ARE SPECULATIVE AND INVOLVE A HIGH DEGREE OF RISK.

Patent Applications Pending

Patent applications directed to the creation and operation of the Fund and the Index are pending at the United States Patent and Trademark Office.

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ORGANIZATION CHART

POWERSHARES DB G10 CURRENCY HARVEST FUND

LOGO

THE RISKS YOU FACE

You could lose money investing in Shares. You should consider carefully the risks described below before making an investment decision. You should also refer to the other information included in this Prospectus.

(1)The Value of the Shares Relates Directly to the Value of the Futures Contracts on the Index Currencies and Other Assets Held by the Master Fund and Fluctuations in the Price of These Assets Could Materially Adversely Affect an Investment in the Shares.

The Shares are designed to reflect as closely as possible the changes, positive andor negative, in the level of the Index, over time, through the Master Fund’s portfolio of exchange traded futures contracts oninvestment in the Index Currencies.Contracts. The value of the Shares relates directly to the value of the portfolio, less the liabilities (including estimated accrued but unpaid expenses) of the Fund and the Master Fund. The price of the Index CurrenciesContracts may fluctuate widely. Several factors may affect the priceprices of the Index Currencies,Contracts, including, but not limited to:

 

National debt levels and trade deficits, including changes in balances of payments and trade;

Domestic and foreign interest rates and investors’ expectations concerning interest rates;

 

Domestic and foreign inflation rates and investors’ expectations concerning inflation rates;

 

Domestic and foreign interest rates and investors’ expectations concerning interest

Currency exchange rates;

 

Currency exchange rates;

Investment and trading activities of mutual funds, hedge funds and currency funds;by other futures market participants

 

Global or regional political, economic or financial events and situations;

 

Supply and demand changes which influence the foreign exchange rates of various currencies;

 

Monetary policies of governmentscentral banks (including exchange control programs, restrictions on local exchanges or markets and limitations on foreign investment in a country or on investment by residents of a country in other countries), trade restrictions, currency devaluations and revaluations;re-valuations;

 

Governmental intervention in the currency market, directly and by regulation, in order to influence currency prices; and

 

Expectations among market participants that a currency’s value soon will change.

(2)Fewer Representative Index Currencies May Result in Greater Index Volatility.Net Asset Value May Not Always Correspond to Market Price and, as a Result, Baskets may be Created or Redeemed at a Value that Differs from the Market Price of the Shares.

The net asset value per shareEligible Index Currencies are United States Dollars, the Euro, Japanese Yen, Canadian Dollars, Swiss Francs, British Pounds, Australian Dollars, New Zealand Dollars, Norwegian Krone and Swedish Krona. The Index is comprised of only six of the Shares will change as fluctuations occurten Eligible Index Currencies, which may be adjusted from time to time by the Index Sponsor. Other currency indexes may contain a larger number of currencies than the Index. Accordingly, increased volatility in a single Index Currency is expected to have a greater impact on the Index’s overall volatility than would likely be the case with increased volatility in a single currency within a more diversified index. Because the Fund tracks the performance of the Index, your investment in the market value of the Master Fund’s portfolio. Investors shouldFund will be aware that the public trading price of a Basket of Shares may be different from the net asset value of a Basket of Shares (i.e., 200,000 Shares may trade at a premium over, or a discount to, net asset value of a Basket of Shares) and similarly the public trading price per Share may be different from the net asset value per Share. Consequently, an Authorized Participant may be able to create or redeem a Basket of Shares at a discount or a premiumexposed to the publicrelatively greater impact on the Index of volatility in a single Index Currency.

Because the Index Contracts Have No Intrinsic Value, the Positive Performance of Your Investment Is Wholly Dependent Upon an Equal and Offsetting Loss.

Trading in futures contracts transfers the risk of future price movements from one market participant to another. For every gain in futures trading, there is an equal and offsetting loss. Accordingly, whether a futures trade is profitable for one party depends on whether the price per Share. This price difference maypaid, value received, or cost of delivery under the related futures contract is favorable to that party. The prices of stocks, bonds, and other assets could rise significantly, and the economy as a whole could prosper, while the Fund experiences losses as a result of pursuing its investment objective through trading the Index Contracts.

The Fund May Not Provide a Diversification Benefit to Investments in Other Asset Classes and May Result in Additional Losses to Your Portfolio.

Historically, currency futures returns have tended not to be due,correlated with the returns of other assets such as stocks and bonds. Currency futures contracts therefore have the potential to help diversify investor portfolios consisting of stocks and bonds, to the extent there is low or negative correlation between currency futures contracts and other assets held in large part, tothose portfolios. However, the fact that supplythe Index is not inversely correlated with other assets such as stocks and demand forces at workbonds means that, in seeking to replicate the secondary trading market for Shares is closely related, but not identical, to the same forces influencing the pricesperformance of the Index, Currencies trading individually or in the aggregate at any point in time. Investors also should note that the size of the Fund in terms of total assets held may change substantially over time and from time-to-time as Baskets are created and redeemed.

Authorized Participantswill not necessarily be profitable during unfavorable periods for the stock or their clients or customers may have an opportunity to realize a riskless profit if they can purchase a Creation Basket at a discount to the public trading price ofbond markets. If the Shares perform in a manner that correlates with the stock or can redeem a Redemption Basket at a premium over the public trading price of the Shares. The Managing Owner expects that the exploitation of such arbitrage opportunities by Authorized Participants and their clients and customers will tend to cause the public trading price to track net asset value per Share closely over time.

The value of a Share may be influenced by non-concurrent trading hours between the Amex and the various futures exchanges on which the Index Currencies are traded. As a result, during periods when the Amex is open and the futures exchanges on which the Index Currencies are traded are closed,

trading spreads and the resulting premiumbond markets or discount onotherwise do not perform successfully, the Shares may widen, and, therefore, increase the difference between the price ofnot provide any diversification from losses in those markets. In such a scenario, the Shares may produce no gains to offset losses from investments in stocks, bonds, or related assets and the net asset value of the Shares.may result in additional investment losses.

Index Risks

(3)

The Fund’s Performance May Not Always Replicate Exactly the Changes in the Index.

It is possible that the Fund’s performance may not fully replicate the changes in the Index due to disruptions in the markets for the Index Currencies or due to other extraordinary circumstances. In addition, the Fund is not able to replicate exactly the changes in the Index because the total return generated by the Master Fund is reduced by expenses and transaction costs, including those incurred in connection with the Master Fund’s trading activities, and increased by interest income from the Master Fund’s holdingsLevels of short-term high quality fixed income securities. its Index.

Tracking the Index requires trading of the Master Fund’s portfolio with a view to tracking the Index over time and is dependent upon the skills of the Managing Owner and its trading principals, among other factors. It is possible that the Fund’s

performance may not fully replicate the changes in levels of the Index due to disruptions in the markets for the relevant Index Currencies, the Index Contracts, or due to other extraordinary circumstances. The Managing Owner may determine to invest in other futures contracts if at any time it is impractical or inefficient to gain full or partial exposure to the Index Currencies through the Index Contracts.

(4)The Master Fund Is Not Actively Managed and Will Track the Index During Periods in which the Index Is Flat or Declining as well as when

In addition, the Fund may not be able to replicate the changes in levels of the Index because the total return generated by the Fund is reduced by expenses and transaction costs, including those incurred in connection with the Fund’s trading activities, and increased by, as applicable, Treasury Income, Money Market Income andT-Bill ETF Income.

There can be no guarantee that the Index or the underlying methodology is free from error. It is also possible that third parties may seek to manipulate the value of the Index or the Index Commodities which, if successful, would be likely to have an adverse effect on the Fund’s performance.

Leverage Will Fluctuate Between IndexRe-Weighting Periods and May be Greater or Less than the Leverage on Each IndexRe-Weighting Period.

Although the Fund is not expected to establish positions that exceed a leverage ratio of 2:1 at the time of establishment, reinvestment of collateral or movements in the market price of the Fund’s futures positions between the Indexre-weighting periods may increase or decrease the Fund’s leverage ratio. Any such increase or decrease in the Fund’s leverage ratio will magnify or decrease, respectively, the potential for loss or gain of the Fund’s futures positions and, in turn, the value of your Shares.

The Fund Is Not Actively Managed and Tracks the Index During Periods in Which the Index Is Flat or Declining as Well as When the Index Is Rising.

The Master Fund is not actively managed by traditional methods.on the basis of judgments relating to economic, financial and market conditions with a view to obtaining positive results under all market conditions. Instead, the Managing Owner seeks to cause the NAV to track the performance of the Index during periods in which the Index is flat or declining as well as when the Index is rising. Therefore, if positions in any one or more of the Index Currencies are declining in value, the Master Fund will not close out such positions, except in connection with a change in the composition or weighting of the Index. The Managing Owner will seek to cause

Interest Rates Will Change BetweenRe-Weightings of the net asset value to track the Index during periods in which the Index is flat or declining as well as when the Index is rising.

(5)The Dual Assumptions Underpinning the Index that High Yielding Interest Rates With Respect to Certain Eligible Index Currencies Suggest Taking Long Positions in Futures Contracts in Such Currencies and Low Yielding Interest Rates With Respect to Certain Eligible Index Currencies Suggest Taking Short Positions in Futures Contracts in Such Currencies May Be Detrimental to the Value of Your Shares Should Either or Both Assumptions Fail.

The Index is expected to rise as a result of any upward price movement on long positions in futures contracts on the Index Currencies when the prices of these long futures contracts increase relative to the USD. The Index also is expected to rise as a result of any downward price movement on short positions in futures contracts on the Index Currencies when the prices of these short futures contracts decrease relative to the USD. Because the price of your Shares is expected to track the Index, if the price of the Master Fund’s long futures contracts decreases relative to the USD or the price of the Master Fund’s short futures contracts increases relative to the USD on any or all of the Index Currencies, the value of your Shares may decrease. The decrease in the value of your Shares will be amplified if both assumptions fail simultaneously (i.e., both the price of the Master Fund’s long futures contracts decreases relative to the USD and the price of the Master Fund’s short futures contracts increases relative to the USD on any or all of the Index Currencies).

(6)re-weightedInterest Rates Will Change Between Re-Weightings of the Index.

The Index is re-weighted quarterly based upon the three highest and three lowest yielding Eligible Index Currencies at the time of re-weighting.time. At any point in time between quarterlyre-weightings, the Index Currencies may not be among the three highest or lowest yielding Eligible Index Currencies. Between quarterlyre-weightings of the Index, a currency that was among the three highest yielding Eligible Index Currencies could be among the three lowest yielding Eligible Index Currencies, or vice versa. Under such circumstances, the Fund may not be able to exploit efficiently the trend that currencies associated with relatively high interest rates, on average, tend to rise in value relative to currencies associated with relatively low interest rates. If the interest rates associated with the Eligible Index Currencies change sufficiently during any quarter, the Fund may find itself positioned such that the effects of this trend will cause the Fund to lose money. Even if the interest rates associated with the Eligible Index Currencies vary substantially betweenre-weightings, the Fund will not adjust its portfolio of currency futures until the next quarterlyre-weighting.

(7)Amex May Halt Trading in the Shares Which Would Adversely Impact Your Ability to Sell Shares.
Unusually LongPeak-to-Valley Drawdown Periods with Respect To the Index May Be Reflected in Equally LongPeak-to-Valley Drawdown Periods with Respect To the Performance of the Shares.

“Peak-to-valley drawdown” represents the cumulative percentage decline inmonth-end NAV per Share due to losses sustained during any period in which the initialmonth-end NAV per Share is not equaled or exceeded by a subsequentmonth-end NAV per Share.

Although past Index levels are not necessarily indicative of future Index levels, thepeak-to-valley drawdown periods that the Index has experienced have occasionally been unusually long and have lasted for multi-year drawdown periods. Please see the chart on page 29 for information regarding worstpeak-to-valley drawdown periods with respect to the Index.

Because it is expected that the Fund’s performance will track the change of its underlying Index, the Fund would experience a continuous drawdown during the period that the Index experiences such a drawdown. The value of your Shares will also decrease during such a period.

Regulatory Risks

Position Limits and Other Limitations on Futures Trading May Restrict the Creation of Creation Units and the Operation of the Fund.

Position Limits. CFTC and futures exchange rules impose position limits on market participants that trade in certain futures contracts. These position limits prohibit any person from holding a position of more than a specific number of futures contracts. Generally, position limits in the physical delivery markets are set at a stricter level during the spot month, the month when the futures contract matures and becomes deliverable, versus the limits set for all other months or for any other month individually. Limits are generally applied on an aggregate basis to positions held in accounts that are subject to common ownership or common control. There are exemptions from this general aggregation requirement.

The SharesIndex currently is not composed of any Index Currencies subject to position limits imposed by either the CFTC or the rules of futures exchanges on which Index Contracts are traded. To the extent position limits apply to the Fund, and if the Managing Owner determines that the Fund’s trading may be approaching any of these position limits, the Fund may reduce its trading in the corresponding commodity futures contracts or may trade futures contracts in other commodities that the Managing Owner determines will be listed for tradingbest position the Fund to pursue its investment objective. Depending on the Amexoutcome of any future CFTC or futures exchange rulemaking, as applicable, the rules concerning position limits may be amended in a manner that is detrimental to the Fund.

Accountability Levels. Exchanges may establish accountability levels applicable to futures contracts instead of position limits. An exchange may order a person who holds or controls a position in excess of a position accountability level not to further increase its position, to comply with any prospective limit that exceeds the size of the position owned or controlled, or to reduce any open position that exceeds the position accountability level if the exchange determines that such action is necessary to maintain an orderly market. Position accountability levels could adversely affect the Fund’s ability to establish and maintain positions in commodity futures contracts to which such levels apply, if the Fund were to trade in such contracts. Such an outcome could adversely affect the Fund’s ability to pursue its investment objective.

Daily Limits. U.S. futures exchanges and some foreign exchanges have regulations that limit the amount of fluctuation in futures contract prices that may occur during a single business day. These limits are generally referred to as “daily price fluctuation limits” or “daily limits,” and the maximum or minimum price of a contract on any given day as a result of these limits is referred to as a “limit price.” Once a limit price has been reached in a particular contract, it is usually the case that no trades may be made at a different price than specified in the limit. The duration of limit prices generally varies. Limit prices may have the effect of precluding the Fund from trading in a particular contract or requiring the Fund to liquidate contracts at disadvantageous times or prices. Either of those outcomes could adversely affect the Fund’s ability to pursue its investment objective or achieve favorable performance.

If the Fund became subject to position limits, position accountability levels or daily limits in the future, it may not be able to issue new Creation Units or reinvest income in additional currency futures contracts to the extent these restrictions limit its ability to establish new futures positions or otherwise transact in futures contracts. Limiting the size of the Fund, or restricting the Fund’s futures trading, under these requirements may affect the correlation between the price of the Shares, as traded on the NYSE Arca, and the NAV of the Shares.

Failure of Futures Commission Merchants or Commodity Brokers to Segregate Assets May Cause Losses for the Fund.

The Commodity Exchange Act requires a futures commission merchant to segregate all funds received from customers from such futures commission merchant’s proprietary assets. If the Commodity Broker fails to segregate customer assets as required, the assets of the Fund might not be fully protected in the event of the Commodity Broker’s bankruptcy. Furthermore, in the event of the Commodity Broker’s bankruptcy, the Fund could be limited to recovering either a pro rata share of all available funds segregated on behalf of the Commodity Broker’s combined customer accounts or the Fund may not recover any assets at all, even though certain property specifically traceable to the Fund was held by the Commodity Broker.

The Commodity Exchange Act requires an approved derivatives clearing organization to segregate all funds and other property received from a clearing member’s customers in connection with U.S. futures and options contracts from any funds held at the clearing organization to support the clearing member’s proprietary trading. Nevertheless, customer funds held at a clearing organization in connection with any futures or options contracts may be held in a commingled omnibus account, which may not identify the name of the clearing member’s individual customers. With respect to futures and options contracts, a clearing organization may use assets of anon-defaulting customer held in an omnibus account at the clearing organization to satisfy payment obligations of a defaulting customer of the clearing member to the clearing organization. In the event of a default of the clearing futures commission merchant’s other clients or the clearing futures commission merchant’s failure to extend its own funds in connection with any such default, a customer may not be able to recover the full amount of assets deposited by the clearing futures commission merchant with the clearing organization on the customer’s behalf. In addition, the protections afforded to cleared swaps customer collateral do not guarantee the full return of such collateral in the event of a futures commission merchant’s bankruptcy.

In the event of a bankruptcy or insolvency of any exchange or a clearing organization, the Fund could experience a loss of the funds deposited through the Commodity Broker as margin with the exchange or clearing organization, a loss of any unrealized profits on its open positions on the exchange, and the loss of unrealized profits on its closed positions on the exchange.

The Fund’s Performance Could Be Adversely Affected if the Commodity Broker Reduces its Internal Risk Limits for the Fund.

The CFTC requires futures commission merchants, like the Commodity Broker, to implement and evaluate fromtime-to-time risk-based limits on futures position and order sizes. Under this regime, the Commodity Broker could determine to reduce its internal risk limits on the size of futures positions it will trade or clear for the Fund. Such a development would reduce the Fund’s capacity to transact in futures contracts. In this scenario, the Fund could seek to enter into clearing relationships with one or more other clearing brokers with the goal of increasing its overall capacity to trade and clear futures contracts. The introduction of one or more additional clearing broker relationships would be likely to increase the Fund’s trading costs and could make its overall trading less efficient or more prone to error. These consequences would be likely to detract from the Fund’s performance.

Regulatory Changes or Actions May Alter the Operations and Profitability of the Fund.

The regulation of commodity interest transactions and markets, including under the market symbol DBV. Trading in Shares may be halted due to market conditions or, in lightDodd-Frank Act, is a rapidly changing area of Amex ruleslaw and procedures, for reasons that, in the view of the Amex, make trading in Shares inadvisable. In addition, trading is subject to trading halts causedongoing modification by extraordinarygovernmental and judicial action. In particular, the Dodd-Frank Act has expanded the regulation of markets, market volatility pursuant to “circuit breaker” rules that requireparticipants and financial instruments. The regulatory regime under the Dodd-Frank Act has imposed additional compliance and legal burdens on participants in the markets for futures and other commodity interests. For example, under the Dodd-Frank Act new capital and risk requirements have been imposed on market intermediaries. Those requirements may cause the cost of trading to be haltedincrease for a specified period based on a specified market decline. Thereparticipants, like the Fund, that must interact with those intermediaries to carry out their trading activities. These increased costs can be no assurance thatdetract from the requirements necessary to maintain the listing of the Shares will continue to be met or will remain unchanged. Fund’s performance.

The Fund and the MasterManaging Owner Are Subject to Extensive Legal and Regulatory Requirements.

The Fund willis subject to a comprehensive scheme of regulation under the federal commodity futures trading and securities laws, as well as futures market rules and the rules and listing standards for its Shares. The Fund and the Managing Owner could each be terminated ifsubject to sanctions for a failure to comply with those requirements, which could adversely affect the Fund’s financial performance and its ability to pursue its investment objective. In addition, the SEC, CFTC, and exchanges are empowered to intervene in their respective markets in response to extreme market conditions. Those interventions could adversely affect the Fund’s ability to pursue its investment objective and could lead to losses for the Fund and its Shareholders.

In addition, the Fund is subject to significant disclosure, internal control, governance, and financial reporting requirements because the Shares are delisted.publicly traded.

For example, the Fund is responsible for establishing and maintaining internal controls over financial reporting. Under this requirement, the Fund must adopt, implement and maintain an internal control system designed to provide reasonable

(8)The Lack of An Active Trading Market for the Shares May Result in Losses on Your Investment at the Time of Disposition of Your Shares.

Although

assurance to its management regarding the preparation and fair presentation of published financial statements. The Fund is also required to adopt, implement, and maintain disclosure controls and procedures that are designed to ensure information required to be disclosed by the Fund in reports that it files or submits to the SEC is recorded, processed, summarized and reported within the time periods specified by the SEC. There is a risk that the Fund’s internal controls over financial reporting and disclosure controls and procedures could fail to work properly or otherwise fail to satisfy SEC requirements. Such a failure could result in the reporting or disclosure of incorrect information or a failure to report information on a timely basis. Such a failure could be to the disadvantage of Shareholders and could expose the Fund to penalties or otherwise adversely affect the Fund’s status under the federal securities laws and SEC regulations.

All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective may provide only reasonable assurance with respect to financial statement preparation and presentation and other disclosure matters.

Current Discussions between the SEC and PricewaterhouseCoopers LLP regarding PricewaterhouseCoopers LLP’s Independence Could Have Potentially Adverse Consequences for the Fund.

PricewaterhouseCoopers LLP informed the Fund that it has identified an issue related to its independence under Rule2-01(c)(1)(ii)(A) of RegulationS-X (referred to as the Loan Rule). The Loan Rule prohibits accounting firms, such as PricewaterhouseCoopers LLP, from being deemed independent if they have certain financial relationships with their audit clients or certain affiliates of those clients. The Fund is required under various securities laws to have its financial statements audited by an independent accounting firm.

The Loan Rule specifically provides that an accounting firm would not be independent if it or certain affiliates and covered persons receive a loan from a lender that is a record or beneficial owner of more than ten percent of an audit client’s equity securities (referred to as a “more than ten percent owner”). For purposes of the Loan Rule, audit clients include the Fund as well as all registered investment companies advised by the Managing Owner anticipatesand its affiliates, including other subsidiaries of the Managing Owner’s parent company, Invesco Ltd. (collectively, the “Invesco Fund Complex”). PricewaterhouseCoopers LLP informed the Fund it and certain affiliates and covered persons have relationships with lenders who hold, as record owner, more than ten percent of the shares of certain funds within the Invesco Fund Complex, which may implicate the Loan Rule.

On June 20, 2016, the SEC Staff issued a“no-action” letter to another mutual fund complex (see Fidelity Management & Research Company et al.,No-Action Letter) related to the audit independence issue described above. In that letter, the SEC confirmed that it would not recommend enforcement action against a fund that relied on audit services performed by an audit firm that was not in compliance with the Loan Rule in certain specified circumstances. On June 18, 2019, the SEC adopted amendments to the Loan Rule (the “Amendments”) addressing many of the issues that led to the issuance of theno-action letter. The Amendments will become effective and supersede theno-action letter on October 3, 2019. In connection with prior independence determinations, PricewaterhouseCoopers LLP communicated, as contemplated by theno-action letter, that it believes that it remains objective and impartial and that a reasonable investor possessing all the facts would conclude that PricewaterhouseCoopers LLP is able to exhibit the requisite objectivity and impartiality to report on the Fund’s financial statements as the independent registered public accounting firm. PricewaterhouseCoopers LLP also represented that it has complied with PCAOB Rule 3526(b)(1) and (2), which are conditions to the Funds relying on the no action letter, and affirmed that it is an independent accountant within the meaning of PCAOB Rule 3520. Therefore, the Managing Owner, the Fund and PricewaterhouseCoopers LLP concluded that PricewaterhouseCoopers LLP could continue as the Fund’s independent registered public accounting firm. The Invesco Fund Complex relied upon theno-action letter in reaching this conclusion.

If in the future the independence of PricewaterhouseCoopers LLP is called into question under the Loan Rule by circumstances that are not addressed in the SEC’sno-action letter, the Fund will need to take other action in order for the Fund’s filings with the SEC containing financial statements to be deemed compliant with applicable securities laws. Such additional actions could result in additional costs, impair the ability of the Fund to issue new shares or have other material adverse effects on the Fund. The SEC no-action relief was initially set to expire eighteen (18) months from issuance but has been extended by the SEC without an expiration date, except that theno-action letter will be withdrawn upon the effectiveness of the Amendments.

Tax Risks

Shareholders Will Be Subject to Taxation on Their Allocable Share of the Fund’s Taxable Income, Whether or Not They Receive Cash Distributions.

Shareholders will be subject to U.S. federal income taxation and, in some cases, state, local, or foreign income taxation on their allocable share of the Fund’s taxable income, whether or not they receive cash distributions from the Fund. Shareholders may not receive cash distributions equal to their share of the Fund’s taxable income or even the tax liability that results from such income.

Items of Income, Gain, Loss and Deduction with Respect to Shares Could Be Reallocated if the IRS Does Not Accept the Assumptions or Conventions Used by the Fund in Allocating Such Items.

U.S. federal income tax rules applicable to partnerships are complex and often difficult to apply to publicly traded partnerships. The Fund will apply certain assumptions and conventions in an attempt to comply with applicable rules and to report items of income, gain, loss and deduction to Shareholders in a manner that reflects the Shareholders’ beneficial interest in such tax items, but these assumptions and conventions may not be in compliance with all aspects of the applicable tax requirements. It is possible that the United States Internal Revenue Service (the “IRS”) will successfully assert that the conventions and assumptions used by the Fund do not satisfy the technical requirements of the Internal Revenue Code of 1986, as amended (the “Code”) and/or the Federal Tax Regulations codified under 26 C.F.R., referred to herein as the Treasury Regulations, and could require that items of income, gain, loss and deduction be adjusted or reallocated in a manner that adversely affects one or more Shareholders.

The Fund is a partnership, which is not subject to U.S. federal income taxes. Rather, the partnership’s taxable income flows through to the owners, who are responsible for paying the applicable income taxes on the income allocated to them. For tax years beginning on or after January 1, 2018, the Fund is subject to partnership audit rules enacted as part of the Bipartisan Budget Act of 2015 (the “Centralized Partnership Audit Regime”). Under the Centralized Partnership Audit Regime, any IRS audit of the Fund would be conducted at the Fund level, and if the IRS determines an adjustment, the default rule is that the Fund would pay an “imputed underpayment” including interest and penalties, if applicable. The Fund may instead elect to make a“push-out” election, in which case the shareholders for the year that is under audit would be required to take into account the adjustments on their own personal income tax returns.

The Tax Cuts and Jobs Act (the “Tax Act”) Made Significant Changes to U.S. Federal Income Tax Rules.

The Tax Act made significant changes to the U.S. federal income tax rules for taxation of individuals and corporations, generally effective for taxable years beginning after December 31, 2017. Most of the changes applicable to individuals are temporary and only apply to taxable years beginning after December 31, 2017 and before January 1, 2026. In particular for individuals, the Tax Act establishes for taxable years beginning after December 31, 2017 and before January 1, 2026 a 20% deduction for “qualified publicly traded partnership income” within the meaning of new Section 199A(e)(5) of the Code. In general, “qualified publicly traded partnership income” for this purpose is an item of income, gain, deduction or loss that is effectively connected with a United States trade or business and includable income for the year, but does not include certain investment income. It is currently not expected that the Fund’s income will be eligible for such deduction because as discussed below, although the matter is not free from doubt, the Fund believes that the activities directly conducted by the Fund will not result in the Fund being engaged in a trade or business within the United States. Potential investors should consult their tax advisors regarding the availability of such deduction for their allocable share of the Fund’s items of income, gain, deduction and loss.

Regulated Investment Company Investors Will Be Treated as Owning a Proportionate Share of the Fund’s Assets and Will Take into Account Its Allocable Share of the Fund’s Items of Income, Gain, Loss and Deduction.

The Fund does not believe that it will be classified as a qualified publicly traded partnership within the meaning of Section 851(h) of the Code. Accordingly, a RIC that invests in Shares will be listedtreated as owning a proportionate share of the Fund’s assets and tradedwill take into account its allocable share of the Fund’s items of income, gain, loss, and deduction when testing the various compliance requirements specifically applicable to RICs. RIC investors face a risk that future Treasury

Regulations will recharacterize foreign currency gains received by them as nonqualifying income and be retroactive in application. A prospective RIC investor is encouraged to consult a tax advisor regarding the treatment of its investment in Shares under the current tax rules.

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

Other Risks

Disruptions in the Ability to Create and Redeem Creation Units May Adversely Affect Investors.

It is generally expected that the public trading price per Share will track the NAV per Share closely over time. The relationship between the public trading price per Share and the NAV per Share depends, to a considerable degree, on the Amex, there canability of Authorized Participants or their clients or customers to purchase and redeem Creation Units in the ordinary course. If the process for creating or redeeming Shares is impaired for any reason, Authorized Participants and their clients or customers may not be no guaranteeable to purchase and redeem Creation Units or, even if possible, may choose not to do so. The inability to purchase and redeem Creation Units, or the partial impairment of the ability to purchase and redeem Creation Units, could result in Shares trading at a premium or discount to the NAV of the Fund. Such a premium or discount could be significant, depending upon the nature or duration of the impairment.

If the Fund were to issue all Shares registered in this offering, it would not be able to create new Creation Units until it registered additional Shares and those additional Shares became available for sale. An inability to create new Creation Units could increase the possibility that an activethe trading market forprice per Share would not track closely the NAV per Share. In addition, the Fund may, in its discretion, suspend the creation of Creation Units. Suspension of creations may adversely affect how the Shares will develop or be maintained. If you needare traded and could cause Shares to sell your Sharestrade at a time when no active market for them exists,premium or discount to the price you receive for yourNAV of the Fund, perhaps to a significant degree.

The Shares assuming that you are able to sell them, likely will be lower than that you would receive if an active market did exist.

(9)The Shares Are a New Securities Product and Their Value Could Decrease in Value if Unanticipated Operational or Trading Problems Arise.

The mechanisms and procedures governing the creation, redemption and offering of the Shares have been developed specifically for this securities product.the Fund. Consequently, there may be unanticipated problems or issues with respect to the mechanics of the operations of the Fund and the Master Fund and the trading of the Shares that could have a material adverse effect on an investment in the Shares. In addition, although the Master Fund is not actively “managed” by traditional methods, toTo the extent that unanticipated operational or trading problems or issues arise, the Managing Owner’s past experience and qualifications may not be suitable for solving these problems or issues.those problems.

(10)Short Selling Exposes the Fund to the Potential for Unlimited Losses.As the Managing Owner and its Principals have Only a Limited History of Operating an Investment Vehicle like the Fund or the Master Fund, their Experience may be Inadequate or Unsuitable to Manage the Fund or the Master Fund.

The Managing Owner was formed to beFund holds short futures positions in the managing owner of investment vehicles such asthree lowest-yielding Eligible Index Currencies (other than the USD).

A long futures position in a foreign currency requires the Fund to purchase at a future date the equivalent in USD of a fixed amount of a foreign currency at a fixed price in USD. The Fund profits if the price of the foreign currency rises relative to the USD while the contract is open, and the Master Fund and has only a limited history of past performance. The past performancessuffers losses if the price of the Managing Owner’s managementforeign currency falls relative to the USD while the contract is open. Because the price in other positions are no indicationUSD of its abilitythe foreign currency cannot fall below zero, the Fund’s exposure to manage an investment vehicle such asloss is limited to the value in USD of the fixed amount of the foreign currency at the time of the establishment of the long futures contract.

By contrast, a short futures position in a foreign currency requires the Fund orto deliver at a future date an amount in USD equal to the Master Fund. If the experienceprice in USD of a fixed amount of the Managing Ownerforeign currency at that future date. The Fund will profit if the price of the foreign currency falls relative to the USD while the contract is open and its principals is not adequate or suitable to manage an investment vehicle such as the Fund andwill suffer loss if the Masterprice of the foreign currency rises relative to the USD while the contract is open. Because the price in USD of a fixed amount of the foreign currency could, in theory, rise to infinity, a short futures position exposes the Fund to theoretically unlimited liability.

The Fund’s losses could result in the operationstotal loss of your investment.

Historical Performance of the Fund and the Master Fund may be adversely affected.Index is Not Indicative of Future Performance.

(11)You May Not Rely on Past Performance or Index Results in Deciding Whether to Buy Shares.

NeitherPast performance of the Fund noror the Master Fund has commenced trading and neither has any performance history upon which to evaluate your investment in the Fund and the Master Fund. Although past performanceIndex is not necessarily indicative of future results, if the Fund and the Master Fund had a performance history, such performance history might provide you with more information on which to evaluate an investment in the Fund and the Master Fund. Likewise, the Index has a limited history which may not be indicative of future Index results, or of the futureresults. Therefore, past performance of the Fund or the MasterIndex should not be relied upon in deciding whether to buy Shares of the Fund. As neither

Fees and Expenses May Deplete the Fund’s Assets if the Fund’s Investment Performance is Not Favorable.

The Fund nor the Master Fund has commenced tradingpays fees and has no performance history, you will have to make your decision to investexpenses regardless of its investment performance. Such fees and expenses include asset-based fees of 0.75% per annum. Additional charges include brokerage fees of approximately 0.03% per annum in the Fund without such information.

(12)Fewer Representative Index Currencies May Result In Greater Index Volatility.

aggregate and selling commissions. Selling commissions are not included in the Fund’s breakeven calculation. The ten Eligible Index Currencies are United States Dollars, Euro, Japanese Yen, Canadian Dollars, Swiss Francs, British Pounds, Australian Dollars, New Zealand Dollars, Norwegian Krone and Swedish Krona. The Index is comprised of only sixsum of the ten Eligible Index Currencies from timeFund’s Treasury Income, Money Market Income and/orT-Bill ETF Income may not exceed its fees and expenses. If such income does not exceed its fees and expenses, in order to time. Accordingly,break even, the Index is concentrated in termsFund’s futures trading activity will need to have a favorable performance that exceeds the difference between the sum of the number of currencies represented. You should be aware that other currency indices are more

diversified in terms ofFund’s Treasury Income, Money Market Income and/orT-Bill ETF Income and its fees and expenses. If the number of currencies included. Concentration in fewer currencies may result in a greater degree of volatility in the Index under specific market conditions and over time.

(13)Leverage Will Fluctuate Between Index Re-Weighting Periods and May be Greater or Less than the Leverage on Each Index Re-Weighting Period.

Although the Master Fund will not establish positions that exceed a leverage ratio of 2:1 at the time of establishment, movements in the market price of the Master Fund’s futures positions betweentrading performance is not sufficiently favorable, the Index Re-Weighting Periods may increase or decrease the Master Fund’s leverage ratio. Anyexpenses could deplete its assets over time. In such increase or decrease, respectively, in the Master Fund’s leverage ratio will magnify or decrease, respectively, the potential for loss or gain of the Master Fund’s futures positions and, in turn,a scenario, the value of your Shares will decrease.

There May Be Circumstances That Could Prevent the Fund from Being Operated in a Manner Consistent With its Investment Objective.

There may be circumstances outside the control of the Managing Owner and/or the Fund that make it, for all practical purposes, impossible tore-position the Fund and/or to process a purchase or redemption order. Examples of such circumstances include: natural disasters; public service disruptions or utility problems such as those caused by fires, floods, extreme weather conditions, and power outages resulting in telephone, telecopy, and computer failures; market conditions or activities causing trading halts; systems failures involving computer or other information systems affecting the aforementioned parties, as well as DTC, or any other participant in the purchase process, and similar extraordinary events. While the Managing Owner has established and implemented a disaster recovery plan, circumstances such as those identified above may prevent the Fund from being operated in a manner consistent with its investment objective.

Redemption Orders for Creation Units May Be Subject to Postponement, Suspension or Rejection Under Certain Circumstances.

The Managing Owner may, in its discretion, suspend the right of redemption or postpone the redemption order settlement date with respect to Creation Units for (1) any period during which an emergency exists as a result of which the redemption distribution is not reasonably practicable, or (2) such other period as the Managing Owner determines to be necessary for the protection of the Shareholders. In addition, the Fund will reject a redemption order if the order is not in proper form as described in the participant agreement with the Authorized Participant, or if the fulfillment of the order, in the opinion of the Fund’s counsel, might be unlawful. Any such postponement, suspension or rejection could adversely affect a redeeming Authorized Participant. For example, the resulting delay may adversely affect the value of the Authorized Participant’s redemption proceeds if the NAV of the Fund declines during the period of delay. The Fund disclaims any liability for any loss or damage that may result from any such suspension or postponement.

Shareholders Do Not Have the Protections Associated With Ownership of Shares in an Investment Company Registered Under the 1940 Act.

The Fund is not registered as an investment company under the 1940 Act, as amended. Consequently, Shareholders do not have the legal and regulatory protections provided to the investors in investment companies that are registered as such.

Shareholders Do Not Have the Rights Enjoyed by Investors in Certain Other Vehicles.

The Shares have none of the statutory rights normally associated with the ownership of shares of a corporation. However, under Delaware law, a beneficial owner of a business trust (such as a Shareholder) may, under certain circumstances, institute legal action on behalf of himself and all other similarly situated beneficial owners to recover damages from a third party where a managing owner has failed or refused to institute legal action on behalf of himself and all other similarly situated beneficial owners to recover damages from a managing owner for violations of fiduciary duties, or on behalf of a business trust to recover damages from a third party where a managing owner has failed or refused to institute proceedings

to recover such damages. The Shares have limited voting and distribution rights (for example, Shareholders do not have the right to elect directors and the Fund is not required to pay regular distributions, although the Fund may pay distributions in the discretion of the Managing Owner).

Various Actual and Potential Conflicts of Interest May Be Detrimental to Shareholders.

The Fund is subject to actual and potential conflicts of interest involving the Managing Owner or any of its affiliates, the Commodity Broker, including its principals and its affiliates, the Index Sponsor and Marketing Agent, and Invesco Distributors. The Managing Owner and its principals, all of whom are engaged in other investment activities, are not required to devote substantially all of their time to the business of the Fund, which also presents the potential for numerous conflicts of interest with the Fund. The Managing Owner and its principals and affiliates are engaged in a broad array of asset management and financial services activities and may engage in activities during the ordinary course of business that cause their interests or those of their other clients to conflict with those of the Fund and its Shareholders.

As a result of these and other relationships, parties involved with the Fund have a financial incentive to act in a manner other than in the best interests of the Fund and the Shareholders. For example, by investing in affiliated money market mutual funds and/orT-Bill ETFs for margin and/or cash management purposes, the Managing Owner may select affiliated money market mutual funds and/orT-Bill ETFs that may pay dividends that are lower thannon-affiliated money market mutual funds and/orT-Bill ETFs. In addition, the Managing Owner would have a conflict of interest if it sought to redeem the Fund’s interest in an affiliated money market mutual fund orT-Bill ETF in circumstances when such a redemption would be unfavorable for the affiliated fund. The Managing Owner has not established any formal procedure to resolve conflicts of interest. Consequently, investors are dependent on the good faith of the respective parties subject to such conflicts to resolve them equitably. Although the Managing Owner attempts to monitor these conflicts, it is extremely difficult, if not impossible, for the Managing Owner to ensure that these conflicts do not, in fact, result in adverse consequences to the Fund and the Shareholders.

The Fund may be subject to certain conflicts with respect to the Commodity Broker, including, but not limited to, conflicts that result from receiving greater amounts of compensation from other clients, or purchasing opposite or competing positions on behalf of third party accounts traded through the Commodity Broker.

Because the Managing Owner and Invesco Distributors are affiliates, the Managing Owner has a disincentive to replace Invesco Distributors. Furthermore, the Managing Owner did not conduct an arm’s length negotiation when it retained Invesco Distributors.

Lack of Independent Advisers Representing Investors.

The Managing Owner has consulted with counsel, accountants and other advisers regarding the operation of the Fund. No counsel has been appointed to represent you in connection with the Fund’s continuous offering of Shares. Accordingly, you should consult your own legal, tax and financial advisers about whether you should invest in the Fund.

Possibility of Termination of the Fund May Adversely Affect Your Portfolio.

It is ultimately within the discretion of the Managing Owner whether it will continue to operate and advise the Fund. The Managing Owner may withdraw from the Fund upon 120 days’ prior written notice to all Shareholders and the Trustee, which would cause the Fund to terminate unless a substitute managing owner was obtained. Shareholders owning 50% or more of the Shares have the power to terminate the Fund. If it is so exercised, investors who may wish to continue to invest in a vehicle that tracks the Fund’s Index will have to find another vehicle, and may not be able to find another vehicle that offers the same features as the Fund. See “Description of the Shares; Certain Material Terms of the Trust Agreement – Termination Events” for a summary of termination events. Such detrimental developments could cause you to liquidate your investments and upset the overall maturity and timing of your investment portfolio. In addition, Shareholders could receive less from the sale of the Fund’s assets in the event of its liquidation and termination than amounts that could be realized from sales of those assets other than in the case of a liquidation and termination. If the registrations with the CFTC or memberships in the NFA of the Managing Owner or the Commodity Broker were revoked or suspended, such entity would no longer be able to provide services to the Fund.

Competing Claims Over Ownership of Intellectual Property Rights Related to the Fund Could Adversely Affect the Fund and an Investment in the Shares.

While the Managing Owner believes that all intellectual property rights needed to operate the Fund in the manner described in this Prospectus are either owned by or licensed to the Managing Owner or have been obtained, third parties may allege or assert ownership of intellectual property rights which may be related to the design, structure and operations of the Fund. To the extent any claims of such ownership are brought or any proceedings are instituted to assert such claims, the issuance of any restraining orders or injunctions, the negotiation, litigation or settlement of such claims, or the ultimate disposition of such claims in a court of law may adversely affect the Fund and an investment in the Shares. For example, such actions could result in expenses or damages payable by the Fund, suspension of activities or the termination of the Fund.

The Value of the Shares Will Be Adversely Affected if the Fund Is Required to Indemnify the Trustee or the Managing Owner.

Under the Trust Agreement, the Trustee and the Managing Owner have the right to be indemnified for any liability or expense they incur, except for any expenses resulting from gross negligence or willful misconduct. That means the Managing Owner may require the assets of the Fund to be sold in order to cover losses or liability suffered by it or by the Trustee. Any sale of that kind would reduce the NAV of the Fund and, consequently, the value of the Shares.

Although the Shares Are Limited Liability Investments, Certain Circumstances such as Bankruptcy of the Fund or Indemnification of the Fund by the Shareholders Will Increase a Shareholder’s Liability.

The Shares are limited liability investments; investors may not lose more than the amount that they invest including any appreciation in their investments. However, Shareholders could be required, as a matter of bankruptcy law, to return to the estate of the Fund any distribution they received at a time when the Fund was in fact insolvent or in violation of the Trust Agreement. In addition, Shareholders agree in the Trust Agreement that they will indemnify the Fund for any harm suffered by it as a result of:

 

(14)Because the Fund’s Trading will be Leveraged, a Relatively Small Movement in the Price of a Contract May Cause Greater Losses.

Shareholders’ actions unrelated to the business of the Fund, or

taxes imposed on the Shares by the states or municipalities in which such investors reside.

The Fund May Lose Money on Its Holdings of Money Market Mutual Funds.

The Fund may invest in government money market funds that have chosen to not rely on the ability to impose fees on shareholder redemptions, or liquidity fees, or temporarily to suspend redemption privileges, or gates, if the government money market fund’s weekly liquid assets fall below a certain threshold. Although such government money market funds seek to preserve the value of an investment at $1.00 per share, there is no guarantee that they will be able to do so. As a result, the Fund may lose money by investing in a government money market fund. An investment in a government money market fund is not insured or guaranteed by the Federal Deposit Insurance Corporation (“FDIC”) or any other government agency. The share price of a government money market fund can fall below the $1.00 share price. The Fund cannot rely on or expect a government money market fund’s adviser or its affiliates to enter into support agreements or take other actions to maintain the government money market fund’s $1.00 share price. The credit quality of a government money market fund’s holdings can change rapidly in certain markets, and the default of a single holding could have an adverse impact on the government money market fund’s share price. Due to fluctuations in interest rates, the market value of securities held by a government money market fund may vary. A government money market fund’s share price can also be negatively affected during periods of high redemption pressures and/or illiquid markets.

Due to the Increased Use of Technologies, Intentional and Unintentional Cyber Attacks Pose Operational and Information Security Risks.

With the increased use of technologies such as the Internet and the dependence on computer systems to perform necessary business functions, the Fund is susceptible to operational and information security risks. In general, cyber incidents can result from deliberate attacks or unintentional events. Cyber attacks include, but are not limited to gaining unauthorized access to digital systems for purposes of misappropriating assets or sensitive information, corrupting data, or causing operational disruption.

Cyber attacks may also be carried out in a manner that does not require gaining unauthorized access, such as causingdenial-of-service attacks on websites. Cyber security failures or breaches of the Fund’s third party service providers (including, but not limited to, the Index Sponsor, the Administrator and the Transfer Agent) or the money market mutual funds andT-Bill ETFs in which the Fund invests, have the ability to cause disruptions and impact business operations, potentially resulting in financial losses, the inability of Shareholders or Authorized Participants to transact business in Shares and Creation Units respectively, violations of applicable privacy and other laws, regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, and/or additional compliance costs. In addition, substantial costs may be incurred in order to prevent any cyber incidents in the future. The Fund and its Shareholders could be negatively impacted as a result.

While the Managing Owner has established business continuity plans and systems reasonably designed to detect and prevent such cyber attacks from being effective, there are inherent limitations in such plans and systems. For instance, it is possible that certain existing risks have not been identified or that new risks will emerge before countervailing measures can be implemented. Furthermore, the Fund cannot control, or even necessarily influence, the cyber security plans and systems put in place by the Fund’s third party service providers. Since the Fund is dependent upon third party service providers (including the Managing Owner) for substantially all of its operational needs, the Fund is subject to the risk that a cyber attack on a service provider will materially impair its normal operations even if the Fund itself is not subject to such an attack. In addition, a service provider that has experienced a cyber security incident may divert resources normally devoted to servicing the Fund to addressing the incident, which would be likely to have an adverse effect on the Fund’s operations. Cyber attacks may also cause disruptions to the futures exchanges and clearinghouses through which the Fund invests in futures contracts and to the exchanges on which the Fund buys and sells shares ofT-Bill ETFs, which could result in disruptions to the Fund’s ability to pursue its investment objective, resulting in financial losses to the Fund and Shareholders.

 

Forward-Looking Statements

This Prospectus includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), that involve substantial risks and uncertainties. The Mastermatters discussed in the Prospectus that are not historical facts are forward-looking statements. These forward-looking statements are based on the Fund’s and Managing Owner’s current expectations, estimates and projections about the future results, performance, prospects and opportunities of the Fund and the Fund’s business and industry and their beliefs and assumptions about future events and speak only as of the date on which they are made. Words such as “anticipate,” “expect,” “intend,” “plan,” “believe,” “seek,” “outlook,” and “estimate,” as well as similar words and phrases, signify forward-looking statements. Forward-looking statements are not guarantees of future results. Conditions and important factors, risks and uncertainties in the markets for financial instruments that the Fund trades, in the markets for related physical commodities, in the legal and regulatory regimes applicable to Invesco Capital Management LLC, the Fund, and the Fund’s service providers, and in the broader economy may cause actual results to differ materially from those expressed by such forward-looking statements. These forward-looking statements are subject to a number of risks, uncertainties and other factors, including those described in the “Risk Factors” and elsewhere in the Prospectus and in other SEC filings by the Fund, that could cause the actual results, performance, prospects or opportunities of the Fund to differ materially from those expressed in, or implied by, these forward-looking statements.

You should not place undue reliance on any forward-looking statements. Except as expressly required by the federal securities laws, the Managing Owner undertakes no obligation to publicly update or revise any forward-looking statements or the risks, uncertainties or other factors described in this Prospectus, as a result of new information, future events or changed circumstances or for any other reason after the date of this Prospectus.

Investment Objective

The Fund seeks to track changes, whether positive or negative, in the level of the Index, over time, plus the excess, if any, of the sum of the Fund’s Treasury Income, Money Market Income andT-Bill ETF Income over the expenses of the Fund. The

Fund invests in futures contracts in an attempt to track its Index. The Fund holds Treasury Securities, money market mutual funds andT-Bill ETFs for margin and/or cash management. While the Fund’s performance will takereflect the appreciation or depreciation of those holdings, the Fund’s performance, whether positive or negative, will be driven primarily by its strategy of trading futures contracts with the aim of seeking to track the Index.

The Index is designed to reflect the return from investing on a 2:1 leveraged basis in long currency futures positions for certain currencies associated with relatively high yielding interest rates and in short currency futures positions for certain currencies associated with relatively low yielding interest rates. The Shares are designed for investors who want a cost-effective and convenient way to invest in a diversified index of currency futures.

The Index is designed to exploit the trend that currencies associated with relatively high interest rates, on average, tend to rise in value relative to currencies associated with relatively low interest rates. The Index seeks to exploit this trend using both long and short futures positions, which is expected to provide more consistent and less volatile returns than could be obtained by taking long positions only or short positions only.

In seeking to track the Index, the Fund generally will establish long futures positions in the high-yieldingthree Eligible Index Currencies and will take short futures positions inassociated with the low-yielding Eligible Index Currencies with a view to tracking the changes in the Index over time. Assuming that the USD is not one of the three highest or lowest yielding currencies during any Index Re-Weighting Period, the long futures positionsinterest rates and short futures positions in the three Eligible Index Currencies associated with the lowest interest rates and will each have a notional value approximately equal toadjust its holdings quarterly as the Master Fund’s net asset value. Accordingly,Index is adjusted. However, if the USDUnited States Dollar (“USD”) is not one of the three highest or lowest yielding currencies during anyamong the Index Re-Weighting Period,Currencies from time to time, the aggregate notional amount of the futures positions held by the Master Fund is expected to be approximately, but not in excess of, 200% of the Master Fund’s net asset value. If the USD is one of the three highest or lowest yielding currencies, the Master Fund will not establish a long or short futures position (as the case may be) in USD, because USD is the Fund’s home currency and, as a consequence, the Master Fund never can enjoy profit or suffer loss from long or short futures positions in USD becauseUSD.

When the USD is not associated with the Fund’s home currency. Consequently, if USD is one of the three highest or lowest yielding currencies,interest rates among the Eligible Index Currencies, the aggregate notional amountvalue of the Fund’s futures positions held bycontracts at the Mastertime they are established will be double the value of the Fund’s holdings of Treasury Securities, money market mutual funds (affiliated or otherwise) andT-Bill ETFs (affiliated or otherwise), which means the Fund will have a leverage ratio at such time of 2:1.

If the USD is expected toassociated with the highest or lowest interest rates among the Eligible Index Currencies, the aggregate notional value of the Fund’s futures contracts at the time they are established will be approximately but notin excess of, 166 2/3%1.66 times the value of the Master Fund’s net asset value. holdings of Treasury Securities, money market mutual funds (affiliated or otherwise) andT-Bill ETFs (affiliated or otherwise), which means the Fund will have a leverage ratio at such time of approximately 1.66:1.

Holding futures positions with a notional amount in excess of the Master Fund’s net asset valueNAV constitutes a form of leverage. The use of leverage will increase the potential for both trading profits and losses, depending on the changes, positive and negative, in the Index. The Fund’s ability to track the Index will not be affected by the presence or absence of the USD among the Index Currencies. Because the notional value of the Fund’s futures positions can rise or fall over time, the leverage ratio could be higher or lower between quarterly adjustments of the Index Currencies.

There can be no assurance that the use of both long and short positions will reduce the volatility of the Index during any or all market cycles or performance periods. It is possible that, prior to an Index rebalancing, that Index Currencies expected to lose relative to the USD may rise and/or Index Currencies expected to gain relative to the USD may fall. In such cases, the Fund may experience losses in both its long and short positions at the same time. Such losses will be greater as a result of the Fund’s use of leverage, reflected in its long futures exposure to Index Currencies with a notional value of up to 100% of the Fund’s NAV and its short futures exposure to Index Currencies with a notional value of up to 100% of the Fund’s NAV. Under such circumstances, the Fund’s losses would be greater as a result of its leverage than would be the case were it to limit its overall exposure to Index Currencies with a notional value of 100% of the Fund’s NAV.

The Fund will be required to deposit approximately twice as much of its assets then would be required if the Fund did not use leverage. The amount deposited is not expected to exceed 10% of net assets. The Fund will also trade more futures contracts and incur more brokerage commission expenses than it would if it did not use leverage. The additional amount of brokerage commission expenses generally will be proportional to the Fund’s leverage ratio.

The Fund also holds Treasury Securities for deposit with the Fund’s Commodity Broker as margin and Treasury Securities, cash and money market mutual funds (affiliated or otherwise) and/orT-Bill ETFs (affiliated or otherwise), as applicable, on deposit with the Custodian (for margin and/or cash management purposes). Additionally, the Fund gains an exposure to Treasury Securities with a maximum remaining maturity of up to 12 months through its holdings ofT-Bill ETFs (affiliated or

otherwise). Such holdings ofT-Bill ETFs will also be on deposit with the Custodian (for margin and/or cash management purposes) and may be held by the Fund’s Commodity Broker as margin, to the extent permissible under CFTC rules.

Investing in the Fund does not insulate Shareholders from certain risks, including price volatility.

There can be no assurance that the Fund will achieve its investment objective or avoid substantial losses.

Role of Managing Owner

The Managing Owner serves as the commodity pool operator and commodity trading advisor of the Fund. As of April 8, 2019, Invesco Advisers Inc. ceased to be a commodity trading advisor for the Fund.

Specifically, with respect to the Fund, the Managing Owner:

selects the Trustee, Commodity Broker, Administrator, Index Sponsor, Custodian, Transfer Agent, Marketing Agent, distributor and auditor;

negotiates various agreements and fees;

performs such other services as the Managing Owner believes that the Fund may from time to time require; and

monitors the performance results of the Fund’s portfolio and reallocates assets within the portfolio with a view to causing the performance of the Fund’s portfolio to track that of the Index over time.

The Managing Owner is registered as a commodity pool operator and commodity trading advisor with the CFTC and is a member of the NFA. The Managing Owner is anNFA-approved swap firm.

The principal office of the Managing Owner is located at c/o Invesco Capital Management LLC, 3500 Lacey Road, Suite 700, Downers Grove, IL 60515. The telephone number of the Managing Owner is (800)983-0903.

Breakeven Analysis

A Shareholder should expect that the Fund’s fees and expenses during the first twelve months of the Shareholder’s investment will equal 0.78% of the Fund’s NAV. This amount equates to $0.19 per annum per Share at $24.14, the Fund’s NAV per Share as of May 31, 2019. The Fund’s Treasury Income, Money Market Income andT-Bill ETF Income are expected to exceed the Fund’s fees and expenses during those first twelve months, assuming that Treasury Income is earned at a rate of 2.27%, Money Market Income is earned at a rate of 2.24%, andT-Bill ETF Income is earned at a rate of 2.35%. (These assumed rates are based on market rates observed as of May 31, 2019.) This means that, during those first twelve months, the Fund would have to experience trading losses that would exceed the positive difference between the Fund’s income and its expenses. As a result, the breakeven amount is reflected as $0.00 and 0% of NAV. While the Fund’s performance will reflect the appreciation or depreciation of those holdings, the Fund’s performance, whether positive or negative, will be driven primarily by trading futures contracts with the aim of seeking to track the Index.

Breakeven Table

The Breakeven Table on the following page indicates the approximate percentage and dollar returns required for the value of an initial $24.14 investment in a Share to equal the amount originally invested twelve months after issuance, based on the NAV per Share as of May 31, 2019.

The amounts reflected in this discussion and the accompanying table reflect the effect of rounding.

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Breakeven Table

The Breakeven Table, as presented, is an approximation only. Because a constant NAV per Share has been assumed, the actual capitalization of the Fund does not directly affect the level of its charges as a percentage of its NAV.

  
   Dollar Amount and Percentage of Expenses and
Interest Income
 

Expense1

  

                    $                     

  

                    %                     

 

Management Fee2

  $0.18  0.75%
 

Offering Expense Reimbursement

  $0.00  0.00%
 

Brokerage Commissions and Fees3

  $0.01  0.03%
 

Routine Operational, Administrative and Other Ordinary Expenses4

  $0.00  0.00%
 

Treasury Income, Money Market Income andT-Bill ETF Income5

  $0.55  2.27%
 

12-Month Breakeven6, 7

  

$0.00

  

0.00%

1.

See the “Charges” section for an explanation of the expenses included in the Breakeven Table.

2.

The Managing Owner, out of its own assets, pays the fees and expenses of the Administrator, Invesco Distributors, the Index Sponsor and the Marketing Agent.

The Fund may, for margin and/or cash management purposes, invest in money market mutual funds and/orT-Bill ETFs that are managed by affiliates of the Managing Owner. The indirect portion of the management fees that the Fund may incur through such investments is in addition to the Management Fee paid to the Managing Owner. The Managing Owner has contractually agreed to waive indefinitely the fees that it receives in an amount equal to the indirect management fees that the Fund incurs through its investments in affiliated money market mutual funds and/or affiliatedT-Bill ETFs. The Managing Owner may terminate such fee waiver on 60 days’ notice.

As of the date of this prospectus, this waiver is approximately less than $0.01 per Share per annum.

3.

The actual amount of brokerage commissions and trading fees to be incurred will vary based upon the trading frequency of the Fund and the specific futures contracts traded.

4.

The Managing Owner is responsible for paying all routine operational, administrative and other ordinary expenses of the Fund.

5.

Treasury Income is assumed to be earned at a rate of 2.27%, Money Market Income is estimated to be earned at a rate of 2.24%, andT-Bill ETF Income is estimated to be earned at a rate of 2.35%. These assumed rates are based on market rates as of May 31, 2019.T-Bill ETF Income reflects dividend income from the Fund’s holdings inT-Bill ETFs, if any. Actual Treasury Income, Money Market Income andT-Bill ETF Income could be higher or lower than the levels shown.

6.

The table indicates that the breakeven amount during the first 12 months of an investment in the Fund is $0.00 and 0% of NAV. These figures reflect that, during those first 12 months, the Fund’s Treasury Income, Money Market Income, andT-Bill ETF Income are expected to exceed the Fund’s fees and expenses.

7.

Investors may pay brokerage commissions in connection with purchases of the Shares. Brokerage commissions have not been included in the Breakeven Table because they are borne by investors rather than the Fund and will generally vary from investor to investor. Investors are encouraged to review the terms of their brokerage accounts for applicable charges.

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    Performance of Invesco DB G10 Currency Harvest Fund (Ticker: DBV)

Name of Pool

Invesco DB G10 Currency Harvest Fund

Type of Pool:

Public, Exchange-Listed Commodity Pool

Inception of Trading

September 2006

Aggregate Gross Capital Subscriptions as of May 31, 20191

$1,572,324,172

NAV as of May 31, 2019

$24,144,812

NAV per Share as of May 31, 20192

$24.14

Worst Monthly Drawdown3

(5.93)% January 2015

WorstPeak-to-Valley Drawdown4

(19.01)% April 2013 - September 2015

  Monthly Rate of Return2019 (%)2018 (%)2017 (%)2016 (%)2015 (%)2014 (%)
      

January

3.78(1.40)2.29(0.60)(5.93)(1.89)
      

February

0.411.161.65(0.13)4.341.60
      

March

(0.08)0.47(2.40)1.43(0.64)3.16
      

April

0.531.98(2.46)0.300.24(0.23)
      

May

(1.95)1.32(1.58)(0.51)(2.37)(0.12)
      

June

(0.78)0.623.12(3.29)0.27
      

July

0.000.040.79(0.98)(0.83)
      

August

(0.91)(2.58)0.90(3.87)0.99
      

September

(0.21)0.631.75(0.67)(1.66)
      

October

1.83(1.09)1.284.280.00
      

November

0.65(1.35)0.472.120.27
      

December

(3.40)1.37(2.05)(1.52)(1.32)
       

Compound Rate of Return5

2.64%0.61%(4.91)%6.87%(8.49)%0.13%

LOGO

     Average Annual Returns (as of May 31, 2019)
     
    Fund (%)  Index (%)  Index TR(%)  U.S. Dollar Index(%)
     

1 Year

  (0.28)  (1.69)  0.57  4.01
    

5 Year

  (1.27)  (1.19)  (0.34)  3.99
    

10 Year

  1.47  1.89  2.37  2.11

PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS

THE FUND’S PERFORMANCE INFORMATION FROM INCEPTION UP TO AND EXCLUDING FEBRUARY 23, 2015 IS A REFLECTION OF THE PERFORMANCE ASSOCIATED WITH THE FUND’S PREDECESSOR MANAGING OWNER. ALL THE PERFORMANCE INFORMATION ON AND AFTER FEBRUARY 23, 2015 REFLECTS THE PERFORMANCE ASSOCIATED WITH THE MANAGING OWNER.

Footnotes to Performance Information

1.

“Aggregate Gross Capital Subscriptions” is the aggregate of all amounts ever contributed to the Fund, including investors who subsequently redeemed their investments.

2.

“NAV per Share” is the NAV of the Fund divided by the total number of Shares outstanding with respect to the Fund as of May 31, 2019.

3.

“Worst Monthly Drawdown” is the largest single month loss sustained during the most recent five calendar years and year to date (if applicable). “Drawdown” as used in this section of the Prospectus means losses experienced by the Fund over the specified period and is calculated on a rate of return basis, i.e., dividing net performance by beginning equity. “Drawdown” is measured on the basis of monthly returns only, and does not reflect intra-month figures. “Month” is the month of the Worst Monthly Drawdown.

4.

“WorstPeak-to-Valley Drawdown” is the largest percentage decline in the NAV per Share during the most recent five calendar years (and to the extent applicable, for a period beyond the most recent five calendar years if the starting date of the peak value extends beyond this period). 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. “WorstPeak-to-Valley Drawdown” represents the greatest percentage decline from anymonth-end NAV per Share that occurs without suchmonth-end NAV per Share being equaled or exceeded as of a subsequentmonth-end. For example, if the NAV per Share of the Fund 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 Share had increased by $2 in March, the January-February drawdown would have ended as of the end of February at the $2 level.

5.

“Compound Rate of Return” of the Fund is calculated by multiplying on a compound basis each of the monthly rates of return set forth in the chart above and not by adding or averaging such monthly rates of return. For periods of less than one year, the results areyear-to-date.

6.

Returns shown are for previous full calendar years.

7.

Deutsche Bank G10 Currency Future Harvest Index®—Total Return (“Index TR”). Index TR reflects the change in the market value of the same underlying Index Contracts as the Index. Index TR is calculated on a funded (total return) basis, which reflects the change in market value of the underlying Index Contracts and interest income from a notional basket of fixed income securities. Index TR is included so that investors can evaluate an index with both Index Contracts and income components, as the Fund tracks the Index and expects to generate income from positions in Treasury Securities, money market funds, and/orT-Bill ETFs that are maintained for margin and/or cash management purposes.

8.

The U.S. Dollar Index® (“DXY”), which measures the U.S. dollar relative to the value of other major currencies, has been included to provide investors with an additional basis for evaluating the Fund.

THE FUND DOES NOT TRACK THE INDEX TR OR THE DXY. THE INDEX/BENCHMARK PERFORMANCE INFORMATION SHOWN ABOVE DO NOT REPRESENT THE FUND’S PERFORMANCE, AND NONE OF THE PERFORMANCE INFORMATION (INCLUDING THAT OF THE FUND) IS INDICATIVE OF THE FUND’S FUTURE PERFORMANCE.

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Description of the Deutsche Bank G10 Currency Future Harvest Index®- Excess Return

The Invesco DB G10 Currency Harvest Fund (the “Fund”) is not sponsored or endorsed by Deutsche Bank AG, DWS Investment Management Americas Inc. or any subsidiary or affiliate of Deutsche Bank AG or DWS Investment Management Americas Inc. (collectively, “Deutsche Bank”). The Deutsche Bank G10 Currency Future Harvest Index®—Excess Return (the “DB Index”) is the exclusive property of DWS Investment Management Americas Inc. Neither Deutsche Bank nor any other party involved in, or related to, making or compiling the DB Index makes any representation or warranty, express or implied, concerning the DB Index, the Fund or the advisability of investing in securities generally. Neither Deutsche Bank nor any other party involved in, or related to, making or compiling the DB Index has any obligation to take the needs of Invesco Capital Management LLC, the sponsor of the Fund, or its clients into consideration in determining, composing or calculating the DB Index. Neither Deutsche Bank nor any other party involved in, or related to, making or compiling the DB Index is responsible for or has participated in the determination of the timing of, prices at, quantities or valuation of the Fund. Neither Deutsche Bank nor any other party involved in, or related to, making or compiling the DB Index has any obligation or liability in connection with the administration or trading of the Fund.

NEITHER DEUTSCHE BANK NOR ANY OTHER PARTY INVOLVED IN, OR RELATED TO, MAKING OR COMPILING THE DB INDEX, WARRANTS OR GUARANTEES THE ACCURACY AND/OR THE COMPLETENESS OF THE DB INDEX OR ANY DATA INCLUDED THEREIN AND SHALL HAVE NO LIABILITY FOR ANY ERRORS, OMISSIONS, OR INTERRUPTIONS THEREIN. NEITHER DEUTSCHE BANK NOR ANY OTHER PARTY INVOLVED IN, OR RELATED TO, MAKING OR COMPILING THE DB INDEX, MAKES ANY WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY INVESCO CAPITAL MANAGEMENT LLC FROM THE USE OF THE DB INDEX OR ANY DATA INCLUDED THEREIN. NEITHER DEUTSCHE BANK NOR ANY OTHER PARTY INVOLVED IN, OR RELATED TO, MAKING OR COMPILING THE DB INDEX, MAKES ANY EXPRESS OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES, OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THE DB INDEX OR ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL DEUTSCHE BANK OR ANY OTHER PARTY INVOLVED IN, OR RELATED TO, MAKING OR COMPILING THE DB INDEX HAVE ANY LIABILITY FOR DIRECT, INDIRECT, PUNITIVE, SPECIAL, CONSEQUENTIAL OR ANY OTHER DAMAGES OR LOSSES (INCLUDING LOST PROFITS), EVEN IF NOTIFIED OF THE POSSIBILITY THEREOF. EXCEPT AS EXPRESSLY PROVIDED TO THE CONTRARY, THERE ARE NO THIRD PARTY BENEFICIARIES OF ANY AGREEMENTS OR ARRANGEMENTS BETWEEN DEUTSCHE BANK AND INVESCO CAPITAL MANAGEMENT LLC.

No purchaser, seller or holder of the shares of this Fund, or any other person or entity, should use or refer to any Deutsche Bank trade name, trademark or service mark to sponsor, endorse, market or promote this Fund without first contacting Deutsche Bank to determine whether Deutsche Bank’s permission is required. Under no circumstances may any person or entity claim any affiliation with Deutsche Bank without the written permission of Deutsche Bank.

General

The Index Sponsor is DIMA. The composition of the Index may be adjusted in the Index Sponsor’s discretion. The Index Sponsor may from time to time subcontract the provision of the calculation and other services described below to one or more third parties.

Index Composition Rules

The currencies that are eligible for inclusion in the Index (the Eligible Index Currencies) are the currencies of the G10 countries which are set forth below:

Eligible Index Currency

Symbol

United States Dollar

USD

Euro

EUR

Japanese Yen

JPY

Canadian Dollar

CAD

Swiss Franc

CHF

British Pound

GBP

Australian Dollar

AUD

New Zealand Dollar

NZD

Norwegian Krone

NOK

Swedish Krona

SEK

Futures contracts referencing each of the Eligible Index Currencies (except USD) currently are traded on the CME although currency futures contracts on the Eligible Index Currencies also trade on other exchanges in the United States and the Fund may invest in such contracts.

At any time, the Index is comprised of long futures positions in the three Eligible Index Currencies associated with the highest interest rates and short futures positions in the three Eligible Index Currencies associated with the lowest interest rates. The Index’s six component currencies from time to time, comprised of the three long and three short futures positions, are referred to as the Index Currencies and are used to calculate the value of the Index. The composition of the Index may be adjusted in the event that the Index Sponsor is not able to calculate the closing prices of the Index Currencies.

The Index Sponsor calculates the Index on an excess return basis. The excess return basis calculation reflects the change in market value of the applicable underlying currency futures only.

In order to determine which Eligible Index Currencies to include in the Index from time to time, the Index Sponsor will review the composition of the Index on a quarterly basis five business days prior to the IMM Date. “IMM Date” means the third Wednesday of March, June, September and December, a traditional settlement date in the International Money Market.

The Index Sponsor will review the three month Libor rate for each Eligible Index Currency other than NZD, SEK, NOK, CAD and AUD. The Index Sponsor will review the three-month rate of the New Zealand Bank Bill for NZD. The Index Sponsor will review the three month Stibor rate and the three month Nibor rate of the SEK and NOK, respectively.

The Index Sponsor will review the three month Canada Bankers Acceptance Rate for CAD. The Index Sponsor will review the Australian Bank Bill Short Term Three Month Mid Rate for AUD. The Libor, Stibor and Nibor rates for the Eligible Index Currencies, as applicable, mean the London, Stockholm and Norway interbank offered rates for overnight deposits, respectively, each of which is published by Reuters. The Eligible Index Currencies are then ranked according to yield. The three highest yielding and three lowest yielding are selected as Index Currencies for inclusion in calculating the Master FundIndex. If two Index Currencies have the same yield, then the previous quarter’s ranking will be used.

The Index isre-weighted quarterly. Uponre-weighting, the high yielding Index Currencies are allocated a base weight of 33 1/3% and the low yielding Index Currencies are allocated a base weight of-33 1/3%. These new weights are applied during the Indexre-weighting period, which takes place between the fourth and third Index Business Days prior to the applicable IMM Date, or Indexre-weighting period.

TheCME-traded futures contract of each applicable Index Currency that is closest to expiration is used in the Index calculation. The Index Contracts are rolled during the Indexre-weighting period. The new futures contract on an Index Currency that has long futures positions relative tothe next closest expiration date is selected. The calculation of the Index on an excess return basis is the weighted return on the change in price of the Index Contracts.

The Index has been calculated using historical data since March 12, 1993. The Index is composed of notional amounts of the Index Currencies. The notional amounts of the Index Currencies included in the Index are based on the Index Closing Level as of the Indexre-weighting period. The Index Closing Level reflects an arithmetic weighted return of the change in the Index Currencies exchange rates against the USD since March 12, 1993. March 1993 was chosen as a starting period because it represents the earliest date on which reliable data for all the Master Fund has short futures positions.

Eligible Index Currencies exists. On March 12, 1993, the closing Index level was USD 100.

The use of long and short positions in the construction of the Index causes the Index to rise as a result of any upward price movement of Index Currencies expected to gain relative to the USD and to rise as a result of any downward price movement of Index Currencies expected to lose relative to the USD. The inclusion of both long and short positions is also expected to reduce the country specific foreign exchange risk of the Index (and, therefore, risk in connection with an investment in the Fund) relative to a directional (outright long or short) exposure to any or all of the Index Currencies.

There can be no assurance that the use of both long and short positions will reduce the volatility of the Index during any or all market cycles or periods, or that the Master Fund will achieve its objectives. It is possible that, prior to an Index rebalancing, that Index Currencies expected to lose relative to the USD may rise and/or Index Currencies expected to gain relative to the USD may fall. In such cases, the Master Fund may experience losses in both its long and short positions at the same time. Such losses will be greater as a result of the Master Fund’s use of leverage, reflected in its long futures exposure to Index Currencies with a notional value of up to 100% of the Master Fund’s net asset value and its short futures exposure to Index Currencies with a notional value of up to 100% of the Master Fund’s net asset value. Under such circumstances, the Master Fund’s losses would be greater as a result of its leverage than would be the case were it to limit its overall exposure to Index Currencies with a notional value of 100% of the Master Fund’s net assets.

As a result of its use of leverage, the Master Fund will be required to deposit a greater proportion of its net assets as margin, not expected to exceed 5% of net assets. This represents margin deposit requirements approximately twice as great as would be required if the Master Fund did not use leverage.

Similarly, as a result of its use of leverage, the Master Fund will trade more futures contracts and incur more brokerage commission expense than it would if it did not use leverage. The additional amount of brokerage commission expense generally will be proportional to the Master Fund’s leverage ratio.

(15)Short Selling Theoretically Exposes the Master Fund to Unlimited Losses.

The Master Fund will hold short futures positions in the three lowest-yielding Eligible Index Currencies (other than the USD).

A long futures position in a foreign currency requires the Master Fund to purchase at a future date the equivalent in USD of a fixed amount of a foreign currency at a fixed price in USD. The Master Fund will profit if the price of the foreign currency rises relative to the USD while the contract is open and the Master Fund will suffer loss if the price of the foreign currency falls relative to the USD while the contract is open. Because the price in USD of the foreign currency cannot fall below zero, the Master Fund’s exposure to loss is limited to the value in USD of the fixed amount of the foreign currency at the time of the establishment of the long futures contract.

By contrast, a short futures position in a foreign currency requires the Master Fund to deliver at a future date an amount in USD equal to the price in USD of a fixed amount of the foreign currency at that future date. The Master Fund will profit if the price of the foreign currency falls relative to the USD while the contract is open and the Master Fund will suffer loss if the price of the foreign currency rises relative to the USD while the contract is open. Because the price in USD of a fixed amount of the foreign currency could, in theory, rise to infinity, a short futures position exposes the Master Fund to theoretically unlimited liability.

The Master Fund’s losses could result in the total loss of your investment.

(16)Price Volatility May Possibly Cause the Total Loss of Your Investment.

Futures contracts have a high degree of price variability and are subject to occasional rapid and substantial changes. Consequently, you could lose all or substantially all of your investment in the Fund.

The following table* reflects various measures of volatility** of the history of the Index as calculated on an excess return basis:

Volatility Type


Volatility

Daily volatility over full history

7.68%

Average rolling 3 month daily volatility

7.15%

Monthly return volatility

7.49%

Average annual volatility

7.41%

The following table reflects the daily volatility on an annual basis of the Index:

Year


  

Daily

Volatility


 

1993***

  8.67%

1994

  4.97%

1995

  13.93%

1996

  7.01%

1997

  7.73%

1998

  8.90%

1999

  5.70%

2000

  6.17%

2001

  5.37%

2002

  7.45%

2003

  6.69%

2004

  7.90%

2005

  5.41%

2006*

  7.87%

*Asof June 30, 2006. Past Index results are not necessarily indicative of future changes, positive and negative, in the Index.
**Volatility,for these purposes, means the following:

Daily Volatility: The relative rate at which the price of the Index moves up and down, found by calculating the annualized standard deviation of the daily change in price.

Monthly Return Volatility: The relative rate at which the price of the Index moves up and down, found by calculating the annualized standard deviation of the monthly change in price.

Average Annual Volatility: The average of yearly volatilities for a given sample period. The yearly volatility is the relative rate at which the price of the Index moves up and down, found by calculating the annualized standard deviation of the daily change in price for each business day in the given year.

***Asof March 12, 1993. Past Index results are not necessarily indicative of future changes, positive and negative, in the Index.

(17)Fees and Commissions are Charged Regardless of Profitability and May Result in Depletion of Assets.

The Fund indirectly is subject to the fees and expenses described herein which are payable irrespective of profitability. Such fees and expenses include asset-based fees of 0.75% per annum. Additional charges include brokerage fees of approximately 0.06% per annum in the aggregate and selling commissions. The Fund is expected to earn interest income at an annual rate of 5.08% per annum, based upon the current yield on 3-month U.S. Treasury bills. Consequently, it is expected that interest income will exceed fees (other than selling commissions); however, if interest rates fall below 0.81%, the Fund will need to have positive performance in order to break even net of fees and expenses. Consequently, depending upon the interest rate environment, the expenses of the Master Fund could, over time, result in losses to your investment therein. You may never achieve profits, significant or otherwise.

(18)You Cannot Be Assured of the Managing Owner’s Continued Services, Which Discontinuance May Be Detrimental to the Fund.

You cannot be assured that the Managing Owner will be willing or able to continue to service the Fund for any length of time. If the Managing Owner discontinues its activities on behalf of the Fund, the Fund may be adversely affected.

(19)Possible Illiquid Markets May Exacerbate Losses.

Futures positions cannot always be liquidated at the desired price. It is difficult to execute a trade at a specific price when there is a relatively small volume of buy and sell orders in a market. A market disruption, such as when foreign governments may take or be subject to political actions which disrupt the markets in their currency or major exports, can also make it difficult to liquidate a position.

There can be no assurance that market illiquidity will not cause losses for the Fund. The large size of the positions which the Master Fund may acquire on behalf of the Fund increases the risk of illiquidity by both making its positions more difficult to liquidate and increasing the losses incurred while trying to do so.

(20)You May Be Adversely Affected by Redemption Orders that Are Subject To Postponement, Suspension or Rejection Under Certain Circumstances.

The Fund may, in its discretion, suspend the right of redemption or postpone the redemption settlement date, (1) for any period during which an emergency exists as a result of which the redemption distribution is not reasonably practicable, or (2) for such other period as the Managing Owner determines to be necessary for the protection of the Shareholders. In addition, the Fund will reject a redemption order if the order is not in proper form as described in the Participant Agreement 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 Authorized Participant. For example, the resulting delay may adversely affect the value of the Authorized Participant’s redemption proceeds if the net asset value of the Fund declines during the period of delay. The Fund disclaims any liability for any loss or damage that may result from any such suspension or postponement.

(21)Because the Futures Contracts Have No Intrinsic Value, the Positive Performance of Your Investment Is Wholly Dependent Upon an Equal and Offsetting Loss.

Futures trading is a risk transfer economic activity. For every gain there is an equal and offsetting loss rather than an opportunity to participate over time in general economic growth. Unlike most alternative investments, an investment in Shares does not involve acquiring any asset with intrinsic value. Overall stock and bond prices could rise significantly and the economy as a whole prosper while Shares trade unprofitably.

(22)Failure of Currency Futures Trading to Exhibit Low to Negative Correlation to General Financial Markets Will Reduce Benefits of Diversification and May Exacerbate Losses to Your Portfolio.

Historically, currency futures’ returns have tended to exhibit low to negative correlation with the returns of other assets such as stocks and bonds. Although currency futures trading can provide a diversification benefit to investor portfolios because of its low to negative correlation with other financial

assets, the fact that the Index is not 100% negatively correlated with financial assets such as stocks and bonds means the Fund cannot be expected to be automatically profitable during unfavorable periods for the stock or bond market, or vice versa. If the Shares perform in a manner that correlates with the general financial markets or do not perform successfully, you will obtain no diversification benefits by investing in the Shares and the Shares may produce no gains to offset your losses from other investments.

(23)Shareholders Will Not Have the Protections Associated With Ownership of Shares in an Investment Company Registered Under the Investment Company Act of 1940.

Neither the Fund nor the Master Fund is registered as an investment company under the Investment Company Act of 1940 and is not required to register under such act. Consequently, Shareholders will not have the regulatory protections provided to investors in investment companies.

(24)Various Actual and Potential Conflicts of Interest May Be Detrimental to Shareholders.

The Fund and the Master Fund are subject to actual and potential conflicts of interest involving the Managing Owner, various commodity futures brokers and Authorized Participants. The Managing Owner and its principals, all of whom are engaged in other investment activities, are not required to devote substantially all of their time to the business of the Fund and the Master Fund, which also presents the potential for numerous conflicts of interest with the Fund and the Master Fund. As a result of these and other relationships, parties involved with the Fund and the Master Fund have a financial incentive to act in a manner other than in the best interests of the Fund and the Master Fund and the Shareholders. The Managing Owner has not established any formal procedure to resolve conflicts of interest. Consequently, investors will be dependent on the good faith of the respective parties subject to such conflicts to resolve them equitably. Although the Managing Owner attempts to monitor these conflicts, it is extremely difficult, if not impossible, for the Managing Owner to ensure that these conflicts do not, in fact, result in adverse consequences to the Shareholders.

The Fund may be subject to certain conflicts with respect to its Commodity Broker, including, butnot limited to, conflicts that result from receiving greater amounts of compensation from other clients, purchasing opposite or competing positions on behalf of third party accounts traded through the Commodity Broker.

(25)Shareholders Will Be Subject to Taxation on Their Share of the Master Fund’s Taxable Income, Whether or Not They Receive Cash Distributions.

Shareholders will be subject to United States federal income taxation and, in some cases, state, local, or foreign income taxation on their share of the Master Fund’s taxable income, whether or not they receive cash distributions from the Fund. Shareholders may not receive cash distributions equal to their share of the Master Fund’s taxable income or even the tax liability that results from such income.

(26)Items of Income, Gain, Deduction, Loss and Credit with respect to Fund Shares could be Reallocated if the IRS does not Accept the Assumptions or Conventions Used by the Master Fund in Allocating Master Fund Tax Items.

U.S. federal income tax rules applicable to partnerships are complex and often difficult to apply to publicly traded partnerships. The Master Fund will apply certain assumptions and conventions in an attempt to comply with applicable rules and to report income, gain, deduction, loss and credit to Fund Shareholders in a manner that reflects Shareholders’ beneficial shares of partnership items, but these assumptions and conventions may not be in compliance with all aspects of applicable tax requirements. It is possible that the IRS will successfully assert that the conventions and assumptions used by the Master Fund do not satisfy the technical requirements of the Code and/or Treasury regulations and could require that items of income, gain, deduction, loss or credit be adjusted or reallocated in a manner that adversely affects you.

(27)The Current Treatment of Long-Term Capital Gains Under Current U.S. Federal Income Tax Law May Be Adversely Affected, Changed or Repealed in the Future.

Under current law, long-term capital gains are taxed to non-corporate investors at a maximum United States federal income tax rate of 15%. This tax treatment may be adversely affected, changed or

repealed by future changes in tax laws at any time and is currently scheduled to expire for tax years beginning after December 31, 2010.

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

(28)Failure or Lack of Segregation of Assets May Increase Losses.

The Commodity Exchange Act requires a clearing broker to segregate all funds received from customers from such broker’s proprietary assets. If the Commodity Broker fails to do so, the assets of the Master Fund might not be fully protected in the event of the Commodity Broker’s bankruptcy. Furthermore, in the event of the Commodity Broker’s bankruptcy, any Master Fund Units could be limited to recovering only a pro rata share of all available funds segregated on behalf of the Commodity Broker’s combined customer accounts, even though certain property specifically traceable to the Master Fund was held by the Commodity Broker. The Commodity Broker may, from time-to-time, have been the subject of certain regulatory and private causes of action. Such material actions, if any, are described under “The Commodity Broker.”

In the event of a bankruptcy or insolvency of any exchange or a clearing house, the Master Fund could experience a loss of the funds deposited through its Commodity Broker as margin with the exchange or clearing house, a loss of any profits on its open positions on the exchange, and the loss of unrealized profits on its closed positions on the exchange.

(29)Regulatory Changes or Actions May Alter the Nature of an Investment in the Fund.

Considerable regulatory attention has been focused on non-traditional investment pools which are publicly distributed in the United States.There is a possibility of future regulatory changes altering, perhaps to a material extent, the nature of an investment in the Fund or the ability of the Fund to continue to implement its investment strategy.

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 futures transactions in the United States is a rapidly changing area of law and is subject to modification by government and judicial action. The effect of any future regulatory change on the Fund is impossible to predict, but could be substantial and adverse.

(30)Lack of Independent Experts Representing Investors.

The Managing Owner has consulted with counsel, accountants and other experts regarding the formation and operation of the Fund and the Master Fund. No counsel has been appointed to represent you in connection with the offering of the Shares. Accordingly, you should consult your own legal, tax and financial advisers regarding the desirability of an investment in the Shares.

(31)Possibility of Termination of the Fund May Adversely Affect Your Portfolio.

The Managing Owner may withdraw from the Fund upon 120 days’ notice, which would cause the Fund and the Master Fund to terminate unless a substitute managing owner were obtained. Owners of 50% of the Shares have the power to terminate the Fund. If it is so exercised, investors who may wish to continue to invest in the Index through the vehicle of the Fund will have to find another vehicle, and may not be able to find another vehicle that offers the same features as the Fund. See “Description of the Shares and the Master Fund Units; Certain Material Terms of the Trust Declarations – Termination Events” for a summary of termination events. Such detrimental developments could cause you to liquidate your investments and upset the overall maturity and timing of your investment portfolio. If the registrations with the CFTC or memberships in the NFA of the Managing Owner or the Commodity Broker were revoked or suspended, such entity would no longer be able to provide services to the Fund and the Master Fund.

(32)Shareholders Do Not Have the Rights Enjoyed by Investors in Certain Other Vehicles.

As interests in an investment trust, the Shares have none of the statutory rights normally associated with the ownership of shares of a corporation (including, for example, the right to bring “oppression” or “derivative” actions). In addition, the Shares have limited voting and distribution rights (for example, Shareholders do not have the right to elect directors and the Fund is not required to pay regular dividends, although the Fund may pay dividends in the discretion of the Managing Owner).

(33)An Investment in the Shares May Be Adversely Affected by Competition From Other Methods of Investing in Currencies.

The Fund and the Master Fund constitute a new, and thus untested, type of investment vehicle. They compete with other financial vehicles, including other commodity pools, hedge funds, traditional debt and equity securities issued by companies and foreign governments, other securities backed by or linked to currencies, and direct investments in the underlying currencies or currencies futures contracts. Market and financial conditions, and other conditions beyond the Managing Owner’s control, may make it more attractive to invest in other financial vehicles or to invest in such currencies directly, which could limit the market for the Shares and reduce the liquidity of the Shares.

(34)Competing Claims Over Ownership of Intellectual Property Rights Related to the Fund Could Adversely Affect the Fund and an Investment in the Shares.

While the Managing Owner believes that all intellectual property rights needed to operate the Fund are either owned by or licensed to the Managing Owner or have been obtained, third parties may allege or assert ownership of intellectual property rights which may be related to the design, structure and operations of the Fund. To the extent any claims of such ownership are brought or any proceedings are instituted to assert such claims, the negotiation, litigation or settlement of such claims, or the ultimate disposition of such claims in a court of law if a suit is brought, may adversely affect the Fund and an investment in the Shares, for example, resulting in expenses or damages or the termination of the Fund.

(35)The Value of the Shares Will be Adversely Affected if the Fund or the Master Fund is Required to Indemnify the Trustee or the Managing Owner.

Under the Trust Declarations, the Trustee and the Managing Owner have the right to be indemnified for any liability or expense either incurs without negligence or misconduct. That means the Managing Owner may require the assets of the Master Fund to be sold in order to cover losses or liability suffered by it or by the Trustee. Any sale of that kind would reduce the net asset value of the Master Fund and the value of the Shares.

(36)The Net Asset Value Calculation of the Master 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.

Calculating the net asset value of the Master Fund (and, in turn, the Fund) includes, in part, any unrealized profits or losses on open foreign exchange futures contracts. Under normal circumstances, the net asset value of the Master Fund reflects the settlement price of open foreign exchange futures contracts on the date when the net asset value is being calculated. However, if a foreign exchange futures contract traded on an exchange (both U.S. and, to the extent it becomes applicable, non-U.S. exchanges) 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 position could have been liquidated will be the basis for determining the market value of such position for such day. In such a situation, there is a risk that the calculation of the net asset value of the Master Fund on such day will not accurately reflect the realizable market value of such foreign exchange futures contract. For example, daily limits are generally triggered in the event of a significant change in market price of a foreign exchange futures contract. Therefore, as a result of the daily limit, the current settlement price is unavailable. Because the settlement price on the most recent day on which the position could have been liquidated would be used in lieu of the actual settlement price on the date of determination, there is a risk that the resulting calculation of the net asset value of the Master Fund (and, in turn, the Fund) could be under or overstated, perhaps to a significant degree. Although the Eligible Index Currencies that

the Master Fund will invest in are not currently subject to “daily limits,” the terms and conditions of these contracts may change in the future, and thus, may subject the Fund to the above-described risks.

(37)Exchange Rates on the Index Currencies Could be Volatile and Could Materially and Adversely Affect the Performance of the Shares.

Foreign exchange rates are influenced by national debt levels and trade deficits, domestic and foreign inflation rates and investors’ expectations concerning inflation rates, domestic and foreign interest rates and investors’ expectations concerning interest rates, currency exchange rates, investment and trading activities of mutual funds, hedge funds and currency funds; and global or regional political, economic or financial events and situations. Additionally, foreign exchange rates on the Index Currencies may also be influenced by changing supply and demand for a particular Index Currency, monetary policies of governments (including exchange control programs, restrictions on local exchanges or markets and limitations on foreign investment in a country or on investment by residents of a country in other countries), changes in balances of payments and trade, trade restrictions, currency devaluations and revaluations. Also, governments from time to time intervene in the currency markets, directly and by regulation, in order to influence prices directly. Additionally, expectations among market participants that a currency’s value soon will change may also affect exchange rates on the Index Currencies. These events and actions are unpredictable. The resulting volatility in the exchange rates on the underlying Index Currencies may materially and adversely affect the market value of the futures contracts on the Index Currencies, which would then negatively impact the value of your Shares.

(38)Substantial Sales of Index Currencies by the Official Sector Could Adversely Affect an Investment in the Shares.

The official sector consists of central banks, other governmental agencies and multi-lateral institutions that buy, sell and hold certain Index Currencies as part of their reserve assets. The official sector holds a significant amount of Index Currencies that can be mobilized in the open market. In the eventthat future economic, political or social conditions or pressures require members of the official sector to sell their Index Currencies simultaneously or in an uncoordinated manner, the demand for Index Currencies might not be sufficient to accommodate the sudden increase in the supply of certain Index Currencies to the market. Consequently, the price of an Index Currency may decline, which may then negatively impact the Shares.

(39)Although the Shares are Limited Liability Investments, Certain Circumstances such as Bankruptcy of the Fund or Indemnification of the Fund by the Shareholders will Increase a Shareholder’s Liability.

The Shares are limited liability investments; investors may not lose more than the amount that they invest plus any profits recognized on their investment. However, Shareholders could be required, as a matter of bankruptcy law, to return to the estate of the Fund any distribution they received at a time when the Fund was in fact insolvent or in violation of its Trust Declaration. In addition, although the Managing Owner is not aware of this provision ever having been invoked in the case of any public futures fund, Shareholders agree in the Trust Declaration that they will indemnify the Fund for any harm suffered by it as a result of

Shareholders’ actions unrelated to the business of the Fund, or

taxes separately imposed on the Fund by any state, local or foreign taxing authority.

THE MASTER-FEEDER STRUCTURE

The Fund will invest substantially all of its assets in the Master Fund in a master-feeder structure. The Fund will hold no investment assets other than Master Fund Units. The Master Fund will be wholly-owned by the Fund and the Managing Owner. Each Share issued by the Fund will correlate with a Master Fund Unit issued by the Master Fund and held by the Fund.

INVESTMENT OBJECTIVE

The Fund and the Master Fund seek to track changes, whether positive and negative, in the level of the Deutsche Bank G10 Currency Future Harvest Index—Excess Return™, or the Index, over time, plus the excess, if any, of the Master Fund’s income from its holdings of United States Treasury and other high credit quality short-term fixed income securities. The Index is designed to reflect the return from investing on a 2:1 leveraged basis in long currency futures positions for certain currencies associated with relatively high yielding interest rates and in short currency futures positions for certain currencies associated with relatively low yielding interest rates.

The Index is designed to exploit the trend that currencies associated with relatively high interest rates, on average, tend to rise in value relative to currencies associated with relatively low interest rates. This trend is consistent with economic theory regarding the correct price of a currency future, known as theInterest Rate Parity formula or theCovered Interest Arbitrage formula, and can be seen in the historical trading patterns of currency futures.

The theoretical or “fair market” price of a currency future contract is derived from the spot FX rate, interest rates of the two currencies and time to expiry of the currency future contract and represents an equilibrium relationship among the interest rates, spot markets and futures markets associated with the currencies in question. If an equilibrium relationship does not exist between two currencies, arbitrage opportunities arise and the exploitation of these opportunities by arbitrageurs will tend to drive currency futures prices toward equilibrium. Application of theInterest Rate Parity formula under circumstances in which currencies are not in an equilibrium relationship predicts that if the currency future is based on a rate ranging from a high yielding currency to a low yielding currency, the fair market price of the currency future will be below the spot rate. The longer the time to the expiry of the currency future the greater the amount the fair market price of the currency future will be below the spot rate. If the spot rate stays approximately the same then, as you move closer to the expiry of the currency future, the fair market price will increase. In other words, the currency future rate between a relatively high interest rate currency and low interest rate currency tends to increase over time (assuming spot is relatively stable).

The Index exploits this trend using both long and short futures positions, which is expected to provide more consistent and less volatile returns than could be obtained by taking long positions only or short positions only.

Advantages of investing in the Shares include:

Ease and Flexibility of Investment. The Shares will trade on the Amex and provide institutional and retail investors with indirect access to the currency futures markets. The Shares may be bought and sold on the Amex like other exchange-listed securities. Retail investors may purchase and sell Shares through traditional brokerage accounts.

Shares May Provide A More Cost Effective Alternative. Investing in the Shares can be easier and less expensive for an investor than constructing and trading a comparable foreign currency futures portfolio.

The Fund May Provide Gains on Both the Upside and Downside Price Movements of the Index Currencies. The Index will rise as a result of any upward price movement of the Index Currencies that are expected to gain relative to the USD by investing in long futures positions on such Index Currencies. The Index also will rise as a result of any downward price movement of the Index Currencies that are expected to lose relative to the USD by investing in short futures positions on such Index Currencies.

Margin.Shares will be eligible for margin accounts.

Diversification. The Shares can help to diversify a portfolio because hypothetically they have historically tended to exhibit low to negative correlation with both equities and conventional bonds.

Transparency. The Shares provide a more direct investment in currencies than mutual funds that invest in currency-linked products, which may have implicit imbedded costs, credit risk and other potentially opaque features.

To the extent that the Master Fund’s actual and projected interest income from its holdings of United

States Treasury securities and other high credit quality short-term fixed income securities exceeds the actual and projected fees and expenses of the Fund and the Master Fund, the Managing Owner expects periodically to make distributions of the amount of such excess.

Investing in the Shares does not insulate Shareholders from certain risks, including price volatility.

Role of Managing Owner

The Managing Owner will serve as the commodity pool operator and commodity trading advisor of the Fund and the Master Fund.

Specifically, with respect to the Fund and the Master Fund, the Managing Owner:

selects the Trustee, administrator, distributor and auditor;

negotiates various agreements and fees; and

performs such other services as the Managing Owner believes that the Fund and the Master Fund may from time-to-time require.

Specifically, with respect to the Master Fund, the Managing Owner:

selects the Commodity Broker; and

monitors the performance results of the Master Fund’s portfolio and reallocates assets within the portfolio with a view to causing the performance of the Master Fund’s portfolio to track the Index over time.

The Managing Owner is registered as a commodity pool operator and commodity trading advisor with the Commodity Futures Trading Commission and is a member of the National Futures Association.

The principal office of the Managing Owner is located at 60 Wall Street, New York, New York 10005. The telephone number of the Managing Owner is (212) 250-5883.

Market Diversification

As global markets and investing become more complex, the inclusion of futures may continue to increase in traditional portfolios of stocks and bonds managed by advisors seeking improved balance and diversification. The globalization of the world’s economy has the potential to offer significant investment opportunities, as major political and economic events continue to have an influence, in some cases a dramatic influence, on the world’s markets, creating risk but also providing the potential for profitable trading opportunities. By allocating a portion of the risk segment of their portfolios to the Fund, which invests through the Master Fund in futures related to the Index, investors have the potential, if their Fund investments are successful, to reduce the volatility of their portfolios over time and the dependence of such portfolios on any single nation’s economy.

DESCRIPTION OF THE DEUTSCHE BANK G10 CURRENCY FUTURE HARVEST INDEX—EXCESS RETURN™

A Trade Mark application for Deutsche Bank G10 Currency Future Harvest Index™ is pending. Any use of this mark must be with the consent of or under license from the Index Sponsor. The Fund, Master Fund and the Managing Owner have been licensed to use Deutsche Bank G10 Currency Future Harvest Index™. The Index Sponsor does not approve, endorse or recommend the Fund, the Master Fund or the Managing Owner.

General

The sponsor of the Index, or the Index Sponsor, is Deutsche Bank AG London. The composition of the Index may be adjusted in the Index Sponsor’s discretion.

Index Calculation and Rules

The currencies that are eligible for inclusion in the Index, or Eligible Index Currencies, are the currencies of The Group of Ten, or G10, countries, which include the following currencies:

Eligible Index Currency


Symbol


United States Dollar

USD

Euro

EUR

Japanese Yen

JPY

Canadian Dollar

CAD

Swiss Franc

CHF

British Pound

GBP

Australian Dollar

AUD

New Zealand Dollar

NZD

Norwegian Krone

NOK

Swedish Krona

SEK

Futures contracts referencing each of the Eligible Index Currencies (except USD) currently are traded on the Chicago Mercantile Exchange, or CME, although currency futures contracts on the Eligible Index Currencies also trade on other exchanges in the United States and the Master Fund may invest in such contracts.

At any time, the Index is comprised of long futures positions in the three Eligible Index Currencies associated with the highest interest rates and short futures positions in the three Eligible Index Currencies associated with the lowest interest rates. The Index’s six component currencies from time to time, comprised of the three long and three short futures positions, are referred to as the Index Currencies and are used to calculate the value of the Index. The composition of the Index may be adjusted in the event that the Index Sponsor is not able to calculate the closing prices of the Index Currencies.

The Index Sponsor calculates the Index on both an excess return basis and a total return basis. The excess return basis calculation reflects the change in market value of the applicable underlying currency futures only. The total return basis calculation reflects the sum of the change in market value of the applicable underlying currency futures plus the return on 3-month U.S. Treasury bills. The Fund and the Master Fund seek to track changes, whether positive and negative, in the level of the Index calculated on an excess return basis, over time, plus the excess, if any, of the Master Fund’s income from its holdings of United States Treasury and other high credit quality short-term fixed income securities.

The Fund will make distributions at the discretion of the Managing Owner. To the extent that the Master Fund’s actual and projected interest income from its holdings of United States Treasury securities and other high credit quality short-term fixed income securities exceeds the actual and projected fees and expenses of the Fund and the Master Fund, the Managing Owner expects periodically to make distributions of the amount of such excess. The Fund currently does not expect to make distributions with respect to its capital gains. Depending on the Fund’s performance for the taxable year and your own tax situation for such year, your income tax liability for the taxable year for your allocable share of the Fund’s net ordinary income or loss and capital gain or loss may exceed any distributions you receive with respect to such year.

In order to determine which Eligible Index Currencies to include in the Index from time to time, the Index Sponsor will review the composition of the Index on a quarterly basis 5 business days prior to the IMM Date. “IMM Date” means the third Wednesday of March, June, September and December, a traditional settlement date in the International Money Market.

The Index Sponsor will review the three month Libor rate for each Eligible Index Currency other than the SEK and NOK and will review the three month Stibor rate and the three month Nibor rate for the SEK and NOK, respectively. The Libor, Stibor and Nibor rates for the Eligible Index Currencies, as applicable, mean the London, Stockholm and Norway interbank offered rates for overnight deposits, respectively, each of which is published by Reuters. The Eligible Index Currencies are then ranked according to yield. The three highest yielding and three lowest yielding are selected as Index Currencies for inclusion in calculating the Index. If two Index Currencies have the same yield, then the previous quarter’s ranking will be used.

The Index is re-weighted quarterly. Upon re-weighting, the high yielding Index Currencies are allocated a base weight of 33 1/3% and the low yielding Index Currencies are allocated a base weight of -33 1/3%. These new weights are applied during the Index re-weighting period, which takes place between the fourth and third Index Business Days prior to the applicable IMM Date, or Index Re-Weighting Period.

The CME traded futures contract of each applicable Index Currency that is closest to expiration is used in the Index calculation. The futures contracts on the Index Currencies are rolled during the Index Re-Weighting Period. The new futures contract on an Index Currency that has the next closest expiration date is selected. The calculation of the Index on an excess return basis is the weighted return on the change in price of the futures contracts on the Index Currencies.

A 3-month U.S. Treasury bill return is then calculated and included to calculate the total return index. Please refer to Exhibit B of the Amended and Restated Declaration of Trust of the Master Fund for the mathematical formulae of the Index.

The Index has been calculated using historical data since March 12, 1993. The Index is composed of notional amounts of each Index Currency. The notional amounts of the Index Currencies included in the Index are based on the Index Closing Level as of the Index Re-Weighting Period. The Index Closing Level reflects an arithmetic weighted return of the change in the Index Currencies exchange rates against the USD since March 12, 1993. March 1993 was chosen as a starting period because it represents the earliest date on which reliable data for all the Eligible Index Currencies exists. On March 12, 1993, the closing Index level was USD 100. Between March 12, 1993 to June 30, 2006, the Index level as calculated on an excess return basis has ranged from as high as USD 286.06 (December 5, 2005) to as low as USD 94.03 (July 30, 1993). Past Index results are not necessarily indicative of future changes, positive and negative, in the Index.

The Fund will pursue its investment objective by investing substantially all of its assets in the Master Fund. To track the Index, the Master Fund generally will establish long futures positions in the three Eligible Index Currencies associated with the highest interest rates and short futures positions in the three Eligible Index Currencies associated with the lowest interest rates and will adjust its holdings quarterly as the Index is adjusted. However, if the United States Dollar, or USD, is among the Index Currencies from time to time, the Master Fund will not establish a long or short futures position (as the case may be) in USD, because USD is the Fund’s home currency and, as a consequence, the Master Fund never can enjoy profit or suffer loss from longor short futures positions in USD. When the USD is not associated with the highest or lowest interest rates among the Eligible Index Currencies, the aggregate notional value of the Master Fund’s futures contracts at the time they are established will be double the value of the Master Fund’s holdings of United States Treasury and other high credit quality short term fixed income securities, which means the Fund will have a leverage ratio at such time of 2:1. If the USD is associated with the highest or lowest interest rates among the Eligible Index Currencies, the aggregate notional value of the Master Fund’s futures contracts at the time they are established will be approximately 1.66 times the value of the Master Fund’s holdings of United States Treasury and other high credit quality short term fixed income securities, which means the Fund will have a leverage ratio at such time of approximately 1.66:1. Holding futures positions with a notional amount in excess of the Master Fund’s net asset value constitutes a form of leverage. The use of leverage will increase the potential for both trading profits and losses, depending on the changes, positive and negative, in the Index. The Master Fund’s ability to track the Index will not be affected by the presence or absence of the USD among the Index Currencies. Because the notional value of the Master Fund’s futures positions can rise or fall over time, the leverage ratio could be higher or lower between quarterly adjustments of the Index Currencies.

The use of long and short positions in the construction of the Index causes the Index to rise as a result of any upward price movement of Index Currencies expected to gain relative to the USD and to rise as a result of any downward price movement of Index Currencies expected to lose relative to the USD. The inclusion of both long and short positions is also expected to reduce the country specific foreign exchange risk of the Index (and, therefore, risk in connection with an investment in the Fund) relative to a directional (outright long or short) exposure to any or all of the Index Currencies.

There can be no assurance that the use of both long and short positions will reduce the volatility of the Index during any or all market cycles or performance periods, or that the Master Fund will achieve its objectives. It is possible that, prior to an Index rebalancing, that Index Currencies expected to lose relative to the USD may rise and/or Index Currencies expected to gain relative to the USD may fall. In such cases, the Master Fund may experience

losses in both its long and short positions at the same time. Such losses will be greater as a result of the Master Fund’s use of leverage, reflected in its long futures exposure to Index Currencies with a notional value of up to 100% of the Master Fund’s net asset value and its short futures exposure to Index Currencies with a notional value of up to 100% of the Master Fund’s net asset value. Under such circumstances, the Master Fund’s losses would be greater as a result of its leverage than would be the case were it to limit its overall exposure to Index Currencies with a notional value of 100% of the Master Fund’s net asset value.

As a result of its use of leverage, the Master Fund will be required to deposit a greater proportion of its net assets as margin, not expected to exceed 5% of net assets. This represents margin deposit requirements approximately twice as great as would be required if the Master Fund did not use leverage. Similarly, as a result of its use of leverage, the Master Fund will trade more futures contracts and incur more brokerage commission expense than it would if it did not use leverage. The additional amount of brokerage commission expense generally will be proportional to the Master Fund’s leverage ratio.

The Master Fund’s portfolio also will include United States Treasury securities for deposit with the Master Fund’s Commodity Broker as margin and other high credit quality short-term fixed income securities.

Under the Trust Declarations of the Fund and the Master Fund, Wilmington Trust Company, the Trustee of the Fund and the Master Fund, has delegated to the Managing Owner the exclusive management and control of all aspects of the business of the Fund and the Master Fund. The Trustee will have no duty or liability to supervise or monitor the performance of the Managing Owner, nor will the Trustee have any liability for the acts or omissions of the Managing Owner.

There can be no assurance that the Fund or the Master Fund will achieve its investment objective or avoid substantial losses. The Master Fund has not commenced trading and does not have any performance history. The value of the Shares is expected to fluctuate generally in relation to changes in the value of the Master Fund Units.

Publication of Closing Levels and Adjustments

In order to calculate the indicative Index level, the Index Sponsor will poll Reuters every 15 seconds to determine the real time price of each underlying futures contract with respect to each Index Currency of the Index. The Index Sponsor will then apply a set of rules to these values to create the indicative level of the Index. These rules are consistent with the rules which the Index Sponsor applies at the end of each trading day to calculate the closing level of the Index. A similar polling process is applied to the U.S. Treasury bills to determine the indicative value of the U.S. Treasury bills held by the Fund every 15 seconds throughout the trading day.

The intra-day indicative value per Share of the Fund is calculated by adding the intra-day U.S. Treasury bills level plus the intra-day Index level which will then be applied to the last published net asset value of the Fund, less accrued fees.

The Index Sponsor will publish the closing level of the Index daily. The Managing Owner will publish the net asset value of the Fund and the net asset value per Share daily. Additionally, the Index Sponsor will publish the intra-day Index level, and the Managing Owner will publish the indicative value per Share of the Fund (quoted in USD) once every fifteen seconds throughout each trading day. All of the foregoing information will be published as follows:

The intra-day level of the Index (symbol: DBCFHX) and the intra-day indicative value per Share of the Fund (symbol: FBV) (each quoted in USD) will be published once every fifteen seconds throughout each trading day on the consolidated tape, Reuters and/or Bloomberg and on the Managing Owner’s website at http://www.dbfunds.db.com, or any successor thereto.

The current trading price per Share (symbol: DBV) (quoted in USD) will be published continuously as trades occur throughout each trading day on the consolidated tape, Reuters and/or Bloomberg and on the Managing Owner’s website at http://www.dbfunds.db.com, or any successor thereto.

The most recent end-of-day Index closing level (symbol: DBCFHX) will be published as of the close of business for the Amex each trading day on the

consolidated tape, Reuters and/or Bloomberg and on the Managing Owner’s website at http://www.dbfunds.db.com, or any successor thereto.

The most recent end-of-day net asset value of the Fund (symbol: FBV.NV) will be published as of the close of business on Reuters and/or Bloomberg and on the Managing Owner’s website at http://www.dbfunds.db.com, or any successor thereto. In addition, the most recent end-of-day net asset value of the Fund (symbol: FBV.NV) will be published the following morning on the consolidated tape.

All of the foregoing information with respect to the Index also will be published at http://index.db.com.

The Index Sponsor will publish any adjustments made to the Index on the Managing Owner’s website http://www.dbfunds.db.com and http://index.db.com, or any successor thereto.

The final net asset value of the Fund and the final net asset value per Share will be calculated as of the closing time of the Amex or the last to close of the exchanges on which its Master Fund’s assets are traded, whichever is later, and posted in the same manner. Although a time gap may exist between the close of the Amex and the close of the CME, there is no effect on the net asset value calculations as a result.

The Shares are intended to provide investment results that generally correspond to the changes, positive and negative, in the Index over time. The value of the Shares is expected to fluctuate in relation to changes in the value of the Master Fund’s portfolio. The market price of the Shares may not be identical to the net asset value per Share, but these two valuations are expected to be very close. See “The Risks You Face – (2) Net Asset Value May Not Always Correspond to Market Price and, as a Result, Baskets may be Created or Redeemed at a Value that Differs from the Market Price of the Shares.”

There can be no assurance that the Fund or the Master Fund will achieve its investment objective or avoid substantial losses. The Master Fund has not commenced trading and does not have any performance history. The value of the Shares is expected to fluctuate generally in relation to changes in the value of the Master Fund Units.

Change in the Methodology of the Index

The Index Sponsor will employemploys the methodology described above and its application of such methodology shall be conclusive and binding. While thefinal. The Index Sponsor currently intends to employ the above describedcan change its methodology to calculate the Index, no assurance can be given that fiscal, market, regulatory, juridical or financial circumstances (including, but not limited to,at any changes to ortime for any suspension or termination of or any other events affecting any Index Currency or a futures contract) will not arise that would, in the view of the Index Sponsor, necessitate a modification of or change to such methodology and in such circumstances the Index Sponsor may make any such modification or changereason, as it determinesdeems appropriate.

The Index Sponsor may also make modificationsadjustments to the terms of the Index in any manner, that it may deem necessary or desirable, including (without limitation) to correct any manifest or proven error or to cure, correct or supplement any defective provision of the Index. The Index Sponsor will publish notice of any such modification adjustment and the effective date thereof as set forth below.

Publication of Closing Levels and Adjustments

In order to calculate the indicative Index level, the Index Sponsor polls Reuters every 15 seconds to determine the real time price of each underlying futures contract with respect to each Index Currency of the Index. The Index Sponsor then applies a set of rules to these values to create the indicative level of the Index. These rules are consistent with the rules that the Index Sponsor applies at the end of each trading day to calculate the closing level of the Index.

The IIV per Share is based on the prior day’s final NAV, adjusted four times per minute throughout the trading day to reflect the continuous price changes of the Fund’s futures positions, which provide a continuously updated estimated NAV per Share.

The Index Sponsor calculates and publishes the closing level of the Index daily. The Managing Owner publishes the NAV of the Fund and the NAV per Share daily. The Index Sponsor also calculates and publishes theintra-day Index level, and the Index Sponsor calculates, and the Managing Owner publishes, the IIV per Share (quoted in U.S. dollars) once every fifteen seconds throughout each trading day.

All of the foregoing information is published as follows:

Theintra-day level of the Index (symbol: DBCFHX) and the IIV per Share (symbol: FBV) (each quoted in U.S. dollars) are published once every fifteen seconds throughout each trading day on the consolidated tape, Reuters and/or change.Bloomberg and on the Managing Owner’s website at https://www.invesco.com/ETFs, or any successor thereto.

The current trading price per Share (symbol: DBV) (quoted in U.S. dollars) is published continuously as trades occur throughout each trading day on the consolidated tape, Reuters and/or Bloomberg and on the Managing Owner’s website at https://www.invesco.com/ETFs, or any successor thereto.

The most recentend-of-day Index closing level (symbol: DBCFHX) is published as of the close of the NYSE Arca each trading day on the consolidated tape, Reuters and/or Bloomberg and on the Managing Owner’s website at https://www.invesco.com/ETFs, or any successor thereto.

The most recentend-of-day NAV of the Fund (symbol: FBV.NV) is published as of the close of business on Reuters and/or Bloomberg and on the Managing Owner’s website at https://www.invesco.com/ETFs, or any successor thereto. In addition, the most recentend-of-day NAV of the Fund is published the following morning on the consolidated tape.

All of the foregoing information with respect to the Index is also published at https://index.db.com.

Any adjustments made to the Index will be published on both https://index.db.com and at https://www.invesco.com/ETFs, or any successor(s) thereto.

Interruption of Index Calculation

Calculation of the Index may not be possible or feasible under certain events or circumstances, including, without limitation, a systems failure, natural orman-made disaster, act of God, armed conflict, act of terrorism, riot or labor disruption or any similar intervening circumstance, that is beyond the reasonable control of the Index Sponsor and that the Index Sponsor determines affects the Index or any Index Currency. Upon the occurrence of such force majeure events,an event, the Index Sponsor may, in its discretion, elect one (or more) of the following options:

 

make such determinations and/or adjustments to the terms of the Index as it considers appropriate to determine any closing level on any such appropriate Index business day; and/or

 

defer publication of the information relating to the Index until the next Index business day on which it determines that no force majeure event exists; and/or

 

permanently cancel publication of the information relating to the Index.

Additionally, calculationCalculation of the Index may also be disrupted by an event that would requireprevents the Index Sponsor from obtaining the closing prices of the underlying Index Contracts. In turn, the Index Sponsor would, in its discretion, either review the price of an instrument, if available, that is substantially similar to the Index Contract, or, if unavailable, obtain all the closing prices for the unaffected Index Currencies, then, with respect to the disrupted Index Currencies, calculate the closing price in respect of the relevantdisrupted Index Currency on an alternative basis were such event to occur or exist on a day that is a trading day for futures contracts in such Index Currency on the relevant exchange. If such an Index disruption event in relation to an Index Currency as described in the prior sentence occurs and continues for a period of five successive trading days, for such Index Currency on the relevant exchange, the Index Sponsor will, in its discretion, either

 

continue to calculate the relevant closing price for a further period of five successive trading days for suchthe Index Currency on the relevant exchange or

 

if such period extends beyond the five successive trading days, the Index Sponsor may elect to replace the exchange traded instrumentfutures contract with respect to a specificthe Index Currency and shall make all necessary adjustments to the methodology and calculation of the Index as it deems appropriate.

Historical Closing Levels

Set out below areThe Closing Levels Tables present closing levels for the Index (“Closing Levels”) since January 2009. The historic data shown with respect to the closing levels based on historical data from March 12, 1993 to June 30, 2006.

The following Closing Levels table starts from March 12, 1993 and reflects both the high and low closing values, the annual Index changes and Index changes since inceptionprices of the Index. Since March 13, 2003, CME currency futures close prices were used inIndex Contracts originated from Bloomberg and Reuters (including the Index calculation.World Markets Company). The Index Sponsor has not independently verified the CME currency futures close prices obtainedinformation extracted from Bloomberg. Since February 1, 2006, the Index Sponsor has obtained the CME currency futures close prices from Reuters. Prior to March 13, 2003, implied futures prices were calculated using the relevant currencies spot rates, money market rates and USD money market rates obtained from Reuters, Bloomberg and WM Company. Implied futures prices are an accurate proxy for the futures close prices due to the high liquidity in foreign exchange forward markets.this source.

[Remainder of page left blank intentionally]

It is not necessary to have a USD futures contract because the forward rate of the USDvis-à-vis the USD will be equal. Whenever USD was used to calculate the value of the Index, the futures price of USD was assumed to be 100.

The Index Sponsor used 3 month money market rates as a proxy for 3 month Libor fixings with respect to the USD on and prior to June 10, 1998.

The Index Sponsor used 3 month money market rates as a proxy for 3 month Libor fixings with respect to the EUR, JPY, GBP, CHF, CAD and AUD on and prior to March 11, 1998.

The Index Sponsor used 3 month money market rates as a proxy for 3 month Libor fixings with respect to the NZD on and prior to September 10, 2003.

The Index Sponsor used 3 month money market rates as a proxy for 3 month Stibor fixings with respect to the SEK on and prior to December 9, 1998.

The Index Sponsor used 3 month money market rates as a proxy for 3 month Nibor fixings with respect to the NOK on and prior to December 9, 1998.

The Libor, Stibor and Nibor rates for the Eligible Index Currencies, as applicable, mean the London, Stockholm and Norway interbank offered rates for overnight deposits, respectively, each of which is published by Reuters on pages libor01 and libor02 with respect to Libor and pages SIDE and NIBR with respect to Stibor and Nibor.

The Index Sponsor considers the use of 3 month money market rates as a proxy for Libor, Stibor and Nibor to be appropriate because the difference between Libor, Stibor and Nibor rates and money market rates should not be material in light of the liquidity of the 3 month deposit markets.

The CME-traded futures contract of each applicable Index Currency that is closest to expiration is used in the Index calculation. The futures contracts on the Index Currencies are rolled during the Index Re-Weighting Period. The new futures contract on an Index Currency that has the next closest expiration date is selected. The calculation of the Index on an excess return basis is the weighted return on the change in price of the futures contracts on the Index Currencies.

The Index is calculated on both an excess return basis and a total return basis. The excess return index reflects the return of the applicable underlying currencies. The total return is the sum of the return of the applicable underlying currencies plus the return of 3-month U.S. Treasury bills. The following tables reflect both the excess return calculation and the total return calculation of the Index.

Cautionary Statement–Statistical Information

Various statistical information is presented on the following pages, relating to the Closing Levels of the Index, on an annual and cumulative basis, including certain comparisons of the Index to other currencies indices. In reviewing such information, prospective investors should consider that:Table

Changes in Closing Levels of the Index during any particular period or market cycle may be volatile. For example, the “worst peak-to-valley drawdown” of the Index, representing the greatest percentage decline from any month-end Closing Level, without such Closing Level being equaled or exceeded as of a subsequent month-end, is 11.63% and occurred during the period December 30, 1994 through March 31, 1995. The worst monthly drawdown of the Index during such period was 6.95%, and occurred in March 1995. See “Risk Factors—(16) Price Volatility May Possibly Cause the Total Loss of Your Investment.”

Neither the fees charged by the Fund nor the execution costs associated with establishing futures positions in the Index Currencies are incorporated into the Closing Levels of the Index. Accordingly, such Index Levels have not been reduced by the costs associated with an actual investment, such as the Fund, with an investment objective of tracking the Index.

The Index was established in December 2005, and is independently calculated by Deutsche Bank AG London, the Index Sponsor. The Index calculation methodology and commodity futures contracts selection is the same before and after December 2005, as described above. Accordingly, the Closing Levels of theIndex, terms of the Index methodology and Index Currencies, reflect an element of hindsight at the time the Index was established. See “Risk Factors—(11) You May Not Rely on Past Performance or Index Results in Deciding Whether to Buy Shares” and “—(12) Fewer Representative Index Currencies May Result In Greater Index Volatility.”

WHILE THE FUND’S OBJECTIVE IS NOT TO GENERATE PROFIT THROUGH ACTIVE PORTFOLIO MANAGEMENT, BUT IS TO TRACK THE INDEX, BECAUSE THE INDEX WAS ESTABLISHED IN DECEMBER 2005, CERTAIN INFORMATION RELATING TO THE INDEX CLOSING LEVELS MAY BE CONSIDERED TO BE “HYPOTHETICAL.” HYPOTHETICAL INFORMATION MAY HAVE CERTAIN INHERENT LIMITATIONS, SOME OF WHICH ARE DESCRIBED BELOW.

NO REPRESENTATION IS BEING MADE THAT THE INDEX WILL OR IS LIKELY TO ACHIEVE ANNUAL OR CUMULATIVE CLOSING LEVELS CONSISTENT WITH OR SIMILAR TO THOSE SET FORTH HEREIN. SIMILARLY, NO REPRESENTATION IS BEING MADE THAT THE FUND WILL GENERATE PROFITS OR LOSSES SIMILAR TO THE FUND’S PAST PERFORMANCE OR THE HISTORICAL ANNUAL OR CUMULATIVE CHANGES IN INDEX CLOSING LEVELS. IN FACT, THERE ARE FREQUENTLY SHARP DIFFERENCES BETWEEN HYPOTHETICAL RESULTS AND THE ACTUAL RESULTS SUBSEQUENTLY ACHIEVED BY INVESTMENT METHODOLOGIES, WHETHER ACTIVE OR PASSIVE.

ONE OF THE LIMITATIONS OF HYPOTHETICAL INFORMATION IS THAT IT IS GENERALLY PREPARED WITH THE BENEFIT OF HINDSIGHT. TO THE EXTENT THAT INFORMATION PRESENTED HEREIN RELATES TO THE PERIOD MARCH 1993 THROUGH NOVEMBER 2005, THE INDEX CLOSING LEVELS REFLECT THE APPLICATION OF THE INDEX METHODOLOGY, AND SELECTION OF INDEX CURRENCIES, IN HINDSIGHT.

NO HYPOTHETICAL RECORD CAN COMPLETELY ACCOUNT FOR THE IMPACT OF

FINANCIAL RISK IN ACTUAL TRADING. FOR EXAMPLE, THERE ARE NUMEROUS FACTORS, INCLUDING THOSE DESCRIBED UNDER “RISK FACTORS” HEREIN, RELATED TO THE CURRENCIES MARKETS IN GENERAL OR TO THE IMPLEMENTATION OF THE FUND’S EFFORTS TO TRACK THE INDEX OVER TIME WHICH CANNOT BE, AND HAVE NOT BEEN, ACCOUNTED FOR IN THE PREPARATION OF THE INDEX INFORMATION SET FORTH ON THE FOLLOWING PAGES, ALL OF WHICH CAN ADVERSELY AFFECT ACTUAL PERFORMANCE RESULTS FOR THE FUND. FURTHERMORE, THE INDEX INFORMATION DOES NOT INVOLVE FINANCIAL RISK OR ACCOUNT FOR THE IMPACT OF FEES AND COSTS ASSOCIATED WITH THE FUND.

THE MANAGING OWNER HAS HAD LIMITED EXPERIENCE IN TRADING ACTUAL ACCOUNTS FOR ITSELF OR FOR CLIENTS. BECAUSE THERE ARE LIMITED ACTUAL TRADING RESULTS TO COMPARE TO THE INDEX CLOSING LEVELS SET FORTH HEREIN, PROSPECTIVE INVESTORS SHOULD BE PARTICULARLY WARY OF PLACING UNDUE RELIANCE ON THE ANNUAL OR CUMULATIVE INDEX RESULTS.

DEUTSCHE BANK G10 CURRENCY FUTURE HARVEST INDEX® EXCESS RETURN

 

   CLOSING LEVEL INDEX CHANGES
  
  High1 Low2 Annual3 Since Inception4
   

2009

 260.64 196.13 21.91% 155.18%
   

2010

 264.24 236.66 1.67% 159.45%
   

2011

 274.83 241.88 1.18% 162.52%
   

2012

 290.15 258.40 10.39% 189.79%
   

2013

 310.79 276.57 -1.98% 184.05%
   

2014

 295.63 276.74 0.92% 186.68%
   

2015

 289.15 250.27 -7.53% 165.08%
   

2016

 293.83 256.24 7.60% 184.93%
   

2017

 297.76 267.22 -4.97% 170.77%
   

2018

 280.78 264.78 -0.44% 169.57%
   

2019 (YTD)5

 282.37 272.26 1.96% 174.85%

CLOSING LEVELS TABLE

   Closing Level

       
   High1

  Low2

  Annual Index
Changes3


  Index Changes
Since Inception


 

19934

  105.60  94.03  -0.19% -0.19%

1994

  108.79  99.81  7.42% 7.22%

1995

  110.52  94.16  2.66% 10.07%

1996

  140.05  110.42  27.23% 40.05%

1997

  146.72  137.83  2.58% 43.67%

1998

  151.79  132.52  -6.35% 34.55%

1999

  151.12  134.71  9.81% 47.76%

2000

  158.57  146.79  4.73% 54.74%

2001

  171.15  154.68  10.61% 71.15%

2002

  199.51  172.25  15.76% 98.13%

2003

  234.45  199.00  18.33% 134.45%

2004

  252.36  230.02  6.69% 150.14%

2005

  286.06  248.34  10.66% 176.81%

20065

  279.94  254.18  -5.22% 162.35%

THE FUND WILL TRADE WITH A VIEW TO TRACKING THE DEUTSCHE BANK G10 CURRENCY FUTURE HARVEST INDEX – EXCESS RETURN OVER TIME. NEITHER THE PAST PERFORMANCE OF THE FUND NOR THE PRIOR INDEX LEVELS AND CHANGES POSITIVETO THE INDEX LEVELS SHOWN ABOVE DO NOT REPRESENT THE FUND’S PERFORMANCE AND NEGATIVE, SHOULD BE TAKEN AS AN INDICATIONARE NOT INDICATIVE OF THE FUND’S FUTURE PERFORMANCE.

DEUTSCHE BANK G10 CURRENCY FUTURE HARVEST INDEX – TOTAL RETURN

CLOSING LEVELS TABLE

   Closing Level

       
   High1

  Low2

  Annual Index
Changes3


  Index Changes
Since Inception


 

19934

  106.15  95.13  2.30% 2.30%

1994

  116.32  102.32  12.15% 14.73%

1995

  124.55  102.55  8.56% 24.55%

1996

  166.84  125.01  33.95% 66.84%

1997

  180.54  164.92  8.01% 80.19%

1998

  195.70  172.90  -1.68% 77.17%

1999

  203.96  177.49  15.12% 103.96%

2000

  227.93  202.75  11.11% 126.61%

2001

  259.57  226.67  14.55% 159.57%

2002

  307.46  261.27  17.68% 205.47%

2003

  365.18  306.83  19.55% 265.18%

2004

  398.22  359.55  8.18% 295.05%

2005

  465.10  392.65  14.23% 351.27%

20065

  458.21  421.90  -2.83% 338.52%

THE FUND WILL NOT TRADE WITH A VIEW TO TRACKING THE DEUTSCHE BANK G10 CURRENCY FUTURE HARVEST INDEX – TOTAL RETURN OVER TIME. NEITHER THE PAST PERFORMANCE OF THE FUND NOR THE PRIOR INDEX LEVELS AND CHANGES, POSITIVE AND NEGATIVE, SHOULD BE TAKEN AS AN INDICATION OF THE FUND’S FUTURE PERFORMANCE.

Please refer to notes and legends that follow on page 46.

INDEX CURRENCY WEIGHTS TABLE

DEUTSCHE BANK G10 CURRENCY FUTURE HARVEST INDEX—EXCESS RETURN

   USD

  EUR

  JPY

  CAD

  CHF

  GBP

  AUD

  NZD

  NOK

  SEK

 
  High1

  Low2

  High

  Low

  High

  Low

  High

  Low

  High

  Low

  High

  Low

  High

  Low

  High

  Low

  High

  Low

  High

  Low

 

19934

  -31.6% -36.8% 33.8% 34.0% -33.7% -37.2% 0.0% -36.8% 0.0% 0.0% 0.0% 0.0% -31.1% 0.0% 0.0% 0.0% 33.9% 34.1% 33.9% 32.3%

1994

  0.0% -33.3% -33.0% 32.5% -33.1% -32.5% 0.0% -33.4% -33.1% 0.0% 0.0% 0.0% 33.2% 0.0% 33.3% 33.6% 0.0% 0.0% 33.4% 33.2%

1995

  0.0% 0.0% -33.7% -35.7% -33.1% -39.1% 0.0% 35.9% -33.7% -36.8% 0.0% 0.0% 32.4% 0.0% 33.0% 36.3% 0.0% 0.0% 36.2% 34.6%

1996

  0.0% 0.0% 0.0% -33.5% -31.7% -32.5% -32.1% 0.0% -31.5% -33.3% 33.3% 0.0% 32.4% 33.3% 32.6% 33.3% 0.0% 0.0% 0.0% 33.2%

1997

  0.0% 0.0% 0.0% 0.0% -31.5% -30.6% -31.7% -33.1% -32.2% -30.4% 33.2% 31.7% 31.9% 31.5% 32.6% 32.3% 0.0% 0.0% 0.0% 0.0%

1998

  0.0% 0.0% -32.3% -36.7% -32.9% -40.1% 0.0% 0.0% -31.8% -37.5% 32.3% 36.0% 34.2% 0.0% 34.2% 36.5% 0.0% 35.7% 0.0% 0.0%

1999

  32.6% 33.0% -31.6% -32.2% -31.3% -34.4% 0.0% 0.0% -31.4% -32.0% 31.6% 32.5% 0.0% 0.0% 0.0% 0.0% 32.1% 34.1% 0.0% 0.0%

2000

  31.9% 33.3% -29.4% -33.7% -30.8% -32.9% 0.0% 0.0% -30.5% -33.5% 31.6% 33.5% 0.0% 0.0% 31.6% 0.0% 0.0% 33.5% 0.0% 0.0%

2001

  -33.1% 33.1% 0.0% 0.0% -32.1% -32.4% 0.0% 0.0% -32.5% -34.5% 0.0% 0.0% 32.7% 0.0% 33.0% 34.1% 32.8% 34.1% 0.0% -33.7%

2002

  -33.2% -32.9% 0.0% 0.0% -33.1% -31.6% 0.0% 0.0% -33.5% -32.7% 0.0% 0.0% 33.3% 32.6% 33.5% 33.1% 33.5% 33.0% 0.0% 0.0%

2003

  -33.0% -33.2% 0.0% 0.0% -33.0% -33.4% 0.0% 0.0% -33.5% -34.2% 33.7% 0.0% 33.4% 33.2% 33.4% 33.9% 0.0% 34.1% 0.0% 0.0%

2004

  0.0% -34.6% 0.0% 0.0% -33.2% -33.5% 0.0% 0.0% -33.0% -34.7% 33.4% 34.1% 33.6% 32.6% 33.4% 32.3% -33.1% 0.0% 0.0% 0.0%

2005

  0.0% 0.0% 0.0% 0.0% -29.1% -34.4% 0.0% 0.0% -30.7% -32.8% 30.7% 32.7% 31.2% 33.9% 32.7% 33.2% 0.0% -33.2% -30.2% 0.0%

20065

  0.0% 36.0% 0.0% 0.0% -32.1% -38.1% 0.0% 0.0% -33.0% -39.1% 33.2% 0.0% 33.5% 37.1% 33.2% 35.1% 0.0% 0.0% -33.8% -38.8%

THE FUND WILL TRADE WITH A VIEW TO TRACKING THE DEUTSCHE BANK G10 CURRENCY FUTURE HARVEST INDEX—EXCESS RETURN OVER TIME. NEITHER THE PAST PERFORMANCE OF THE FUND NOR THE PRIOR INDEX LEVELS AND CHANGES, POSITIVE AND NEGATIVE, SHOULD BE TAKEN AS AN INDICATION OF THE FUND’S FUTURE PERFORMANCE.

DEUTSCHE BANK G10 CURRENCY FUTURE HARVEST INDEX—TOTAL RETURN

   USD

  EUR

  JPY

  CAD

  CHF

  GBP

  AUD

  NZD

  NOK

  SEK

 
  High1

  Low2

  High

  Low

  High

  Low

  High

  Low

  High

  Low

  High

  Low

  High

  Low

  High

  Low

  High

  Low

  High

  Low

 

19934

  -31.6% -36.8% 33.6% 34.0% -34.8% -37.2% 0.0% -36.8% 0.0% 0.0% 0.0% 0.0% -30.3% 0.0% 0.0% 0.0% 33.6% 34.1% 34.7% 32.3%

1994

  0.0% -33.3% -33.1% 32.5% -33.1% -32.5% 0.0% -33.4% -33.1% 0.0% 0.0% 0.0% 33.2% 0.0% 33.3% 33.6% 0.0% 0.0% 33.4% 33.2%

1995

  0.0% 0.0% -33.5% -35.7% -32.9% -39.1% 0.0% 35.9% -33.6% -36.8% 0.0% 0.0% 33.4% 0.0% 33.4% 36.3% 0.0% 0.0% 33.2% 34.6%

1996

  0.0% 0.0% 0.0% -33.5% -31.7% -32.5% -32.1% 0.0% -31.5% -33.3% 33.3% 0.0% 32.4% 33.3% 32.6% 33.3% 0.0% 0.0% 0.0% 33.2%

1997

  32.4% 0.0% -32.1% 0.0% -30.0% -30.6% 0.0% -33.1% -32.8% -30.4% 34.0% 31.7% 0.0% 31.5% 31.3% 32.3% 0.0% 0.0% 0.0% 0.0%

1998

  0.0% 0.0% -32.3% -36.7% -32.9% -40.1% 0.0% 0.0% -31.8% -37.5% 32.3% 36.0% 34.2% 0.0% 34.2% 36.5% 0.0% 35.7% 0.0% 0.0%

1999

  33.1% 33.0% -32.5% -32.2% -32.9% -34.4% 0.0% 0.0% -32.4% -32.0% 32.8% 32.5% 0.0% 0.0% 0.0% 0.0% 32.8% 34.1% 0.0% 0.0%

2000

  32.9% 33.3% 0.0% -33.7% -32.3% -32.9% 0.0% 0.0% -33.7% -33.5% 0.0% 33.5% 0.0% 0.0% 34.0% 0.0% 33.4% 33.5% -33.0% 0.0%

2001

  -33.1% 33.1% 0.0% 0.0% -32.1% -32.4% 0.0% 0.0% -32.5% -34.5% 0.0% 0.0% 32.7% 0.0% 33.0% 34.1% 32.8% 34.1% 0.0% -33.7%

2002

  -33.2% -32.9% 0.0% 0.0% -33.1% -31.6% 0.0% 0.0% -33.5% -32.7% 0.0% 0.0% 33.3% 32.6% 33.5% 33.1% 33.5% 33.0% 0.0% 0.0%

2003

  -33.0% -33.2% 0.0% 0.0% -33.0% -33.4% 0.0% 0.0% -33.5% -34.2% 33.7% 0.0% 33.4% 33.2% 33.4% 33.9% 0.0% 34.1% 0.0% 0.0%

2004

  0.0% -34.6% 0.0% 0.0% -33.2% -33.5% 0.0% 0.0% -33.0% -34.7% 33.4% 34.1% 33.6% 32.6% 33.4% 32.3% -33.1% 0.0% 0.0% 0.0%

2005

  0.0% 0.0% 0.0% 0.0% -29.1% -34.5% 0.0% 0.0% -30.7% -32.8% 30.7% 32.8% 31.2% 34.0% 32.7% 33.2% 0.0% -33.2% -30.2% 0.0%

20065

  0.0% 36.0% 0.0% 0.0% -32.1% -38.1% 0.0% 0.0% -33.0% -39.1% 33.2% 0.0% 33.5% 37.1% 33.2% 35.1% 0.0% 0.0% -33.8% -38.8%

THE FUND WILL NOT TRADE WITH A VIEW TO TRACKING THE DEUTSCHE BANK G10 CURRENCY FUTURE HARVEST INDEX—TOTAL RETURN OVER TIME. NEITHER THE PAST PERFORMANCE OF THE FUND NOR THE PRIOR INDEX LEVELS AND CHANGES, POSITIVE AND NEGATIVE, SHOULD BE TAKEN AS AN INDICATION OF THE FUND’S FUTURE PERFORMANCE.

Please refer to notes and legends that follow on page 46.

VARIOUS STATISTICAL MEASURES*


 INDEX-TR6,7

 INDEX-ER7,8

 DXY9

 EFFAS US
Treasuries10


 S&P 500 TR11

 DBLCI12

Annualized Changes to Index Level13

 11.4% 7.2% -0.6% 6.0% 10.1% 14.0%

Average rolling 3 month daily volatility14

 7.2% 7.1% 7.8% 4.6% 15.2% 19.1%

Sharpe Ratio15

 1.07 0.47 -0.56 0.49 0.42 0.53

% of months with positive change

 71% 67% 48% 67% 64% 57%

Average monthly positive return change

 2.0% 1.8% 1.8% 1.2% 3.3% 5.1%

Average monthly negative return change

 -1.7% -1.8% -1.7% -0.9% -3.4% -3.8%

CORRELATION OF MONTHLY INDEX
LEVELS*,16


 INDEX-TR

 INDEX-ER

 DXY

 EFFAS US
Treasuries


 S&P 500 TR

 DBLCI

Index-TR

 100% 100% 20% -1% 18% 10%

Index-ER

   100% 19% -2% 17% 10%

DXY

     100% -14% 4% -14%

EFFAS US Treasuries

       100% -9% 1%

S&P 500 TR

         100% 3%

DBLCI

           100%


NEITHER THE PAST PERFORMANCE OF THE FUND NOR THE PRIOR INDEX LEVELS AND CHANGES, POSITIVE AND NEGATIVE, SHOULD BE TAKEN AS AN INDICATION OF THE FUND’S FUTURE PERFORMANCE.

WHILE THE FUND’S OBJECTIVE IS NOT TO GENERATE PROFIT THROUGH ACTIVE PORTFOLIO MANAGEMENT, BUT IS TO TRACK THE INDEX BECAUSE THE INDEX WAS ESTABLISHED IN DECEMBER 2005, CERTAIN INFORMATION RELATING TO THE INDEX CLOSING LEVELS MAY BE CONSIDERED TO BE “HYPOTHETICAL.” HYPOTHETICAL INFORMATION MAY HAVE CERTAIN INHERENT LIMITATIONS, SOME OF WHICH ARE DESCRIBED BELOW.

NO REPRESENTATION IS BEING MADE THAT THE INDEX WILLDOES NOT REFLECT ANY FEES OR IS LIKELY TO ACHIEVE ANNUALEXPENSES ASSOCIATED WITH OPERATING A FUND OR CUMULATIVE CLOSING LEVELS CONSISTENT WITH OR SIMILAR TO THOSE SET FORTH HEREIN. SIMILARLY, NO REPRESENTATION IS BEING MADE THAT THE FUND WILL GENERATE PROFITS OR LOSSES SIMILAR TO THE FUND’S PAST PERFORMANCE OR THE HISTORICAL ANNUAL OR CUMULATIVE CHANGES IN INDEX CLOSING LEVELS. IN FACT, THERE ARE FREQUENTLY SHARP DIFFERENCES BETWEEN HYPOTHETICAL RESULTS AND THE ACTUAL RESULTS SUBSEQUENTLY ACHIEVED BY INVESTMENT METHODOLOGIES, WHETHER ACTIVE OR PASSIVE.

ONE OF THE LIMITATIONS OF HYPOTHETICAL INFORMATION IS THAT IT IS GENERALLY PREPARED WITH THE BENEFIT OF HINDSIGHT. TO THE EXTENT THAT INFORMATION PRESENTED HEREIN RELATES TO THE PERIOD MARCH 1993 THROUGH NOVEMBER 2005, THE INDEX CLOSING LEVELS REFLECT THE APPLICATION OF THE INDEX METHODOLOGY, AND SELECTION OF INDEX CURRENCIES, IN HINDSIGHT.

NO HYPOTHETICAL RECORD CAN COMPLETELY ACCOUNT FOR THE IMPACT OF FINANCIAL RISK IN ACTUAL TRADING. FOR EXAMPLE, THERE ARE NUMEROUS FACTORS, INCLUDING THOSE DESCRIBED UNDER “RISK FACTORS” HEREIN, RELATED TO THE CURRENCIES MARKETS IN GENERAL OR TO THE IMPLEMENTATION OF THE FUND’S EFFORTS TO TRACK THE INDEX OVER TIME WHICH CANNOT BE, AND HAVE NOT BEEN, ACCOUNTED FOR IN THE PREPARATION OF THE INDEX INFORMATION SET FORTH ON THE FOLLOWING PAGES, ALL OF WHICH CAN ADVERSELY AFFECT ACTUAL PERFORMANCE RESULTS FOR THE FUND. FURTHERMORE, THE

INDEX INFORMATION DOES NOT INVOLVE FINANCIAL RISK OR ACCOUNT FOR THE IMPACT OF FEES AND COSTS ASSOCIATED WITH THE FUND.

THE MANAGING OWNER HAS HAD LIMITED EXPERIENCE IN TRADING ACTUAL ACCOUNTS FOR ITSELF OR FOR CLIENTS. BECAUSE THERE ARE LIMITED ACTUAL TRADING RESULTS TO COMPARE TO THE INDEX CLOSING LEVELS SET FORTH HEREIN, PROSPECTIVE INVESTORS SHOULD BE PARTICULARLY WARY OF PLACING UNDUE RELIANCE ON THE ANNUAL OR CUMULATIVE INDEX RESULTS.

Please refer to notes and legends that follow on page 46.

COMPARISON OF THE INDICES WITH CERTAIN GENERAL MARKET INDICES REPRESENTING CURRENCIES, BONDS, STOCKS AND COMMODITIES

(MARCH, 1993—JUNE, 2006)*

LOGO


NEITHER THE PAST PERFORMANCE OF THE FUND NOR THE PRIOR INDEX LEVELS AND CHANGES, POSITIVE AND NEGATIVE, SHOULD BE TAKEN AS AN INDICATION OF THE FUND’S FUTURE PERFORMANCE.

Each of the Index-TR, EFFAS US Treasuries, S&P 500 TR, DBLCI and DXY are indices and do not reflect actual trading. Each of the indices, except DXY, are calculated on a total return basis and does not reflect any fees or expenses.

WHILE THE FUND’S OBJECTIVE IS NOT TO GENERATE PROFIT THROUGH ACTIVE PORTFOLIO MANAGEMENT, BUT IS TO TRACK THE INDEX, BECAUSE THE INDEX WAS ESTABLISHED IN DECEMBER 2005, CERTAIN INFORMATION RELATING TO THE INDEX CLOSING LEVELS MAY BE CONSIDERED TO BE “HYPOTHETICAL.” HYPOTHETICAL INFORMATION MAY HAVE CERTAIN INHERENT LIMITATIONS, SOME OF WHICH ARE DESCRIBED BELOW.

NO REPRESENTATION IS BEING MADE THAT THE INDEX WILL OR IS LIKELY TO ACHIEVE ANNUAL OR CUMULATIVE CLOSING LEVELS CONSISTENT WITH OR SIMILAR TO THOSE SET FORTH HEREIN. SIMILARLY, NO REPRESENTATION IS BEING MADE THAT THE FUND WILL GENERATE PROFITS OR LOSSES SIMILAR TO THE FUND’S PAST PERFORMANCE OR THE HISTORICAL ANNUAL OR CUMULATIVE CHANGES IN INDEX CLOSING LEVELS. IN FACT, THERE ARE FREQUENTLY SHARP DIFFERENCES BETWEEN HYPOTHETICAL RESULTS AND THE ACTUAL RESULTS SUBSEQUENTLY ACHIEVED BY INVESTMENT METHODOLOGIES, WHETHER ACTIVE OR PASSIVE.

ONE OF THE LIMITATIONS OF HYPOTHETICAL INFORMATION IS THAT IT IS GENERALLY PREPARED WITH THE BENEFIT OF HINDSIGHT. TO THE EXTENT THAT INFORMATION PRESENTED HEREIN RELATES TO THE PERIOD MARCH 1993 THROUGH NOVEMBER 2005, THE INDEX CLOSING LEVELS REFLECT THE APPLICATION OF THE INDEX METHODOLOGY, AND SELECTION OF INDEX CURRENCIES, IN HINDSIGHT.

NO HYPOTHETICAL RECORD CAN COMPLETELY ACCOUNT FOR THE IMPACT OF FINANCIAL RISK IN ACTUAL TRADING. FOR EXAMPLE, THERE ARE NUMEROUS FACTORS, INCLUDING THOSE DESCRIBED UNDER “RISK FACTORS” HEREIN, RELATED TO THE CURRENCIES MARKETS IN GENERAL OR TO THE IMPLEMENTATION OF THE FUND’S EFFORTS TO TRACK THE INDEX OVER TIME WHICH CANNOT BE, AND HAVE NOT BEEN, ACCOUNTED FOR IN THE PREPARATION OF THE INDEX INFORMATION SET FORTH ON THE FOLLOWING PAGES, ALL OF WHICH CAN

ADVERSELY AFFECT ACTUAL PERFORMANCE RESULTS FOR THE FUND. FURTHERMORE, THE INDEX INFORMATION DOES NOT INVOLVE FINANCIAL RISK OR ACCOUNT FOR THE IMPACT OF FEES AND COSTS ASSOCIATED WITH THE FUND.

THE MANAGING OWNER HAS HAD LIMITED EXPERIENCE IN TRADING ACTUAL ACCOUNTS FOR ITSELF OR FOR CLIENTS. BECAUSE THERE ARE LIMITED ACTUAL TRADING RESULTS TO COMPARE TO THE INDEX CLOSING LEVELS SET FORTH HEREIN, PROSPECTIVE INVESTORS SHOULD BE PARTICULARLY WARY OF PLACING UNDUE RELIANCE ON THE ANNUAL OR CUMULATIVE INDEX RESULTS.

Please refer to notes and legends that follow on page 46.

COMPARISON OF ANNUAL PERCENTAGE CHANGE IN THE INDICES WITH CERTAIN GENERAL MARKET INDICES REPRESENTING BONDS AND STOCKS

(MARCH, 1993 – JUNE, 2006)*

LOGO


NEITHER THE PAST PERFORMANCE OF THE FUND NOR THE PRIOR INDEX LEVELS AND CHANGES, POSITIVE AND NEGATIVE, SHOULD BE TAKEN AS AN INDICATION OF THE FUND’S FUTURE PERFORMANCE.

Each of the Index-TR, EFFAS US Treasuries and S&P 500 TR are indices and do not reflect actual trading. Each of these indices are calculated on a total return basis and does not reflect any fees or expenses.

WHILE THE FUND’S OBJECTIVE IS NOT TO GENERATE PROFIT THROUGH ACTIVE PORTFOLIO MANAGEMENT, BUT IS TO TRACK THE INDEX, BECAUSE THE INDEX WAS ESTABLISHED IN DECEMBER 2005, CERTAIN INFORMATION RELATING TO THE INDEX CLOSING LEVELS MAY BE CONSIDERED TO BE “HYPOTHETICAL.” HYPOTHETICAL INFORMATION MAY HAVE CERTAIN INHERENT LIMITATIONS, SOME OF WHICH ARE DESCRIBED BELOW.

NO REPRESENTATION IS BEING MADE THAT THE INDEX WILL OR IS LIKELY TO ACHIEVE ANNUAL OR CUMULATIVE CLOSING LEVELS CONSISTENT WITH OR SIMILAR TO THOSE SET FORTH HEREIN. SIMILARLY, NO REPRESENTATION IS BEING MADE THAT THE FUND WILL GENERATE PROFITS OR LOSSES SIMILAR TO THE FUND’S PAST PERFORMANCE OR THE HISTORICAL ANNUAL OR CUMULATIVE CHANGES IN INDEX CLOSING LEVELS. IN FACT, THERE ARE FREQUENTLY SHARP DIFFERENCES BETWEEN HYPOTHETICAL RESULTS AND THE ACTUAL RESULTS SUBSEQUENTLY ACHIEVED BY INVESTMENT METHODOLOGIES, WHETHER ACTIVE OR PASSIVE.

ONE OF THE LIMITATIONS OF HYPOTHETICAL INFORMATION IS THAT IT IS GENERALLY PREPARED WITH THE BENEFIT OF HINDSIGHT. TO THE EXTENT THAT INFORMATION PRESENTED HEREIN RELATES TO THE PERIOD MARCH 1993 THROUGH NOVEMBER 2005, THE INDEX CLOSING LEVELS REFLECT THE APPLICATION OF THE INDEX METHODOLOGY, AND SELECTION OF INDEX CURRENCIES, IN HINDSIGHT.

NO HYPOTHETICAL RECORD CAN COMPLETELY ACCOUNT FOR THE IMPACT OF FINANCIAL RISK IN ACTUAL TRADING. FOR EXAMPLE, THERE ARE NUMEROUS FACTORS, INCLUDING THOSE DESCRIBED UNDER “RISK FACTORS” HEREIN, RELATED TO THE CURRENCIES MARKETS IN GENERAL OR TO THE IMPLEMENTATION OF THE FUND’S EFFORTS TO TRACK THE INDEX OVER TIME WHICH CANNOT BE, AND HAVE NOT BEEN, ACCOUNTED FOR IN THE PREPARATION OF THE INDEX INFORMATION SET FORTH ON THE FOLLOWING PAGES, ALL OF WHICH CAN

ADVERSELY AFFECT ACTUAL PERFORMANCE RESULTS FOR THE FUND. FURTHERMORE, THE INDEX INFORMATION DOES NOT INVOLVE FINANCIAL RISK OR ACCOUNT FOR THE IMPACT OF FEES AND COSTS ASSOCIATED WITH THE FUND.

THE MANAGING OWNER HAS HAD LIMITED EXPERIENCE IN TRADING ACTUAL ACCOUNTS FOR ITSELF OR FOR CLIENTS. BECAUSE THERE ARE LIMITED ACTUAL TRADING RESULTS TO COMPARE TO THE INDEX CLOSING LEVELS SET FORTH HEREIN, PROSPECTIVE INVESTORS SHOULD BE PARTICULARLY WARY OF PLACING UNDUE RELIANCE ON THE ANNUAL OR CUMULATIVE INDEX RESULTS.

Please refer to notes and legends that follow on page 46.

NOTES AND LEGENDS:

1. “High” reflects the highest closing level of the Index during the applicable year.

2. “Low” reflects the lowest closing level of the Index during the applicable year.

3. “Annual Index Change” reflects the change to the Index level on an annual basis as of December 31 of each applicable year.

4. Closing levels as of inception on March 12, 1993.

5. Closing levels as of June 30, 2006.

6. “INDEX-TR” is Deutsche Bank G10 Currency Future Harvest Index — Total Return™. The Deutsche Bank G10 Currency Future Harvest Index is calculated on both an excess return basis and total return. The Index-TR calculation is funded and reflects the change in market value of both the underlying index currencies and the interest income from a hypothetical basket of fixed income securities. The sponsor of the Index, or the Index Sponsor, is Deutsche Bank AG London. A Trade Mark application for Deutsche Bank G10 Currency Future Harvest Index is pending.

7. In the current interest rate environment, the total return on an investment in the Fund is expected to outperform the INDEX-ER (as such term is defined in the following footnote) and underperform the INDEX-TR. The only difference between the INDEX-ER and the INDEX-TR is that the INDEX-ER does not include interest income from a hypothetical basket of fixed income securities while the INDEX-TR does include such a component. The difference between the INDEX-ER and the INDEX-TR is attributable entirely to the hypothetical interest income from this hypothetical basket of fixed income securities. The Fund’s interest income from its holdings of fixed-income securities is expected to exceed the Fund’s fees and expenses, and the amount of such excess is expected to be distributed periodically. The market price of the Shares is expected closely to track the INDEX-ER. The total return on an investment in the Fund over any period is the sum of the capital appreciation or depreciation of the Shares over the period, plus the amount of any distributions during the period. Consequently, in the current interest rate environment, the Fund’s total return is expected to outperform the INDEX-ER by the amount of the excess of its interest income over its fees and expenses but, as a result of the Fund’s fees and expenses, the total return on the Fund is expected to underperform the INDEX-TR. If the Fund’s fees and expenses were to exceed the Fund’s interest income from its holdings of fixed income securities, the Fund would underperform the INDEX-ER.

8. “INDEX-ER” is the Deutsche Bank G10 Currency Future Harvest Index — Excess Return™. The excess return calculation is unfunded and reflects the change in market value of the underlying index currencies.

9. “DXY” is U.S. Dollar Index®. The U.S. Dollar Index® provides a general indication of the international value of the USD by averaging the exchange rates between the USD and the following six major world currencies: Euro, Japanese Yen, British Pound, Canadian Dollar, Swedish Krona and Swiss Franc. U.S. Dollar Index® is a registered service mark of the Board of Trade of the City of New York, Inc.

10. “EFFAS US Treasuries” is Bloomberg/EFFAS Index of U.S. Treasuries. The Bloomberg/EFFAS indices are designed as transparent benchmarks for government bond markets. Indices are grouped by country and maturity sectors. Bloomberg computes daily values and index characteristics for each sector. The Bloomberg/EFFAS Index of U.S. Treasuries includes treasuries with more than one year prior to maturity and is representative of the bond market.

11. “S&P 500 TR” is the Standard & Poor’s index calculated on a total return basis. Widely regarded as the benchmark gauge of the U.S. equities market, this index includes a representative sample of 500 leading companies in leading industries of the U.S. economy. Although the S&P 500 focuses on the large cap segment of the market, with over 80% coverage of U.S. equities, it also serves as a proxy for the total market. The total return calculation provides investors with a price plus gross cash dividend return. Gross cash dividends are applied on the ex date of the dividend.

12. “DBLCI” is the Deutsche Bank Liquid Commodity Index — Total Return™. This Index is intended to reflect the change in market value of the following commodities: Light, Sweet Crude Oil, Heating Oil, Aluminum, Gold, Corn and Wheat. The notional amounts of each index commodity included in this index are broadly in proportion to historical levels of the world’s production and stocks of the index commodities. The sponsor of the Index, or the Index Sponsor, is Deutsche Bank AG London. Deutsche Bank Liquid Commodity Index – Total Return™ is a trade mark of Deutsche Bank AG and is the subject of Community Trade Mark Number 3054996. Trade Mark applications in the United States are pending.

13. “Annualized Changes to Index Level” reflects the change to the level of the applicable index on an annual basis as of December 31 of each applicable year.

14. “Average rolling 3 month daily volatility.” The daily volatility reflects the relative rate at which the price of the applicable index moves up and down, which is found by calculating the annualized standard deviation of the daily change in price. In turn, an average of this value is calculated on a 3 month rolling basis.

15. “Sharpe Ratio” compares the annualized rate of return minus the annualized risk-free rate of return to the annualized variability — often referred to as the “standard deviation” — of the monthly rates of return. A Sharpe Ratio of 1:1 or higher indicates that, according to the measures used in calculating the ratio, the rate of return achieved by a particular strategy has equaled or exceeded the risks assumed by such strategy. The risk-free rate of return that was used in these calculations was assumed to be 3.77%.

16. “Correlation of Monthly Index Levels.” Every investment asset, by definition, has a correlation coefficient of 1.0 with itself; 1.0 indicates 100% positive correlation. Two investments that always move in the opposite direction from each other have a correlation coefficient of 1.0; 1.0 indicates 100% negative correlation. Two investments that perform entirely independently of each other have a correlation coefficient of 0; 0 indicates 100% non correlation.Notes

 

*1.

“High” under “Closing Level” reflects the highest closing level of the Index during the applicable year.

2.

“Low” under “Closing Level” reflects the lowest closing level of the Index during the applicable year.

3.

“Annual” under “Index Changes” reflects the change to the Index closing level on an annual basis as of December 31 of each applicable year.

4.

“Since Inception” under “Index Changes” reflects the change of the Index closing levels since inception on a compounded annual basis as of December 31 of each applicable year.

5.

For the period from March 12, 1993 to June 30, 2006.January 1, 2019 through May 31, 2019.

WHILE THE FUND’S OBJECTIVE IS NOT TO GENERATE PROFIT THROUGH ACTIVE PORTFOLIO MANAGEMENT, BUT IS TO TRACK THE INDEX, BECAUSE THE INDEX WAS ESTABLISHED IN DECEMBER 2005, CERTAIN INFORMATION RELATING TO THE INDEX CLOSING LEVELS MAY BE CONSIDERED TO BE “HYPOTHETICAL.” HYPOTHETICAL INFORMATION MAY HAVE CERTAIN INHERENT LIMITATIONS, SOME OF WHICH ARE DESCRIBED BELOW.

NO REPRESENTATION IS BEING MADE THAT THE INDEX WILL OR IS LIKELY TO ACHIEVE ANNUAL OR CUMULATIVE CLOSING LEVELS CONSISTENT WITH OR SIMILAR TO THOSE SET FORTH HEREIN. SIMILARLY, NO REPRESENTATION IS BEING MADE THAT THE FUND WILL GENERATE PROFITS OR LOSSES SIMILAR TO THE FUND’S PAST PERFORMANCE OR THE HISTORICAL ANNUAL OR CUMULATIVE CHANGES IN INDEX CLOSING LEVELS. IN FACT, THERE ARE FREQUENTLY SHARP DIFFERENCES BETWEEN HYPOTHETICAL RESULTS AND THE ACTUAL RESULTS SUBSEQUENTLY ACHIEVED BY INVESTMENT METHODOLOGIES, WHETHER ACTIVE OR PASSIVE.

ONE OF THE LIMITATIONS OF HYPOTHETICAL INFORMATION IS THAT IT IS GENERALLY PREPARED WITH THE BENEFIT OF HINDSIGHT. TO THE EXTENT THAT INFORMATION PRESENTED HEREIN RELATES TO THE PERIOD MARCH 1993 THROUGH NOVEMBER 2005, THE INDEX CLOSING LEVELS REFLECT THE APPLICATION OF THE INDEX METHODOLOGY, AND SELECTION OF INDEX CURRENCIES, IN HINDSIGHT.

NO HYPOTHETICAL RECORD CAN COMPLETELY ACCOUNT FOR THE IMPACT OF FINANCIAL RISK IN ACTUAL TRADING. FOR EXAMPLE, THERE ARE NUMEROUS FACTORS, INCLUDING THOSE DESCRIBED UNDER “RISK FACTORS” HEREIN, RELATED TO THE CURRENCIES MARKETS IN GENERAL OR TO THE IMPLEMENTATION OF THE FUND’S EFFORTS TO TRACK THE INDEX OVER TIME WHICH CANNOT BE, AND HAVE NOT BEEN, ACCOUNTED FOR IN THE PREPARATION OF THE INDEX INFORMATION SET FORTH ON THE FOLLOWING PAGES, ALL OF WHICH CAN ADVERSELY AFFECT ACTUAL PERFORMANCE RESULTS FOR THE FUND. FURTHERMORE, THE INDEX INFORMATION DOES NOT INVOLVE FINANCIAL RISK OR ACCOUNT FOR THE IMPACT OF FEES AND COSTS ASSOCIATED WITH THE FUND.

THE MANAGING OWNER HAS HAD LIMITED EXPERIENCE IN TRADING ACTUAL ACCOUNTS FOR ITSELF OR FOR CLIENTS. BECAUSE THERE ARE LIMITED ACTUAL TRADING RESULTS TO COMPARE TO THE INDEX CLOSING LEVELS SET FORTH HEREIN, PROSPECTIVE INVESTORS SHOULD BE PARTICULARLY WARY OF PLACING UNDUE RELIANCE ON THE ANNUAL OR CUMULATIVE INDEX RESULTS.

ALTHOUGH THE INDEX SPONSOR WILL OBTAIN INFORMATION FOR INCLUSION IN OR FOR USE IN THE CALCULATION OF THE INDEX FROM SOURCE(S) WHICH THE INDEX SPONSOR CONSIDERS RELIABLE, THE INDEX SPONSOR WILL NOT INDEPENDENTLY VERIFY SUCH INFORMATION AND DOES NOT GUARANTEE THE ACCURACY AND/OR THE COMPLETENESS OF THE INDEX OR ANY DATA INCLUDED THEREIN. THE INDEX SPONSOR WILL NOT BE LIABLE (WHETHER IN NEGLIGENCE OR OTHERWISE) TO ANY PERSON FOR ANY ERROR IN THE INDEX AND THE INDEX SPONSOR IS UNDER NO OBLIGATION TO ADVISE ANY PERSON OF ANY ERROR THEREIN.

UNLESS OTHERWISE SPECIFIED, NO TRANSACTION RELATING TO THE INDEX IS SPONSORED, ENDORSED, SOLD OR PROMOTED BY THE INDEX SPONSOR AND THE INDEX SPONSOR MAKES NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES AS TO (A) THE ADVISABILITY OF PURCHASING OR ASSUMING ANY RISK IN CONNECTION WITH ANY SUCH TRANSACTION, (B) THE LEVELS AT WHICH THE INDEX STANDS AT ANY PARTICULAR TIME ON ANY PARTICULAR DATE, (C) THE RESULTS TO BE OBTAINED BY THE ISSUER OF ANY SECURITY OR ANY COUNTERPARTY OR ANY SUCH ISSUER’S SECURITY HOLDERS OR CUSTOMERS OR ANY SUCH COUNTERPARTY’S CUSTOMERS OR COUNTERPARTIES OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE INDEX OR ANY DATA INCLUDED THEREIN IN CONNECTION WITH ANY LICENSED RIGHTS OR FOR ANY OTHER USE, OR (D) ANY OTHER MATTER. THE INDEX SPONSOR MAKES NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE INDEX OR ANY DATA INCLUDED THEREIN.

WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL THE INDEX SPONSOR HAVE ANY LIABILITY (WHETHER IN NEGLIGENCE OR OTHERWISE) TO ANY PERSON FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL OR ANY OTHER DAMAGES (INCLUDING LOST PROFITS) EVEN IF NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES.

PERFORMANCE OF COMMODITY POOL OPERATED BY

THE MANAGING OWNER AND ITS AFFILIATES

General

The performance information included herein is presented in accordance with CFTC regulations. The Fund differs materially in certain respects from the pool’s performance which is included herein. The following sets forth summary performance information for all pools operated by the Managing Owner (other than the Fund).

The pool, the performance of which is summarized herein, is materially different in certain respects from the Fund and the past performance summary of such pool is generally not representative of how the Fund might perform in the future. This pool also has material differences from the Fund, such as different investment objectives and strategies, leverage, employment of short in addition to long positions and fee structures, among other variations. The performance record of this pool may give some general indication of the Managing Owner’s capabilities by indicating the past performance of other pools sponsored by the Managing Owner.

Effective January 31, 2006, the Managing Owner serves as the commodity pool operator and managing owner of one public commodity pool.

All summary performance information is current as of June 30, 2006. Performance information is set forth, in accordance with CFTC Regulations, since January 31, 2006 (inception). CFTC Regulations require inclusion of only performance information within the five most recent calendar years and year-to-date, or, if inception of the pool has been less than five years and year-to-date, then since inception.

PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS, AND MATERIAL DIFFERENCES EXIST BETWEEN THE FUND AND THE POOL WHOSE PERFORMANCE IS SUMMARIZED HEREIN.

INVESTORS SHOULD NOTE THAT INTEREST INCOME MAY CONSTITUTE A SIGNIFICANT PORTION OF A COMMODITY POOL’S INCOME AND, IN CERTAIN INSTANCES, MAY GENERATE PROFITS WHERE THERE HAVE BEEN REALIZED AND UNREALIZED LOSSES FROM COMMODITY TRADING.

Name of Pool:


  

PowerShares

DB Commodity Index
Tracking Fund


Type of Pool:

   
 
Public, Exchange-Listed
Commodity Pool

Date of Inception of Trading:

   February 2006

Aggregate Gross Capital Subscriptions as of June 30, 2006:

  $532,990,666

Net Asset Value as of June 30, 2006:

  $550,797,342

Net Asset Value per Share as of June 30, 2006:

  $25.34

Worst Monthly Drawdown:

   (4.66%) February 2006

Worst Peak-to-Valley Drawdown:

   (4.66%) February 2006

Monthly Rate of Return


2006(%)

January

February

(4.66)%

March

3.63%

April

6.51%

May

(0.42)%

June

(0.29)%

July

August

September

October

November

December

Compound Rate of Return

4.49%
(5 months

)

PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS.

Footnotes to Performance Information

1. “Aggregate Gross Capital Subscriptions” is the aggregate of all amounts ever contributed to the pool, including investors who subsequently redeemed their investments.

2. “Net Asset Value” is the Net Asset Value of the pool as of June 30, 2006.

3. “Net Asset Value per Share” is the Net Asset Value of the pool divided by the total number of Shares outstanding as of June 30, 2006.

4. “Worst Monthly Drawdown” is the largest single month loss sustained since inception of trading. “Drawdown” as used in this section of the Prospectus means losses experienced by the relevant pool over the specified period and is calculated on a rate of return basis, i.e., dividing net performance by beginning equity. “Drawdown” is measured on the basis of monthly returns only, and does not reflect intra-month figures. “Month” is the month of the Worst Monthly Drawdown.

5. “Worst Peak-to-Valley Drawdown” is the largest percentage decline in the Net Asset Value per Share over the history of the pool. 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 Drawdown” represents the greatest percentage decline from any month-end Net Asset Value per Share that occurs without such month-end Net Asset Value per Share being equaled or exceeded as of a subsequent month-end. For example, if the Net Asset Value per Share of a particular pool 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 Net Asset Value per Share had increased by $2 in March, the January-February drawdown would have ended as of the end of February at the $2 level.

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INFORMATION BARRIERS BETWEEN THE INDEX SPONSOR AND THE

MANAGING OWNER

 

It is Deutsche Bank’s policy that procedures are implemented to prevent the improper sharingUse of information between different departments of the bank. Specifically, the procedures discussed below create an information barrier between the personnel within Deutsche Bank AG London that calculate and reconstitute the Index, or the Calculation Group, and other Deutsche Bank personnel, including but not limited to the Managing Owner, those in sales and trading, external or internal fund managers and bank personnel who are involved in hedging the bank’s exposure to instruments linked to the Index, or Public Personnel, in order to prevent the improper sharing of information relating to the recomposition of the Index. Effective information barriers between the Calculation Group and Public Personnel will help ensure that Public Personnel may continue to trade in the futures contracts underlying the Index and securities linked to the Index (otherwise, restrictions might apply regarding trading on nonpublic information under the securities laws of the United States).Proceeds

As such, the information barriers erected under these procedures require the Calculation Group to adhere to the following procedures:

The Calculation Group may not share any non-public, proprietary or confidential information concerning the Index. In particular, the Calculation Group may not release any information concerning a change in the methodology of calculating the Index or a new composition of the Index to Public Personnel or others unless and until such information has been previously published by Amex, on Reuters, or Bloomberg under the symbols DBCFHX, FBV, FBV.NV and DBV and on the websites http://www.dbfunds.db.com and http://index.db.com, or any successor thereto.

The Calculation Group and Public Personnel may not coordinate or seek to coordinate decision-making on the selection of the Index constituent instruments.

The Calculation Group also may not enter into any trades based on any non-public,proprietary or confidential information with respect to the Index.

These procedures supplement and do not override policies and procedures concerning information barriers otherwise adopted by Deutsche Bank AG or any of Deutsche Bank’s affiliates.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Critical Accounting Policies

Preparation of the financial statements and related disclosures in compliance with accounting principles generally accepted in the United States of America requires the application of appropriate accounting rules and guidance, as well as the use of estimates. Both the Fund’s and the Master Fund’s application of these policies involves judgments and actual results may differ from the estimates used. The Master Fund holds a significant portion of its assets in futures contracts and treasury securities, both of which are held at fair value.

Liquidity and Capital Resources

As of the date of this Prospectus, the Master Fund has not begun trading activities. Once the Master Fund begins trading activities, it is anticipated that all of its total net assets will be allocated to foreign exchange futures contracts trading. A significant portion of the net asset value is likely to be held in U.S. Treasury bills and cash, which will be used as margin for the Master Fund’s trading in foreign exchange futures contracts. The percentage that U.S. Treasury bills will bear to the total net assets will vary from period to period as the market values of the foreign exchange futures contracts change. The balance of the net assets will be held in the Master Fund’s commodity trading account. Interest earned on the Master Fund’s interest-bearing funds will be paid to the Master Fund.

The Master Fund’s foreign exchange futures contracts will be subject to periods of illiquidity because of market conditions, regulatory considerations and other reasons. For example, commodity exchanges may limit fluctuations in certain futures contract prices during a single day by regulations referred to as “daily limits.” During a

single day, no trades may be executed at prices beyond the daily limit. Once the price of a futures contract has increased or decreased by an amount equal to the daily limit, such positions can neither be taken nor liquidated unless the traders are willing to effect trades at or within the limit. Futures contract prices have occasionally moved the daily limit for several consecutive days with little or no trading. Such market conditions could prevent the Master Fund from promptly liquidating its futures positions. Although the Eligible Index Currencies that the Master Fund will invest in are not currently subject to “daily limits,” the terms and conditions of these contracts may change in the future.

Because the Master Fund will trade futures contracts, its capital will be at risk due to changes in the value of these contracts (market risk) or the inability of counterparties to perform under the terms of the contracts (credit risk).

Market Risk

Trading in futures contracts will involve the Master Fund entering into contractual commitments to purchase or sell futures contracts on the Index Currencies at a specified date and price. The market risk to be associated with the Master Fund’s commitments to purchase Index Currencies will be limited to the gross or face amount of the contracts held. However, should the Master Fund enter into a contractual commitment to sell the Index Currencies, it would be required to make delivery of the underlying Index Currencies at the contract price and then repurchase the contract at prevailing market prices or settle in cash. Since the repurchase price to which the Index Currencies can rise is unlimited, entering into commitments to sell Index Currencies will expose the Master Fund to theoretically unlimited risk.

The Master Fund’s exposure to market risk will be influenced by a number of factors including the volatility of interest rates and foreign currency exchange rates, the liquidity of the markets in which the contracts are traded and the relationships among the contracts held. The inherent uncertainty of the Master Fund’s trading as well as the development of drastic market occurrences could ultimately lead to a loss of all or substantially all of investors’ capital.

Credit Risk

When the Master Fund enters into futures contracts, the Master Fund will be exposed to creditrisk that the counterparty to the contract will not meet its obligations. The counterparty for futures contracts traded on United States and on most foreign futures exchanges is the clearing house associated with the particular exchange. In general, clearing houses are backed by their corporate members who may be required to share in the financial burden resulting from the nonperformance by one of their members and, as such, should significantly reduce this credit risk. In cases where the clearing house is not backed by the clearing members (i.e., some foreign exchanges, which may become applicable in the future), it may be backed by a consortium of banks or other financial institutions. There can be no assurance that any counterparty, clearing member or clearing house will meet its obligations to the Master Fund.

The Managing Owner will attempt to minimize these market and credit risks by requiring the Master Fund to abide by various trading limitations and policies, which will include limiting margin accounts, trading only in liquid markets and permitting the use of stop-loss provisions. The Managing Owner will implement procedures which will include, but will not be limited to:

executing and clearing trades with creditworthy counterparties;

limiting the amount of margin or premium required for any one currency or all currencies combined; and

generally limiting transactions to contracts which will be traded in sufficient volume to permit the taking and liquidating of positions.

The Commodity Broker, when acting as the Master Fund’s futures commission merchant in accepting orders for the purchase or sale of domestic futures contracts, will be required by CFTC regulations to separately account for and segregate as belonging to the Master Fund, all assets of the Master Fund relating to domestic futures trading and the Commodity Broker will not be allowed to commingle such assets with other assets of the Commodity Broker. In addition, CFTC regulations will also require the Commodity Broker to hold in a secure account assets of the Master Fund related to foreign futures trading.

OFF-BALANCE SHEET ARRANGEMENTS AND CONTRACTUAL OBLIGATIONS

As of the date of this Prospectus, the Fund and the Master Fund have not utilized, nor do they expect

to utilize in the future, special purpose entities to facilitate off-balance sheet financing arrangements and have no loan guarantee arrangements or off-balance sheet arrangements of any kind other than agreements entered into in the normal course of business, which may include indemnification provisions related to certain risks service providers undertake in performing services which are in the best interests of the Fund and the Master Fund. While the Fund’s and the Master Fund’s exposure under such indemnification provisions cannot be estimated, these general business indemnifications are not expected to have a material impact on either the Fund’s or the Master Fund’s financial position.

The Master Fund’s contractual obligations are with the Managing Owner and the commodity brokers. Management Fee payments made to the Managing Owner are calculated as a fixed percentage of the Master Fund’s net asset value. Commission payments to the Commodity Broker are on a contract-by-contract, or round-turn, basis. As such, the Managing Owner cannot anticipate the amount of payments that will be required under these arrangements for future periods as net asset values are not known until a future date. These agreements are effective for one year terms, renewable automatically for additional one year terms unless terminated. Additionally, these agreements may be terminated by either party for various reasons.

USE OF PROCEEDS

A substantial amount of proceedsProceeds of the offering of the Shares will beare used by the Fund through the Master Fund, to engage in the trading of exchange-traded futures on thetrade Index CurrenciesContracts with a view to tracking the changes, positive or negative, in the levels of the Index over time, less the expensestime. Proceeds of the operations ofoffering are also used to pay the FundFund’s fees, expenses, and other costs. Proceeds not posted as margin with the Master Fund. The MasterCommodity Broker for the Fund’s portfolio also will include United States Treasury securities forIndex Contract positions are held on deposit with the MasterCustodian. Proceeds that are posted as margin or held for cash management purposes may take the form of Treasury Securities, shares of money market funds andT-Bill ETFs, other securities eligible for use as margin, and/or cash. Approximately 4% of the Fund’s NAV is required to be posted as collateral with respect to its holdings of Index Contracts as of May 31, 2019.Collateral requirements are initially set by the applicable futures exchanges. The Commodity Broker applies an additional collateral requirement based on a number of factors, including, but not limited to, volatility, concentration, percentage of open interest, and position size with respect to the Index Contracts. For purposes of calculating the approximate percentage of the Fund’s NAV that was posted as margincollateral, the Fund’s aggregate assets under management reflected the sum of the Fund’s holdings of Treasury Securities, money market mutual funds,T-Bill ETFs, cash and other high credit quality short-term fixed income securities.the value of the Index Contracts that have been marked to market as of May 31, 2019.

ToWith respect to the extent that the Master Fund trades intrading futures contracts on United States exchanges, the assets deposited by the Master Fund with its Commodity Broker as margin must be segregated pursuant to the regulations of the CFTC. Such segregated funds may be invested only in a limited range of instruments, principally U.S. government obligations.

To the extent if any, that the Master Fund trades in futures on markets other than regulated United States futures exchanges, for instance if at any time it is impractical or inefficient to gain full or partial exposure to any Index Commodity on a United States futures exchange, funds deposited to margin positions held on suchthose exchanges arewill be invested in bank deposits or in instruments of a credit standing generally comparable to those authorized by the CFTC for investment of “customercustomer segregated funds,” althoughfunds. It should be noted, however, that applicable CFTC rules prohibit funds employed in trading on foreign exchanges from being deposited in “customer segregated fund accounts.”

Although the percentages set forth below may vary substantially over time, as of the date of this Prospectus, the Master Fund estimates:

 

(i)

up to approximately 4% of the NAV of the Fund will be required to be placed in segregated accounts in the name of the Fund with the Commodity Broker (or another eligible financial institution, as applicable) to margin the Fund’s Index Contract positions. Those funds are segregated pursuant to CFTC rules; and

(i) up to approximately 5%

(ii)

up to approximately 96% of the NAV of the Fund is maintained in segregated accounts with the Custodian.

The Managing Owner is responsible for overseeing the use of the net asset value of the Master Fund will be placed in segregated accounts in the name of the Master Fundproceeds for margin purposes with the Commodity Broker (or another eligible financial institution, as applicable) inand for the forminvestment of proceeds held with the Custodian for cash management purposes. While the Fund’s performance will reflect the appreciation or United States Treasury bills to margin positionsdepreciation of all commodities combined. Such fundsthose holdings, the Fund’s performance – whether positive or negative – will be segregated pursuantdriven primarily by its strategy of trading Index Contracts with the aim of seeking to CFTC rules;

(ii) approximately 95% oftrack the net asset value of the Master Fund will be maintained in segregated accounts in the name of the Master Fund in bank deposits or United States Treasury and United States Government Agencies issues.

It is expected that the Master Fund will commit 5% or less of net assets to margin its futures positions in the Index Currencies.

Index.

The Managing Owner, a registered commodity pool operator and commodity trading advisor, will be responsible for the cash management activities of the Master Fund, including investing in United States Treasury and United States Government Agencies issues.

In addition, assets of the Master Fund not required to margin positions may be maintained in United States bank accounts opened in the name of the Master Fund and may be held in United States Treasury bills (or other securities approved by the CFTC for investment of customer funds).

The Master Fund receives 100% of the interest income earned on its fixed income assets.Treasury Income, Money Market Income andT-Bill ETF Income.

 

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CHARGES

Charges

See “Summary—Breakeven Amounts” and “Summary—‘Breakeven Table’”“Breakeven Analysis” for additional breakeven related information.

Management Fee

The Master Fund will paypays the Managing Owner a Management Fee, monthly in arrears, in an amount equal to 0.75% per annum of the net asset valuedaily NAV of the Master Fund. No separate management fee will be paid by the Fund. The Management Fee will beis paid in consideration of the Managing Owner’s services related to the management of the Fund’s business and affairs, including the provision of currency futures trading advisory services.

The Fund may, for margin and/or cash management purposes, invest in money market mutual funds and/orT-Bill ETFs that are managed by affiliates of the Managing Owner. The indirect portion of the management fees that the Fund may incur through such investments is in addition to the Management Fee paid to the Managing Owner. The Managing Owner has

contractually agreed to waive indefinitely the fees that it receives in an amount equal to the indirect management fees that the Fund incurs through its investments in affiliated money market mutual funds and/or affiliatedT-Bill ETFs. The Managing Owner may terminate this waiver on 60 days’ notice.

Organization and Offering Expenses

Expenses incurred in connection with organizing the Fund and the Master Fund and the initial offering of the Shares arewere paid by the Fund’s predecessor managing owner (the “Predecessor Managing Owner”). Expenses incurred in connection with the continuous offering of Shares from commencement of the Fund’s trading operations up to and excluding February 23, 2015 were also paid by the Predecessor Managing Owner. Expenses incurred in connection with the continuous offering of Shares on and after the commencement of the Master Fund’s trading operations also will beFebruary 23, 2015 were and are paid by the Managing Owner. The Managing Owner aggregates the offering expenses related to the Fund and other commodity and currency pools within the Invesco DB fund suite, and allocates the costs associated to each Fund for payment by the Managing Owner on behalf of the Fund. The Managing Owner expects that the expenses incurred in connection with the continuous offering of Shares of the Invesco DB fund suite may be approximately 0.06% of the average of the funds’ NAV during the life of the Fund’s currently effective registration statement. These costs may vary considerably during the life of the Fund’s current registration statement, but the Managing Owner retains the obligation to pay those expenses in lieu of the Fund.

Organization and offeringOffering expenses relating to both the Master Fund and the Fund as applicable, means those expenses incurred in connection with their formation, the qualification and registrationcontinuous offering of the Shares and in offering, distributing and processing the Shares under applicable federal law, and any other expenses actually incurred and, directly or indirectly, related to the organization of the Fund, and Master Fund or the offering of the Shares, including, but not limited to, expenses such as:

 

initial and ongoing

registration fees, filing fees and taxes;

 

costs of preparing, printing (including typesetting), amending, supplementing, mailing and distributing the Registration Statement, the exhibits thereto and thethis Prospectus;

 

the costs of qualifying, printing (including typesetting), amending, supplementing, mailing and distributing sales materials used in connection with the offering and issuance of the Shares;

 

travel, telegraph, telephone and other expenses in connection with the offering and issuance of the Shares; and

 

accounting, auditing and legal fees (including disbursements related thereto) incurred in connection therewith; andtherewith.

any extraordinary expenses (including, but not limited to, legal claims and liabilities and litigation costs and any permitted indemnification associated therewith) related thereto.

The Managing Owner will not allocate to the Fund or the Master Fund the indirect expenses of the Managing Owner.

Brokerage Commissions and Fees

The Master Fund will paypays to the Commodity Broker all brokerage commissions, including applicable exchange fees, NFA fees,give-up fees, pit brokerage fees and other transaction related fees and expenses charged in connection with its trading activities. On average, total charges paid to the Commodity Broker are expected to be less than USD 10.00$6.00 per round-turn trade, although the Commodity Broker’s brokerage commissions and trading fees will beare determined on acontract-by-contract, or round-turn basis. The Managing Owner does not expect brokerage commissions and fees to exceed 0.06% of the net asset value of the Master Fund in any year or part of any year although the actual amount of brokerage commissions and fees in any year or part of any year may be greater.

A round-turn trade is a completed transaction involving both a purchase and a liquidating sale, or a sale followed by a covering purchase. The Managing Owner estimates the brokerage commissions and fees will be approximately 0.03% of the NAV of the Fund in any year, although the actual amount of brokerage commissions and fees in any year or any part of any year may be greater.

Routine Operational, Administrative and Other Ordinary Expenses

The Managing Owner will paypays all of the routine operational, administrative and other ordinary expenses of the Fund and the Master Fund generally, as determined by the Managing Owner including,Fund. These expenses include, but are not limited to, computer services, the fees and expenses of the Trustee, license and service fees paid to DIMA as Marketing Agent and Index Sponsor, legal and accounting fees and expenses, tax preparation expenses, filing fees, and printing, mailing and duplication costs. The Fund does not reimburse the Managing Owner for the routine operational, administrative and other ordinary expenses of the Fund. The Managing Owner aggregates the routine operational, administrative and other ordinary expenses related to the Fund and the other funds within the Invesco DB fund suite, and allocates the costs associated to each fund. The expenses may vary, but the Managing Owner retains the obligation to pay those expenses in lieu of the Fund. The Managing Owner expects that all of the routine operational, administrative and other ordinary expenses of the Invesco DB fund suite will be approximately 0.42% per annum of the average of the funds’ NAV.

ExtraordinaryNon-Recurring Fees and Expenses

The Master Fund will paypays all itsnon-recurring and unusual fees and expenses (referred to as extraordinary fees and expenses if any,in the Trust Agreement) of the Fund and Master Fund generally, if any, as determined by the Managing Owner. ExtraordinaryNon-recurring and unusual fees and expenses

are fees and expenses which are non-recurring and unusual in nature, include items such as legal claims and liabilities, and litigation costs, or indemnification orexpenses and other unanticipated expenses. Extraordinary fees and expenses will also include material expenses whichthat are not currently anticipated obligations of the Fund or Master Fund or of managed futures funds in general. Routine operational, administrative and other ordinary expenses will not be deemed extraordinary expenses.

Management Fee and Expenses to be Paid First out of InterestTreasury Income, Money Market Income and/orT-Bill ETF Income

The Management Fee and the brokerage commissions and fees of the Fund and the Master Fund will beare paid first out of interest income from the Master Fund’s holdings of U.S. Treasury billsIncome, Money Market Income and other high credit quality short-term fixed income securitiesT-Bill ETF Income, as applicable, on deposit with the Commodity Broker as margin, the Custodian, or otherwise. It is expected that such interest income may be sufficient to cover a significant portionIf the sum of the feesTreasury Income, the Money Market Income and expenses of the Fund and the Master Fund. To the extent interest incomeT-Bill ETF Income, as applicable, is not sufficient to cover the fees and expenses of the Fund andthat are payable by the Master Fund during any period, the excess of such fees and expenses over such interest incomeTreasury Income, Money Market Income andT-Bill ETF Income, as applicable, will be paid out of income from futures trading, if any, or from sales of the Master Fund’s fixed income securities.Treasury Securities and/or holdings in money market mutual funds and/or holdings inT-Bill ETFs. The Fund holds Treasury Securities, money market mutual funds andT-Bill ETFs for margin and/or cash management purposes only.

Selling Commission

Retail investors may purchase and sell Shares through traditional brokerage accounts. Investors are expected to be charged a customary commission by their brokers in connection with purchases of Shares that will vary from investor to investor. Investors are encouraged to review the terms of their brokerage accounts for applicable charges. Also,

The offering of Creation Units is being made in compliance with Conduct Rule 2310 of the Financial Industry Regulatory Authority (“FINRA”). The excess, if any, of the price at which the Initial Purchaser or an Authorized Participant sells a Share over the price paid by the Initial Purchaser or such Authorized Participant in connection with the creation of such Share in a BasketCreation Unit may, depending on the facts and circumstances, be deemed to be underwriting compensation.compensation by the FINRA Corporate Financing Department.

 

WHO MAY SUBSCRIBEWho May Subscribe

BasketsCreation Units may be created or redeemed only by Authorized Participants. Each Authorized Participant must (1) be a registered broker-dealer or other securities market participant such as a bank or other financial institution which is not required to register as a broker-dealer to engage in securities transactions, (2) be a participant in DTC, and (3) have entered into an agreementa Participant Agreement with the Fund and the Managing Owner (a Participant Agreement).Owner. The Participant Agreement sets forth the procedures for the creation and redemption of Baskets of SharesCreation Units and for the delivery of cash required for such creations or redemptions. A list of the current Authorized Participants can be obtained from the Administrator. A similar agreement between the Fund and the Master Fund sets forth the procedures for the creation and redemption of Master Unit Baskets by the Fund. See “Creation and Redemption of Shares” for more details.

 

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CREATION AND REDEMPTION OF SHARES

Shares

The Fund will createcreates and redeemredeems Shares from time-to-time,time to time, but only in one or more Baskets.Creation Units. A BasketCreation Unit is a block of 200,000 Shares. BasketsCreation Units may be created or redeemed only by Authorized Participants. Except when aggregated in Baskets,Creation Units, the Shares are not redeemable securities. Authorized Participants pay a transaction fee of USD 500$500 in connection with each order to create or redeem a BasketCreation Unit and are subject to an additional processing charge for failure to timely deliver such orders. From time to time, the Managing Owner, in its sole discretion, may reimburse Authorized Participants for all or a portion of Shares.the processing fees from the Managing Owner’s own assets. Authorized Participants may sell the Shares included in the BasketsCreation Units they purchase from the Fund to other investors.

The Master Fund will create and redeem Master Fund Units from time-to-time, but only in one or more Master Unit Baskets. A Master Unit Basket is a block of 200,000 Master Fund Units. Master Unit Baskets may be created or redeemed only by the Fund. The Master Fund will be wholly-owned by the Fund and the Managing Owner. Each Share issued by the Fund will correlate with a Master Fund Unit issued by the Master Fund and held by the Fund.

Authorized Participants are the only persons that may place orders to create and redeem Baskets.Creation Units. Authorized Participants must be (1) registered broker-dealers or other securities market participants, such as banks and other financial institutions, which are not required to register as broker-dealers to engage in securities transactions, and (2) participants in

DTC. To become an Authorized Participant, a person must enter into a Participant Agreement with the Fund and the Managing Owner. The Participant Agreement sets forth the procedures for the creation and redemption of BasketsCreation Units and for the payment of cash required for such creations and redemptions. The Managing Owner may delegate its duties and obligations under the Participant Agreement to Invesco Distributors, the DistributorAdministrator or the AdministratorTransfer Agent, without consent from any Shareholder or Authorized Participant. The Participant Agreement and the related procedures attached thereto may be amended by the Managing Owner withoutonly with the consent of anythe Authorized Participant, while the procedures attached thereto may be amended with notice to the Authorized Participant. Shareholder or Authorized Participant.consent is not required in either case. To compensate the AdministratorTransfer Agent for services in processing the creation and redemption of Baskets,Creation Units, an Authorized Participant is required to pay a transaction fee of USD 500$500 per order to create or redeem Baskets.Creation Units. Authorized Participants who purchase BasketsCreation Units from the Fund receive no fees, commissions or other form of compensation or inducement of any kind from either the ManagingOwnerManaging Owner or the Fund, and no such person has any obligation or responsibility to the Managing Owner or the Fund to effect any sale or resale of Shares.

Authorized Participants are cautioned that some of their activities willmay result in their being deemed participants in a distribution in a manner which would render them statutory underwriters and subject them to the prospectus deliveryprospectus-delivery and liability provisions of the Securities Act of 1933 (the Securities Act)“Securities Act”), as described in “Plan of Distribution.”

Each Authorized Participant must be registered as a broker-dealer under the Securities Exchange Act of 1934 (the Exchange Act) and regulated by the NASD, or will be exempt from being, or otherwise will not be required to be, so regulated or registered, and will be qualified to act as a broker or dealer in the states or other jurisdictions where the nature of its business so requires. Certain Authorized Participants may be regulated under federal and state banking laws and regulations. Each Authorized Participant will have its own set of rules and procedures, internal controls and information barriers as it determines is appropriate in light of its own regulatory regime.

Authorized Participants may act for their own accounts or as agents for broker-dealers, custodians and other securities market participants that wish to create or redeem Baskets.

Creation Units.

Persons interested in purchasing BasketsCreation Units should contact the Managing Owner or the Administrator to obtain the contact information for the Authorized Participants. Shareholders who are not Authorized Participants will only be able to redeem their Shares through an Authorized Participant.

Under the Participant Agreements, the Managing Owner has agreed to indemnify the Authorized Participants and certain parties related to the Authorized Participants against certain liabilities as a result of:

any breach by the Managing Owner, the Fund, or any of their respective agents or employees, of any provision of the Participant Agreement, including liabilities underany representations, warranties and covenants by any of them or the Securities Act,Fund therein or in the Officer’s Certificate (as defined in the Participant Agreement);

any failure on the part of the Managing Owner to perform any obligation of the Managing Owner set forth in the Participant Agreement;

any failure by the Managing Owner to comply with applicable laws and to contribute toregulations in connection with the paymentsParticipant Agreement, except that the Authorized Participants mayManaging Owner will not be required to make in respect of those liabilities. Theindemnify a Managing Owner has agreed to reimburseIndemnified Party (as defined in the Authorized Participants, solely from andParticipant Agreement) to the extent that such failure was caused by the reasonable reliance on instructions given or representations made by one or more Managing Owner Indemnified Parties or the negligence or willful malfeasance of any Managing Owner Indemnified Party;

any untrue statement or alleged untrue statement of a material fact contained in the Registration Statement of the Master Fund’s assets,Trust as originally filed with the SEC, or in any amendment thereof, or in any prospectus, or in any amendment thereof or supplement thereto, or arising out of or based upon the omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading, except those statements in the Registration Statement or the Prospectus based on information furnished in writing by or on behalf of the Authorized Participant expressly for indemnification and contribution amounts due fromuse in the Registration Statement or the Prospectus.

As provided in the Participant Agreements, in the absence of gross negligence, bad faith or willful misconduct, neither the Managing Owner nor an Authorized Participant will be liable to each other or to any other person, including any party claiming by, through or on behalf of the Authorized Participant, for any losses, liabilities, damages, costs or expenses arising out of any mistake or error in respectdata or other information provided to any of such liabilities tothem by each other or any other person or out of any interruption or delay in the extent the Managing Owner has not paid such amounts when due.electronic means of communications used by them.

The following description of the procedures for the creation and redemption of BasketsCreation Units is only a summary and an investor should refer to the relevant provisions of the Fund’s Trust DeclarationAgreement and the form of Participant Agreement for more detail. The Fund’s Trust DeclarationAgreement and the form of Participant Agreement are filed as exhibits to the registration statement of which this Prospectus is a part.

Creation Procedures

On any business day, an Authorized Participant may place an order with the Managing OwnerTransfer Agent to create one or more Baskets.Creation Units. For purposes of processing both purchasecreation and redemption orders, a “business day” means any day other than a day when banks in New York City are required or permitted to be closed. PurchaseCreation orders must be placed by 1:00 p.m., New YorkEastern time. The day on which the Managing OwnerTransfer Agent receives a valid purchasecreation order is the purchasecreation order date. Purchase orders are irrevocable.The day on which a creation order is settled is the creation order settlement date. As provided below, the creation order settlement date may occur up to two business days after the creation order date. By placing a purchasecreation order, and prior to delivery of such Baskets,Creation Units, an Authorized Participant’s DTC account will beis charged thenon-refundable transaction fee due for the purchasecreation order.

DeterminationCreation Units are issued on the creation order settlement date as of required payment

The total payment required to create each Basket is2:45 p.m., Eastern time, on the net asset value of 200,000 Sharesbusiness day immediately following the creation order date at the applicable NAV per Share as of the closing time of the AmexNYSE Arca or the last to close of the exchanges on which its Master Fund’s assetsfutures contracts are traded, whichever is later, on the purchase order date. Baskets will be issued as of noon, New York time, on the Business Day immediately following the purchase order date at net asset value per Share as of the closing time of the Amex or the last to close of the exchanges on which its Master Fund’s assets are traded, whichever is later, on the purchasecreation order date, but only if the required payment has been timely received. Upon submission of a creation order, the Authorized Participant may request the Managing Owner to agree to a creation order settlement date up to two business days after the creation order date. By placing a creation order, and prior to receipt of the Creation Units, an Authorized Participant’s DTC account is charged thenon-refundable transaction fee due for the creation order.

Determination of Required Payment

The total payment required to create each Creation Unit is the NAV of 200,000 Shares as of the closing time of the NYSE Arca or the last to close of the exchanges on which the Fund’s futures contracts are traded, whichever is later, on the creation order date.

Because orders to purchase BasketsCreation Units must be placed by 1:00 p.m., New YorkEastern time, but the total payment required to create a BasketCreation Unit will not be determined until 4:00 p.m., New YorkEastern time, on the date the purchasecreation order is received, Authorized Participants will not know the total amount of the payment required to create a BasketCreation Unit at the time they submit an irrevocable purchasethe creation order for the Basket.Creation Unit. The Fund’s net asset valueNAV and the total amount of the payment required to create a BasketCreation Unit could rise orfallor fall substantially between the time an irrevocable purchasea creation order is submitted and the time the amount of the purchase price in respect thereof is determined.

Rejection of purchase orders

Creation Orders

The Managing Owner or the Transfer Agent may reject a purchasecreation order if:

 

It

The Managing Owner or the Transfer Agent determines that the purchasecreation order is not in proper form;

 

The Managing Owner believes that the purchaseacceptance or receipt of the creation order would have adverse tax consequences to the Fund or its Shareholders; or

 

Circumstances outside the control of the Managing Owner or the Transfer Agent make it, for all practical purposes, not feasible to process creations of Baskets.Creation Units.

The Managing Owner will not be liable for the rejection of any purchasecreation order.

The Fund also may not be able to create new Creation Units at any time if there is an insufficient amount of Shares registered in this offering or if another legal or operational impediment to creating new Creation Units arises.

Redemption Procedures

The procedures by which an Authorized Participant can redeem one or more BasketsCreation Units mirror the procedures for the creation of Baskets.Creation Units. On any business day, an Authorized Participant may place an order with the Managing OwnerTransfer Agent to redeem one or more Baskets.Creation Units. Redemption orders must be placed by 1:00 p.m., New YorkEastern time. The day on which the Managing Owner receives a valid redemption order is the redemption order date. Redemption orders are irrevocable.The day on which a redemption order is settled is the redemption order settlement date. As provided below, the redemption order settlement date may occur up to two business days after the redemption order date. The redemption procedures allow Authorized Participants to redeem Baskets.Creation Units. Individual Shareholders may not redeem directly from the Fund. Instead, individual Shareholders may only redeem Shares in integral multiples of 200,000an amount equal to one or more whole Creation Units and only through an Authorized Participant.

By placing a redemption order, an Authorized Participant agrees to deliver the BasketsCreation Units to be redeemed through DTC’s book-entry system to the Fund not later than noon, New Yorkthe redemption order settlement date as of 2:45 p.m., Eastern time, on the business day immediately following the redemption order date. Upon submission of a redemption order, the Authorized Participant may request the Managing Owner to agree to a redemption order settlement date up to two business days after the redemption order date. By placing a redemption order, and prior to receipt of the redemption proceeds, an Authorized Participant’s DTC account will beis charged thenon-refundable transaction fee due for the redemption order.

Determination of redemption proceeds

Redemption Proceeds

The redemption proceeds from the Fund consist of the cash redemption amount. The cash redemption amount is equal to the net asset valueNAV of the number of Basket(s)Creation Unit(s) requested in the Authorized Participant’s redemption order as of the closing time of the AmexNYSE Arca or the last to close of the exchanges on which its Masterthe Fund’s assetsfutures contracts are traded, whichever is later, on the redemption order date. The Managing Owner will distribute the cash redemption amount at noon, New York2:45 p.m., Eastern time, on the business day immediately following the redemption order settlement date through DTC to the account of the Authorized Participant as recorded on DTC’s book entry system.

Delivery of redemption proceeds

Redemption Proceeds

The redemption proceeds due from the Fund are delivered to the Authorized Participant at noon, New York2:45 p.m., Eastern time, on the business day immediately following the redemption order settlement date if, by such time, on such business day immediately following the redemption order date, the Fund’s DTC account has been credited with the BasketsCreation Units to be redeemed. If the Fund’s DTC account has not been credited with all of the BasketsCreation Units to be redeemed by such time, the redemption distribution is delivered to the extent of whole BasketsCreation Units received. Any remainder of the redemption distribution is delivered on the next business day to the extent of remaining whole BasketsCreation Units received if the Managing OwnerTransfer Agent receives the fee applicable to the extension of the redemption distribution date which the Managing Owner may, from time-to-time,time to time, determine and the remaining BasketsCreation Units to be redeemed are credited to the Fund’s DTC account by noon, New York2:45 p.m., Eastern time, on such next business day. Any further outstanding amount of the redemption order shallwill be cancelled. The Managing Owner is also authorized to deliver the redemption distribution notwithstanding that the BasketsCreation Units to be redeemed are not credited to the Fund’s DTC account by noon, New York2:45 p.m., Eastern time, on the business day immediately following the redemption order settlement date if the Authorized Participant has collateralized its obligation to deliver the BasketsCreation Units through DTC’s book entry system on such terms as the Managing Owner may determine from time-to-time.time to time.

Suspension, Postponement or rejectionRejection of redemption orders

Redemption Orders

The Managing Owner may, in its discretion, suspend the right of redemption, or postpone theredemptionthe redemption order settlement date (1) for any period during which an emergency exists as a result of which the redemption distribution is not reasonably practicable, or (2) for such other period as the Managing Owner determines to be necessary for the protection of the Shareholders. The Managing Owner will not be liable to any person or in any way for any loss or damages that may result from any such suspension or postponement.

The Managing Owner willor the Transfer Agent may reject a redemption order if the order is not in proper form as described in the Participant AgreementAgreement. The Managing Owner or the Transfer Agent will reject a redemption order if the fulfillmentacceptance or receipt of the order, in the opinion of its counsel, might be unlawful.

Creation Andand Redemption Transaction Fee

To compensate the AdministratorTransfer Agent for services in processing the creation and redemption of Baskets,Creation Units, an Authorized Participant is required to pay a transaction fee of USD 500$500 per order to create or redeem Baskets.Creation Units. An order may include multiple Baskets. The transaction fee may be reduced, increased or otherwise changed byCreation Units. From time to time, the Managing Owner.Owner, in its sole discretion, may reimburse Authorized Participants for all or a portion of the processing fees from the Managing Owner’s own assets. The Managing Owner will notify DTC of any agreement to change the transaction fee and will not implement any increase in the fee for the redemption of BasketsCreation Units until 30 days after the date of the notice.

 


Monthly account statements conforming to CFTC and NFA requirements will beare posted on the Managing Owner’s website at www.dbfunds.db.com.https://www.invesco.com/ETFs. Additional reports may be posted on the Fund’sManaging Owner’s website in the discretion of the Managing Owner or as required by regulatory authorities.

 

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THE COMMODITY BROKER

The Commodity Broker

A variety of executing brokers will execute futures transactions on behalf of the Master Fund. Such executingExecuting brokers will give-up all such transactions to Deutsche Bank Securities Inc., a Delaware corporation, which will serve as the Master Fund’s clearing broker, or Commodity Broker. The Commodity Broker is an affiliate of Deutsche Bank AG. In its capacity as clearing broker, the Commodity Broker, will executeMorgan Stanley & Co. LLC (“MS&Co.”). MS&Co. is a Delaware limited liability company with its main business office located at 1585 Broadway, New York, New York 10036. Among other registrations and clear each of the Master Fund’s futures transactions and will perform certain administrative services for the Master Fund. Deutsche Bank Securities Inc.memberships, MS&Co. is also registered with the Commodity Futures Trading Commission as a futures commission merchant and is a member of the NFA. In its capacity as clearing broker, MS&Co. may execute or receive transactions executed by others and clears all of the Fund’s futures transactions and performs certain administrative and custodial services for the Fund.

MS&Co. is a wholly-owned, indirect subsidiary of Morgan Stanley, a Delaware holding company. Morgan Stanley files periodic reports with the SEC as required by the Exchange Act, which include current descriptions of material litigation and material proceedings and investigations, if any, by governmental and/or regulatory agencies or self-regulatory organizations concerning Morgan Stanley and its subsidiaries, including MS&Co. As a consolidated subsidiary of Morgan Stanley, MS&Co. does not file its own periodic reports with the SEC that contain descriptions of material litigation, proceedings and investigations. As a result, we refer you to the “Legal Proceedings” section of Morgan Stanley’s SEC10-K filings for 2018, 2017, 2016, 2015 and 2014.

In addition to the matters described in those filings, in the normal course of business, each of Morgan Stanley and MS&Co. has been named, from time to time, as a defendant in various legal actions, including arbitrations, class actions, and other litigation, arising in connection with its activities as a global diversified financial services institution. Certain of the legal actions include claims for substantial compensatory and/or punitive damages or claims for indeterminate amounts of damages. Each of Morgan Stanley and MS&Co. is also involved, from time to time, in investigations and proceedings by governmental and/or regulatory agencies or self-regulatory organizations, certain of which may result in adverse judgments, fines or penalties. The number of these investigations and proceedings has increased in recent years with regard to many financial services institutions, including Morgan Stanley and MS&Co.

Regulatory and Governmental Matters

In the normal course of business, Morgan Stanley receives subpoenas and requests for information from certain federal and state regulatory and governmental entities, including among others various members of the RMBS Working Group of the Financial Fraud Enforcement Task Force, such as the United States Department of Justice, Civil Division and several state Attorney General’s Offices, concerning the origination, financing, purchase, securitization and servicing of subprime andnon-subprime residential mortgages and related matters such as residential mortgage backed securities (“RMBS”), collateralized debt obligations (“CDOs”), structured investment vehicles (“SIVs”), and credit default swaps backed by or referencing mortgage pass-through certificates. These matters, some of which are in advanced stages, include, but are not limited to, investigations related to MS&Co.’s due diligence on the loans that it purchased for securitization, MS&Co.’s communications with ratings agencies, MS&Co.’s disclosures to investors, and MS&Co.’s handling of servicing and foreclosure related issues.

On February 25, 2015, MS&Co. reached an agreement in principle with the United States Department of Justice, Civil Division and the United States Attorney’s Office for the Northern District of California, Civil Division (collectively, the “Civil Division”) to pay $2.6 billion to resolve certain claims that the Civil Division indicated it intended to bring against MS&Co. That settlement was finalized on February 10, 2016.

In October 2014, the Illinois Attorney General’s Office (“ILAG”) sent a letter to MS&Co. alleging that MS&Co. knowingly made misrepresentations related to RMBS purchased by certain pension funds affiliated with the State of Illinois and demanding that MS&Co. pay ILAG approximately $88 million. MS&Co. and ILAG reached an agreement to resolve the matter on February 10, 2016.

On January 13, 2015, the New York Attorney General’s Office (“NYAG”), which is also a member of the RMBS Working Group, indicated that it intends to file a lawsuit related to approximately 30 subprime securitizations sponsored by MS&Co.

NYAG indicated that the lawsuit would allege that MS&Co. misrepresented or omitted material information related to the due diligence, underwriting and valuation of the loans in the securitizations and the properties securing them and indicated that its lawsuit would be brought under the Martin Act. MS&Co. and NYAG reached an agreement to resolve the matter on February 10, 2016.

On July 23, 2014, the SEC approved a settlement by MS&Co. and certain affiliates to resolve an investigation related to certain subprime RMBS transactions sponsored and underwritten by those entities in 2007. Pursuant to the settlement, MS&Co. and certain affiliates were charged with violating Sections 17(a)(2) and 17(a)(3) of the Securities Act, agreed to pay disgorgement and penalties in an amount of $275 million and neither admitted nor denied the SEC’s findings.

On April 21, 2015, the Chicago Board Options Exchange, Incorporated (“CBOE”), and the CBOE Futures Exchange, LLC (“CFE”), filed statements of charges against MS&Co. in connection with trading by one of MS&Co.’s former traders of EEM options contracts that allegedly disrupted the final settlement price of the November 2012 VXEM futures. CBOE alleged that MS&Co. violated CBOE Rules 4.1, 4.2 and 4.7, Sections 9(a) and 10(b) of the Exchange Act, and Rule10b-5 thereunder. CFE alleged that MS&Co. violated CFE Rules 608, 609 and 620. The matters were resolved on June 28, 2016, in which there were no findings of fraud, but MS&Co. was jointly and severally liable for a $400,000 fine and $152,664 in disgorgement.

On June 18, 2015, MS&Co. entered into a settlement with the SEC and paid a fine of $500,000 as part of the MCDC Initiative to resolve allegations that MS&Co. failed to form a reasonable basis through adequate due diligence for believing the truthfulness of the assertions by issuers and/or obligors regarding their compliance with previous continuing disclosure undertakings pursuant to Rule15c2-12 in connection with offerings in which MS&Co. acted as senior or sole underwriter.

On August 6, 2015, MS&Co. consented to and became the subject of an order by the CFTC to resolve allegations that MS&Co. violated CFTC Regulation 22.9(a) by failing to hold sufficient U.S. dollars in cleared swap segregated accounts in the United States to meet all U.S. dollar obligations to cleared swaps customers. Specifically, the CFTC found that while MS&Co. at all times held sufficient funds in segregation to cover its obligations to its customers, on certain days during 2013 and 2014, it held currencies, such as euros, instead of U.S. dollars, to meet its U.S. dollar obligations. In addition, the CFTC found that MS&Co. violated Regulation 166.3 by failing to have in place adequate procedures to ensure that it complied with Regulation 22.9(a). Without admitting or denying the findings or conclusions and without adjudication of any issue of law or fact, MS&Co. accepted and consented to the entry of findings, the imposition of a cease and desist order, a civil monetary penalty of $300,000, and undertakings related to public statements, cooperation, and payment of the monetary penalty.

On December 20, 2016, MS&Co. consented to and became the subject of an order by the SEC in connection with allegations that MS&Co. willfully violated Sections 15(c)(3) and 17(a)(1) of the Exchange Act and Rules15c3-3(e),17a-5(a), and17a-5(d) thereunder, by inaccurately calculating its Reserve Account requirement under Rule15c3-3 by including margin loans to an affiliate in its calculations, which resulted in making inaccurate records and submitting inaccurate reports to the SEC. Without admitting or denying the underlying allegations and without adjudication of any issue of law or fact, MS&Co. consented to a cease and desist order, a censure, and a civil monetary penalty of $7,500,000.

On September 28, 2017, the CFTC issued an order filing and simultaneously settling charges against MS&Co. regarding violations of CFTC Rule 166.3 by failing to diligently supervise the reconciliation of exchange and clearing fees with the amounts it ultimately charged customers for certain transactions on multiple exchanges. The order and settlement required MS&Co. to pay a $500,000 penalty and cease and desist from violating Rule 166.3.

On November 2, 2017, the CFTC issued an order filing and simultaneously settling charges against MS&Co. fornon-compliance with applicable rules governing Part 17 Large Trader reports to the CFTC. The order requires MS&Co. to pay a $350,000 penalty and cease and desist from further violations of the Commodity Exchange Act.

Civil Litigation

On July 15, 2010, China Development Industrial Bank (“CDIB”) filed a complaint against MS&Co., styledChina Development Industrial Bank v. Morgan Stanley & Co. Incorporated et al., which is pending in the Supreme Court of the State of New York, New York County (“Supreme Court of NY”). The complaint relates to a $275 million credit default swap referencing the super senior portion of the STACK2006-1 CDO. The complaint asserts claims for common law fraud, fraudulent inducement and fraudulent concealment and alleges that MS&Co. misrepresented the risks of the STACK2006-1 CDO to CDIB, and that MS&Co. knew that the assets backing the CDO were of poor quality when it entered into the credit default

swap with CDIB. The complaint seeks compensatory damages related to the approximately $228 million that CDIB alleges it has already lost under the credit default swap, rescission of CDIB’s obligation to pay an additional $12 million, punitive damages, equitable relief, fees and costs. On February 28, 2011, the court denied MS&Co.’s motion to dismiss the complaint. On December 21, 2018, the court denied MS&Co.’s motion for summary judgement and granted in part MS&Co.’s motion for sanctions related to the spoliation of evidence. On January 18, 2019, CDIB filed a motion to clarify and resettle the portion of the court’s December 21, 2018 order granting spoliation sanctions. On January 24, 2019, CDIB filed a notice of appeal from the court’s December 21, 2018 order, and on January 25, 2019, MS&Co. filed a notice of appeal from the same order. On March 7, 2019 the court denied the relief requested by CDIB in its January 24, 2019 appeal.

On October 15, 2010, the Federal Home Loan Bank of Chicago filed a complaint against MS&Co. and other defendants in the Circuit Court of the State of Illinois, styledFederal Home Loan Bank of Chicago v. Bank of America Funding Corporation et al. A corrected amended complaint was filed on April 8, 2011, which alleges that defendants made untrue statements and material omissions in the sale to the plaintiff of a number of mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans and asserts claims under Illinois law. The total amount of certificates allegedly sold to the plaintiff by MS&Co. at issue in the action was approximately $203 million. The complaint seeks, among other things, to rescind the plaintiff’s purchase of such certificates. The defendants filed a motion to dismiss the corrected amended complaint on May 27, 2011, which was denied on September 19, 2012. On December 13, 2013, the court entered an order dismissing all claims related to one of the securitizations at issue. On January 18, 2017, the court entered an order dismissing all claims related to an additional securitization at issue. After those dismissals, the remaining amount of certificates allegedly issued by MS&Co. or sold to the plaintiff by MS&Co. was approximately $65 million. At June 25, 2018, the current unpaid balance of the mortgage pass-through certificates at issue in this action was approximately $37 million and the certificates had not yet incurred actual losses. Based on currently available information, MS&Co. believes it could incur a loss in this action up to the difference between the $37 million unpaid balance of these certificates (plus any losses incurred) and their fair market value at the time of a judgment against MS&Co., pluspre- and post-judgment interest, fees and costs. MS&Co. may be entitled to be indemnified for some of these losses and to an offset for interest received by the plaintiff prior to a judgment.

On May 17, 2013, a plaintiff inIKB International S.A. in Liquidation, et al. v. Morgan Stanley, et al. filed a complaint against MS&Co. and certain affiliates in the Supreme Court of NY. The complaint alleges that the defendants made material misrepresentations and omissions in the sale to the plaintiff of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly sponsored, underwritten and/or sold by MS&Co. to the plaintiff was approximately $133 million. The complaint alleges causes of action against MS&Co. for common law fraud, fraudulent concealment, aiding and abetting fraud, and negligent misrepresentation, and seeks, among other things, compensatory and punitive damages. On October 29, 2014, the court granted in part and denied in part MS&Co.’s motion to dismiss. All claims regarding four certificates were dismissed. After these dismissals, the remaining amount of certificates allegedly issued by MS&Co. or sold to the plaintiff by MS&Co. was approximately $116 million. On August 26, 2015, MS&Co. perfected its appeal from the court’s October 29, 2014 decision. On August 11, 2016, the Appellate Division, First Department affirmed the trial court’s decision denying in part MS&Co.’s motion to dismiss the complaint. At June 25, 2018, the current unpaid balance of the mortgage pass-through certificates at issue in this action was approximately $24 million, and the certificates had incurred actual losses of $58 million. Based on currently available information, MS&Co. believes it could incur a loss in this action up to the difference between the $24 million unpaid balance of these certificates (plus any losses incurred) and their fair market value at the time of a judgment against MS&Co., or upon sale, pluspre- and post-judgment interest, fees and costs. MS&Co. may be entitled to be indemnified for some of these losses and to an offset for interest received by the plaintiff prior to a judgment.

In August of 2017, MS&Co. was named as a defendant in a purported antitrust class action in the United States District Court for the United States District Court for the Southern District of New York styledIowa Public Employees’ Retirement System et al. v. Bank of America Corporation et al. Plaintiffs allege, inter alia, that MS&Co., together with a number of other financial institution defendants, violated U.S. antitrust laws and New York state law in connection with their alleged efforts to prevent the development of electronic exchange-based platforms for securities lending. The class action complaint was filed on behalf of a purported class of borrowers and lenders who entered into stock loan transactions with the defendants. The class action complaint seeks, among other relief, certification of the class of plaintiffs and treble damages. On September 27, 2018, the court denied the defendants’ motion to dismiss the class action complaint.

Beginning on March 25, 2019, MS&Co.was named as a defendant in a series of putative class action complaints filed in the Southern District of New York, the first of which is styledAlaska Electrical Pension Fund v. BofA Secs., Inc., et al. Each complaint alleges a conspiracy to fix prices and restrain competition in the market for unsecured bonds issued by the following Government-Sponsored Enterprises: the Federal National Futures AssociationMortgage Associate; the Federal Home Loan Mortgage Corporation; the Federal Farm Credit Banks Funding Corporation; and the Federal Home Loan Banks. The purported class period for each suit is from January 1, 2012 to June 1, 2018. Each complaint raises a claim under Section 1 of the Sherman Act and seeks, among other things, injunctive relief and treble compensatory damages.

Settled Civil Litigation

On December 23, 2009, the Federal Home Loan Bank of Seattle filed a complaint against MS&Co. and another defendant in the Superior Court of the State of Washington, styledFederal Home Loan Bank of Seattle v. Morgan Stanley & Co. Inc., et al. The amended complaint, filed on September 28, 2010, alleges that defendants made untrue statements and material omissions in the sale to the plaintiff of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly sold to the plaintiff by MS&Co. was approximately $233 million. The complaint raises claims under the Washington State Securities Act and seeks, among other things, to rescind the plaintiff’s purchase of such capacity.certificates. On January 23, 2017, the parties reached an agreement to settle the litigation, the terms of which are confidential.

There is no litigation pending regardingOn March 15, 2010, the Federal Home Loan Bank of San Francisco filed a complaint against MS&Co. and other defendants in the Superior Court of the State of California styledFederal Home Loan Bank of San Francisco v. Deutsche Bank Securities Inc. et al. An amended complaint, filed on June 10, 2010, alleges that would materially adversely affectdefendants made untrue statements and material omissions in connection with the sale to plaintiff of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The amount of certificates allegedly sold to plaintiff by MS&Co. was approximately $276 million. The complaint raises claims under both the federal securities laws and California law and seeks, among other things, to rescind the plaintiff’s purchase of such certificates. On December 21, 2016, the parties reached an agreement to settle the litigation, the terms of which are confidential.

On March 15, 2010, the Federal Home Loan Bank of San Francisco filed a complaint against MS&Co. and other defendants in the Superior Court of the State of California styledFederal Home Loan Bank of San Francisco v. Credit Suisse Securities (USA) LLC, et al. An amended complaint filed on June 10, 2010 alleged that the defendants made untrue statements and material omissions in connection with the sale to the plaintiff of a number of mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The amount of certificates allegedly sold to the plaintiff by MS&Co. was approximately $704 million. The complaint raised claims under both the federal securities laws and California law and sought, among other things, to rescind the plaintiff’s purchase of such certificates. On January 26, 2015, as a result of a settlement with certain other defendants, the terms of which are confidential, the plaintiff requested and the court subsequently entered a dismissal with prejudice of certain of the plaintiff’s claims, including all remaining claims against MS&Co.

On July 9, 2010 and February 11, 2011, Cambridge Place Investment Management Inc. filed two separate complaints against MS&Co. and/or its abilityaffiliates and other defendants in the Superior Court of the Commonwealth of Massachusetts, both styledCambridge Place Investment Management Inc. v. Morgan Stanley & Co., Inc., et al. The complaints asserted claims on behalf of certain clients of the plaintiff’s affiliates and allege that the defendants made untrue statements and material omissions in the sale of a number of mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly issued by MS&Co. and/or its affiliates or sold to carrythe plaintiff’s affiliates’ clients by MS&Co. and/or its affiliates in the two matters was approximately $263 million. On February 11, 2014, the parties entered into an agreement to settle the litigation, the terms of which are confidential. On February 20, 2014, the court dismissed the action.

On October 25, 2010, MS&Co., certain affiliates and Pinnacle Performance Limited, a special purpose vehicle (“SPV”), were named as defendants in a purported class action in the United States District Court for the Southern District of New York (“SDNY”), styledGe Dandong, et al. v. Pinnacle Performance Ltd., et al. On January 31, 2014, the plaintiffs in the action, which related to securities issued by the SPV in Singapore, filed a second amended complaint, which asserted common law claims of fraud, aiding and abetting fraud, fraudulent inducement, aiding and abetting fraudulent inducement, and breach

of the implied covenant of good faith and fair dealing. On July 17, 2014, the parties reached an agreement, the terms of which are confidential, to settle the litigation, which received final court approval on July 2, 2015.

On July 5, 2011, Allstate Insurance Company and certain of its commodity futures, foreign exchange futuresaffiliated entities filed a complaint against MS&Co. in the Supreme Court of NY, styledAllstate Insurance Company, et al. v. Morgan Stanley, et al. An amended complaint was filed on September 9, 2011, and options brokerage business.alleges that the defendants made untrue statements and material omissions in the sale to the plaintiffs of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly issued and/or sold to the plaintiffs by MS&Co. was approximately $104 million. The complaint raised common law claims of fraud, fraudulent inducement, aiding and abetting fraud, and negligent misrepresentation and seeks, among other things, compensatory and/or recessionary damages associated with the plaintiffs’ purchases of such certificates. On January 16, 2015, the parties reached an agreement to settle the litigation, the terms of which are confidential.

On July 18, 2011, the Western and Southern Life Insurance Company and certain affiliated companies filed a complaint against MS&Co. and other defendants in the Court of Common Pleas in Ohio, styledWestern and Southern Life Insurance Company, et al. v. Morgan Stanley Mortgage Capital Inc., et al. An amended complaint was filed on April 2, 2012 and alleges that the defendants made untrue statements and material omissions in the sale to the plaintiffs of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The amount of the certificates allegedly sold to plaintiffs by MS&Co. was approximately $153 million. On June 8, 2015, the parties reached an agreement to settle the litigation, the terms of which are confidential.

On September 2, 2011, the Federal Housing Finance Agency (“FHFA”), as conservator for Fannie Mae and Freddie Mac, filed 17 complaints against numerous financial services companies, including MS&Co. and certain affiliates. A complaint against MS&Co. and certain affiliates and other defendants was filed in the Supreme Court of NY, styledFederal Housing Finance Agency, as Conservator v. Morgan Stanley et al. The complaint alleges that the defendants made untrue statements and material omissions in connection with the sale to Fannie Mae and Freddie Mac of residential mortgage pass-through certificates with an original unpaid balance of approximately $11 billion. The complaint raised claims under federal and state securities laws and common law and seeks, among other things, rescission and compensatory and punitive damages. On February 7, 2014, the parties entered into an agreement to settle the litigation, the terms of which are confidential. On February 20, 2014, the court dismissed the action.

On April 25, 2012, Metropolitan Life Insurance Company and certain affiliates filed a complaint against MS&Co. and certain affiliates in the Supreme Court of NY, styledMetropolitan Life Insurance Company, et al. v. Morgan Stanley, et al. An amended complaint was filed on June 29, 2012, and alleges that the defendants made untrue statements and material omissions in the sale to the plaintiffs of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly sponsored, underwritten, and/or sold by MS&Co. was approximately $758 million. The amended complaint raised common law claims of fraud, fraudulent inducement, and aiding and abetting fraud and seeks, among other things, rescission, compensatory, and/or rescissionary damages, as well as punitive damages, associated with the plaintiffs’ purchases of such certificates. On April 11, 2014, the parties entered into a settlement agreement, the terms of which are confidential.

On April 25, 2012, The Prudential Insurance Company of America and certain affiliates filed a complaint against MS&Co. and certain affiliates in the Superior Court of the State of New Jersey, styledThe Prudential Insurance Company of America, et al. v. Morgan Stanley, et al. On October 16, 2012, the plaintiffs filed an amended complaint. The amended complaint alleged that the defendants made untrue statements and material omissions in connection with the sale to the plaintiffs of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly sponsored, underwritten and/or sold by MS&Co. was approximately $1.073 billion. The amended complaint raises claims under the New Jersey Uniform Securities Law, as well as common law claims of negligent misrepresentation, fraud, fraudulent inducement, equitable fraud, aiding and abetting fraud, and violations of the New Jersey RICO statute, and includes a claim for treble damages. On January 8, 2016, the parties reached an agreement to settle the litigation, the terms of which are confidential.

In re Morgan Stanley Mortgage Pass-Through Certificates Litigation, which had been pending in the SDNY, was a putative class action involving allegations that, among other things, the registration statements and offering documents related to the offerings of certain mortgage pass-through certificates in 2006 and 2007 contained false and misleading information

concerning the pools of residential loans that backed these securitizations. On December 18, 2014, the parties’ agreement to settle the litigation, the terms of which are confidential, received final court approval, and on December 19, 2014, the court entered an order dismissing the action.

On November 4, 2011, the FDIC, as receiver for Franklin Bank S.S.B, filed two complaints against MS&Co. in the District Court of the State of Texas. Each was styledFederal Deposit Insurance Corporation as Receiver for Franklin Bank, S.S.B v. Morgan Stanley & Company LLC F/K/A Morgan Stanley & Co. Inc. and alleged that MS&Co. made untrue statements and material omissions in connection with the sale to the plaintiff of mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The amount of certificates allegedly underwritten and sold to the plaintiff by MS&Co. in these cases was approximately $67 million and $35 million, respectively. On July 2, 2015, the parties reached an agreement to settle the litigation, the terms of which are confidential.

On February 14, 2013, Bank Hapoalim B.M. filed a complaint against MS&Co. and certain affiliates in the Supreme Court of NY, styledBank Hapoalim B.M. v. Morgan Stanley et al. The complaint alleges that the defendants made material misrepresentations and omissions in the sale to the plaintiff of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly sponsored, underwritten and/or sold by MS&Co. to the plaintiff was approximately $141 million. On July 28, 2015, the parties reached an agreement to settle the litigation, the terms of which are confidential, and on August 12, 2015, the plaintiff filed a stipulation of discontinuance with prejudice.

On April 20, 2011, the Federal Home Loan Bank of Boston filed a complaint against MS&Co. and other defendants in the Superior Court of the Commonwealth of Massachusetts styledFederal Home Loan Bank of Boston v. Ally Financial, Inc. F/K/A GMAC LLC et al. An amended complaint was filed on June 29, 2012 and alleges that the defendants made untrue statements and material omissions in the sale to plaintiff of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly issued by MS&Co. or sold to the plaintiff by MS&Co. was approximately $385 million. The amended complaint raises claims under the Massachusetts Uniform Securities Act, the Massachusetts Consumer Protection Act and common law and seeks, among other things, to rescind the plaintiff’s purchase of such certificates. On May 26, 2011, the defendants removed the case to the United States District Court for the District of Massachusetts. The defendants’ motions to dismiss the amended complaint were granted in part and denied in part on September 30, 2013. On November 25, 2013, July 16, 2014, and May 19, 2015, respectively, the plaintiff voluntarily dismissed its claims against MS&Co. with respect to three of the securitizations at issue. After these voluntary dismissals, the remaining amount of certificates allegedly issued by MS&Co. or sold to the plaintiff by MS&Co. was approximately $332 million. On February 6, 2017, the action was remanded to the Superior Court of the Commonwealth of Massachusetts. On July 13, 2018, the parties reached an agreement in principle to settle the litigation the terms of which are confidential.

On May 3, 2013, plaintiffs inDeutsche Zentral-Genossenschaftsbank AG et al. v. Morgan Stanley et al. filed a complaint against MS&Co., certain affiliates, and other defendants in the Supreme Court of NY. The complaint alleges that the defendants made material misrepresentations and omissions in the sale to the plaintiffs of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly sponsored, underwritten and/or sold by MS&Co. to the plaintiff was approximately $634 million. The complaint alleges causes of action against MS&Co. for common law fraud, fraudulent concealment, aiding and abetting fraud, negligent misrepresentation, and rescission and seeks, among other things, compensatory and punitive damages. On June 26, 2018, the parties entered an agreement to settle the litigation, the terms of which are confidential.

On September 23, 2013, the plaintiff inNational Credit Union Administration Board v. Morgan Stanley & Co. Inc., et al. filed a complaint against MS&Co. and certain affiliates in the SDNY. The complaint alleged that the defendants made untrue statements of material fact or omitted to state material facts in the sale to the plaintiff of certain mortgage pass-through certificates issued by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly sponsored, underwritten and/or sold by MS&Co. to the plaintiffs in the matter was approximately $417 million. The complaint alleged violations of federal and various state securities laws and sought, among other things, rescissionary and compensatory damages. On November 23, 2015, the parties reached an agreement to settle the matter, the terms of which are confidential.

On September 16, 2014, the Virginia Attorney General’s Office filed a civil lawsuit, styledCommonwealth of Virginia ex rel. Integra REC LLC v. Barclays Capital Inc., et al., against MS&Co. and several other defendants in the Circuit Court of the City of Richmond related to RMBS. The lawsuit alleged that MS&Co. and the other defendants knowingly made misrepresentations and omissions related to the loans backing RMBS purchased by the Virginia Retirement System. The complaint asserts claims under the Virginia Fraud Against Taxpayers Act, as well as common law claims of actual and constructive fraud, and seeks, among other things, treble damages and civil penalties. On January 6, 2016, the parties reached an agreement to settle the litigation, the terms of which are confidential. An order dismissing the action with prejudice was entered on January 28, 2016.

On April 1, 2016, the California Attorney General’s Office filed an action against MS&Co. in California state court styledCalifornia v. Morgan Stanley, et al., on behalf of California investors, including the California Public Employees’ Retirement System and the California Teachers’ Retirement System. The complaint alleges that MS&Co. made misrepresentations and omissions regarding residential mortgage-backed securities and notes issued by the Cheyne SIV, and asserts violations of the California False Claims Act and other state laws and seeks treble damages, civil penalties, disgorgement, and injunctive relief. On September 30, 2016, the court granted MS&Co.’s demurrer, with leave to replead. On October 21, 2016, the California Attorney General filed an amended complaint. On January 25, 2017, the court denied MS&Co.’s demurrer with respect to the amended complaint. On April 24, 2019, the parties reached an agreement to settle the litigation, the terms of which are confidential.

 


 

Additional or replacement Commodity Brokers may be appointed in respect of the Fund in the future.

 

CONFLICTS OF INTERESTConflicts of Interest

General

General

The Managing Owner has not established formal procedures to resolve all potential conflicts of interest. Consequently, investors may be dependent on the good faith of the respective parties subject to such conflicts to resolve them equitably. Although the Managing Owner attempts to monitor these conflicts, it is extremely difficult, if not impossible, for the Managing Owner to ensure that these conflicts do not, in fact, result in adverse consequences to the Fund.Fund and the Shareholders.

Prospective investors should be aware that the Managing Owner presently intends to assert that Shareholders have, by subscribing for Shares, of the Fund, consented to the following conflicts of interest in the event of any proceeding alleging that such conflicts violated any duty owed by the Managing Owner to investors.

The Managing Owner

The Managing Owner has a conflict of interest in allocating its own limited resources among different clients and potential future business ventures, to each of which it owes fiduciary duties. Additionally,Certain of the professional staff of the Managing Owner may also service other affiliates of the Managing Owner and their respective clients. AlthoughThe Managing Owner may, from time to time, have conflicting demands in respect of its obligations to the Fund and to other commodity pools and accounts. It is possible that current or future pools that the Managing Owner operates or advises may generate larger fees than the fees that the Managing Owner receives from the Fund. In such a scenario, the Managing Owner’s principals and its professional staff cannot and will not devote all of its or their respective time or resources to the managementemployees may receive a greater portion of the businesscompensation from those other mandates. Any such increase in fee income for the Managing Owner or compensation for its principals and affairs ofemployees would create an incentive to expend greater resources on those other mandates than on operating and advising the Fund and the Master Fund, theFund. The Managing Owner intends to devote, and to cause its professional staff to devote, sufficient time and resources properly to manage properly the business and affairs of the Fund and the Master Fund consistent with its or their respective fiduciary duties to the Fund and the Master Fund and others.

Relationship of the Managing Owner to the Commodity Broker

The Managing Owner has a conflict of interest in the selection of affiliated money market mutual funds and/orT-Bill ETFs in which the Fund may invest a portion of its cash for margin and/or cash management purposes. The Managing Owner may choose to invest a portion of the Fund’s cash in an affiliated money market mutual fund and/orT-Bill ETF despite the fact

thatnon-affiliated money market mutual funds orT-Bill ETFs may pay a higher dividend and/or make a bigger distribution of capital gains. In addition, the Managing Owner would have a conflict of interest if it sought to redeem the Fund’s interest in an affiliated money market mutual fund orT-Bill ETF in circumstances when such a redemption would be unfavorable for the affiliated fund.

The Trust Agreement provides that in the case of a conflict of interest between the Managing Owner or any of its affiliates, on the one hand, and the Commodity Broker are wholly-owned subsidiariesTrust or any other person, on the other hand, the Managing Owner shall resolve such conflict of Deutsche Bank AG. The Commodity Broker receivesinterest, take such action or provide such terms, considering in each case the relative interest of each party (including its own interest) to such conflict, agreement, transaction or situation and the benefits and burdens relating to such interests, any customary or accepted industry practices, and any applicable generally accepted accounting practices or principles. In the absence of bad faith by the Managing Owner, the resolution, action or terms so made, taken or provided by the Managing Owner shall not constitute a brokerage commission for futures interests transactions effected for the Master Fund. Customersbreach of the Commodity Broker who maintain commodityTrust Agreement or any duty or obligation of the Managing Owner.

Invesco Distributors

Because the Managing Owner and foreign exchange trading accounts may pay commissions at negotiated rates whichInvesco Distributors are greater or less thanaffiliates, the rate paid by the Master Fund.

The Managing Owner has a disincentive to replace the Commodity Broker as the Master Fund’s broker because it is an affiliate of the Managing Owner. In connection with this conflict of interest, Shareholders should understand that the Commodity Broker receives a round-turn brokerage fee from the Master Fund for serving as the Master Fund’s commodity broker. A round-turn trade is a completed transaction involving both a purchase and a liquidating sale, or a sale followed by a covering purchase.

The Managing Owner and the Commodity Broker may, from time-to-time, have conflicting demands in respect of their obligations to the Master Fund and to the Fund and, in the future, to other commodity pools and accounts. It is possible that future pools thatInvesco Distributors. Furthermore, the Managing Owner may become involved with may generate larger brokerage commissions, resulting in increased payments to employees.

There isdid not conduct an absence of arm’s length negotiation with respect to some of the terms of this offering, and there has been no independent due diligence conducted with respect to this offering.Invesco Distributors.

The Commodity Broker

The Commodity Broker may have a conflict of interest in its execution of trades for the Fund and for other customers. For example, the Commodity Broker may act from time-to-timetime to time as a commodity broker for other accounts with which it is affiliated or in which it or one of its affiliates has a financial interest. The compensation received by the Commodity Broker from such accounts may be more or less than the compensation received for brokerage services provided to the Master Fund. Customers of the Commodity Broker who maintain commodity trading accounts may pay commissions at negotiated rates which are greater or lesser than the rate paid by the Fund. The Commodity Broker will also benefit from executing orders for other clients, whereas the Fund may be harmed to the extent that the Commodity Broker has fewer resources to allocate to the Fund’s accounts due to the existence of such other clients.

In addition, various accounts traded through the Commodity Broker (and over which their personnel may have discretionary trading authority) may take positions in the futures markets opposite to those of the Master Fund or may compete with the Master Fund for the same positions. The Commodity Broker may have a conflict of interest in its execution of trades for the Master Fund and for other customers. The Managing Owner will, however, not retain any commodity brokeremploys various methods for reviewing the Master Fund which the Managing Owner has reason to believe would knowingly or deliberately favor any other customer over the Master Fund with respect to the execution of commodity trades.

Commodity Broker’s performance.

The Commodity Broker, will benefit from executing ordersits principals and its affiliates may trade in the commodity and foreign exchange markets for their proprietary accounts and for the accounts of their clients. In doing so, they may take positions opposite those held by the Fund, may trade ahead of the Fund, may compete with the Fund for positions in the marketplace and may give preferential treatment to these proprietary andnon-proprietary accounts. Such trading may create conflicts of interest in respect of their obligations to the Fund. Records of proprietary trading and trading on behalf of other clients whereas the Master Fund maywill not be harmed to the extent that the Commodity Broker has fewer resources to allocate to the Master Fund’s accounts due to the existence of such other clients.

available for inspection by Shareholders.

Certain officers or employees of the Commodity Broker may be members of United States commoditiesfutures exchanges and/or serve on the governing bodies and standing committees of such exchanges, their clearing houses and/or various other industry organizations. In such capacities, these officers or employees may have a fiduciary duty to the exchanges, their clearing houses and/or such various other industry organizations which could compel such employees to act in the best interests of these entities, perhaps to the detriment of the Master Fund.

The Index Sponsor and the Marketing Agent

DIMA, in its capacity as the Fund’s Index Sponsor and Marketing Agent, has a conflict of interest in allocating its own limited resources among different clients and potential future business ventures. Certain of the professional staff of DIMA may also service other affiliates of DIMA and their respective clients. DIMA, in its capacity as the Fund’s Index Sponsor and Marketing Agent may, from time to time, have conflicting demands in respect of its obligations to the Fund and to other clients. It is possible that current or future pools that DIMA may become involved with in similar capacities may generate larger fees, which may cause DIMA to devote resources to other clients that otherwise would have been focused on the Fund.

Proprietary Trading/Other Clients

The Managing Owner the Commodity Broker and their respective affiliates may trade in the commodity and foreign exchange markets for their own accounts and for the accounts of their clients, and in doing so may take positions opposite to those held by the Master Fund or may compete with the Master Fund for positions in the marketplace. Such trading may create conflicts of interest on behalf of one or more such persons in respect of their obligations to the Master Fund. Records of proprietary trading and trading on behalf of other clients will not be available for inspection by Shareholders.trade proprietary accounts.

BecauseThe principals of the Managing Owner the Commodity Broker and their respective affiliates may trade for their own proprietary accounts (subject to certain internal Invesco Ltd. employee trading policies and procedures) at the same time that they are managing the account of the Master Fund, prospective investors should be aware that—asFund. As a result, of a neutral allocation system, testing a newthe principals’ own trading system, trading their proprietary accounts more aggressively or other activities not constituting a breach of fiduciary duty—such persons may from time-to-time takeresult in the principals taking positions in their proprietarypersonal trading accounts whichthat are opposite orto those held by the Fund, may trade ahead of the Fund, may compete with the Fund for positions takenin the marketplace and may give preferential treatment to these proprietary accounts. Records of the principals’ personal trading accounts will not be available for the Master Fund.inspection by Shareholders.

 

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the Shares; Certain Material Terms of the Trust Agreement

DESCRIPTION OF THE SHARES AND THE MASTER FUND UNITS; CERTAIN MATERIAL TERMS OF THE TRUST DECLARATIONS

The following summary describes in brief the Shares and the Master Fund Units and certain aspects of the operation of the Fund and the Master Fund and the respective responsibilities of the Trustee and the Managing Owner concerning the Fund and Master Fund and the material terms of the Declarations of Trust each of which are substantially identical except as set forth below.Agreement. Prospective investors should carefully review the Forms of Declarations of Trust Agreement filed as exhibitsan exhibit to the registration statement of which this Prospectus is a part and consult with their own advisers concerning the implications to such prospective subscribers of investing in a Delaware statutory trust. Capitalized terms used in this section and not otherwise defined shall have such meanings assigned to them under the applicable Trust Declaration.Agreement.

Description of the Shares and the Master Fund Units

The Fund will issueissues common units of beneficial interest, or Shares, which represent units of fractional undivided beneficial interest in and ownership of the Fund. The Shares will beare listed on the AmexNYSE Arca under the symbol “DBV.”

The Shares may be purchased from the Fund or redeemed on a continuous basis, but only by Authorized Participants and only in blocks of 200,000 Shares, or Baskets.Creation Units. Individual Shares may not be purchased from the Fund or redeemed. Shareholders that are not Authorized Participants may not purchase from the Fund or redeem Shares or Baskets.Creation Units.

The Fund will invest the proceeds of its offering of Shares in the Master Fund. The Master Fund will issue common units of beneficial interest, or Master Fund Units, which represent units of fractional undivided beneficial interest in and ownership of the Master Fund. Master Fund Units may be purchased or redeemed on a continuous basis, but only by the Fund and only in blocks of 200,000 Master Fund Units, or Master Unit Baskets. The Master Fund will be wholly-owned by the Fund and the Managing Owner. Each Share issued by the Fund will correlate with a Master Fund Unit issued by the Master Fund and held by the Fund.

Principal Office; Location of Records

Each of the Fund and the MasterThe Fund is organized as a statutory trust under the Delaware Statutory Trust Act. The Fund and Master Fund areis managed by the Managing Owner, whose office is located at 60 Wall Street, New York, New York 10005,3500 Lacey Road, Suite 700, Downers Grove, IL 60515, telephone: (212) 250-5883.(800)983-0903.

The books and records of the Fund and the Master Fund will beare maintained as follows: all marketing materials will beare maintained at the offices of ALPSInvesco Distributors, Inc., 1625 Broadway,11 Greenway Plaza, Suite 2200, Denver, Colorado 80202;1000, Houston, Texas 77046-1173, telephone number (303) 623-2577; Basket(800)983-0903; Creation Unit creation and redemption books and records, certain financial books and records (including Fund and Master Fund accounting records, ledgers with respect to assets, liabilities, capital, income and expenses, the registrar, transfer journals and related details) and trading and related documents received from futures commission merchants will beare maintained by The Bank of New York 2 Hanson Place, 12th Floor, Brooklyn,Mellon, 240 Greenwich Street, New York, 11217,New York 10007, telephone number (718) 315-4850.315-7500. All other books and records of the Fund and the Master Fund (including minute books and other general corporate records, trading records and related reports and other items received from the Master Fund’s Commodity Brokers) will beare maintained at the Fund’s principal office, c/o DB Commodity ServicesInvesco Capital Management LLC, 60 Wall Street, New York, New York 10005;3500 Lacey Road, Suite 700, Downers Grove, IL 60515; telephone number (212) 250-5883.(800)983-0903.

The books and records of the Fund and the Master Fund are located at the foregoing addresses, and available for inspection and copying (upon payment of reasonable reproduction costs) by Shareholders or their representatives for any purposes reasonably related to a Shareholder’s interest as a beneficial owner of such Shares during regular business hours as provided in the Declarations of Trust.Trust Agreement. The Managing Owner will maintain and preserve the books and records of the Fund and the Master Fund for a period of not less than six years.

The Trustee

Wilmington Trust Company, a Delaware banking corporation,trust company, is the sole Trustee of the Fund and Master Fund. The Trustee’s principal offices are located at Rodney Square North, 1100 North Market Street, Wilmington, Delaware 19890-0001. The Trustee is unaffiliated with the Managing Owner.

The Trustee’s duties and liabilities with respect to the offering of the Shares and the management of the Fund and Master Fund are limited to its express obligations under the Trust Declarations.Agreement.

The rights and duties of the Trustee, the Managing Owner and the Shareholders are governed by the provisions of the Delaware Statutory Trust Act and by the applicable Trust Declaration.Agreement.

The Trustee serves as the sole trustee of the Fund and the Master Fund in the State of Delaware. The Trustee will accept service of legal process on the Fund and the Master Fund in the State of Delaware and will make certain filings under the Delaware Statutory Trust Act. The Trustee does not owe any other duties to the Fund, or the Master Fund, the Managing Owner or the Shareholders. The Trustee is permitted to resign upon at least sixty (60) days’ notice to the Fund, and the Master Fund,provided,, that any such resignation will not be effective until a successor Trustee is appointed by the Managing Owner. Each of theThe Trust DeclarationsAgreement provides that the Trustee is compensated by the Fund or Master Fund, as appropriate, and is indemnified by the Fund or Master Fund, as appropriate, against any expenses it incurs relating to or arising out of the formation, operation or termination of the Fund or Master Fund, as appropriate,the execution, delivery and performance of any other agreements to which the Trust is a party or the performanceaction or inaction of its duties pursuant to the Trust Declarations,Trustee, except to the extent that such expenses result from the gross negligence or willful misconduct of the Trustee. The Managing Owner has the discretion to replace the Trustee.

Only the Managing Owner has signed the registration statement of which this Prospectus is a part, and only the assets of the Fund, the Master Fund and the Managing Owner are subject to issuer liability under the federal securities laws for the information contained in this Prospectus and under federal securities laws with respect to the issuance and sale of the Shares. Under such laws, neither the Trustee, either in its capacity as Trustee or in its individual capacity, nor any director, officer or controlling person of the Trustee is, or has any liability as, the issuer or a director, officer or controlling person of the issuer of the Shares. The Trustee’s liability in connection with the issuance and sale of the Shares is limited solely to the express obligations of the Trustee set forth in eachthe Trust Declaration.Agreement.

Under each Trust Declaration, the Trustee has delegated to the Managing Owner the exclusive management and control of all aspects of the business of the Fund and Master Fund. The Trustee will havehas no duty or liability to supervise or monitor the performance of the Managing Owner, nor willdoes the Trustee have any liability for the acts or omissions of the Managing Owner.Owner in accordance with the Managing Owner’s instructions. The Shareholders have no voice in theday-to-day management of the business and operations of the Fund or the Master Fund, other than certain limited voting rights as set forth in eachthe Trust Declaration.Agreement. In the course of its management of the business and affairs of the Fund and the Master Fund, the Managing Owner may, in its sole and absolute discretion, appoint an affiliate or affiliates of the Managing Owner as additional managing owners (except where the Managing Owner has been notified by the Shareholders that it is to be replaced as the managing owner) and retain such persons, including affiliates of the Managing Owner, as it deems necessary for the efficient operation of the Fund or Master Fund, as appropriate.Fund.

Because theThe Trustee has delegated substantially all of its authority over the operation of the Fund and the Master Fund to the Managing Owner, the Trustee itself is not registered in any capacity with the CFTC.

The Managing Owner

Background and Principals

DB Commodity ServicesInvesco Capital Management LLC, a Delaware limited liability company, is the Managing Owner of the FundFund. The Managing Owner was formed on February 7, 2003 for the purpose of serving as the managing owner of investment vehicles such as ETFs. The Managing Owner hasmanaged non-commodity futures based ETFs since 2003 and the Master Fund.a commodity futures based ETF since 2014. The Managing Owner serves as both commodity pool operator and commodity trading advisor of the Fund and Master Fund. The Managing Owner has been registered with the CFTC as a commodity pool operator andsince January 1, 2013, a commodity trading advisor since June 7, 2005October 1, 2014, and ishas been a member in good standing of the NFA in such capacity.since January 1, 2013. It has beenan NFA-approved swap firm since September 8, 2015. Its principal place of business is 60 Wall Street, New York, New York 10005,3500 Lacey Road, Downers Grove, Illinois 60515, telephone number (212) 250-5883.(800) 983-0903. The Managing Owner is a wholly-owned subsidiaryan affiliate of DB U.S. Financial Markets Holding Corporation, which is a wholly-owned, indirect subsidiary of Deutsche Bank AG. DB U.S. Financial Markets Holding Corporation has been a principal of the Managing Owner since June 7, 2005.Invesco Ltd.The registration of the Managing Owner with the CFTC and its membership in the NFA must not be taken as an indication that either the CFTC or the NFA has recommended or approved the Managing Owner the Fund or the Master Fund.

In its capacity as a commodity pool operator, the Managing Owner is an organization which operates or solicits funds for a commodity pool;pools; that is, an enterprise in which funds contributed by a number of persons are combined for the purpose of trading futures contracts. In its capacity as a commodity trading advisor, the Managing Owner is an organization which, for compensation or profit, advises others as to the value of or the advisability of buying or selling futures contracts.

Principals and Key Employees

Kevin Rich, Gregory Collett and Robert Lazarus serveThe Managing Owner has served as the Chief Executive Officer, Chief Operating Officermanaging owner, commodity pool operator, and principal financial officer and Compliance Officercommodity trading advisor of the Fund since February 23, 2015, which is the date upon which the Managing Owner assumed those responsibilities for the Fund from the Predecessor Managing Owner. Please see the chart on page 29 for information regarding past performance of the Fund.

Effective June 4, 2018, the name of the Managing Owner respectively.changed from Invesco PowerShares Capital Management LLC to Invesco Capital Management LLC and the name of the Fund changed from PowerShares DB G10 Currency Harvest Fund to Invesco DB G10 Currency Harvest Fund.

Principals

The following principals serve in the below capacities on behalf of the Managing Owner:

 

  NameCapacity

Daniel Draper

Chief Executive Officer, Board of Managers

Peter Hubbard

Vice President and Director of Portfolio Management

Kristie Feinberg

Board of Managers

Annette Lege

Principal

Melanie Zimdars

Chief Compliance Officer

Kelli Gallegos

Principal Financial and Accounting Officer, Investment Pools

John Zerr

Board of Managers

Brian Hartigan

Global Head of ETF Investments

Invesco Group Services Inc. is also a principal of the Managing Owner.

The Managing Owner is managed by a Board of Managers. The Board of Managers is comprisedcomposed of Messrs. Rich, CollettDraper and Lazarus.Zerr and Ms. Feinberg.

The Managing Owner has designated Mr. Hubbard as the trading principal of the Fund.

Kevin RichDaniel Draper joined Deutsche Bank AG in June 2003 and serves as a Director in the Global Currency & Commodities Complex Risk Group with responsibility for providing currency and commodity-based investor solutions to the DB sales force in the Americas. Mr. Rich serves as an associated person, principal and(50) has been Chief Executive Officer of the Managing Owner. Prior to joining Deutsche Bank,Owner since March 24, 2016. In this role, he has general oversight responsibilities for all of the Managing Owner’s business. Mr. Rich wasDraper has been a Regional Vice President from November 2002 through May 2003 in Product Distribution for Claymore Securities, Inc. (“Claymore”),Member of the Board of Managers of the Managing Owner since September 2013. In this role he is responsible for distributionthe management of closed-end fundsthe Managing Owner’s exchange traded fund business with direct functional reporting responsibilities for the Managing Owner’s portfolio management, products, marketing and unit investment trustscapital markets teams. In such capacity, Mr. Draper also is responsible for managing the operations of the Invesco Funds. Previously, Mr. Draper was the Global Head of Exchange Traded Funds for Credit Suisse Asset Management (“Credit Suisse”) based in the StateLondon from March 2010 until June 2013, followed by a three monthnon-compete period pursuant to his employment terms with Credit Suisse. Credit Suisse is an asset management business of New York. Mr. Rich acted as an independent product development consultant prior to joining Claymore (August through October, 2002).Credit Suisse Group, a financial services company. From January 2000 through July 2002,2007 to March 2010, he was the Global Head of Exchange Traded Funds for Lyxor Asset Management in London, an investment management business unit of Societe Generale Corporate & Investment Banking. Mr. Rich worked at Lehman Brothers, Inc.Draper was previously registered as a Significant Influence Functions (“SIF”) person with the UK’s Financial Conduct Authority. He withdrew SIF person status on June 30, 2013 when he left Credit Suisse. Mr. Rich served in several roles supporting the equities, fixed income and investment banking product lines. Mr. RichDraper received his MBA in Finance from the New YorkKenan-Flagler Business School at the University Leonard N. Stern School of Business in 1996North Carolina at Chapel Hill and his BachelorsBA from the College of ScienceWilliam and Mary in Virginia. Mr. Draper is currently registered with FINRA and holds the Series 7, 24 and 63 registrations. Mr. Draper was listed as a principal of the Managing Owner on December 16, 2013.

Peter Hubbard(39) joined the Managing Owner in May 2005 as a portfolio manager and has been Vice President, Director of Portfolio Management since September 2012. In his role, Mr. Hubbard manages a team of eight portfolio managers. His responsibilities include facilitating all portfolio management processes associated with more than 150 equity and fixed income Invesco Funds listed in the United States, Canada and Europe. He is a graduate of Wheaton College with a B.A. degree in Business Administration& Economics. Mr. Hubbard was listed as a principal and registered as an associated person of the Managing Owner on November 15, 2012 and January 1, 2013, respectively. Mr. Hubbard was registered as a swap associated person of the Managing Owner effective as of September 8, 2015.

Kristie Feinberg (44) is Chief Financial Officer of the Americas for Invesco Ltd., a global investment management company affiliated with the Managing Owner. She was appointed to this position in May 2019. In this capacity, Ms. Feinberg is responsible for general management support, in addition to executing on various strategic initiatives and overseeing the financial framework for the business units operating within the Americas division of Invesco Ltd. She has also served as a Member of the Board of Managers of the Managing Owner since June 2019. From January 2001 to May 2019, she served as Senior Vice President and Corporate Treasurer for OFI Global Asset Management, a global investment management company offering various retail and institutional investment solutions. She received an M.B.A. in finance from TaylorColumbia University and a B.A. in Upland, IndianaEconomics from St. Cloud State University. Additionally Ms. Feinberg is a CFA® charterholder, a

Financial Risk Manager - Certified by the Global Association of Risk Professionals and a Certified Treasury Professional. Ms. Feinberg was listed as a principal of the Managing Owner on June 20, 2019.

Annette Lege(49) has been a Chief Accounting Officer and Head of Finance and Corporate Services (“FCS”) Business Services for Invesco Ltd. since March 2017. In this role, she is responsible for all aspects of Corporate Accounting including group financial reporting, internal controls and group accounting policies. Ms. Lege also manages Invesco’s Finance operations and shared service centers and has held this role since September 2015. Previously, Ms. Lege was Head of FCS Transformation Office from October 2013 through September 2015, with responsibility for business transformation initiatives taking place across FCS at Invesco. Before assuming that role in 1983.October 2013, Ms. Lege held the position of North American Corporate Controller at Invesco from March 2007 to October 2013. Ms. Lege is also a CPA, is licensed by FINRA as a Financial Operations Principal, and is a member of the Texas State Board of Public Accountants. Ms. Lege earned a BBA in accounting from the University of Houston. Ms. Lege was listed as a principal of the Managing Owner on March 30, 2017 and was listed as a principal of Invesco Advisers, Inc., a registered investment adviser affiliated with the Managing Owner, on March 22, 2017.

Gregory CollettMelanie H. Zimdars(42) has been Chief Compliance Officer of the Managing Owner since November 2017. In this role she is responsible for all aspects of regulatory compliance for the Managing Owner. Ms. Zimdars has also served as Chief Compliance Officer of Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust and Invesco Actively Managed Exchange-Traded Commodity Fund Trust since November 2017. From September 2009 to October 2017, she served as Vice President and Counsel in the Legal DepartmentDeputy Chief Compliance Officer at ALPS Holdings, Inc. where she was Chief Compliance Officer for six different mutual fund complexes, including active and passive ETFs andopen-end andclosed-end funds. Through its subsidiary companies, ALPS Holdings, Inc. is a provider of Deutsche Bank AG from October 2002 through June 2006, where he worked primarily with the Commodities Group tobuild Deutsche Bank’s powerinvestment products and gas trading and commodity funds businesses. Mr. Collett joined the Global Currency & Commodities Complex Risk Group in June 2006 with responsibility for providing currency and commodity based investorcustomized servicing solutions to the DB sales force infinancial services industry. Ms. Zimdars received a BS degree from the AmericasUniversity ofWisconsin-La Crosse. Ms. Zimdars was listed as a principal of the Managing Owner on February 1, 2018.

Kelli Gallegos(48) has been Principal Financial and Accounting Officer – Investment Pools for the Managing Owner since September 2018. Additionally, since September 2018, Ms. Gallegos has been Principal Financial and Accounting Officer – Investment Pools of Invesco Specialized Products, LLC (sponsor to a suite of currency exchange-traded funds, “ISP”), Head of North America Fund Reporting of Invesco, Ltd. (“Invesco”, a global investment management company), and Vice President and Treasurer of Invesco Exchange Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust, and Invesco Exchange-Traded Self-Indexed Fund Trusts (each a registered investment company offering series of exchange-traded funds, the “Invesco ETFs”). She also serves as Vice President (since March 2016), Principal Financial Officer (since March 2016) and Assistant Treasurer (since December 2008) for a suite of mutual funds advised by Invesco Advisers, Inc., a registered investment adviser (the “Invesco Funds”). In her roles with the Managing Owner, ISP, Invesco, the Invesco ETFs and the Invesco Funds, Ms. Gallegos has financial and administrative oversight responsibilities for, and serves as Principal Financial Officer of the Invesco ETFs, the Fund and the exchange-traded funds for which ISP serves as sponsor (the “CurrencyShares Trusts”). Previously, she was Director of Fund Financial Services from December 2008 to September 2018, Assistant Treasurer for the Managing Owner from January 2013 to September 2018, Assistant Treasurer of ISP from April 2018 to September 2018, Assistant Treasurer for the Invesco ETFs from September 2014 to September 2018 and Assistant Vice President for the Invesco Funds from December 2008 to March 2016. In such roles, Ms. Gallegos managed the group of personnel responsible for the preparation of fund financial statements and other information necessary for shareholder reports, fund prospectuses, regulatory filings, and for the coordination and oversight of third-party service providers of the Fund, the Invesco ETFs, the Invesco Funds, and the CurrencyShares Trusts. Ms. Gallegos earned a BBA in accounting from Harding University in Searcy, AR. Ms. Gallegos was listed as a principal of the Managing Owner on September 25, 2018.

John Zerr(57) has been a Member of the Board of Managers of the Managing Owner since September 2006. Mr. Zerr has also served as Chief Operating Officer of the Americas for Invesco Ltd since February 2018. Prior to his current position, Mr. Zerr served as Managing Director and General Counsel for U.S. Retail of Invesco Management Group, Inc., a registered investment adviser affiliated with the Managing Owner, from March 2006 until February 2018, where he was responsible for overseeing the U.S. Retail Legal Department for Invesco Ltd. and its affiliated companies. Mr. Zerr has also been a Senior Vice President and Secretary of IDI since March 2006 and June 2006, respectively. He also served as a Director of that entity

until February 2010. Mr. Zerr has served as Senior Vice President of Invesco Advisers, Inc., a registered investment adviser affiliated with the Managing Owner, since December 2009. Mr. Zerr serves as a Director, Vice President and Secretary of Invesco Investment Services, Inc., a registered transfer agency since May 2007. Mr. Zerr has served as Director, Senior Vice President, General Counsel and Secretary of a number of other Invesco Ltd. wholly-owned subsidiaries which service or serviced portions of Invesco Ltd.’s U.S. Retail business since May 2007 and since June 2010 with respect to certain Van Kampen entities engaged in the asset management business that were acquired by Invesco Ltd. from Morgan Stanley. In each of the foregoing positions Mr. Zerr is responsible for overseeing legal operations. In such capacity, Mr. Zerr also is responsible for overseeing the legal activities of the Invesco Funds. Mr. Zerr earned a BA degree in economics from Ursinus College. He graduated cum laude with a J.D. from Temple University School of Law. Mr. Zerr was listed as a principal financial officer of the Managing Owner. From March 2000 through October 2002,Owner on December 6, 2012.

Brian Hartigan(40) joined the Managing Owner in May 2015 as Global Head of ETF Investments. In his role, Mr. Collett was an associateHartigan manages portfolio management function at the Managing Owner, with the law firmDirector of Sidley Austin LLP in New York,Portfolio Management reporting to him. Previously from June 2010 until May of 2015, Mr. Hartigan was the Head of Portfolio Management and prior toResearch for Invesco Capital Markets, Inc., the sponsor of unit investment trusts. In that role, he was an attorney-advisor with the Commodity Futures Trading Commission October 1998 to February 2000. Since 2003, Mr. Collett has served on the Futures Industry Association’s Law & Compliance Executive Committee. Mr. Collett received his J.D. from George Washington University Law School in 1997 andoversaw portfolio management of Invesco unit trusts. He earned his B.A. from Colgatethe University of St. Thomas in 1993.

Robert Lazarus joined Deutsche Bank Securities Inc.Minnesota and an MBA in November 2003 asfinance from DePaul University. He is a CommoditiesCFA charterholder and Futures Compliance Officer. His rolea member of the CFA Society of Chicago. Mr. Hartigan was expanded in June 2004 to include Foreign Exchange compliance responsibilities. Mr. Lazarus became a Director in February 2005. From March 2001 through September 2003, Mr. Lazarus was the Compliance Officer responsible for Commodities and Futures for Barclays Capital Inc. Mr. Lazarus was on sabbatical during October 2003. From January 2000 to March 2001, Mr. Lazarus held positions including, Director—Head of Exchange Traded Derivatives and also Head of Capital Markets Fixed Income Compliance at PaineWebber Inc./UBS Securities Inc. Mr. Lazarus serveslisted as a principal and the Compliance Officer of the Managing Owner. Mr. Lazarus received his B.B.A. from Bernard M. Baruch College in 1983.

Fiduciary and Regulatory Duties of the Managing Owner

An investor should be aware that the Managing Owner has a fiduciary responsibility to the Shareholders to exercise good faith and fairness in all dealings affecting the Fund and the Master Fund.

As managing owner of the Fund and the Master Fund, the Managing Owner effectively is subject to the duties and restrictions imposed on “fiduciaries” under both statutory and common law. The Managing Owner has a fiduciary responsibility to the Shareholders to exercise good faith, fairness and

loyalty in all dealings affecting the Fund and the Master Fund, consistent with the terms of the Trust Declarations. A form of each of the Trust Declarations is filedregistered as an exhibit to the registration statement of which this Prospectus is a part. The general fiduciary duties which would otherwise be imposed on the Managing Owner (which would make the operation of the Fund and the Master Fund as described herein impracticable due to the strict prohibition imposed by such duties on, for example, conflicts of interest on behalf of a fiduciary in its dealings with its beneficiaries), are defined and limited in scope by the disclosure of the business terms of the Fund and the Master Fund, as set forth herein and in the Trust Declarations (to which terms all Shareholders, by subscribing to the Shares, are deemed to consent).

The Trust Declarations provide that the Managing Owner and its affiliates shall have no liability to the Fund or the Master Fund or to any Shareholder for any loss suffered by the Fund or the Master Fund arising out of any action or inactionassociated person of the Managing Owner or its affiliates or their respective directors, officers, shareholders, partners, members, managers or employees (the “Managing Owner Related Parties”) ifon February 21, 2018 and May 29, 2018, respectively.

Invesco Group Services Inc., which is a wholly owned, indirect subsidiary of Invesco Ltd., has been a principal of the Managing Owner Related Parties, in good faith, determined that such course of conduct was in the best interests of the Fund or the Master Fund, as applicable,since September 27, 2018 and such course of conduct did not constitute negligence or misconduct by the Managing Owner Related Parties. The Fund and the Master Fund have agreed to indemnify the Managing Owner Related Parties against claims, losses or liabilities based on their conduct relating to the Fund and the Master Fund, provided that the conduct resulting in the claims, losses or liabilities for which indemnity is sought did not constitute negligence or misconduct and was done in good faith and in a manner reasonably believed to be in the best interests of the Fund or the Master Fund, as applicable.

Under Delaware law, a beneficial owner of a business trust (suchhas periodically been listed with NFA as a Shareholderprincipal of the Fund) may, under certain circumstances, institute legal action on behalf of himself and all other similarly situated beneficial owners (a “class action”) to recover damages from a managing owner of such business trust for violations of fiduciary duties, or on behalf of a business trust (a “derivative action”) to recover damages from a third party where amanaging owner has failed or refused to institute proceedings to recover such damages. In addition, beneficial owners may have the right, subject to certain legal requirements, to bring class actions in federal court to enforce their rights under the federal securities laws and the rules and regulations promulgated thereunder by the Securities and Exchange Commission (“SEC”). Beneficial owners who have suffered losses in connection with the purchase or sale of their beneficial interests may be able to recover such losses from a managing owner where the losses result from a violation by the managing owner of the anti-fraud provisions of the federal securities laws.NFA members since May 17, 1990.

Under certain circumstances, Shareholders also have the right to institute a reparations proceeding before the CFTC against the Managing Owner (a registered commodity pool operator and commodity trading advisor), the Commodity Broker (registered futures commission merchant), as well as those of their respective employees who are required to be registered under the Commodity Exchange Act, as amended, and the rules and regulations promulgated thereunder. Private rights of action are conferred by the Commodity Exchange Act, as amended. Investors in futures and in commodity pools may, therefore, invoke the protections provided thereunder.

There are substantial and inherent conflicts of interest in the structure of the Fund and the Master Fund which are, on their face, inconsistent with the Managing Owner’s fiduciary duties. One of the purposes underlying the disclosures set forth in this Prospectus is to disclose to all prospective Shareholders these conflicts of interest so that the Managing Owner may have the opportunity to obtain investors’ informed consent to such conflicts. Prospective investors who are not willing to consent to the various conflicts of interest described under “Conflicts of Interest” and elsewhere should not invest in the Fund. The Managing Owner currently intends to raise such disclosures and consent as a defense in any proceeding brought seeking relief based on the existence of such conflicts of interest.

The foregoing summary describing in general terms the remedies available to Shareholders under federal law is based on statutes, rules and decisions as of the date of this Prospectus. This is a rapidly developing and changing area of the law. Therefore, Shareholders who believe that they may have a legal

cause of action against any of the foregoing parties should consult their own counsel as to their evaluation of the status of the applicable law at such time.

Ownership or Beneficial Interest in the Fund and Master Fund

TheAs of the date of this Prospectus, the Managing Owner has made and expects to maintain an aggregate investment of USD 25,000 in the Fund and the Master Fund. No principal has an ownership or beneficial interest in eitherprincipals of the Fund orManaging Owner own less than 1% of the Master Fund.Shares.

Management; Voting by Shareholders

Shareholders; Negative Consent

The Shareholders take no part in the management or control, and have no voice in the operations or the business of the Fund or the Master Fund. Shareholders, may, however, remove and replace the Managing Owner as the managing owner of the Fund, and may amend the Trust Declaration of the Fund,Agreement, except in certain limited respects, by the affirmative vote of a majority of the outstanding Shares then owned by Shareholders (as opposed to(not including Shares held by the Managing Owner and its affiliates). The owners of a majority of the outstanding Shares then owned by Shareholders may also compel dissolution of the Fund. The owners of 10% of the outstanding Shares then owned by Shareholders have the right to bring a matter before a vote of the Shareholders. The Managing Owner has no power under the Trust DeclarationAgreement to restrict any of the Shareholders’ voting rights. Any Shares purchased by the Managing Owner or its affiliates, as well as the Managing Owner’s general liability interestinterests in the Fund, arenon-voting.

Any action required or Masterpermitted to be taken by Shareholders by vote may be taken without a meeting by written consent setting forth the actions so taken. The written consents will be treated for all purposes as votes at a meeting. If the vote or consent of any Shareholder to any action of the Fund or any Shareholder, as contemplated by the Trust Agreement, is solicited by the Managing Owner, the solicitation will be effected by notice to each Shareholder given in the manner provided by the Trust Agreement.

The Trust Agreement permits the approval of actions through the negative consent of Shareholders. As provided in the Trust Agreement, the vote or consent of each Shareholder so solicited will be deemed conclusively to have been cast or granted as requested in the notice of solicitation, whether or not the notice of solicitation is actually received by that Shareholder, unless the Shareholder expresses written objection to the vote or consent by notice given in the manner provided in the Trust Agreement and actually received by the Fund within twenty (20) days after the notice of solicitation is effected. Because the Trust Agreement provides for negative consent (e.g., that Shareholders are non-voting.deemed to have consented unless they timely object), a Shareholder’s consent will be deemed conclusively to have been granted with respect to any matter for which the Managing Owner may solicit Shareholder consent unless the Shareholder expresses written objection in the manner required by the Trust Agreement and the written objection is actually received by the Trust

within twenty (20) days after the notice of solicitation is effected. This means that not responding to the vote or consent solicitation would have the same effect as responding with affirmative written consent. For example, in the context of a consent solicitation to change the managing owner or any other action, a Shareholder’s lack of a response will have the same effect as if the Shareholder had provided affirmative written consent for the proposed action.

The Managing Owner and all persons dealing with the Fund will be entitled to act in reliance on any vote or consent which is deemed cast or granted pursuant to the negative consent provision and will be fully indemnified by the Fund in so doing. Any action taken or omitted in reliance on this deemed vote or consent of one or more Shareholders will not be void or voidable by reason of timely communication made by or on behalf of all or any of these Shareholders in any manner other than as expressly provided in the Trust Agreement.

The Managing Owner has the unilateral right unilaterally to amend the Trust DeclarationAgreement, provided that any such amendment is for the benefit of and not adverse to the Shareholders or the Trustee and also in certain unusual circumstances, for example, if doing so is necessary to comply with certain regulatory requirements.

Recognition of the Fund and the Master Fund in Certain States

A number of states do not have “business trust” statutes such as that under which the Fund and the Master Fund havehas been formed in the State ofDelaware.of Delaware. It is possible, although unlikely, that a court in such a state could hold that, due to the absence of any statutory provision to the contrary in such jurisdiction, the Shareholders, 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. To protect Shareholders against any loss of limited liability, the Trust Declarations provideAgreement provides that no written obligation may be undertaken by the Fund or Master Fund unless such obligation is explicitly limited so as not to be enforceable against any Shareholder personally. Furthermore, each of the Fund and Master Fund itself indemnifies all its Shareholders against any liability that such Shareholders might incur in addition to that of a beneficial owner. The Managing Owner is itself generally liable for all obligations of the Fund and the Master Fund and will use its assets to satisfy any such liability before such liability would be enforced against any Shareholder individually.

Possible Repayment of Distributions Received by Shareholders; Indemnification by Shareholders

The Shares are limited liability investments; investors may not lose more than the amount that they invest plusincluding any profits recognized onappreciation in their investment.investments. However, Shareholders could be required, as a matter of bankruptcy law, to return to the estate of the Fund any distribution they received at a time when the Fund was in fact insolvent or in violation of itsthe Trust Declaration.Agreement. In addition, although the Managing Owner is not aware of this provision ever having been invoked in the case of any public futures fund, Shareholders agree in the Trust DeclarationAgreement that they will indemnify the Fund for any harm suffered by it as a result ofof:

 

Shareholders’ actions unrelated to the business of the Fund,Fund; or

 

taxes separately imposed on the Fund by any state, local or foreign taxing authority.

The foregoing repayment of distributions and indemnity provisions (other than the provision for Shareholders indemnifying the Fund for taxes imposed upon it by a state, local or foreign taxing authority, which is included only as a formality due to the fact that many states do not have business trust

statutes so that the tax status of the Fund in such states might, theoretically, be challenged — although the Managing Owner is unaware of any instance in which this has actually occurred) are commonplace in statutory trusts and limited partnerships.

Shares Freely Transferable

The Shares will trade on the AmexNYSE Arca and provide institutional and retail investors with direct access to the Fund. The Fund will hold no investment assets other than Master Fund Units. The Master Fund trades with a view to tracking the Index over time, less expenses. The Fund’s Shares may be bought and sold on the Amex like any other exchange-listed security.NYSE Arca.

Book-Entry Form

Individual certificates will not be issued for the Shares. Instead, global certificates are deposited by the Trustee with DTC and registered in the name of Cede & Co., as nominee for DTC. The global certificates evidence all of the Shares outstanding at any time. Under the Fund’s Trust Declaration,Agreement, Shareholders are limited to (1) participants in DTC such as banks, brokers, dealers and trust companies (DTC Participants)(“DTC Participants”), (2) those who maintain, either directly or indirectly, a custodial relationship with a DTC Participant (Indirect Participants)(“Indirect Participants”), and (3) those banks, brokers, dealers, trust companies and others who hold interests in the Shares through DTC Participants or Indirect Participants. The Shares are only transferable through the book-entry system of DTC. Shareholders who are not DTC Participants may transfer their Shares through DTC by instructing the DTC Participant holding their Shares (or by instructing the Indirect Participant or other entity through which their Shares are held) to transfer the Shares. Transfers are made in accordance with standard securities industry practice.

Reports to Shareholders

The Managing Owner will furnish you with an annual report of the Fund within 90 calendar days after the end of the Fund’s fiscal year as required by the rules and regulations of the SEC as well as with those reports required by the CFTC and the National Futures Association, or the NFA, including, but not limited to, an annual audited financial statementstatements certified by independent registered publicaccountantspublic accountants and any other reports required by any other governmental authority that has jurisdiction over the activities of the Fund and the Master Fund. You also will be provided with appropriate information to permit you to file your United StatesU.S. federal and state income tax returns (on a timely basis) with respect to your Shares. Monthly account statements conforming to CFTC and NFA requirements will beare posted on the Managing Owner’s website at www.dbfunds.db.com.https://www.invesco.com/ETFs. Additional reports may be posted on the Fund’sManaging Owner’s website in the discretion of the Managing Owner or as required by applicable regulatory authorities.

The Managing Owner will notify Shareholders of any change in the fees paid by the Fund and the Master Fund or of any material changes to the Fund or the Master Fund by filing with the SEC a supplement to this Prospectus and a Form8-K, which will be publicly available at http://www.sec.gov and at the Managing Owner’s website at www.dbfunds.db.com.https://www.invesco.com/ETFs. Any such notification will include a description of Shareholders’ voting rights.

NAV

Net Asset Value

Net asset valueNAV means the total assets of the Master Fund including, but not limited to, all cash and cash equivalents or other debt securities less total liabilities of the Master Fund, each determined on the basis of generally accepted accounting principles in the United States, consistently applied under the accrual method of accounting. In particular, net asset valueNAV includes any unrealized profit or loss on open futures contracts, and any other credit or debit accruing to the Master Fund but unpaid or not received by the Master Fund. All open futures contracts traded on a United StatesU.S. exchange will beare calculated at their then current market value, which will beare based upon the settlement price for that particular futures contract traded on the applicable United StatesU.S. exchange on the date with respect to which net asset valueNAV is being determined; provided, that if a futures contract traded on a United StatesU.S. exchange could not be liquidated on such day, due to the operation of daily limits or other rules of the exchange upon which that position is traded or otherwise, the settlement price onManaging Owner may value such futures contract pursuant to policies the most recent day on which the position could have been liquidated will be the basis for determining the market value of such position for such day.Managing Owner has adopted. The current market value of all

open futures contracts traded on a non-United Statesnon-U.S. exchange, to the extent applicable, will be based upon the settlement price for that particular futures contract traded on the applicable non-United Statesnon-U.S. exchange on the date with respect to which net asset valueNAV is being determined; provided further, that if a futures contract traded on a non-United Statesnon-U.S. exchange, to the extent applicable, could not be liquidated on such day, due to the operation of daily limits (if applicable) or other rules of the exchange upon which that position is traded or otherwise, the settlement priceManaging Owner may value such futures contract pursuant to policies the Managing Owner has adopted. The current market value of all open forward contracts entered into by the Fund, if any, shall be the mean between the last bid and last asked prices quoted by the bank or financial institution which is a party to the contract on the most recentdate with respect to which NAV is being determined; provided, that if such quotations are not available on such date, the mean between the last bid and asked prices on the first subsequent day on which the position could have been liquidated willsuch quotations are available shall be the basis for determining the market value of such positionforward contract for such day. The Managing Owner may in its discretion (and under extraordinary circumstances, including, but not limited to, periods during which a settlement price of a futures contract is not available due to exchange limit orders or force majeure type events such as systems failure, natural orman-made disaster, act of God, armed conflict, act of terrorism, riot or labor disruption or any similar intervening circumstance) value any asset of the Master Fund pursuant to such other principles as the Managing Owner deems fair and equitable so long as such principles are consistent with normal industry standards.equitable. Interest earned on the Master Fund’s foreign exchange futures brokerage account will beis accrued at least monthly. The amount of any distribution will be a liability of the Master Fund from the day when the distribution is declared until it is paid.

Net asset valueNAV per Master Fund UnitShare is the net asset valueNAV of the Master Fund divided by the number of outstanding Master Fund Units. Because there will be a one-to-one correlation between Shares and Master Fund Units, the net asset value per Share and the net asset value per Master Fund Unit will be equal.Shares.

Termination Events

The Fund will dissolve at any time upon the happening of any of the following events:

 

The filing of a certificate of dissolution or revocation of the Managing Owner’s charter (and the expiration of 90 days after the date of notice to the Managing Owner of revocation without a reinstatement of its charter) or upon the withdrawal, removal, adjudication or admission of bankruptcy orinsolvencyor insolvency of the Managing Owner, or an event of withdrawal unless (i) at the time there is at least one remaining Managing Owner and that remaining Managing Owner carries on the business of the Fund or (ii) within 90 days of such event of withdrawal all the remaining Shareholders agree in writing to continue the business of the Fund and to select, effective as of the date of such event, one or more successor Managing Owners. If the Fund is terminated as the result of an event of withdrawal and a failure of all remaining Shareholders to continue the business of the Fund and to appoint a successor Managing Owner as provided above within 120 days of such event of withdrawal, Shareholders holding Shares representing at least a majority (over 50%) of the net asset value (not including Shares held by the Managing Owner and its affiliates) may elect to continue the business of the Fund by forming a new statutory trust, or reconstituted trust, on the same terms and provisions as set forth in the Trust Declaration. Any such election must also provide for the election of a Managing Owner to the reconstituted trust. If such an election is made, all Shareholders of the Fund shall be bound thereby and continue as Shareholders of the reconstituted trust.

event of withdrawal unless (i) at the time there is at least one remaining managing owner and that remaining managing owner carries on the business of the Fund or (ii) within 90 days of such event of withdrawal all the remaining Shareholders agree in writing to continue the business of the Fund and to select, effective as of the date of such event, one or more successor managing owners. If the Fund is terminated as the result of an event of withdrawal and a failure of all remaining Shareholders to continue the business of the Fund and to appoint a successor managing owner as provided above within 120 days of such event of withdrawal, Shareholders holding Shares representing at least a majority (over 50%) of the NAV (not including Shares held by the Managing Owner and its affiliates) may elect to continue the business of the Fund by forming a new statutory trust (“ Reconstituted Trust”) on the same terms and provisions as set forth in the Trust Agreement (whereupon the Managing Owner and the Trustee shall execute and deliver any documents or instruments as may be necessary to reform the Trust). Any such election must also provide for the election of a managing owner to the Reconstituted Trust. If such an election is made, all Shareholders shall be bound thereby and continue as Shareholders of the Reconstituted Trust.

 

The occurrence of any event which would make unlawful the continued existence of the Fund.

 

In the event of the suspension, revocation or termination of the Managing Owner’s registration as a commodity pool operator or commodity trading advisor under the Commodity Exchange Act, or membership as a commodity pool operator or trading advisor with the NFA (if, in either case, such registration is required at such timeunder the Commodity Exchange Act or the rules promulgated thereunder) unless at the time there is at least one remaining Managing Owner whose registration or membership has not been suspended, revoked or terminated.

 

The Fund becomes insolvent or bankrupt.

 

The Shareholders holding Shares representing at least a majority (over 50%) of the net asset valueNAV (which excludes the Shares of the Managing Owner) vote to dissolve the Fund, notice of which is sent to the Managing Owner not less than ninety (90) Business Days prior to the effective date of termination.

(90) Business Days prior to the effective date of termination.

 

The determination of the Managing Owner that the aggregate net assets of the Fund in relation to the operating expenses of the Fund make it unreasonable or imprudent to continue the business of the Fund, or, in the exercise of its reasonable discretion, the determination by the Managing Owner to dissolve the Fund because the aggregate net asset valueNAV of the Fund as of the close of business on any business day declines below USD 10$10 million.

 

The Fund becomingis required to be registered as an investment company under the Investment Company Act of 1940.1940 Act.

 

DTC is unable or unwilling to continue to perform its functions, and a comparable replacement is unavailable.

 

DISTRIBUTIONS

Distributions

The Managing Owner has discretionary authority over all distributions made by the Fund. To the extent that the Master Fund’s actual and projected interest income from its holdings of United States Treasury securitiesIncome, Money Market Income and other high credit quality short-term fixed income securitiesT-Bill ETF Income exceeds the actual and projected fees and expenses of the Fund and the Master Fund, the Managing Owner expects periodically to make distributions of the amount of such excess. The FundManaging Owner currently does not expect to make distributions with respect to itsthe Fund’s capital gains. Depending on the Fund’s performance for the taxable year and your owna Shareholder’s tax situation for such year, youra Shareholder’s income tax liability for the taxable year for yourthe allocable share of the Fund’s net ordinary income or loss and capital gain or loss may exceed any distributions you receivethe Shareholder receives with respect to such year.

 

THE ADMINISTRATORThe Administrator, Custodian and Transfer Agent

The Managing Owner, on behalf of the Fund and the Master Fund, has appointed The Bank of New York asMellon is the administrator of the Fund and the Master Fund and has entered into an Administration Agreement in connection therewith.

The Bank of New York Mellon serves as the Custodian, and has entered into the Custody Agreement in connection therewith. The Bank of New York Mellon serves as the Transfer Agent of the Fund and has entered into a Transfer Agency and Service Agreement in connection therewith.

The Bank of New York Mellon, a banking corporation organized under the laws of the State of New York with trust powers, has an office at 2 Hanson Place, 12th Floor, Brooklyn,240 Greenwich Street, New York, 11217.New York 10007. The Bank of New York Mellon is subject to supervision by the New York State Banking Department and the Board of Governors of the Federal Reserve System. Information regarding the net asset valueNAV of the Fund, creation and redemption transaction fees and the names of the parties that have executed a Participant Agreement may be obtained from The Bank of New York Mellon by calling the following number: (718) 315-4412.315-7500. A copy of the Administration Agreement is available for inspection at The Bank of New York’s trustYork Mellon’s office identified above.

The Administrator will retainretains certain financial books and records, including: Basket creation and redemption books and records, Fund and Master Fund accounting records, ledgers with respect to assets, liabilities, capital, income and expenses, the registrar, transfer journals and related details and trading and related documents received from futures commission merchants, c/o The Bank of New York 2 Hanson Place, 12th Floor, Brooklyn,Mellon, 240 Greenwich Street, New York, 11217,New York 10007, telephone number (718) 315-4850.315-7500.

A summary of the material terms of the Administration Agreement is disclosed in the “Material Contracts” section.

The Administrator’s monthly fees of up to 0.03% per annum are paid on behalf of the Fund by the Managing Owner out of the Management Fee.

The Administrator and any of its affiliates may from time-to-timetime to time purchase or sell Shares for their own account, as agent for their customers and for accounts over which they exercise investment discretion.

The Administrator and any successor administrator must be a participant in DTC or such other securities depository as shall then be acting.

The Administrator also will receiveTransfer Agent receives a transaction processing fee in connection with orders from Authorized Participants to create or redeem BasketsCreation Units in the amount of USD 500$500 per order. These transaction processing fees are paid indirectlydirectly by the Authorized Participants and not by the FundFund. From time to time, the Managing Owner, in its sole discretion, may reimburse Authorized Participants for all or a portion of the Master Fund.processing fees from the Managing Owner’s own assets.

The Fund is expected to retainretains the services of one or more additional service providers to assist with certain tax reporting requirements of the Fund and its shareholders.Shareholders.

 

THE DISTRIBUTOR

The Managing Owner, on behalf of the Fund and the Master Fund, has appointed ALPSInvesco Distributors, Inc. or ALPS, to assist

Invesco Distributors assists the Managing Owner and the Administrator with certain functions and duties relating to distribution and marketing, which include the following: consultation with the marketing staff of the Managing Owner and its affiliates with respect to NASDFINRA compliance in connection with marketing efforts; review and filing of marketing materials with the NASD;FINRA; and consultation with the Managing Owner and its affiliates in connection with marketing and sales strategies. Investors may contact the DistributorInvesco Distributors toll-free in the U.S. at (877) 369-4617.(800)983-0903.

The Distributor will retainInvesco Distributors retains all marketing materials for the Fund, at the offices of ALPSInvesco Distributors, Inc., 1625 Broadway,11 Greenway Plaza, Suite 2200, Denver, Colorado 80202;1000, Houston, Texas 77046-1173; telephone number (303) 623-2577.

(800)983-0903.

The Managing Owner, out of the Management Fee, will pay the Distributorits own assets, pays Invesco Distributors $25,000 annually ($6,250 per quarter) for performing its duties on behalf of the Fund and the Master Fund and may pay the Distributor additional compensation in consideration of the performance by the Distributor of additional marketing, distribution and ongoing support services.Fund. Such additional services may include, among other services, reviewing distribution related legal documents and contracts, consulting on marketing or sales strategy, maintaining certain books and records in respect of the developmentFund and implementation of aperforming additional marketing planand distribution related services as may be agreed upon by Invesco Distributors and the utilization of the Distributor’s resources, which include an extensive broker database and a network of internal and external wholesalers. ALPSManaging Owner. Invesco Distributors is affiliated with ALPS Mutual Fund Services, Inc., a Denver-based service provider for administration, fund accounting, transfer agency and shareholder services for mutual funds, closed-end funds and exchange-traded funds with over 100,000 shareholder accounts and approximately USD 10 billion in client mutual fund assets under administration. ALPS provides distribution services and has approximately USD 120 billion in client assets under distribution.the Managing Owner.

 

Certain assistance and marketing services provided for

Index Sponsor

The Managing Owner, on behalf of the Fund, has appointed DIMA to serve as the Index Sponsor. The Index Sponsor calculates and publishes the daily index levels and the indicative intraday index levels. The Index Sponsor also calculates the

IIV per Share throughout each Business Day. The Index Sponsor may subcontract its services from time to time to one or more third parties.

The Managing Owner pays the Index Sponsor a licensing fee and an index services fee out of the Management Fee for performing its duties. These fees constitute a portion of the routine operational, administrative and other ordinary expenses and are paid from out of the Management Fee and are not charged to or reimbursed by the Distributor will beperformed using registered representativesFund.

Neither the Managing Owner nor any affiliate of the Distributor who are affiliates or employees of PowerShares Capital Management LLC. This assistance includesManaging Owner has any rights to influence the licensingselection of the PowerShares® registered service markfutures contracts underlying the Index.

The Index Sponsor is not affiliated with the Fund or the Managing Owner. The Managing Owner has entered into a license agreement with the Index Sponsor to use the Index.

The Index Sponsor makes no representation regarding the advisability of investing in Shares.

There is no relationship between the Index Sponsor and the Managing Owner or the Fund other than a services agreement and a license by the Index Sponsor to the Managing Owner of certain of the Index Sponsor’s trademarks and trade names, and the Index, for use by the Managing Owner or the Fund. Such trademarks, trade names and the Index have been created and developed by the Index Sponsor without regard to, and independently of, the Managing Owner and the Fund, their business, and/or any prospective investor. The Fund and the Managing Owner have arranged with the Fund. PowerShares® is a registered service mark of PowerShares Capital Management LLC. PowerShares Capital Management LLCIndex Sponsor to license the Index for possible inclusion in funds which the Managing Owner independently intends to develop and promote. The Index Sponsor is not a sponsorresponsible for, and has not participated in the determination of, the prices and amount of Shares or promoterthe timing of the issuance or sale of Shares or in the determination of any financial calculations relating thereto. The Index Sponsor has no obligation or liability in connection with the administration of the Fund, or marketing of the Shares. The Index Sponsor does not guarantee the accuracy and/or the completeness of the Index or any data included therein. The Index Sponsor shall have no liability for any errors, omissions, or interruptions therein. The Index Sponsor makes no warranty, express or implied, as to results to be obtained by the Managing Owner, the Fund or owners of Shares, or any other person or entity, from the use of the Index or any data included therein. The Index Sponsor makes no express or implied warranties, and expressly disclaims all warranties of merchantability or fitness for a particular purpose or use with respect to the Index or any data included therein, the Fund, or the Shares. DIMA has entered into a services agreement with the Managing Owner. The agreement between the Managing Owner and DIMA as Index Sponsor relates to the Managing Owner’s sponsorship not only of the Fund but of other commodity pools and ETFs. The agreement is for an initial six year term which commenced on February 26, 2015, with additionalone-year renewal terms unless terminated.

Both the Managing Owner and DIMA have the right to terminate on notice subject to payment of a termination fee, both with respect to a given fund and with respect to all funds subject to these agreements. Each party also has the right to terminate for cause, although the Managing Owner’s ability to exercise this right is restricted to a narrow set of circumstances during the initialsix-year term. Accordingly, there may be circumstances where the Managing Owner would otherwise believe cause exists to terminate DIMA but where it would have to rely on its right to terminate at will. The termination fee payable by the Managing Owner would be based on anticipated fee payments under these agreements during the remainder of the initialsix-year term, and therefore could be sufficiently high as to deter the Managing Owner from exercise of these termination rights. These termination fees would also be triggered by certain other termination rights of DIMA, including in the event of a change of control of the Managing Owner or changes of law affecting the licenses or services to be provided by DIMA. As a consequence of these termination fee rights, DIMA may elect to terminate these licenses and services under certain circumstances where, were these being provided under stand-alone arrangements in respect of the Fund, it might not elect to terminate the business relationship. Termination of the agreements between DIMA and the Managing Owner could result in disruption to the affairs of the Fund, including the need to adopt new indices and engage a replacement index sponsor.

Without limiting any of the foregoing, in no event shall the Index Sponsor have any liability for any special, punitive, indirect, or consequential damages (including lost profits) resulting from the use of the Index or any data included therein, the Fund, or the Shares, even if notified of the possibility of such damages.

The Index Sponsor shall not be liable to the Managing Owner, the Fund, or the owners of any Shares for any loss or damage, direct or indirect, arising from (i) any inaccuracy or incompleteness in, or delays, interruptions, errors or omissions in the delivery of the Index or any data related thereto, the Index Data, or (ii) any decision made or action taken by any customer

or third party in reliance upon the Index Data. The Index Sponsor does not make any warranties, express or implied, to the Managing Owner, the Fund or owners of Shares or anyone else regarding the Index Data, including without limitation, any warranties with respect to the timeliness, sequence, accuracy, completeness, currentness, merchantability, quality, or fitness for a particular purpose or any warranties as to the results to be obtained by the Managing Owner, the Fund or owners of Shares or anyone else in connection with the use of the Index Data. The Index Sponsor shall not be liable to the Managing Owner, the Fund or owners of Shares or anyone else for loss of business revenues, lost profits or any indirect, consequential, special or similar damages whatsoever, whether in contract, tort or otherwise, even if advised of the possibility of such damages.

The Managing Owner does not guarantee the accuracy and/or the completeness of the Index or any Index Data included therein, and the Managing Owner shall have no liability for any errors, omissions, or interruptions therein. The Managing Owner makes no warranty, express or implied, as to results to be obtained by the Fund, owners of the Shares or any other person or entity from the use of the Index or any Index Data included therein. The Managing Owner makes no express or implied warranties, and expressly disclaims all warranties of merchantability or fitness for a particular purpose or use with respect to each Underlying Index or any Index Data included therein. Without limiting any of the foregoing, in no event shall the Managing Owner have any liability for any special, punitive, direct, indirect or consequential damages (including lost profits) arising out of matters relating to the use of the Index even if notified of the possibility of such damages.

The Marketing Agent

Pursuant to a services agreement, the Managing Owner, on behalf of the Fund, has appointed DIMA as Marketing Agent to assist the Managing Owner by providing support to educate institutional investors about the Deutsche Bank indices and to complete governmental or institutional due diligence questionnaires or requests for proposals related to the Deutsche Bank indices. The Managing Owner pays the Marketing Agent a marketing services fee out of the Management Fee for performing its duties.

The Marketing Agent will not open or maintain customer accounts or handle orders for the Fund. The Marketing Agent has no responsibility for the performance of the Fund or the decisions made or actions taken by the Managing Owner.

The agreement between the Managing Owner and DIMA as Marketing Agent relates to not only the Fund but to other commodity pools and ETFs. The agreement is for an initial six year term which commenced on February 26, 2015, with additionalone-year renewal terms unless terminated.

“800” Number for Investors

Investors may contact the Managing Owner toll free in the U.S. at (800)983-0903.

 

THE SECURITIES DEPOSITORY; BOOK-ENTRY-ONLY SYSTEM; GLOBAL SECURITY

The Securities Depository; Book-Entry-Only System; Global Security

DTC acts as securities depository for the Shares. DTC is a limited-purpose trust company organized under the laws of the State of New York, a member of the Federal Reserve System, a “clearing corporation” within the meaning of the New York Uniform Commercial Code, and a “clearing agency” registered pursuant to the provisions of section 17A of the Exchange Act. DTC was created to hold securities of DTC Participants and to facilitate the clearance and settlement of transactions in such securities among the DTC Participants through electronic book-entry changes. This eliminates the need for physical movement of securities certificates. DTC Participants include securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations, some of whom (and/or their representatives) own DTC. Access to the DTC system is also available to others such as banks, brokers, dealers and trust companies that clear through or maintain a custodial relationship with a DTC Participant, either directly or indirectly. DTC has agreed to administer its book-entry system in accordance with its rules andby-laws and the requirements of law.

Individual certificates will not be issued for the Shares. Instead, global certificates are signed by the Trustee and the Managing Owner on behalf of the Fund, registered in the name of Cede & Co., as nominee for DTC, and deposited with the Trustee on behalf of

DTC. The global certificates evidence all of the Shares outstanding at any time. The representations, undertakings and agreements made on the part of the Fund in the global certificates are

made and intended for the purpose of binding only the Fund and not the Trustee or the Managing Owner individually.

Upon the settlement date of any creation, transfer or redemption of Shares, DTC credits or debits, on its book-entry registration and transfer system, the amount of the Shares so created, transferred or redeemed to the accounts of the appropriate DTC Participants. The Managing Owner and the Authorized Participants designate the accounts to be credited and charged in the case of creation or redemption of Shares.

Beneficial ownership of the Shares is limited to DTC Participants, Indirect Participants and persons holding interests through DTC Participants and Indirect Participants. Owners of beneficial interests in the Shares is shown on, and the transfer of ownership is effected only through, records maintained by DTC (with respect to DTC Participants), the records of DTC Participants (with respect to Indirect Participants), and the records of Indirect Participants (with respect to Shareholders that are not DTC Participants or Indirect Participants). Shareholders are expected to receive from or through the DTC Participant maintaining the account through which the Shareholder has purchased their Shares a written confirmation relating to such purchase.

Shareholders that are not DTC Participants may transfer the Shares through DTC by instructing the DTC Participant or Indirect Participant through which the Shareholders hold their Shares to transfer the Shares. Shareholders that are DTC Participants may transfer the Shares by instructing DTC in accordance with the rules of DTC. Transfers are made in accordance with standard securities industry practice.

DTC may decide to discontinue providing its service with respect to BasketsCreation Units and/or the Shares by giving notice to the Trustee and the Managing Owner. Under such circumstances, the Trustee and the Managing Owner will either find a replacement for DTC to perform its functions at a comparable cost or, if a replacement is unavailable, terminate the Fund.

The rights of the Shareholders generally must be exercised by DTC Participants acting on their behalfinbehalf in accordance with the rules and procedures of DTC. Because the Shares can only be held in book-entry form through DTC and DTC Participants, investors must rely on DTC, DTC Participants and any other financial intermediary through which they hold the Shares to receive the benefits and exercise the rights described in this section. Investors should consult with their broker or financial institution to find out about procedures and requirements for securities held in book-entry form through DTC.

 

SHARE SPLITS

Share Splits

If the Managing Owner believes that the per Share price in the secondary market for Shares has fallen outside a desirable trading price range, the Managing Owner may direct the Trustee to declare a split or reverse split in the number of Shares outstanding and to make a corresponding change in the number of Shares constituting a Basket.Creation Unit.

 

MATERIAL CONTRACTSMaterial Contracts

Brokerage Agreement

The Commodity Broker and the Master FundManaging Owner (on behalf of the Fund) entered into a brokerage agreement or Brokerage Agreement.with respect to the Fund (the “Brokerage Agreement”). As a result, the Commodity Broker:

 

acts as the clearing broker;

 

acts as custodian of the Master Fund’s assets;assets in connection with the clearing of transactions; and

 

performs such other services for the Master Fund as the Managing Owner may from time-to-timetime to time request.

As clearing broker for the Master Fund, the Commodity Broker receivereceives orders for trades from the Managing Owner.

Confirmations of all executed trades are given to the Master Fund by the Commodity Broker. The Brokerage Agreement incorporates the Commodity Broker’s standard customer agreements and related documents, which generally include provisions that:

 

the assets of the Fund held in its account with the Commodity Broker and all funds, futurescontracts and open or cash positions carried for the Master Fund will berights to payment thereunder are held as security for the Master Fund’s obligations to the Commodity Broker;

the margins required to initiate or maintain open positions will be as from time-to-time established by the Commodity Broker shall have the right to limit the size of open positions (net or gross) of the Fund with respect to its account at any time only as necessary to comply with the applicable law or applicable position limits and may exceed exchange minimum levels; andshall promptly notify the Fund of any rejected order;

 

the Fund must make all applicable original margin, variation margin,intra-day margin and premium payments to the Commodity Broker; the Commodity Broker may, among other things, close out positions, sell securities or other property held in the Fund’s account, purchase futures or cancel orders at any time it deems necessary for its protection,upon the default of the Fund under the Brokerage Agreement, without the consent of the Master Fund.

As custodian of the Master Fund’s assets, the Commodity Broker is responsible, among other things, for providing periodic accountings of all dealings and actions taken by the Master Fund during the reporting period, together with an accounting of all securities, cash or other indebtedness or obligations held by it or its nominees for orManaging Owner on behalf of the Master Fund.Fund; and

 

absent a separate written agreement with the Fund with respect togive-up transactions, the Commodity Broker, in its sole discretion, may accept from other brokers contracts executed by such brokers and to be given up to the Commodity Broker for clearance or carrying in any account.

Administrative functions provided by the Commodity Broker to the Master Fund include, but are not limited to, preparing and transmitting daily confirmations of transactions and monthly statements of account, calculating equity balances and margin requirements.

As long asIn respect of the transactions effected pursuant to the Brokerage Agreement, between the Commodity Broker and the Master Fund is in effect, the Commodity Broker will not charge the Master Fund a fee for any of the services it has agreed to perform, except forincluding brokerage charges,give-up fees, commissions and services fees as may be agreed upon by the agreed-upon brokerage fee.Fund and the Commodity Broker; exchange, clearing house, NFA or other regulatory fees; the amount necessary to hold the Commodity Broker harmless against all taxes andtax-related liabilities of the Fund; any debit balance or deficiency in the Fund’s account; interest on any debit balances or deficiencies in the Fund’s account and on monies advanced to the Fund; and any other agreed upon amounts owed by the Fund to the Commodity Broker in connection with the Fund’s account or transactions therein.

The Brokerage Agreement is not exclusive and runs for successive one-year terms to be renewed automatically each year unless terminated. The Brokerage Agreement is terminable by the Master Fund at any time by written notice to the Commodity Broker, or by the Commodity Broker without penalty upon thirty (30)ten (10) days’ prior written notice (unless certain events of default occur or there is a material adverse change to the Master Fund’s financial position, in which case only prior written notice is required to terminate the Brokerage Agreement).

notice.

The Brokerage Agreement provides that neitherexcept to the extent of its gross negligence, fraud or willful misconduct, the Commodity Broker nor any of its managing directors, officers, employees or affiliates willshall not be liable for any costs, losses, penalties, fines, taxes and damages sustainedloss, liability or expense incurred by the Master Fund other than as a resultin connection with or arising out of the Brokerage Agreement, transactions in or for the Fund or any actions taken by the Commodity Broker’s gross negligenceBroker at the request or reckless or intentional misconduct or breachdirection of such agreement.the Fund.

Administration Agreement

Pursuant to the Administration Agreement amongbetween the Fund, the Master Fund and the Administrator, the Administrator will performperforms or supervisesupervises the performance of services necessary for the operation and administration of the Fund and the Master Fund (other than making investment decisions), including receiving and processing orders from Authorized Participants to create and redeem Baskets, net asset valueNAV calculations, accounting and other fund administrative services.

The Administration Agreement will continue in effect from the commencement of trading operations unless terminated on at least 90 days’ prior written notice by either party to the other party. Notwithstanding the foregoing, the Administrator may terminate the Administration Agreement upon 30 daysdays’ prior written notice if the Fund and/or Master Fund has materially failed to perform its obligations under the Administration Agreement or upon the termination of the Global Custody Agreement.

Agreement by the Fund.

The Administrator is both exculpated and indemnified under the Administration Agreement.

Except as otherwise provided in the Administration Agreement, the Administrator will not be liable for any costs, expenses, damages, liabilities or claims (including attorneys’ and accountants’ fees) incurred by either the Fund or Master Fund, except those costs, expenses, damages, liabilities or claims arising out of the Administrator’s own gross negligence or willful misconduct. In no event will the Administrator be liable to either the Fund, Master Fund or any third party for special, indirect or consequential damages, or lost profits or loss of business, arising under or in connection with the Administration Agreement, even if previously informed of

the possibility of such damages and regardless of the form of action. The Administrator will not be liable for any loss, damage or expense, including counsel fees and other costs and expenses of a defense against any claim or liability, resulting from, arising out of, or in connection with its performance under the Administration Agreement, including its actions or omissions, the incompleteness or inaccuracy of any Proper Instructions (as defined therein), or for delays caused by circumstances beyond the Administrator’s control, unless such loss, damage or expense arises out of the gross negligence or willful misconduct of the Administrator.

Both the Fund and MasterThe Fund will indemnify and hold harmless the Administrator from and against any and all costs, expenses, damages, liabilities and claims (including claims asserted by either the Fund or Master Fund), and reasonable attorneys’ and accountants’ fees relating thereto, which are sustained or incurred or which may be asserted against the Administrator by reason of or as a result of any action taken or omitted to be taken by the Administrator in good faith under the Administration Agreement or in reliance upon (i) any law, act, regulation or interpretation of the same even though the same may thereafter have been altered, changed, amended or repealed, (ii) the registration statement or Prospectus, (iii) any Proper Instructions, or (iv) any opinion of legal counsel for the Fund, or Master Fund, or arising out of transactions or other activities of the Fund or Master Fund which occurred prior to the commencement of the Administration Agreement; provided, that neither the Fund nor Master Fund will not indemnify the Administrator for costs, expenses, damages, liabilities or claims for which the Administrator is liable under the preceding paragraph. This indemnity will be a continuing obligation of both the Fund, and Master Fund, theirits successors and assigns, notwithstanding the termination of the Administration Agreement. Without limiting the generality of the foregoing, each of the Fund or Master Fund will indemnify the Administrator against and save the Administrator harmless from any loss, damage or expense, including counsel fees and other costs and expenses of a defense against any claim or liability, arising from any one or more of the following: (i) errors in records or instructions, explanations, information, specifications or documentation of any kind, as the case may be, supplied to the Administrator by any third party described abovein the Administration Agreement or by or on behalf of the Fund or Master Fund; (ii) action or inaction taken or omitted to be taken by the Administrator pursuant to Proper Instructions of the Fund or Master Fund or otherwise without gross negligence or willful misconduct; (iii) any action taken or omitted to be taken by the Administrator in good faith in accordance with the advice or opinion of counsel for the Fund or Master Fund or its own counsel; (iv) any improper use by the Fund or Master Fund or theirits agents, distributor or investment advisor of any valuations or computations supplied by the Administrator pursuant to the Administration Agreement; (v) the method of valuation and the method of computing net asset value;NAV; or (vi) anyvaluationsany valuations or net asset valueNAV provided by the Fund or Master Fund.

Actions taken or omitted in reliance on Proper Instructions, or upon any information, order, indenture, stock certificate, power of attorney, assignment, affidavit or other instrument believed by the Administrator to be genuine or bearing the signature of a person or persons believed to be authorized to sign, countersign or execute the same, or upon the opinion of legal counsel for the Fund or Master Fund or its own counsel, will be conclusively presumed to have been taken or omitted in good faith.

Notwithstanding any other provision contained in the Administration Agreement, the Administrator will have no duty or obligation with respect to, including, without limitation, any duty or obligation to determine, or advise or notify the Fund or Master Fund of: (a) the taxable nature of any distribution or amount received or deemed received by, or payable to the Fund or Master Fund; (b) the taxable nature or effect on the Fund or Master Fund or theirits shareholders of any corporate actions, class actions, tax reclaims, tax refunds, or similar events; (c) the taxable nature or taxable amount of any distribution or dividend paid, payable or deemed paid by the Fund or Master Fund to theirits shareholders; or (d) the effect under any federal, state, or foreign income tax laws of the Fund or Master Fund making or not making any distribution or dividend payment, or any election with respect thereto.

Global Custody Agreement

The Bank of New York will serveMellon serves as the Fund’s custodian, or Custodian. Pursuant to the Global Custody Agreement between the Fund and the Custodian, or Custody Agreement, the Custodian serves as custodian of all the Fund’s securities and cash at any time delivered to Custodian during the term of the Custody Agreement and has authorized the Custodian to hold its securities in registered form in its name or the name of its nominees. The Custodian has established and will maintain one or more securities accounts and cash accounts pursuant to the Custody Agreement. The Custodian will maintain books and records segregating the assets.

assets of the Fund.

Either party may terminate the Custody Agreement by giving to the other party a notice in

writing specifying the date of such termination, which will be not less than ninety (90) days after the date of such notice. Upon termination thereof, the Fund will pay to the Custodian such compensation as may be due to the Custodian, and will likewise reimburse the Custodian for other amounts payable or reimbursable to the Custodian thereunder. The Custodian will follow such

reasonable oral or written instructions concerning the transfer of custody of records, securities and other items as the Fund gives; provided, that (a) the Custodian will have no liability for shipping and insurance costs associated therewith, and (b) full payment will have been made to the Custodian of its compensation, costs, expenses and other amounts to which it is entitled hereunder.thereunder. If any securities or cash remain in any account, the Custodian may deliver to the Fund such securities and cash. Except as otherwise provided herein, all obligations of the parties to each other hereunder will cease upon termination of the Custody Agreement.

The Custodian is both exculpated and indemnified under the Custody Agreement.

Except as otherwise expressly provided in the Custody Agreement, the Custodian will not be liable for any costs, expenses, damages, liabilities or claims, including attorneys’ and accountants’ fees or losses,(collectively referred to in this section as “losses”), incurred by or asserted against the Fund, except those losses arising out of the gross negligence or willful misconduct of the Custodian. The Custodian will have no liability whatsoever for the action or inaction of any depository. Subject to the Custodian’s delegation of its duties to its affiliates, the Custodian’s responsibility with respect to any securities or cash held by a subcustodian is limited to the failure on the part of the Custodian to exercise reasonable care in the selection or retention of such subcustodian in light of prevailing settlement and securities handling practices, procedures and controls in the relevant market. With respect to any losses incurred by the Fund as a result of the acts or the failure to act by any subcustodian (other than an affiliate of the Custodian), the Custodian will take appropriate action to recover such losses from such subcustodian; and the Custodian’s sole responsibility and liability to the Fund will be limited to amounts so received from such subcustodian (exclusive of costs and expenses incurred by the Custodian). In no event will the Custodian be liable to the Fund or any third party for special, indirect or consequential damages, or lost profits or loss of business, arising in connection with the Custody Agreement.

The Fund will indemnify the Custodian and each subcustodian for the amount of any tax that the Custodian, any such subcustodian or any other withholding agent is required under applicable laws (whether by assessment or otherwise) to pay on behalf of, or in respect of income earned by or payments or distributions made to or for the account of the Fund (including any payment of tax required by reason of an earlier failure to withhold). The Custodian will, or will instruct the applicable subcustodian or other withholding agent to, withhold the amount of any tax which is required to be withheld under applicable law upon collection of any dividend, interest or other distribution made with respect to any security and any proceeds or income from the sale, loan or other transfer of any security. In the event that the Custodian or any subcustodian is required under applicable law to pay any tax on behalf of the Fund, the Custodian is hereby authorized to withdraw cash from any cash account in the amount required to pay such tax and to use such cash, or to remit such cash to the appropriate subcustodian, for the timely payment of such tax in the manner required by applicable law.

The Fund will indemnify the Custodian and hold the Custodian harmless from and against any and all losses sustained or incurred by or asserted against the Custodian by reason of or as a result of any action or inaction, or arising out of the Custodian’s performance under the Custody Agreement, including reasonable fees and expenses of counsel incurred by the Custodian in a successful defense of claims by the Fund; provided however, that the Fund will not indemnify the Custodian for those losses arising out of the Custodian’s gross negligence or willful misconduct. This indemnity will be a continuing obligation of the Fund, its successors and assigns, notwithstanding the termination of the Custody Agreement.

Transfer Agency and Service Agreement

The Bank of New York will serveMellon serves as the Fund’s transfer agent, or Transfer Agent. Pursuant to the Transfer Agency and Service Agreement between the Fund and the Transfer Agent, the Transfer Agent will serveserves as the Fund’s transfer agent, dividend disbursing agent, and agent in connection with certain other activities as provided under the Transfer Agency and Service Agreement.

The term of the Transfer Agency and Service Agreement is one year from the effective date and will automatically renew for additional one year terms unless either party provides written notice of termination at least ninety (90) days prior to the end of any one year term or, unless earlier terminated as provided below:

 

Either party terminates prior to the expiration of the initial term in the event the other party breaches any material provision of the Transfer Agency and Service Agreement, including, without limitation in the case of the Fund, its obligations to compensate the Transfer Agent, provided that thenon-breaching party gives written notice of such breach to the breaching party and the breaching party does not cure such violation within 90ninety (90) days of receipt of such notice.

The Fund may terminate the Transfer Agency and Service Agreement prior to the expiration of the initial term upon ninety (90) days’ prior written notice in the event that the Managing Owner determines to liquidate the Fund and terminate its registration with the Securities and Exchange CommissionSEC other than in connection with a merger or acquisition of the Fund.

The Transfer Agent will have no responsibility and will not be liable for any loss or damage unless such loss or damage is caused by its own gross negligence or willful misconduct or that of its employees, or its breach of any of its representations. In no event will the Transfer Agent be liable for special, indirect or consequential damages regardless of the form of action and even if the same were foreseeable.

Pursuant to the Transfer Agency and Service Agreement, the Transfer Agent will not be responsible for, and the Fund will indemnify and hold the Transfer Agent harmless from and against, any and all losses, damages, costs, charges, counsel fees, payments, expenses and liability, or Losses,losses, arising out of or attributable to:

 

All actions of the Transfer Agent or its agents or subcontractors required to be taken pursuant to the Transfer Agency and ServiceAgreement,Service Agreement, provided that such actions are taken without gross negligence, or willful misconduct.

 

The Fund’s gross negligence or willful misconduct.

 

The breach of any representation or warranty of the Fund thereunder.

 

The conclusive reliance on or use by the Transfer Agent or its agents or subcontractors of information, records, documents or services which (i) are received by the Transfer Agent or its agents or subcontractors, and (ii) have been prepared, maintained or performed by the Fund or any other person or firm on behalf of the Fund including but not limited to any previous transfer agent or registrar.

 

The conclusive reliance on, or the carrying out by the Transfer Agent or its agents or subcontractors of any instructions or requests of the Fund on behalf of the Fund.

 

The offer or sale of Shares in violation of any requirement under the federal securities laws or regulations or the securities laws or regulations of any state that such Shares be registered in such state or in violation of any stop order or other determination or ruling by any federal agency or any state with respect to the offer or sale of such Shares in such state.

Distribution Services Agreement

ALPS will provideInvesco Distributors provides certain distribution services to the Fund. Pursuant to the Distribution Services Agreement, as amended from time to time, between the Fund and the Distributor, the DistributorInvesco Distributors, Invesco Distributors will assist the Managing Owner and the Administrator with certain functions and duties relating to distribution and marketing including reviewing and approving marketing materials.

The date of the Distribution Services Agreement will beis the effective date and such Agreement will continue until two years from suchthe effective date and thereafter will continue automatically for successive annual periods thereafter, provided that such continuance is specifically approved at least annually (i) by the Fund’s Managing Owner or otherwise as provided under the Distribution Services Agreement.Owner. The Distribution Services Agreement is terminable

without penalty on sixty days’ written notice by the Fund’s Managing Owner or by the Distributor.Invesco Distributors. The Distribution Services Agreement will automatically terminate in the event of its assignment.

Pursuant to the Distribution Services Agreement, the Fund will indemnify the DistributorInvesco Distributors as follows:

The Fund indemnifies and holds harmless the DistributorInvesco Distributors and each of its directors and officers and each person, if any, who controls the DistributorInvesco Distributors within the meaning of Section 15 of the Securities Act, against any loss, liability, claim, damagesdamage or expensesexpense (including the reasonable cost of investigating or defending any alleged loss, liability, claim, damagesdamage or expensesexpense and reasonable counsel fees incurred in connection therewith) arising by reason of any person acquiring any Shares, based upon the ground that the registration statement, Prospectus, statementStatement of additional information, ShareholderAdditional Information, shareholder reports or other information filed or made public by the Fund (as from time-to-timetime to time amended) included an untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statements therein not misleading under the Securities Act or any other statute or the common law. However, the Fund does not

agree to indemnify the DistributorInvesco Distributors or hold it harmless to the extent that the statement or omission was made in reliance upon, and in conformity with, information furnished to the Fund by or on behalf of the Distributor.Invesco Distributors. In no casecase:

 

is the indemnity of the Fund in favor of the DistributorInvesco Distributors or any person indemnified to be deemed to protect the DistributorInvesco Distributors or any person against any liability to the Fund or its security holders to which the DistributorInvesco Distributors or such person would otherwise be subject by reason of willful misfeasance, bad faith or negligence in the performance of its duties or by reason of its reckless disregard of its obligations and duties under the Distribution Services Agreement,Agreement; or

 

is the Fund to be liable under its indemnity agreement contained in this paragraph with respect to any claim made against the DistributorInvesco Distributors or any person indemnified unless the DistributorInvesco Distributors or such person, as the case may be, will have notified the Fund in writing of the claim promptly after the summons orotheror other first written notification giving information of the nature of the claims will have been served upon the DistributorInvesco Distributors or any such person (or after the DistributorInvesco Distributors or such person will have received notice of service on any designated agent).

However, failure to notify the Fund of any claim will not relieve the Fund from any liability which it may have to any person against whom such action is brought otherwise than on account of its indemnity agreement described herein. The Fund will be entitled to participate at its own expense in the defense, or, if it so elects, to assume the defense of any suit brought to enforce any claims, and if the Fund elects to assume the defense, the defense will be conducted by counsel chosen by the Fund. In the event the Fund elects to assume the defense of any suit and retain counsel, the Distributor,Invesco Distributors, its officers or directors or controlling person(s), or defendant(s) in the suit, will bear the fees and expenses of any additional counsel retained by them. If the Fund does not elect to assume the defense of any suit, it will reimburse the Distributor,Invesco Distributors, its officers or directors or controlling person(s) or defendant(s) in the suit for the reasonable fees and expenses of any counsel retained by them. The Fund agrees to notify the DistributorInvesco Distributors promptly of the commencement of any litigation or proceeding against it or any of its officers in connection with the issuance or sale of any of the Shares.

 

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MATERIALMaterial U.S. FEDERAL INCOME TAX CONSIDERATIONSFederal Income Tax Considerations

The following discussion describes the material United StatesU.S. federal (and certain state and local) income tax considerations associated with the purchase, ownership and disposition of Shares as of the date hereof by United StatesU.S. Shareholders (as defined below) and non-United Statesnon-U.S. Shareholders (as defined below). Except where noted, this discussion deals only with Shares held as capital assets by Shareholders who acquired Shares upon their original issuanceby purchase and does not address special situations, such as those of:

 

dealers in securities, commodities or currencies;

 

financial institutions;

 

regulated investment companies (“RICs”) other than the applicationstatus of certain qualification requirements to an investment in the Shares;Fund as a qualified publicly traded partnership (a “qualified PTP”) within the meaning of the Code;

 

real estate investment trusts;

 

tax-exempt organizations;

 

insurance companies;

 

persons holding Shares as a part of a hedging, integrated or conversion transaction or a straddle;

 

traders in securities or commodities that elect to use amark-to-market method of accounting for their securities or commodities holdings; or

 

persons liable for federal alternative minimum tax.

Furthermore, the discussion below is based upon the provisions of the Internal Revenue Code of 1986, as amended, or the Code, the Treasury regulationsRegulations promulgated thereunder, or the Regulations, and administrative and judicial interpretations thereof, all as of the date hereof, and such authorities may be repealed, revoked, modified or subject to differing interpretations, possibly on a retroactive basis, so as to result in United StatesU.S. federal income tax consequences different from those described below.below, which may adversely affect the Fund and/or its shareholders.

The Tax Cuts and Jobs Act (the “Tax Act”) made significant changes to the U.S. federal income tax rules for taxation of individuals and corporations, generally effective for taxable years beginning after December 31, 2017. Most of the changes applicable to individuals are temporary and only apply to taxable years beginning after December 31, 2017 and before January 1, 2026. The Tax Act made numerous changes to the tax rules that may affect shareholders and may indirectly affect the Fund. You should consult your tax advisor for specific guidance regarding the impact of the Tax Act on the tax effects of your investment in the Fund.

A “U.S. Shareholder” of Shares means a beneficial owner of Shares that is for United StatesU.S. federal income tax purposes:

 

an individual citizen or resident of the United States;

 

a corporation (or other entity taxable as a corporation) created or organized in orunderor under the laws of the United States or any state thereof or the District of Columbia;

 

an estate the income of which is subject to United StatesU.S. federal income taxation regardless of its source; or

 

a trust if it (1) is subject to the primary supervision of a court within the United States and one or more U.S. persons have the authority to control all substantial decisions of such trust or (2) has a valid election in effect under applicable Treasury Regulations to be treated as a U.S. person.

A “non-U.S.“non-U.S. Shareholder” of Shares means a beneficial owner of Shares that is not a U.S. Shareholder.

If a partnership or other entity or arrangement treated as a partnership for United StatesU.S. federal income tax purposes holds Shares, the tax treatment of a partner in such partnership will generally depend upon the status of the partner and the activities of the partnership. If you are a partner ofin a partnership holding Shares, we urge you to consult your own tax adviser.advisor.

No statutory, administrative or judicial authority directly addresses the treatment of Shares or instruments similar to Shares for United StatesU.S. federal income tax purposes. As a result, we cannot assure you that the United States Internal Revenue Service, or IRS or the courts will agree with the tax consequences described herein. A different treatment from that described below could adversely affect the amount, timing and character of items of income, gain, loss or lossdeduction in respect of an investment in the Shares.If you are considering the purchase of Shares, we urge you to consult your own tax adviseradvisor concerning the particular United StatesU.S. federal income tax consequences to you of the purchase, ownership and disposition of Shares, as well as any consequences to you arising under the laws of any other taxing jurisdiction.

Status of the Fund

Under current law and assuming full compliance with the terms of the Trust DeclarationAgreement and applicable law (and other relevant documents), in the opinion of Sidley AustinMorgan, Lewis & Bockius LLP,, the Fund will be classified as a partnership for U.S. federal income tax purposes. Accordingly, subject to the discussion below regarding publicly traded partnerships, the Fund generally will not be a taxable entity for U.S. federal income tax purposes and will not incur U.S. federal income tax liability.

The opinion of Morgan, Lewis & Bockius LLP, is based on various assumptions relating to the Fund’s organization, operation, assets and activities, including assumptions that the Fund will not be classified as an association taxable as a corporation. As a result,invest in any assets except those specifically provided for tax purposes, youcurrently in this Prospectus, and that neither the Trust Agreement nor any other relevant document will be treated as the beneficial ownerotherwise amended. The opinion of Morgan, Lewis & Bockius LLP further assumes that all factual representations and statements set forth in all relevant documents, records, and instruments are true and correct, all actions described in this Prospectus are completed in a pro

rata portion of the interests in the Master Fund held by the Fund. The Fund intends to take the positiontimely fashion and that it is a grantor trust for Federal income tax purposes, although it is possible that the IRS might disagree and choose to treat it as a partnership or disregarded entity. While such recharacterization would impact the manner in which the Fund’s annual tax information is reported to Shareholders, it should not materially impact the timing of income or loss recognition or character of income realized by Shareholders. As described herein, the underlying Master Fund is classified as a partnership and the Fund will not under any characterization be subject to entity-level income tax. Ifat all times operate in accordance with the method of operation described in the Trust Agreement and this Prospectus, and is conditioned upon factual representations and covenants made by the Fund were to be treated as a disregarded entity, Shareholders would be treated as directly owning a proportionate shareand the Managing Owner regarding the Fund’s organization, operation, assets, activities and the conduct of the Fund’s partnership interest in the Master Fundoperations, and would take into account their allocable share of Master Fund tax items, a result identical toassumes that described abovesuch representations and covenants are accurate and complete.

Special Rules for treatment of the Fund as a grantor trust. If the Fund were classified as a partnership, Fund Shareholders would be treated as owning interests in a holding partnership whose only investment is an equity interest in the Master Fund. Because ownership of the Fund and Master Fund will be identical (except for the small equity interest of the Managing Owner in the Master Fund), the tax years of the two partnerships would always be the same and Shareholders in the Fund would look through to the assets and tax items of the Master Fund when determining their federal income tax liability for any particular tax year. This tax treatment is, likewise, the same as if the Fund were characterized as a grantor trust. The only impact a reclassification of the Fund would have on Shareholders is the manner in which their annual share of tax items related to the underlying Master Fund assets is reported to them. If the Managing Owner determines, based on a challenge to the Fund’s tax status or otherwise, that the existence of the Fund results or is reasonably likely to result in a material tax detriment to Shareholders, then the Managing Owner may, among other things, agree to dissolve the Fund and transfer the Master Fund interests to Shareholders in exchange for their Shares.

Status of the Master Fund

Publicly Traded Partnerships

A partnership generally is not a taxable entity and generally incurs no United StatesU.S. federal income tax liability. Section 7704 of the Code provides that publicly traded partnerships will, as a general rule, be taxed ascorporations.as corporations. However, an exception exists with respect to publicly traded partnerships of which 90% or more of the gross income during each taxable year consists of “qualifying income” within the meaning of Section 7704(d) of the Code (“qualifying(the “qualifying income exception”).

Qualifying income includes dividends, interest, capital gains from the sale or other disposition of stocks and debt instruments and, in the case of a partnership (such as the Master Fund) a principal activity of which is the buying and selling of regulatedcommodities or futures contracts with respect to currencies,commodities, income and gains derived from regulatedcommodities or futures contracts with respect to currencies.commodities. The Mastertypes of currency futures contracts held by the Fund are regulated as commodities and are traded on a commodities exchange, and, although there is no specific authority directly addressing the issue, such contracts should be treated as futures contracts with respect to commodities under Section 7704(d) of the Code. The Fund anticipates that at least 90% of its gross income for each taxable year will constitute qualifying income within the meaning of Section 7704(d) of the Code.

Under current law and assuming full compliance with the terms of the Trust Declaration (and other relevant documents) and based upon factual representations made by the Master Fund, in the opinion of Sidley AustinLLP, the Master Fund will be classified as a partnership for United States federal income tax purposes. The factual representations upon which Sidley Austin LLP has relied are: (a) the Master Fund has not elected and will not elect to be treated as a corporation for United States federal income tax purposes; and (b) for each taxable year, 90% or more of the Master Fund’s gross income will be qualifying income.

There can be no assurance that the IRS will notmay assert that the Master Fund should be treated as a publicly traded partnership taxable as a corporation. No ruling has been or will be sought from the IRS, and the IRS has made no determination as to the status of the Master Fund for United StatesU.S. federal income tax purposes or whether the Master Fund’s operations generate “qualifying income” under Section 7704(d) of the Code. Whether the Master Fund will continue to meet the qualifying income exception is a matter that will be determined by the Master Fund’s operations and the facts existing at the time of future determinations. However, the Master Fund’s Managing Owner will use its best efforts to cause the operation of the Master Fund to operate in such manner as is necessary for the Master Fund to continue to meet the qualifying income exception.

If the Master Fund fails to satisfy the qualifying income exception described above (other than a

failure which is determined by the IRS to be inadvertent and which is cured within a reasonable period of time after the discovery of such failure), the Master Fund will be treated as if it had transferred all of its assets, subject to its liabilities, to a newly formed corporation, on the first day of the year in which it failed to satisfy the exception, in return for stock in that corporation, and then distributed that stock to the Shareholders in liquidation of their interests in the company. This contribution and liquidation generally should be tax free to Shareholders and the Master Fund so long as the Master Fund, at that time, does not have liabilities in excess of its tax basis in its assets. Thereafter, the Master Fund would be treated as a corporation for United States federal income tax purposes. If the Master Fund were taxable as a corporation in any taxable year, either as a result of a failure to meet the qualifying income exception described above or otherwise, itsthe Fund’s items of income, gain, loss and deduction would be reflected only on its tax return rather than being passed through to the Shareholders, and itsthe Fund’s net income would be taxed to it at the income tax ratesrate applicable to domestic corporations.corporations, which the Tax Act reduced to 21%. In addition, if the Fund were taxable as a corporation, any distribution made toby the Fund to a Shareholder would be treated as taxable dividend income, to the extent of the Master Fund’s current or accumulated earnings and profits, or, in the absence of current and accumulated earnings and profits, as a nontaxable return of capital to the extent of eachthe Shareholder’s tax basis in its Shares, or as taxable capital gain, after the Shareholder’s tax basis in its Shares is reduced to zero. Taxation of the Master Fund as a corporation could result in a material reduction in a Shareholder’s cash flow andafter-tax return and thus could result in a substantial reduction of the value of the Shares.

The discussion below is based on Sidley AustinMorgan, Lewis & Bockius LLP’s opinion that the Master Fund will be classified as a partnership for U.S. federal income tax purposes that is not subject to corporate income tax for United StatesU.S. federal income tax purposes.

U.S. Shareholders

Treatment of Master Fund Income

A partnership generally does not incur United StatesU.S. federal income tax liability. Instead, each partner of a partnership is required to take into account its share of items of income, gain, loss, deduction and other items of the partnership. Accordingly, each Shareholder will be required to include in income itsallocableits allocable share of the Master Fund’s income, gain, loss, deduction and other items for the Master Fund’s taxable year ending with or within its taxable year. In computing a partner’s United StatesU.S. federal income tax liability, suchthe items must be included, regardless of whether cash distributions are made by the partnership. Thus, Shareholders may be required to take into account taxable income without a corresponding current receipt of cash if the Master Fund generates taxable income but does not make cash distributions in an amount equal to the taxable income, or if the Shareholder is not able to deduct, in whole or in part, suchthe Shareholder’s allocable share of the Master Fund’s expenses or capital losses. The Master Fund’s taxable year will end on December 31 unless otherwise required by law. The Master Fund will use the accrual method of accounting.

In the case ofnon-corporate shareholders, the Tax Act establishes for taxable years beginning after December 31, 2017 and before January 1, 2026 a 20% deduction for “qualified publicly traded partnership income” within the meaning of new Section 199A(e)(5) of the Code. In general, “qualified publicly traded partnership income” for this purpose is an item of income, gain, deduction or loss that is effectively connected with a United States trade or business and includable income for the year, but does not include certain investment income. It is currently not expected that the Fund’s income will be eligible for such deduction because as discussed below, although the matter is not free from doubt, the Fund believes that the activities directly conducted by the Fund will not result in the Fund being engaged in a trade or business within the United States. Potential investors should consult their tax advisors regarding the availability of such deduction for their allocable share of the Fund’s items of income, gain, deduction and loss.

Fund

Shareholders will take into account their sharerespective shares of ordinary income realized by the Master Fund from accruals of interest on Treasury Bills Securities(“T-Bills”) held in the Master FundFund’s portfolio. The Master Fund may holdT-Bills or other debt instruments with “acquisition discount” or “original issue discount”, in which case Fund Shareholders wouldwill be required to include accrued amounts in taxable income on a current basis even though receipt of those amounts may occur in a subsequent year. The Master Fund may also acquire T-Billsdebt instruments with “market discount.” Upon disposition of such obligations, gain wouldwill generally be required to be treated as interest income to the extent of the market discount and Fund Shareholders wouldwill be required to include as ordinary income their share of suchthe market discount that accrued during the period the obligations were held by the Master Fund. Shareholders will take into account their respective shares of any dividends received by the Fund from the Fund’s investments in the money market mutual funds and certainT-Bill ETFs.

It is expected that a substantial portion of the futures on the Eligible Index Currencies held by the Fund will constitute Section 1256 Contracts (as defined below). The Code generally applies a “mark-to-market” “mark-to-market”system of taxing unrealized gains and losses on and otherwise provides for special rules of taxation with respect to futures and other contracts that are Section 1256 Contracts. A Section 1256 Contract includes certain regulated futures contracts. It is expected that the futures on the Index held by the Master Fund will constitute Section 1256 Contracts. Section 1256 Contracts held by the Master Fund at the end of a taxable year of the Master Fund will be treated for United StatesU.S. federal income tax purposes as if they were sold by the Master Fund at their fair market value on the last business day of the taxable year. The net gain or loss, if any, resulting from these deemed sales (known as “marking-to-market”“marking-to-market”), together with any gain or loss resulting from any actual sales of Section 1256 Contracts (or other

termination of the Master Fund’s obligations under such contracts), must be taken into account by the Master Fund in computing its taxable income for the year.

If a Section 1256 Contract held by the Master Fund at the end of a taxable year is sold in the following year, the amount of any gain or loss realized on the sale will be adjusted to reflect the gain or loss previously taken into account under themark-to-market rules.

Capital gains and losses from Section 1256 Contracts generally are characterized as short-term capital gains or losses to the extent of 40% of the gains or losses and as long-term capital gains or losses to the extent of 60% of the gains or losses. Thus, Shareholders of the Fund will generally take into account theirpro rata share of the long-term capital gains and losses and short-term capital gains and losses from Section 1256 Contracts held by the Master Fund.Fund and taken into account by the Fund in computing its taxable income. If a noncorporatenon-corporate taxpayer incurs a net capital loss for a year, the portion of the loss, if any, which consists of a net loss on Section 1256 Contracts may, at the election of the taxpayer, be carried back three years. A loss carried back to a year by a noncorporatenon-corporate taxpayer may be deducted only to the extent (1) the loss does not exceed the net gain on Section 1256 Contracts for the year and (2) the allowance of the carryback does not increase or produce a net operating loss for the year.

Because the regulated currencyAny futures contracts in whichon the MasterEligible Index Currencies held by the Fund will investthat are not classified as Section 1256 Contracts the provisions of Code Section 988, relating to foreign currency-related gains and losses, will not applybe subject to the year end “mark to market” rules of Section 1256, as described above. Accordingly, any long-term or short-term capital gains or losses with respect to such futures contracts. However, investors inheld by the SharesFund that are permitted to elect to havenot classified as Section 1256 Contracts will only be recognized by the provisions of Section 988 apply with respect to their allocable share of the Master Fund’s currencyFund when such futures contracts. If such election is made in a timely manner, such investor’s allocable share of the gains and losses from such contracts would receive ordinary incomepositions are assigned or ordinary loss treatment rather thanclosed (by offset or otherwise). The applicable holding period for qualification for long-term capital gain or loss treatment (as discussed above). The mark-to-market rules offor the commodity futures held by the Fund that are not Section 1256 would continue to apply to such contracts. If such electionContracts is made, the Section 988 rules would apply to all of the taxpayer’s regulated futures contracts and non-equity options that are Section 988 transactions for the year in which such election is made and succeeding years, unless such election is revoked with the consent of the IRS.more than one year.

Allocation of the Master Fund’s Profits and Losses

For United StatesU.S. federal income tax purposes, a Shareholder’s distributive share of the Master Fund’s income, gain, loss, deduction and other items will be determined by the Master Fund’s Trust Declaration,Agreement, unless an allocation under thesuch agreement does not have “substantial economic effect,” in which case the allocations will be determined in accordance with the “partners’ interests in the partnership.” Subject to the discussion below under “—Monthly“Monthly Allocation and Revaluation Conventions”Conventions and “—SectionTransferor/Transferee Allocations” and “Section 754 Election,” the allocations pursuant to the Master Fund’s Trust DeclarationAgreement should be considered to have substantial economic effect or deemed to be made in accordance with the partners’Shareholders’ interests in the partnership.

Fund.

If the allocations provided by the Master Fund’s Trust DeclarationAgreement were successfully challenged by the IRS, the amount of income or loss allocated to Shareholders for U.S. federal income tax purposes under the agreementTrust Agreement could be increased or reduced or the character of the income or loss could be modified.modified or both.

As described in more detail below, the U.SU.S. federal income tax rules that apply to partnerships are complex and their application is not always clear. Additionally, theThe rules generally were not written for, and in some respects are difficult to apply to, publicly traded partnerships. The Master Fund will apply certain assumptions and conventions intended to comply with the intent of the rules and to report income, gain, loss, deduction loss and credit to Shareholders in a manner that reflects the economic gains and losses, but these assumptions and conventions may not comply with all aspects of the applicable Treasury regulations.Regulations. It is possible therefore that the IRS will successfully assert that assumptions made and/or conventions used do not satisfy the technical requirements of the Code or the Treasury regulationsRegulations and will require that tax items be adjusted or reallocated in a manner that could adversely impact you.Shareholders.

Monthly Allocation and Revaluation Conventions and Transferor/Transferee Allocations

In general, the Master Fund’s taxable income and losses will be determined monthly and will be apportioned among the holders of SharesShareholders in proportion to the number of Shares treated as owned

by each of them as of the close of the last trading day of the preceding month. By investing in Shares, a U.S. HolderShareholder agrees that, in the absence of an administrative determination or judicial ruling to the contrary, it will report income and loss under the monthly allocation and revaluation conventions described below.

Under the monthly allocation convention, whomever is treated for U.S. federal income tax purposes as holding Shares as of the close of the last trading day of the preceding month will be treated as continuing to hold the Shares until immediately before the close of the last trading day of the following month. With respect to any Shares that were not treated as outstanding as of the close of the last trading day of the preceding month, the first person that is treated as holding such Shares (other than an underwriter or other person holding in a similar capacity) for U.S. federal income tax purposes will be treated as holding such Shares for this purpose as of the close of the last trading day of the preceding month. As a result, a holderShareholder who has disposed of sharesShares prior to the close of the last trading day of a month may be allocated items of income, gain, loss and deduction realized after the date of transfer.

TheSection 706 of the Code generally requires that items of partnership income and deductions be allocated between transferors and transferees of partnership interests on a daily basis. It is possible that transfers of Shares could be considered to occur for U.S. federal income tax purposes when the transfer is completed without regard to the Master Fund’s monthly convention for allocating income and deductions. If this were to occur, the Master Fund’s allocation method might be deemedconsidered a monthly convention that does not literally comply with that requirement. If the IRS treats transfers of Shares as occurring throughout each month and a monthly convention is not allowed by the Treasury Regulations (or only applies to violatetransfers of less than all of a Shareholder’s Shares) or if the IRS otherwise does not accept the Fund’s convention, the IRS may contend that requirement.

taxable income or losses of the Fund must be reallocated among the Shareholders. If such a contention was sustained, the Shareholders’ respective tax liabilities would be adjusted to the possible detriment of certain Shareholders. The Managing Owner is authorized to revise the Fund’s methods of allocation between transferors and transferees (as well as among Shareholders whose interests otherwise vary during a taxable period).

In addition, for any month in which a creation or redemption of Shares takes place, the Master Fund generally will credit or debit, respectively, the “book” capital accounts of the holders of existing SharesShareholders with any unrealized gain or loss in the Master Fund’s assets. This will result in the allocation of the Fund’s items of the Master Fund’s income, gain, loss, deduction and credit to existing holders of SharesShareholders to account for the difference between the tax basis and fair market value of property owned by the Master Fund at the time new Shares are issued or old Shares are redeemed, (“or reverse sectionSection 704(c) allocations”).allocations. The intended effect of these allocations is to allocate anybuilt-in gain or loss in the Master Fund’s assets at the time of a creation or redemption of Shares to the investors that economically have earned such gain or loss.

As with the other allocations described above, the Master Fund generally will use a monthly convention for purposes of the reverse sectionSection 704(c)allocations. More specifically, the Master Fund generally will credit or debit, respectively, the “book” capital accounts of the holders of existing SharesShareholders with any unrealized gain or loss in the Master Fund’s assets based on a calculation utilizing the lowest tradingaverage price of the Master Fund’s Shares during the month in which the creation or redemption transaction takes place, rather than the fair market value of its assets at the time of such creation or redemption, (the “revaluation convention”).or the revaluation convention. As a result, it is possible that, for U.S. federal income tax purposes, (i) a purchaser of newly issued Shares will be allocated some or all of the unrealized gain in the Master Fund’s assets at the time it acquires the Shares or (ii) an existing holder of SharesShareholder will not be allocated its entire share in the unrealized loss in the Master Fund’s assets at the time of such acquisition. Furthermore, the applicable Treasury regulations

Regulations generally require that the “book” capital accounts will be adjusted based on the fair market value of partnership property on the date of adjustment and do not explicitly allow the adoption of a monthly revaluation convention.

The Code and applicable Treasury regulationsRegulations generally require that items of partnership income and deductions be allocated between transferors and transferees of partnership interests on a daily basis, and that adjustments to “book” capital accounts be made based on the fair market value of partnership property on the date of adjustment. The Code and regulationsTreasury Regulations do not contemplate monthly allocation or revaluation conventions. If the IRS does not accept the Master Fund’s monthly allocation or revaluation convention, the IRS may contend that taxable income or losses of the Master Fund must be reallocated among the holders of Shares.Shareholders. If such a contention were sustained, the holders’Shareholders’ respective tax liabilities would be adjusted to the possible detriment of certain holders.Shareholders. The Managing Owner is authorized to revise the Master Fund’s allocation and revaluation methods in order to comply with applicable law or to allocate items of partnership income and deductions in a manner that reflects more accurately the Shareholders’ interests in the Master Fund.

Section 754 Election

The Master Fund intends to makehas made the election permitted by Section 754 of the Code. Such an election, once made, is irrevocable without the consent of the IRS. The making of suchthe Section 754 election by

the Master Fund will generally have the effect of requiring a purchaser of Shares to adjust its proportionate share of the basis in the Master Fund’s assets, or the inside basis, pursuant to Section 743(b) of the Code to fair market value (as reflected in the purchase price for the purchaser’s Shares), as if it had acquired a direct interest in the Master Fund’s assets. The Section 743(b) adjustment is attributed solely to a purchaser of Shares and is not added to the bases of the Master Fund’s assets associated with all of the other Shareholders. Depending on the relationship between a holder’sShareholder’s purchase price for Shares and its unadjusted share of the Master Fund’s inside basis at the time of the purchase, the Section 754 election may be either advantageous or disadvantageous to the holderShareholder as compared to the amount of gain or loss a holderShareholder would be allocated absent the Section 754 election.

The calculations under Section 754 of the Code are complex, and there is little legal authority concerning the mechanics of the calculations, particularly in the context of publicly traded partnerships. Therefore, ifTo help reduce the Master Fund makescomplexity of those calculations and the election under Code Section 754, it is expected thatresulting administrative costs, the Master Fund will apply certain conventions in determining and allocating the Section 743 basis adjustments to help reduce the complexity of those calculations and the resulting administrative costs to the Master Fund.adjustments. It is possible that the IRS will successfully assert that some or all of such conventions utilized by the Master Fund do not satisfy the technical requirements of the Code or the Treasury Regulations and, thus, will require different basis adjustments to be made.

If the IRS were to sustain such a position, a Shareholder may have adverse tax consequences.

In order to make the basis adjustments permitted by Section 754, the Master Fund will be required to obtain information regarding each holder’sShareholder’s secondary market transactions in Shares as well as creations and redemptions of Shares. The Master Fund will seek suchthe requested information from the record holders of Shares,Shareholders, and, by purchasing Shares, each beneficial owner of Shares will be deemed to have consented to the provision of suchthe information by the record owner of suchthe beneficial owner’s Shares. Notwithstanding the foregoing, however, there can be no guarantee that the Master Fund will be able to obtain such information from record owners or other sources, or that the basis adjustments that the Master Fund makes based on the information it is able to obtain will be effective in eliminating disparity between aholder’sa Shareholder’s outside basis in its share of the Master Fund InterestsShares and its share of inside basis.

Constructive Termination

The Master Fund will be considered to have terminated for tax purposes if there is a sale or exchange of 50 percent or more of the total Shares within a 12-month period. A constructive termination resultsinterest in the closing ofinside basis in the Master Fund’s taxable year for all holders of Shares. In the case of a holder of Shares reporting on a taxable year other than the taxable year used by the Master Fund (which is expected to be a fiscal year ending December 31), the early closing of the Master Fund’s taxable year may result in more than 12 months of its taxable income or loss being includable in such holder’s taxable income for the year of termination. The Master Fund would be required to make new tax elections after a termination, including a new election under Section 754. A termination could also result in penalties if the Master Fund were unable to determine that the termination had occurred.assets.

Treatment of Distributions

Distributions of cash by a partnership are generally not taxable to the distributee to the extent the amount of cash does not exceed the distributee’s tax basis in its partnership interest. Thus, any cash distributions made by the Master Fund will be taxable to a Shareholder only to the extent suchthe distributions exceed the Shareholder’s tax basis in the partnership interestsShares it is treated as owning (see “— Tax“Tax Basis in Partnership Interests”Fund Shares” below). Any cash distributions in excess of a Shareholder’s tax basis generally will be considered to be gain from the sale or exchange of the Shares (see “— Disposition“Disposition of Shares” below).

Creation and Redemption of Share BasketsCreation Units

Shareholders, other than Authorized Participants (or holders for which an Authorized Participant is acting), generally will not recognize gain or loss as a result of an Authorized Participant’s creation or redemption of a Basket of Shares.Creation Unit. If the Master Fund disposes of assets in connection with the redemption of a Basket of Shares,Creation Unit, however, the disposition may give rise to gain or

loss that will be allocated in part to you.Shareholders. An Authorized Participant’s creation or redemption of a Basket of SharesCreation Unit also may affect

your the Shareholder’s share of the Master Fund’s tax basis in its assets, which could affect the amount of gain or loss allocated to youthe Shareholder on the a sale or disposition of portfolio assets by the Master Fund.

Disposition of Shares

If a U.S. Shareholder transfers Shares it will be treated for United States federal income tax purposes as transferring itspro rata share of the partnership interests held by the Fund. Ifand such transfer is a sale or other taxable disposition, the U.S. Shareholder will generally be required to recognize gain or loss measured by the difference between the amount realized on the sale and the U.S. Shareholder’s adjusted tax basis in the partnership interests deemedShares sold. The amount realized will include an amount equal to the U.S. Shareholder’s share of the Master Fund’s liabilities, as well as any proceeds from the sale. The gain or loss recognized will generally be taxable as capital gain or loss. Capital gain ofnon-corporate U.S. Shareholders is eligible to be taxed at reduced rates where the Master Fund Units deemedShares sold are considered held for more than one year. Capital gain of corporate U.S. Shareholders is taxed at the same rate as ordinary income. Any capital loss recognized by a U.S. Shareholder on a sale of Shares will generally be deductible only against capital gains, except that anon-corporate U.S. Shareholder may also offset up to USD 3,000$3,000 per year of ordinary income.income with capital losses.

U.S. Shareholders whose Shares are loaned to a “short seller” to cover a short sale of Shares may be considered as having disposed of those Shares. If so, such Shareholder would no longer be a beneficial owner of those Shares during the period of the loan and may recognize gain or loss from the disposition. As a result, during the period of the loan, (1) any of the Fund’s income, gain, loss, deduction, or other items with respect to those Shares would not be reported by the Shareholder, and (2) any cash distributions received by the Shareholder as to those Shares could be fully taxable, likely as ordinary income. Accordingly, Shareholders who desire to avoid the risk of income recognition from a loan of their Shares to a short seller are urged to modify any applicable brokerage account agreements to prohibit their brokers from borrowing their Shares. These rules, however, should not affect the amount or timing of income, gain, deduction or loss reported by a taxpayer that is a dealer in securities that marks the Shares to market for U.S. federal income tax purposes, or a trader in securities that has elected to use themark-to-market method of tax accounting with respect to the Shares.

Tax Basis in Master Fund UnitsShares

A U.S. Shareholder’s initial tax basis in the partnership interests it is treated as holdingits Shares will equal the sum of (a) the amount of cash paid by suchthe U.S. Shareholder for its Shares and (b) suchthe U.S. Shareholder’s share of the Master Fund’s liabilities. A U.S. Shareholder’s tax basis in the Master Fund Units it is treated as holdingits Shares will be increased by (a) the U.S. Shareholder’s share of the Master Fund’s taxable income, including capital gain, (b) the U.S. Shareholder’s share of the Master Fund’s income, if any, that is exempt from tax and (c) any increase in the U.S. Shareholder’s share of the Master Fund’s liabilities. A U.S. Shareholder’s tax basis in the Shares it is treated as holding will be decreased (but not below zero) by (a) the amount of any cash distributed (or deemed distributed) to the U.S. Shareholder, (b) the U.S. Shareholder’s share of the Master Fund’s losses and deductions, (c) the U.S.Shareholder’sU.S. Shareholder’s share of the Master Fund’s expenditures that are neither deductible nor properly chargeable to its capital account and (d) any decrease in the U.S. Shareholder’s share of the Master Fund’s liabilities.

Limitations on Interest Deductions

The deductibility of anon-corporate U.S. Shareholder’s “investment interest expense” is generally limited to the amount of thatthe Shareholder’s “net investment income.” Investment interest expense wouldwill generally include interest expense incurred by the Master Fund, if any, and investment interest expense incurred by the U.S. Shareholder on any margin account borrowing or other loan incurred to purchase or carry Shares. Net investment income includes gross income from property held for investment and amounts treated as portfolio income, such as dividends and interest, under the passive loss rules, less deductible expenses, other than interest, directly connected with the production of investment income. For this purpose, any long-term capital gain or qualifying dividend income that is taxable at long-term capital gains rates is excluded from net investment income unless the U.S. Shareholder elects to pay tax on such capital gain or dividend income at ordinary income rates. A Shareholder’s distributive share of certain interest paid or accrued by the Fund, or certain entities in which the Fund invests may be treated as “business interest,” which is subject to separate limitations on deductibility.

Organization, Syndication and Other Expenses

In general, for taxable years beginning before January 1, 2018, expenses incurred that are considered “miscellaneous itemized deductions” may be deducted by a U.S. Shareholder that is an individual, estate or trust only to the extent that

they exceed 2% of the adjusted gross income of suchthe U.S. Shareholder. The Code imposes additional limitations (which are scheduled to be phased out between 2006 and 2010) on the amount of certain itemized deductions allowable to individuals, by reducing the otherwise allowable portion of such deductions by an amount equal to the lesser of:

 

3% of the individual’s adjusted gross income in excess of certain threshold amounts; or

 

80% of the amount of certain itemized deductions otherwise allowable for the taxable year.

Under the Tax Act, “miscellaneous itemized deductions” are not permitted for taxable years beginning after December 31, 2017 and before January 1, 2026.

In addition, these expenses are also not deductible in determining the alternative minimum tax liability of

aanon-corporate U.S. Shareholder. The Master Fund will report suchits expenses on apro rata basis to the Shareholders, and each U.S. Shareholder will determine separately to what extent they are deductible on suchthe U.S. Shareholder’s tax return. A U.S. Shareholder’s inability to deduct all or a portion of suchthe expenses could result in an amount of taxable income to suchthe U.S. Shareholder with respect to the Master Fund that exceeds the amount of cash actually distributed to such U.S. Shareholder for the year. It is anticipated that management fees the Master Fund will pay will constitute miscellaneous itemized deductions.

Under Section 709(b) of the Code, amounts paid or incurred to organize a partnership may, at the election of the partnership, be treated as deferred expenses, which are allowed as a deduction ratably over a period of 180 months. The Master Fund has not yet determined whether it will make such anmade a Section 709(b) election. A U.S. Shareholder’s allocable share of such organizational expenses would constitute miscellaneous itemized deductions. Expenditures in connection with the issuance and marketing of Shares (so called “syndication fees”) are not eligible for the180-month amortization provision and are not deductible.

Passive Activity Income and Loss

Individuals are subject to certain “passive activity loss” rules under Section 469 of the Code. Under these rules, losses from a passive activity generally may not be used to offset income derived from any source other than passive activities. Losses that cannot be currently used under this rule may generally be carried forward. Upon an individual’s disposition of an interest in the passive activity, the individual’s unused passive losses may generally be used to offset other (i.e.,non-passive) income. Under temporarycurrent Treasury regulations,Regulations, income or loss from the Master Fund’s investments generally will not constitute income or losses from a passive activity. Therefore, income or loss from the Master Fund’s investmentsrealized by Shareholders will not be available to offset a U.S. Shareholder’s passive losses or passive income from other sources.

Tax on Net Investment Income

Transferor/Transferee Allocations

In general, the Master Fund’s taxable income and lossesA 3.8% tax will be determined monthly and will be apportioned among the Fund’s Shareholders inproportion to the number of Master Fund Units treated as owned by each of them asimposed on some or all of the closenet investment income of certain individuals with modified adjusted gross income of over $200,000 ($250,000 in the last trading daycase of joint filers) and the preceding month. With respect to any Master Fund Unitundistributed net investment income of certain estates and trusts. For these purposes, it is expected that was not treated as outstanding as of the close of the last trading day of the preceding month, the first person that is treated as holding such Master Fund Unit (other than an underwriterall or other person holding in a similar capacity) for United States federal income tax purposes will be treated as holding such Master Fund Unit for this purpose as of the close of the last trading day of the preceding month. As a result, a Shareholder transferring its Shares may be allocated income, gain, loss and deduction realized after the date of transfer.

Section 706 of the Code generally requires that items of partnership income and deductions be allocated between transferors and transferees of partnership interests on a daily basis. It is possible that transfers of Shares could be considered to occur for United States federal income tax purposes when the transfer is completed without regard to the Master Fund’s convention for allocating income and deductions. In that event, the Master Fund’s allocation method might be considered a monthly convention that does not literally comply with that requirement.

If the IRS treats transfers of Shares as occurring throughout each month and a monthly convention is not allowed by the Regulations (or only applies to transfers of less than allsubstantial portion of a Shareholder’s Shares) or if the IRS otherwise doesshare of Fund income will be net investment income. In addition, certain Fund expenses may not accept the Master Fund’s convention, the IRS may contend that taxable income or losses of the Master Fund must be reallocated among the Shareholders. If suchdeducted in calculating a contention were sustained, the Shareholders’ respective tax liabilities would be adjusted to the possible detriment of certain Shareholders. The Master Fund’s Managing Owner is authorized to revise the Master Fund’s methods of allocation between transferors and transferees (as well as among Shareholders whose interests otherwise vary during a taxable period).Shareholder’s net investment income.

Tax Reporting by the Fund and the Master Fundto its Shareholders

Information returns will be filed with the IRS, as required, with respect to income, gain, loss, deduction and other items derived from the Fund’s

Shares. The Master Fund will file a partnership tax return. Accordingly, tax information will be provided to Shareholders on ScheduleK-1 for each calendar year as soon as practicable after the end of such taxable year but in no event later than March 15. Each ScheduleK-1 provided to a Shareholder will set forth the Shareholder’s share of the Fund’s tax items (i.e., interest income fromT-Bills, short-term and long-term capital gain or loss with respect to the futures contracts, Money Market Income,T-Bill ETF Income and investment expenses for the year) in a manner sufficient for a U.S. Shareholder to complete its tax return with respect to its investment in the IRS and intends to issue a Schedule K-1 to the Managing Owner on behalfShares.

Each Shareholder, by its acquisition of the Shareholders. The Managing Owner of the Fund intends to report to you all necessary items on a tax information statement or some other form as required by law. If you hold your Shares, through a nominee (such as a broker), we anticipate that the nominee will provide you with an IRS Form 1099 or substantially similar form, which will be supplemented by additional tax information that we will make available directlydeemed to you at a later date, but in time for you to prepare your federal income tax return. Each holder of Shares hereby agreesagree to allow brokers and nominees to reportprovide to the Master Fund its name and address and suchthe other information and forms as may be reasonably requested by the Master Fund for purposes of complying with itstheir tax reporting obligations. We note that, givenand withholding obligations (and to waive any confidentiality rights with respect to the information and forms for this purpose) and to provide information or forms upon request.

Given the lack of authority addressing structures similar to that of the Fund and the Master Fund, it is not certain that the IRS will agree with the manner in which tax reporting by the Fund and the Master Fund will be undertaken. Therefore, Shareholders should be aware that future IRS

interpretations or revisions to Treasury regulationsRegulations could alter the manner in which tax reporting by the Fund and any nominee will be undertaken.

Tax Agent

TreatmentThe beneficial owners who are of Securities Lending Transactions involving Shares

A Shareholder whosea type, as identified by the nominee through whom their Shares are loanedheld, that do not ordinarily have U.S. federal tax return filing requirements, collectively, CertainK-1 Unitholders, have designated the Managing Owner as their tax agent (the “Tax Agent”) in dealing with the Trust. In light of such designation and pursuant to a “short seller”Treasury Regulation section1.6031(b)-1T(c), as amended from time to cover a short sale of Shares may be consideredtime, the Trust will provide to the Tax Agent CertainK-1 Unitholders’ statements (as such term is defined under Treasury Regulation section1.6031(b)-1T(a)(3), as having disposed of those Shares. If so, such Shareholder would no longer be a beneficial owner of apro rata portion of the partnership interests with respectamended from time to those Shares during the period of the loan and may recognize gain or loss from the disposition. As a result, during the period of the loan, (1) any of Master Fund’s income, gain, loss, deduction or other items with respect to those Shares would not be reported by the Shareholder, and (2) any cash distributions received by the Shareholder as to those Shares could be fully taxable, likely as ordinary income. Accordingly, Shareholders who desire to avoid the risk of income recognition from a loan of their Shares to a short seller are urged to modify any applicable brokerage account agreements to prohibit their brokers from borrowing their Shares.time).

Audits and Adjustments to Tax Liability

Any challenge by the IRSPursuant to the tax treatment by a partnership of any item must be conducted atgoverning documents, the partnership, rather than atManaging Owner has been appointed the partner, level. A partnership ordinarily designates a “tax matters partner” (as defined under Section 6231“partnership representative” of the Code) as the person to receive notices andFund, to act on its behalf in connection with IRS audits and related proceedings. Under the conduct of such a challenge or audit bynew regime for the IRS.

Pursuant to the Master Fund’s Trust Declaration the Managing Owner will be appointed the “tax matters partner” of the Master Fund for all purposes pursuant to Sections 6221-6231 of the Code. The tax matters partner, which is required by the Master Fund’s Trust Declaration to notify all U.S. Shareholders of any United States federal income tax audit of partnerships, the Masterpartnership representative’s actions, including the partnership representative’s agreement to adjustments of the Fund’s income in settlement of an IRS audit of the Fund, will have the authority under the Trust Declarationbind all Shareholders, andopt-out rights available to conduct any IRS auditscertain Shareholders in connection with certain actions of the Master Fund’s tax returns or other tax related administrative or judicial proceedings and to settle or further contest any issues in such proceedings. The decision in any proceeding initiated by the tax matters partner under the partnership audit rules in effect prior to January 1, 2018 will no longer be available.

The new partnership audit rules are effective for federal income tax returns filed for taxable years of the Fund beginning on or after January 1, 2018, but may apply for returns filed for the 2016 or 2017 taxable years, if elected. For returns filed for taxable years prior to the effective date of the new rules, the existing partnership rules apply.

Under the new rules, Shareholders are not required to receive notice of any audit of a Fund tax return and are not entitled to participate in any such audit, and any adjustment made in a Fund audit will be binding on all U.S.of the Shareholders. AsAny tax arising from an audit of a Fund tax return, as well as any resulting interest and penalties, is generally payable by the Fund in the year in which the determination becomes final unless the Fund elects to send statements (“Adjustment Statements”) to its Shareholders for the audited year informing them of their share of the adjustments made on audit. If the Fund sends Adjustment Statements, Shareholders are generally required to pay any tax, interest and penalties arising from such adjustments as if the adjustments were made in the audited year and any other affected year, as applicable, but are not required to amend their tax returns for any prior year. In general, if the Fund pays the tax matters partner,resulting from the Managing Owner will haveadjustment, the right on behalfamount is determined by applying the highest rate of all Shareholders to extendtax in effect for the statute of limitations relatingaudited year to the Shareholders’ United States federalnet adjustment amount, subject to possible reduction, with the approval of the IRS, to account for certain types of income and fortax-exempt Shareholders. Recently issued final Treasury Regulations provide guidance as to how the tax liabilitiesis paid if a partnership or other flow-through entity (“Pass-Through Partner”) receives an Adjustment Statement from a lower-tier partnership in which it holds an interest. In general, such Treasury Regulations provide that a Pass-Through Partner may pay the amount shown on the Adjustment Statement it receives or send statements to its interest holders for the audited year to which the Adjustment Statement relates informing them of their share of the adjustments shown on the Adjustment Statement. If the Pass-Through Partner sends such statements to its interest holders, then the interest holders are generally required to pay the amount of tax, interest and penalties reported on such statements. A Pass-Through Partner must file and furnish such statements to its affected interest holders in accordance with forms, instructions and other guidance to be prescribed by the IRS. It is also possible that state and local taxing jurisdictions will enact similar provisions.

Shareholders should discuss with their own tax advisors the possible implications of the new rules with respect to Masteran investment in the Fund.

Non-U.S. Shareholders

The Fund items.

Aintends to conduct its activities in such a manner that anon-U.S. Shareholder who is not otherwise carrying on a trade or business in the United States federal income tax auditis not expected to be considered to be engaged in a trade or business in the United States as a result of an investment in the Shares. Anon-U.S. Shareholder’s share of the Master Fund’s information return may result in an auditinterest income realized by the Fund on its holdings ofT-Bills will be exempt from U.S. withholding tax provided the returns of the U.S. Shareholders, which, in turn, could result in adjustments of items of anon-U.S. Shareholder that are unrelated to the Master Fund as well as to the Master Fund related items. In particular, there can be no assurancecertifies on IRS FormW-8BEN or IRS FormW-8BEN-E (or other applicable form) that the IRS, upon an audit of an information return of the Fund or the Master Fund or of an income tax return ofShareholder is not a U.S. Shareholder, might not take a position that differs from the treatment thereof by the Master Fund. A U.S. Shareholder would be liable for interest on any deficiencies that resulted from any adjustments. Potential U.S. Shareholders should also recognize that they might be forced to incur substantial legalperson, provides name and accounting costs in resisting any challenge by the IRS to items in their individual returns, even if the challenge by the IRS should prove unsuccessful.

Foreign Tax Credits

Subject to generallyaddress information and otherwise satisfies applicable limitations, U.S. Shareholders will be able to claim foreign tax creditsdocumentation and certification requirements. In addition, with respect to certain foreign income taxes paid or incurreddistributions made tonon-U.S. Shareholders, no withholding is required and the distributions by the Master Fund withheld on payments madethat relate to us ordividends paid by us on behalf of Fund Shareholders. If a Shareholder elects to claim foreign tax credit, it must include in its gross income, for United States federal income tax purposes, both its share of the Master Fund’s items of income and gain and also its share of the amount which is deemed to be the Shareholder’s portion of foreign income taxes paid with respect to, or withheld from, interest or other income derived by the Master Fund. U.S. Shareholders may then subtract from their United States federal income tax the amount of such taxes withheld, or else treat such foreign taxes as deductions from gross income; however, as in the case of investors receiving income directly from foreign sources, the above described tax credit or deduction is subject to certain limitations. Even if the Shareholder is unable to claim a credit, he or she must include all amounts described above in income. U.S. Shareholders are urged to consult their tax advisers regarding this election and its consequences to them.

Tax Shelter Disclosure Rules

There are circumstances under which certain transactions must be disclosed to the IRS in a disclosure statement attached to a taxpayer’s United States federal income tax return. (A copy of such statement must also be sent to the IRS Office of Tax Shelter Analysis.) In addition, the Code imposes a requirement on certain “material advisers” to maintain a list of persons participating in such transactions, which list must be furnished to the IRS upon written request. These provisions can apply to transactions not conventionally considered to involve abusive tax planning. Consequently, it is possibleFund by money market mutual funds andT-Bill ETFs that such disclosure could be required by the Master Fund or the Shareholders (1) if a Shareholder incurs a loss (in each case, in excess of a threshold computed without regard to offsetting gains or other income or limitations) from the disposition (including by way of withdrawal) of Shares, or (2) possibly in other circumstances. Furthermore, the Master Fund’s material advisers could be required to maintain a list of persons investing in the Master Fund pursuant to the Code. While the tax shelter disclosure rulesare RICs generally do not apply to a loss recognized on thedisposition of an asset in which the taxpayer has a qualifying basis (generally a basis equal to the amount of cash paid by the taxpayer for such asset), such rules will apply to a taxpayer recognizing a loss with respect to interests in a pass through entity (such as the Shares) even if its basis in such interests is equal to the amount of cash it paid. In addition, under recently enacted legislation, significant penalties may be imposed in connection with a failure to comply with these reporting requirements. U.S. Shareholders are urged to consult their tax advisers regarding the tax shelter disclosure rules and their possible application to them.

Non-U.S. Shareholders

A non-U.S. Shareholder will not be subject to United Statesfederal income tax if (i) the distributions are properly reported by us as “interest-related dividends” or “short-term capital gain dividends,” (ii) the distributions are derived from sources specified in the Code for such dividends and (iii) certain other requirements are satisfied. No assurance can be given that any of our distributions would be designated as eligible for this exemption.

Non-U.S. Shareholders will not be subject to U.S. federal income tax on suchgains realized on the sale of Shares or on thenon-U.S. Shareholder’s distributive share of the Master Fund’s income, providedcapital gains. However, the Tax Act generally requires the purchaser or transferee of a partnership interest to withhold a 10% tax on the “amount realized” by aNon-U.S. Shareholder on the sale or exchange of Shares. The IRS, however, has temporarily suspended the 10% withholding requirement on sales of certain publicly traded partnership interests by foreign persons until it has a chance to issue final Treasury Regulations. The Fund believes that such incomeit is not considereda publicly traded partnership for purposes of these rules and is eligible for the temporary suspension of these withholding provisions. On May 7, 2019, the IRS released proposed Treasury Regulations (“Proposed Regulations”) that would impose a withholding obligation on brokers through which a sale or exchange of Shares is effected unless an exception applies. The Proposed Regulations are generally proposed to be incomeeffective for transfers of publicly traded partnership interests, such as the ShareholderShares, occurring on or after the date that is effectively connected with60 days after the conductProposed Regulations are finalized. Until such date, the temporary suspension of a trade or business withinthese withholding provisions remains in effect. It is unclear when the United States. Proposed Regulations may be finalized and if so to what extent the Proposed Regulations will be adopted.Non-U.S. Shareholders, however, should expect that this withholding requirement will be in effect at some point in the near future. ANon-U.S. Shareholder also could be liable for state/local income taxes, and could have corresponding state/local tax filing requirements.

In the case of an individualnon-U.S. Shareholder, suchthenon-U.S. Shareholder will be subject to United StatesU.S. federal income tax on gains on the sale of Shares inor the Master Fund’s or suchnon-U.S. Shareholder’s distributive share of capital gains if suchthenon-U.S. Shareholder is present in the United States for 183 days or more during a taxable year and certain other conditions are met.

If the income from the Master Fund is “effectively connected” with a U.S. trade or business carried on by a non-U.S. Shareholder (and, if certain income tax treaties apply, is attributable to a U.S. permanent establishment), then such Shareholder’s share of any income and any gains realized upon the sale or exchange of Shares will be subject to United States federal income tax at the graduated rates applicable to United States citizens and residents and domestic corporations. Non-U.S. Shareholders that are corporations may also be subject to a 30% U.S. branch profits tax (or lower treaty rate, if applicable) on their effectively connected earnings and profits that are not timely reinvested in a U.S. trade or business.

Non-U.S. Shareholders that are individuals will be subject to United StatesU.S. federal estate tax on the value of United StatesU.S. situs property owned at the time of their death (unless a statutory exemption or tax treaty exemption applies). It is unclear whether partnership interests (such as the interests of the

Master Fund)Shares) will be considered United StatesU.S. situs property. Accordingly,non-U.S. Shareholders may be subject to U.S. federal estate tax on all or part of the value of the Shares owned at the time of their death.

Non-U.S. Shareholders are advised to consult their own tax advisersadvisors with respect to the particular tax consequences to them of an investment in the Shares.

Regulated Investment Companies

Regulated investment company (“RIC”) investorsThe Fund does not believe that it will be classified as a qualified publicly traded partnership within the meaning of Section 851(h) of the Code. Accordingly, a RIC that invests in Shares will be treated as owning a proportionate share of the Master Fund’s assets and will take into account theirits allocable share of the Master Fund’s items of income, gainsgain, loss, and lossesdeduction when testing the various compliance requirements specifically applicable to them. The Master Fund does not meet the definition of a qualified publicly traded partnership for purposes of the newly created category of qualifying RIC income added to the Code by the American Jobs Creation Act of 2004. However, underRICs. Under current interpretation of the RIC qualification rules, a RIC’s allocable share of income from the Master Fund’s currency futures transactionscontracts and interest income from its investment in debt obligations areshould be treated as qualifying income. Because the Master Fund is not a qualified PTP, a RIC’s investment in the Shares will not be counted against the 25 percent limit on a RIC’s permitted investment in securities issued by qualified PTPs, and a RIC need not limit its investment in Shares provided it otherwise can satisfy the qualification requirements. The U.S. Treasury has specific statutory authority (granted in 1987)1986) to promulgate Treasury Regulations excluding from the definition of qualifying income foreign currency gains which are not directly related to the company’sa RIC’s principal business of investing in stock or securities (or options and futures with respect to stock or securities), although to date no such Treasury Regulations have been issued or proposed. For this reason, there are some RICs which do not invest in foreign currencies except as a way to hedge risk for investments which may be denominated in or affected by certain foreign currency fluctuations. At least one RIC has obtained a private ruling from the IRS that gains on its derivative investments used to obtain exposure to foreign currencies would constitute qualifying income under current law and, additionally, if the ruling is revoked or modified based on future regulations, the finding of the rulingwill likely not be modified retroactively. RIC investors that have not sought their own rulings on the issue face a risk that future regulationsTreasury Regulations will recharacterize foreign currency gains received by them as nonqualifying income and be retroactive in application. ProspectiveIf the IRS determines that the Fund’s futures contracts do not produce qualifying income under Section 851(b) of the Code, the Fund may become classified as a “qualified publicly traded partnership” within the meaning of Section 851(h) of the Code. RICs are limited to investing up to 25% of their assets in “qualified publicly traded partnerships” and net income derived from such investments is qualifying income for RICs under Section 851(b) of the Code. A

prospective RIC investors shouldinvestor is encouraged to consult a tax adviseradvisor regarding the treatment of anits investment in Shares under the Master Fund to them under current tax rules.

Tax-Exempt Organizations

An organization that is otherwise exempt from United StatesU.S. federal income tax is nonetheless subject to taxation with respect to its “unrelated business taxable income,” or UBTI, to the extent that its UBTI from all sources exceeds USD 1,000 in any taxable year.income” (“UBTI”). Except as noted below with respect to certain categories of exempt income, UBTI generally includes income or gain derived (either directly or through a partnership) from a trade or business, the conduct of which is substantially unrelated to the exercise or performance of the organization’s exempt purpose or function.

UBTI generally does not include passive investment income, such as dividends, interest and capital gains, whether realized by the organization directly or indirectly through a partnership (such as the Master Fund) in which it is a partner. This type of income is exempt, subject to the discussion of “unrelated debt-financed income” below, even if it is realized from securities trading activity that constitutes a trade or business.

UBTI includes not only trade or business income or gain as described above, but also “unrelated debt-financed income.” This latter type of income generally consists of (1) income derived by an exempt organization (directly or through a partnership) from income producing property with respect to which there is “acquisition indebtedness” at any time during the taxable year and (2) gains derived by an exempt organization (directly or through a partnership) from the disposition of property with respect to which there is acquisition indebtedness at any time during the twelve-month period ending with the date of the disposition.

To the extent the Master Fund recognizes gain from property with respect to which there is “acquisition indebtedness,” the portionAll of the income realized by the Fund is expected to be short-term or long-term capital gain that will be treated as UBTI will be equal to the

amountincome, interest income or other passive investment income of the gain times a fraction,type specifically exempt from UBTI as discussed above. The Fund will not borrow funds for the numeratorpurpose of which is the highest amount of theacquiring or holding any investments or otherwise incur “acquisition indebtedness” with respect to such investments. Therefore, atax-exempt entity purchasing Shares is not expected to incur any UBTI by reason of its investment in the property duringShares or upon sale of such Shares provided that suchtax-exempt entity does not borrow funds for the twelve-month period ending withpurpose of investing in the date of their disposition, andShares.

Under the denominator of which is the “average amount of the adjusted basis” of the property during the period such property is held by the Master Fund during the taxable year. In determining the unrelated debt-financed income of the Master Fund, an allocable portion of deductions directly connected with the Master Fund’s debt financed property will be taken into account. In making such a determination, for instance, a portion ofTax Act,tax-exempt entities are not permitted to offset losses from debt financed securities (determined inone trade or business against the manner described above for evaluating the portionincome or gain of anyanother trade or business. Certain net losses incurred prior to January 1, 2018 are permitted to offset gain that would be treated as UBTI) would offset gains treated as UBTI. A charitable remainder trust will not be exempt from United States federaland income tax under the Code for any year in which it has UBTI; in view of the potential for UBTI, the Shares are not a suitable investment for a charitable remainder trust.created by an unrelated trade or business, if otherwise available.

Certain State and Local Taxation Matters

Prospective Shareholders should consider, in addition to the United StatesU.S. federal income tax consequences described, potential state and local tax considerations in investing in the Shares.

These considerations arise under various taxing schemes, which include taxes imposed on entities treated as partnerships for U.S. federal income tax purposes, withholding on the distributive share of a nonresident partner, franchise and capital taxes, gross income taxes, net income taxes, value added taxes, and gross receipts taxes.

State and local tax laws often differ from United StatesU.S. federal income tax laws with respect to the treatment of specific items of income, gain, loss, deduction and credit. Acredit for state net income tax purposes. For Shareholders that are taxed as entities for state or local tax income tax purposes, the taxable nexus, income, and apportionment factors of the Fund may flow through to the Shareholder and such flow- through may disproportionately impact the taxability of the Shareholder in one or more jurisdictions relative to that Shareholder’s distributive share from the Fund. For Shareholders that are individuals, the taxable nexus and apportioned income of the Fund will generally flow through to the Shareholder and the Shareholder’s distributive share of the taxable income or loss of the Fund generally will be required to be included in determining its reportable income for state and local income tax purposes in the jurisdiction in which the Shareholder is a resident.

The Master Fund may conduct business inhave a taxable nexus with one or more jurisdictions that will subject a Shareholder to tax (and require a Shareholder to file an incomea state and local tax return with the jurisdiction in respect to the Shareholder’s share of the income derived from that business.)business). A prospective Shareholder should consult its tax adviseradvisor with respect to the availability of a credit for such tax in the jurisdictionjurisdiction(s) in which the Shareholder is resident.

The Master Fund should not

Tax Shelter Disclosure Rules

There are circumstances under which certain transactions must be subjectdisclosed to the New York City unincorporated businessIRS in a disclosure statement attached to a taxpayer’s U.S. federal income tax becausereturn. (A copy of such statement must also be sent to the IRS Office of Tax Shelter Analysis.) In addition, the Code imposes a requirement on certain “material advisors” to maintain a list of persons participating in such transactions, which list must be furnished to the IRS upon written request. These provisions can apply to transactions not conventionally considered to involve abusive tax planning. Consequently, it is not imposed on an entitypossible that is primarily engagedsuch disclosure could be required by the Fund or the Shareholders (1) if a Shareholder incurs a loss (in each case, in excess of a threshold computed without regard to offsetting gains or other income or limitations) from the disposition (including by way of withdrawal) of Shares, or (2) possibly in other circumstances. Furthermore, the Fund’s material advisors could be required to maintain a list of persons investing in the purchase and saleFund pursuant to the Code. While the tax shelter disclosure rules generally do not apply to a loss recognized on the disposition of securitiesan asset in which the taxpayer has a qualifying basis (generally a basis equal to the amount of cash paid by the taxpayer for its“own account.” By reason ofsuch asset), such rules will apply to a similar “own account” exemption, it is also expected thattaxpayer recognizing a nonresident individual U.S. Shareholder should not be subject to New York State personal income taxloss with respect to his or her shareinterests in a pass-through entity (such as the Shares) even if its basis in such interests is equal to the amount of income or gain recognized by the Master Fund. A nonresident individual U.S. Shareholder will notcash it paid. In addition, significant penalties may be subjectimposed in connection with a failure to New York City earnings tax on nonresidentscomply with respect to his or her investment in the Fund. New York State and New York City residents will be subject to New York State and New York City personal income tax on their income recognized in respect of Shares. Because the Master Fund may conduct its business, in part, in New York City, corporatethese reporting requirements. U.S. Shareholders generally will be subjectare urged to consult their tax advisors regarding the New York franchise tax shelter disclosure rules and the New York City general corporationtheir possible application to them.

U.S. Shareholders should consult their own tax by reasonadvisors regarding any tax reporting or filing obligations they may have as a result of their investment in the Fund, unless certain exemptions apply. However, pursuant to applicable regulations, non-New York corporate U.S. Shareholders not otherwise subject to New York State franchise taxacquisition, ownership or New York City general corporation tax should not be subject to these taxes solely by reasondisposition of investing in shares based on qualification of the Fund as a “portfolio investment partnership” under applicable rules. No ruling from the New York State Department of Taxation and Finance or the New York City Department of Finance has been, or will be, requested regarding such matters.Shares.

Backup Withholding

The Fund is required in certain circumstances to backup withhold on certain payments paid to noncorporate shareholders of Shares whonon-corporate Shareholders that do not furnish the Fund with their correct taxpayer identification number (in the case of individuals, their social security number) and certain certifications, or who are otherwise subject to backup withholding. Backup withholding is not an additional tax. Any amounts withheld from payments made to youa Shareholder may be refunded or credited against your United Statesthe Shareholder’s U.S. federal income tax liability, if any, provided that the required information is furnished to the IRS.

IRS in a timely manner.

Shareholders should be aware that certain aspects of the United StatesU.S. federal, state and local income tax treatment regarding the purchase, ownership and disposition of Shares are not clear under existing law. Thus, Shareholders are urged to consult their own tax advisersadvisors to determine the tax consequences of ownership of the Shares in their

particular circumstances, including the application of United StatesU.S. federal, state, local and foreign tax laws.


FATCA

The Foreign Account Tax Compliance Act provisions of the Hiring Incentives to Restore Employment Act (“FATCA”) generally impose a reporting and 30% withholding tax regime with respect to certain items of U.S. source income (including dividends and interest) (“Withholdable Payments”). As a general matter, the rules are designed to require U.S. persons’ direct and indirect ownership ofnon-U.S. accounts andnon-U.S. entities to be reported to the IRS. The 30% withholding tax regime applies if there is a failure to provide required information regarding U.S. ownership.

The rules may subject anon-U.S. Shareholder’s share of Withholdable Payments received by the Fund to 30% withholding tax unless such shareholder provides information, representations and waivers ofnon-U.S. law as may be required to comply with the provisions of the rules, including information regarding certain U.S. direct and indirect owners of suchnon-U.S. Shareholder. Anon-U.S. Shareholder that is treated as a “foreign financial institution” will generally be subject to withholding unless it agrees to report certain information to the IRS regarding its U.S. accountholders and those of its affiliates.

Prospective investors are urged toshareholders should consult their tax advisers before deciding whetherown advisors regarding the requirements under FATCA with respect to investtheir own situation.

Euroclear System

Any participant of the Euroclear System that holds Shares in the Shares.Euroclear System will be deemed to have represented to and agreed with the Fund and Euroclear Bank as a condition to Shares being in the Euroclear System to furnish to the

Euroclear Bank (a) its tax identification number, (b) notice of whether it is (i) a person who is not a United States person, (ii) a foreign government, an international organization or any wholly owned agency or instrumentality of either of the foregoing or (iii) a tax exempt identity, and (c) such other information as the Euroclear Bank may request from time to time in order to comply with its United States tax reporting obligations. If a participant in the Euroclear System fails to provide such information, Euroclear Bank may, among other courses of action, block trades in the Shares and related income distributions of such participant.

 


 

PURCHASES BY EMPLOYEE BENEFIT PLANSPROSPECTIVE INVESTORS ARE URGED TO CONSULT THEIR TAX ADVISORS BEFORE DECIDING WHETHER TO INVEST IN THE SHARES.

 

Purchases by Employee Benefit Plans

Although there can be no assurance that an investment in the Fund, or any other managed futures product, will achieve the investment objectives of an employee benefit plan in making such investment, futures investments have certain features which may be of interest to such a plan. For example, the futures markets are one of the few investment fields in which employee benefit plans can participate in leveraged strategies without being required to pay tax on “unrelated business taxable income.” See “Material U.S. Federal Income Tax Considerations— ‘Tax-ExemptConsiderations —‘Tax-Exempt Organizations’” at page 86.below. In addition, because they are not taxpaying entities, employee benefit plans are not subject to paying annual tax on profits (if any) of the Fund.

General

The following section sets forth certain consequences under the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), and the Code, which a fiduciary of an “employee benefit plan” as defined in, and subject to the fiduciary responsibility provisions of, ERISA or of a “plan” as defined in and subject to Section 4975 of the Code who has investment discretion should consider before deciding to invest the plan’s assets in the Fund (such “employee benefit plans” and “plans” being referred to herein as “Plans,”Plans, and such fiduciaries with investment discretion being referred to herein as “Plan Fiduciaries”)Plan Fiduciaries). The following summary is not intended to be complete, but only to address certain questions under ERISA and the Code which are likely to be raised by the Plan Fiduciary’s own counsel.

In general, the terms “employee benefit plan” as defined in ERISA and “plan” as defined inSectionin Section 4975 of the Code together refer to any plan or account of various types which provide retirement benefits or welfare benefits to an individual or to an employer’s employees and their beneficiaries. Such plans and accounts include, but are not limited to, corporate pension and profit-sharingprofit sharing plans, “simplified employee pension plans,” KEOGHKeogh plans for self-employed individuals (including partners), individual retirement accounts described in Section 408 of the Code and medical benefit plans.

Each Plan Fiduciary of an ERISA Plan must give appropriate consideration to the facts and circumstances that are relevant to an investment in the Fund, including the role that such an investment in the Fund would play in the Plan’s overall investment portfolio. Each such Plan Fiduciary, before deciding to invest in the Fund, must be satisfied that such investment in the Fund is a prudent investment for the Plan, that the investments of the Plan, including the investment in the Fund, are diversified so as to minimize the risk of large losses and that an investment in the Fund complies with the documents of the Plan and related trust.

EACH PLAN FIDUCIARY CONSIDERING ACQUIRING SHARES MUSTSHOULD CONSULT WITH ITS OWN LEGAL AND TAX ADVISERSADVISORS BEFORE DOING SO. AN INVESTMENT IN THE FUND IS SPECULATIVE AND INVOLVES A HIGH DEGREE OF RISK. THE FUND IS NOT INTENDED AS A COMPLETE INVESTMENT PROGRAM.

“Plan Assets”

AERISA and a regulation issued under ERISAthereunder (the “ERISA Regulation”“Plan Asset Rules”) containscontain rules for determining when an investment by a Plan in an equity interest of an entity will result in the underlying assets of such entity being considered to constitutetreated as assets of the Plan for purposes of the

fiduciary responsibility and prohibited transaction provisions of ERISA and Section 4975 of the Code (i.e.(i.e., “plan assets”). Those rules provide that assets of an entity will not be consideredplan assets of a Plan which purchases an equity interest in the entitytherein if certain exceptions apply, including (i) an exception applicable if the equity interest purchased is a “publicly-offered security” (the “Publicly-Offered Security Exception”), and (ii) an exception applicable if the equity interest purchasedinvestment by all “benefit plan investors” is an “insignificant participation”not “significant” or certain other exceptions apply (the “Insignificant Participation Exception”).

The Publicly-Offered Security Exception applies if the equity interest is a security that is (1) “freely transferable,” (2) part of a class of securities that is “widely held” and (3) either (a) part of a class of securities registered under Section 12(b) or 12(g) of the Securities Exchange Act, of 1934, or (b) sold to the Plan as part of a public offering pursuant to an effective registration statement under the Securities Act of 1933 and the class of which such security is a part is registered under the Securities Exchange Act of 1934 within 120 days (or such later time as may be allowed by the SEC) after the end of the fiscal year of the issuer in which the offering of such security occurred.

The Plan Asset Rules state that the determination of whether a security is “freely transferable” is to be made based on all relevant facts and circumstances. Under the Plan Asset Rules, a class of securities is “widely held” only if it is of a class of securities owned by 100 or more investors independent of the issuer and of each other.

The Publicly Offered Security Exception applies with respectShares should be considered to be publicly-offered securities. First, the Shares dueare being sold only as part of a public offering pursuant to their Amex listing.

The Master Fund willan effective registration statement under the Securities Act, and the Shares were timely registered under the Exchange Act. Second, it appears that the Shares are freely transferable because the Shares may be able to relyfreely bought and sold on the Insignificant Participation Exception. BecauseNYSE Arca. Third, the Publicly Offered Security Exception applies to the Fund’s Shares the Master Fund’s assets will not be “plan assets.” In turn, becausehave been owned by at least 100 investors independent of the Fund and of each other from the Managing Owner aredate the only investors inShares were first sold. Therefore, the Master Fund and theunderlying assets of the Managing Owner areFund should not “plan assets” either, the Master Fund will not havebe considered to constitute assets of any plan asset investors, and therefore, qualifies for the Insignificant Participation Exception.Plan which purchases Shares.

Ineligible Purchasers

In general, Shares may not be purchased with the assets of a Plan if the Managing Owner, the Commodity Broker, the Administrator, Invesco Distributors, the Marketing Agent, the Trustee, the Index Sponsor, or any of their respective affiliates or any of their respective employees or any employees of their respective affiliates:either: (a) has investment discretion with respect to the investment of such Planplan assets; (b) has authority or responsibility to give or regularly gives investment advice“investment advice” as defined by U.S. Department of Labor regulations with respect to such Planplan assets, for a fee, and pursuant to an agreement or understanding that such advice will serve as a primary basis for investment decisions with respect to such Plan assets and that such advice will be based on the particular investment needs of the Plan;fee; or (c) is an employer maintaining or contributing to such Plan. A party that is described in clause (a) or (b) of the preceding sentence is a fiduciary under ERISA and the Code with respect to the Plan, and any such purchase might result in a “prohibited transaction” under ERISA and the Code.Code absent an available exemption from the prohibited transaction rules.

Form 5500 Reporting

Certain ERISA Plans may be required to report certain compensation paid by the Fund to the Fund’s service providers on Schedule C to the Plan’s annual Form 5500. To the extent applicable, any descriptions of such compensation herein are intended to satisfy the disclosure requirements for “eligible indirect compensation” for purposes of the alternative reporting option on Schedule C.

Except as otherwise set forth, the foregoing statements regarding the consequences under ERISAandERISA and the Code of an investment in Shares of the Fund are based on the provisions of the Code and ERISA as currently in effect, and the existing administrative and judicial interpretations thereunder. No assurance can be given that administrative, judicial or legislative changes will not occur that will not make the foregoing statements incorrect or incomplete.

THE PERSON WITH INVESTMENT DISCRETION SHOULD CONSULT WITH HIS OR HER ATTORNEY AND FINANCIAL ADVISERS AS TO THE PROPRIETY OF AN INVESTMENT IN SHARESTHE FUND IN LIGHT OF THE CIRCUMSTANCES OF THE PARTICULAR PLAN AND CURRENT TAX LAW.

PLAN OF DISTRIBUTION

Initial Purchaser

Deutsche Bank Securities Inc. is the Initial Purchaser. On [· ], 2006, the Initial Purchaser purchased and took delivery of 1,000,000 Shares, which comprise the initial Baskets, at a purchase price of USD 25.00 per Share (USD 5,000,000 per Basket), pursuantThis section does not address any laws, regulations, or statutes that may apply to an Initial Purchaser Agreement. The Initial Purchaser proposesprospective investors that are employee benefit plans not subject to offer to the public these 1,000,000 Shares at a per-Share offering price that will vary depending, among other factors, the trading priceERISA or Section 4975 of the Shares on the Amex, the net asset value per ShareCode, such as U.S. federal, state and the supply oflocal governmental plans and demand for the Shares at the time of the offer. Shares offered by the Initial Purchaser at different timescertain church plans (as well as foreign plans). These other laws, regulations or statutes may have different offering prices. The excess, if any, of the price at which the Initial Purchaser sells a Share over the price paid by the Initial Purchaserimpose fiduciary responsibility requirements in connection with the initial purchaseinvestment of such Shareplan assets that may be deemedsimilar to be underwriting compensation. The Initial Purchaser will not receive from the Fund, the Managing Owner or anyERISA. Such investors should consult their own professional advisors about these matters.

Plan of their affiliates, any fee or other compensation in connection with the sale of the Shares to the public.Distribution

Authorized Participants

The Fund will not bear any expenses in connection with the offering or sales of the Shares composing the initial Baskets.

The Managing Owner has agreed to indemnify the Initial Purchaser against certain liabilities, including liabilities under the Securities Act of 1933, and to contribute to payments that the Initial Purchaser may be required to make in respect thereof.

The Initial Purchaser will not act as an Authorized Participant with respect to the initial Baskets, and its activities with respect to the initial Baskets will be distinct from those of an Authorized Participant.

Authorized Participants

The Fund will issueissues Shares in BasketsCreation Units to Authorized Participants continuously on the creation order settlement date as of noon New York2:45 p.m., Eastern time, on the business day immediately following the date on which a valid order to create a BasketCreation Unit is accepted by the Fund,Fund. The creation or redemption will be at the net asset valueNAV of 200,000 Shares as of the closing time of the AmexNYSE Arca or the last to close of the exchanges on which its Masterthe Fund’s assetsfutures contracts are traded, whichever is later, on the date that a valid order to create a BasketCreation Unit is accepted by the Fund.

The Master Fund will issue Master Fund Units in Master Unit Baskets to Upon submission of a creation order, the Fund continuously as of noon New York time on the business day immediately following the date on which a valid order to create a Master Unit Basket is accepted by the Master Fund, at the net asset value of 200,000 Master Fund Units as of the closing time of the Amex or the last to close of the exchanges on which its Master Fund’s assets are traded, whichever is later, on the date that a valid order to create a Master Unit Basket is accepted by the Master Fund. The Master Fund will be wholly-owned by the Fund andAuthorized Participant may request the Managing Owner. Each Share issued byOwner to agree to a creation order settlement date up to two business days after the Fund will correlate with a Master Fund Unit issued by the Master Fund and held by the Fund.

creation order date.

Authorized Participants may offer to the public, from time to time, Shares from any BasketsCreation Units they create. Shares offered to the public by Authorized Participants will be offered at a per Share offering price that will vary depending on, among other factors, the trading price of the Shares of the Fund on the Amex,NYSE Arca, the net asset valueNAV per Share and the supply of and demand for the Shares at the time of the offer. Shares initially comprising the same BasketCreation Unit but offered by Authorized Participants to the public at different times may have different offering prices. The excess, if any, of the price at which an Authorized Participant sells a Share over the price paid by such Authorized Participant in connection with the creation of such Share in a BasketCreation Unit may, depending upon the facts and circumstances, be deemed to be underwriting compensation.compensation by the FINRA Corporate Financing Department. Authorized Participants will not receive from the Fund, theManagingthe Managing Owner or any of their affiliates, any fee or other compensation in connection with their sale of Shares to the public, although investors are expected to be charged a customary commission by their brokers in connection with purchases of Shares that will vary from investor to investor. Investors are encouraged to review the terms of their brokerage accounts for applicable charges.

The Fund has entered into the Distribution Services Agreement with Invesco Distributors to assist the Managing Owner with certain functions and duties relating to distribution and marketing, including reviewing and approving marketing materials. In consideration for the services provided by Invesco Distributors, the Managing Owner reimburses Invesco Distributors for actual costs associated with the performance of such services, capped at $25,000 annually ($6,250 quarterly). See also “Material Contracts – Distribution Services Agreement.”

As of the date of this prospectus,Prospectus, each of BMO Capital Markets Corp., BNP Paribas Securities Corp, Cantor Fitzgerald & Co., Citadel Securities LLC, Citigroup Global Markets, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc. and, Goldman Sachs & Co., Goldman Sachs Execution & Clearing LP, Interactive Brokers LLC, Jefferies LLC, JP Morgan Securities Inc., Merrill Lynch Professional Clearing Corp. have eachCorp, Morgan Stanley & Co. LLC, Nomura Securities International Inc., RBC Capital Markets LLC, SG Americas Securities LLC, Timber Hill LLC, UBS Securities, Virtu Americas, Virtu Financial BD LLC and Virtu Financial Capital Markets LLC has executed a Participant Agreement.Agreement and are the only Authorized Participants.

Likelihood of Becoming a Statutory Underwriter

The Fund has issued the initial Baskets to the Initial Purchaser and will issueissues Shares in BasketsCreation Units to Authorized Participants from time-to-timetime to time in exchange for cash. Because new Shares can be created and issued on an ongoing basis at any point during the life of the Fund, a “distribution,” as such term is used in the Securities Act, will be occurring.may occur at any point. An Authorized Participant, other broker-dealer firm or its client willmay be deemed a statutory underwriter, and thus willmay be subject to the prospectus-delivery and liability provisions of the Securities Act, if it purchases a BasketCreation Unit from the Fund, breaks the BasketCreation Unit down into the constituent Shares and sells the Shares to its customers; or if it chooses to couple the creation of a supply of new Shares with an active selling effort involving solicitation of secondary market demand for the Shares. Similarly, the Initial Purchaser will be deemed a statutory underwriter. A determination of whether one is an underwriter must take into account all the facts and circumstances pertaining to the activities of the broker-dealer or its client in the particular case, and the examples mentioned above should not be considered a complete description of all the activities that would lead to categorization as an underwriter. Authorized Participants, other broker-dealers and other persons are cautioned that some of their activities willmay result in their being deemed participants in a distribution, under certain interpretations of applicable law, in a manner which would render them statutory underwriters and subject them to the prospectus-delivery and liability provisions of the Securities Act. It is expected that the Initial Purchaser and Authorized Participants will avail themselves of any relief that becomes available with respect to being deemed a statutory underwriter.

Dealers who are neither Authorized Participants nor “underwriters” but are participating in a distribution (as contrasted to ordinary secondary trading transactions), and thus dealing with Shares that are part of an “unsold allotment” within the meaning of section 4(3)4(a)(3)(C) of the Securities Act, would be unable to take advantage of the prospectus delivery exemption provided by section 4(3)4(a)(3) of the Securities Act.

[Remainder of page left blank intentionally]

General

Summary of Items of Value Paid Pursuant to FINRA Rule 2310

 

  Nature of PaymentRecipientPayorAmount of PaymentServices Provided

  Selling

  Commission

Authorized
Participants
ShareholdersNo greater than 0.99% of the gross offering proceeds.Brokering purchases and sales of the Shares and creating and redeeming Creation Units.

  Distribution

  Services Fee

Invesco
Distributors
Managing
Owner
Capped at $25,000 per annum, not to exceed 0.25% of the gross offering proceedsAssisting the Managing Owner with certain functions and duties relating to distribution and marketing, including reviewing and approving marketing materials, consulting with FINRA and ensuring compliance with FINRA marketing rules and maintaining certain books and records pertaining to the Fund.

  Marketing Services

  Fee

Marketing
Agent
Managing
Owner
A range from 0.05% - 0.345% per annum of the Total Average Net Assets (as defined herein) during each year calculated in U.S. dollars; not to exceed 8.75% of the gross offering proceeds.Assisting the Managing Owner by providing support to educate institutional investors about the Deutsche Bank indices and to complete governmental or institutional due diligence questionnaires or requests for proposals related to the Deutsche Bank indices.

For additional details, see below.

General

Retail investors may purchase and sell Shares through traditional brokerage accounts. Investors who purchase Shares through acommission/fee-based brokerage account may pay commissions/fees charged by the brokerage account. Investors are encouraged to review the terms of their brokerage accounts for applicable charges.

The Managing Owner intends to qualify the Shares in certain states and through broker-dealers who are members of the NASD. Investors intending to create or redeem BasketsCreation Units through Authorized Participants in transactions not involving a broker-dealer registered in such investor’s state of domicile or residence should consult their legal advisor regarding applicable broker-dealer or securities regulatory requirements under the state securities laws prior to such creation or redemption.

The Managing Owner has agreed to indemnify certain parties against certain liabilities, including liabilities under the Securities Act, and to contribute to payments that such parties may be required to make in respect of those liabilities. The Trustee has agreed to reimburse such parties, solely from and to the extent of the Fund’s assets, for indemnification and contribution amounts due from the Managing Owner in respect of such liabilities to the extent the Managing Owner has not paid such amounts when due.

The offering of BasketsCreation Units is being made in compliance with ConductFINRA Rule 2810 of the NASD.2310. Accordingly, neither the Initial Purchaser nor the Authorized Participants will not make any sales to any account over which they have discretionary authority without the prior written approval of a purchaser of Shares. The maximum amount of items of value to be paid to NASDFINRA Members in connection with the offering of the Shares by the Fund will not exceed 10% plus 0.5% for bona fide due diligence.

of the gross offering proceeds of the Fund’s Shares.

The Initial PurchaserAuthorized Participants will not charge a commission of greater than 1%0.99% of the price per Share ingross offering and sellingproceeds of the Shares comprising the Initial Baskets.offering.

Pursuant to theThe Distribution Services Agreement provides for Invesco Distributors to be paid $25,000 per annum ($6,250 per quarter). The Managing Owner pays these fees to the Distributor out of its own assets.

The Marketing Agent will be paid outa marketing services fee by the Managing Owner. For each year ending on or prior to the sixth anniversary of the Management Feedate of the Services Agreement, the marketing services fee will equal to the sum of: (i) 0.00345 times the lesser of Total Average Net Assets and $6,000,000,000, plus (ii) If such Total Average Net Assets were greater than $6,000,000,000, 0.002625 times the lesser of (A) the excess of such Total Average Net Assets over $6,000,000,000 and (B) $3,000,000,000, plus (iii) If such Total Average Net Assets were greater than $9,000,000,000, 0.000975 times the lesser of (A) the excess of such Total Average Net Assets over $9,000,000,000 and (B) $3,000,000,000, plus (iv) If such Total Average Net Assets were greater than $12,000,000,000, 0.00015 times the excess of such Total Average Net Assets over $12,000,000,000. For each year ending on or after to the sixth anniversary of the date of the Services Agreement, the marketing services fee will equal to 0.0005 times Total Average Net Assets. “Total Average Net Assets” means the sum of the “Average Net Assets” of all “Funds” for such period. “Average Net Assets” means in an amountrespect of approximately $50,000 per annum, plus any fees or disbursements incurred byFund, the Distributor in connection withaverage of the performance by the Distributor of its duties on behalftotal NAV of the Fund (determined as described in its prospectus) as of the close of trading on each day of the applicable determination year during which the market on which the Fund is or was listed for trading was open for trading. If a Fund was opened or terminated, or the applicable marketing services from the Marketing Agent were initiated or terminated, in the course of a determination year, the Average Net Assets will continue to be calculated with respect to all trading days in such determination year but with a value of zero for days on which the Fund did not exist or the Marketing Agent’s marketing services had been terminated or not yet initiated. For purposes of this paragraph only, “Funds” means, collectively, Invesco DB Agriculture Fund, Invesco DB Base Metals Fund, Invesco DB Commodity Index Tracking Fund, Invesco DB Energy Fund, Invesco DB G10 Currency Harvest Fund, Invesco DB Gold Fund, Invesco DB Oil Fund, Invesco DB Precious Metals Fund, Invesco DB Silver Fund, Invesco DB US Dollar Index Bearish Fund, Invesco DB US Dollar Index Bullish Fund, and “New Invesco ETFs”. New Invesco ETF means, in part, any fund that both (i) is formed and sponsored or advised on or after the Master Fund. date of the Services Agreement by the Managing Owner or an affiliate and (ii) meets all of the following criteria: (1) is a vehicle that both (a) is listed, traded or sold in North America, Central America or South America and (b) either (i) has an investment strategy substantially similar to that of a Fund or (ii) satisfies (or would, if sponsored by the Managing Owner, satisfy) all of the criteria set forth in clauses (ii)(1) and (b) herein; (2) is marketed as having a principal investment objective of providing exposure to certain designated commodities or derivatives thereof, whether long, short, or otherwise; and (3) (A) invests, is permitted to invest in, or which has as a principal investment strategy the investment of, more than 51% of its net assets in certain designated commodities, or (B) establishes or maintains, is permitted to establish or maintain, or which has as a principal investment strategy to establish or maintain, exposure to derivatives of certain designated commodities with a gross aggregate notional value greater than 51% of its NAV.

The payments to Invesco Distributors and the DistributorMarketing Agent will not, in the aggregate, exceed 9%0.25% and 8.75%, respectively, of the aggregate dollar amountgross offering proceeds of the offering (an amount equaloffering. Invesco Distributors and the Marketing Agent will monitor compensation received in connection with the Fund to $180,000,000 of the $2,000,000,000 registered on the initial Registration Statement on Form S-1 in respect of the Fund). The Fund will advise the Distributordetermine if the payments described hereunder must be limited, when combined with selling commissions charged and any price spreads realized by other NASDFINRA members, in order to comply with the 10% limitation on total underwriters’ compensation pursuant to FINRA Rule 2310.

The Marketing Agent’s compensation also is subject to the limitations under NASD Rule 2810.

2830, which governs the underwriting compensation which may be paid in respect of investment companies.

The Fund’s Shares will trade on the AmexNYSE Arca under the symbol “DBV.”

 

LEGAL MATTERSLegal Matters

Sidley AustinMorgan, Lewis & Bockius LLP has advised the Managing Owner in connection with the Shares being offered hereby. Sidley AustinMorgan, Lewis & Bockius LLP also advises the Managing Owner with respect to its responsibilities as managing owner of, and with respect to matters relating to, the Fund and the Master Fund. Sidley AustinMorgan, Lewis & Bockius LLP has prepared the sections “Material U.S. Federal Income Tax Considerations” and “Purchases By Employee Benefit Plans” with respect to ERISA. Sidley AustinMorgan, Lewis & Bockius LLP has not represented, nor will it represent, the Fund, the Master Fund or the Shareholders in matters relating to the Fund and no other counsel has been engaged to act on their behalf.

Certain opinions of counsel have been filed with the SEC as exhibits to the Registration Statement of which this Prospectus is a part.

Richards, Layton & Finger, P.A., special Delaware counsel to the Fund, has advised the Fund in connection with the legality of the Shares being offered hereby.

EXPERTS

 

Experts

The Statement of Financial Conditionfinancial statements of the Fund asand management’s assessment of May 31, 2006 has beenthe effectiveness of internal control over financial reporting (which is included in Management’s Report on Internal Control over Financial Reporting) incorporated in this Prospectus by reference to the Annual Report on Form10-K for the year ended December 31, 2018 have been so incorporated in reliance uponon the report of KPMGPricewaterhouseCoopers LLP, an independent registered public accounting firm, appearing elsewhere herein, and upongiven on the authority of said firm as experts in accountingauditing and auditing.accounting.

 

The Statement of Financial Condition of the Master Fund as of May 31, 2006, and the related Statements of Operations, Changes in Net Assets and Cash Flows for the period from April 12, 2006 (inception) through May 31, 2006 have been included in this Prospectus in reliance upon the report of KPMG LLP, independent registered public accounting firm, appearing elsewhere herein, and upon the authority of said firm as experts in accounting and auditing.

The Statement of Financial Condition of DB Commodity Services LLC, the Managing Owner, as of December 31, 2005 and the related statements of changes in member’s capital and cash flows for the period from May 23, 2005 (inception) through December 31, 2005 have been included in this Prospectus in reliance upon the report of KPMG LLP, independent auditors, appearing elsewhere herein, and upon the authority of said firm as experts in accounting and auditing.

The Statement of Financial Condition of DB Commodity Services LLC, the Managing Owner, as of June 30, 2006, the related statements of operations, changes in member’s capital and cash flows for the six months ended June 30, 2006 included in this Prospectus are unaudited. In the opinion of DB Commodity Services LLC, such unaudited statements reflects all adjustments, which were of a normal and recurring nature, necessary for a fair presentation of financial position.

ADDITIONAL INFORMATION

Additional Information

This Prospectus constitutes part of the Registration Statement filed by the Fund and the Master Fund with the SEC in Washington, D.C. As further discussed under “Incorporation by Reference of Certain Documents,” we have incorporated by reference certain information. This Prospectus does not contain all of the information set forth in such Registration Statement, certain portions of which have been omitted pursuant to the rules and regulations of the SEC, including, without limitation,certain exhibits thereto (for example, the forms of the Participant Agreement and the Customer Agreement). The descriptions contained herein of agreements included as exhibits to the Registration Statement are necessarily summaries; the exhibits themselves may be inspected without charge at the public reference facilities maintained by the SEC in Washington, D.C., and copies of all or part thereof may be obtained from the Commission upon payment of the prescribed fees. The SEC maintains a Websitewebsite that contains reports, proxy and information statements and other information regarding registrants that file electronically with the SEC. The address of such site is http://www.sec.gov.

 

RECENT FINANCIAL INFORMATION AND ANNUAL REPORTS

Recent Financial Information and Annual Reports

The Managing Owner will furnish you with an annual report of the Fund within 90ninety (90) calendar days after the end of the Fund’s fiscal year as required by the rules and regulations of the SEC as well as with those reports required by the CFTC, and the NFA, including, but not limited to, an annual audited financial statement certified by independent registered public accountants and any other reports required by any other governmental authority that has jurisdiction over the activities of the Fund and the Master Fund. You also will be provided with appropriate information to permit you to file your United StatesU.S. federal and state income tax returns (on a timely basis) with respect to your Shares. Monthly account statements conforming to CFTC and NFA requirements will beare posted on the Managing Owner’s website at www.dbfunds.db.com.https://www.invesco.com/ETFs. Additional reports may be posted on the Fund’sManaging Owner’s website in the discretion of the Managing Owner or as required by regulatory authorities.

 

PRIVACY POLICY OF THE MANAGING OWNERIncorporation by Reference of Certain Documents

The SEC allows the Fund to “incorporate by reference” into this Prospectus the information that the Fund files with it, meaning the Fund can disclose important information to Shareholders by referring Shareholders to those documents already on file with the SEC.

The information the Fund incorporates by reference is an important part of this Prospectus, and later information that the Fund files with the SEC will automatically update and supersede some of this information. The Fund incorporates by reference the documents listed below.

This Prospectus incorporates by reference the following documents, which were previously filed with the SEC, in response to certain disclosures:

 

The Annual Report onForm10-K for the fiscal year ended December 31, 2018 filed on February 28, 2019;

The Quarterly Reports on Form10-Q for the quarterly periods endedMarch 31, 2019 andJune 30, 2019, filed on May 9, 2019 and August 8, 2019, respectively; and

Any documents filed under Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act subsequent to the date of this Prospectus and prior to the termination of the offering made under this Prospectus.

Any statement contained in a document that is incorporated by reference will be modified or superseded for all purposes to the extent that a statement contained in this Prospectus (or in any other document that is subsequently filed with the SEC and incorporated by reference) modifies or is contrary to that previous statement. Any statement so modified or superseded will not be deemed a part of this Prospectus except as so modified or superseded.

Because the Fund is incorporating by reference future filings with the SEC, this Prospectus is continually updated and later information filed with the SEC may update and supersede some of the information included or incorporated by reference in this Prospectus. This means that Shareholders must look at all of the SEC filings that are incorporated by reference to determine if any of the statements in this Prospectus or in any document previously incorporated by reference have been modified or superseded.

The Managing Owner collects non-public information about you fromFund will provide to Shareholders a copy of the filings that have been incorporated by reference in this Prospectus upon request, at no cost. Any request may be made by writing or calling the following sources: (i)address or telephone number:

Invesco Capital Management LLC

3500 Lacey Road, Suite 700

Downers Grove, IL 60515

Telephone: (800)983-0903

These documents may also be accessed through our website at https://www.invesco.com/ETFs or as described herein under “Additional Information.” The information receivedand other content contained on or linked from you on applications orour website is not incorporated by reference in this Prospectus and should not be considered a part of this Prospectus.

The Fund files annual, quarterly, current reports and other forms; and (ii) information about your transactions with the Managing OwnerSEC. The SEC maintains an internet site at http://www.sec.gov that contains reports, proxy and others. The Managing Owner does not disclose any non-public personal information about you to anyone,statements and other than as set forth below, as permitted by

applicable law and regulation. The Managing Owner may disclose non-public personal information about you toregarding the funds in which you invest. The Managing Owner may disclose non-public personal information about you to non-affiliated companies that work with the Managing Owner to service your account(s), or to provide services or process transactions that you have requested. The Managing Owner may disclose non-public personal information about you to parties representing you, such as your investment representative, your accountant, your tax adviser, or to other third parties at your direction/consent. If you decide to close your account(s) or become an inactive customer, the Managing Owner will adhere to the privacy policies and practices as described in this notice. The Managing Owner restricts access to your personal and account information to those employees who need to know that information to provide products and services to you. The Managing Owner maintains appropriate physical, electronic and procedural safeguards to guard your non-public personal information.

Fund.

[Remainder of page left blank intentionally.]intentionally]

FINANCIAL STATEMENTS

Index

Page

DB Currency Index Value Fund*

Report

  Part Two

  Statement of Independent Registered Public Accounting FirmAdditional Information

95

Statement of Financial Condition as of May 31, 2006

96

Notes to Statement of Financial Condition

97

DB Currency Index Value Master Fund*

Report of Independent Registered Public Accounting Firm

100

Statement of Financial Condition as of May 31, 2006

101

Statement of Operations For the Period from April 12, 2006 (inception) through May 31, 2006

102

Statement of Changes in Net Assets For the Period from April 12, 2006 (inception)
through May 31, 2006

103

Statement of Cash Flows For the Period From April 12, 2006 (inception) through May 31, 2006

104

Notes to Statement of Financial Statements

105

DB Commodity Services LLC

Independent Auditor’s Report

109

Statement of Financial Condition as of December 31, 2005

110

Statement of Changes in Member’s Capital for the period from May 23, 2005 (inception) through December 31, 2005

111

Statement of Cash Flows for the period from May 23, 2005 (inception)
through December 31, 2005

112

Notes to Financial Statements

113

Statement of Financial Condition (unaudited) June 30, 2006

115

Statement of Operations (unaudited) For the Six Months Ended June 30, 2006

116

Statement of Changes in Member’s Capital (unaudited) For the Six Months Ended June 30, 2006

117

Statement of Cash Flows (unaudited) For the Six Months Ended June 30, 2006

118

Notes to Statement of Financial Statements June 30, 2006 (unaudited)

119

*DB Currency Index Value Fund and DB Index Value Master Fund each changed their names, effective July 20, 2006 to PowerSharesInvesco DB G10 Currency Harvest Fund and DB G10 Currency Harvest Master Fund, respectively.

Shares of Beneficial Interest

Report of Independent Registered Public Accounting Firm

 

The Unitholder

DB Currency Index Value Fund:

We have audited the accompanying statement of financial condition of DB Currency Index Value Fund (the Fund) as of May 31, 2006. This financial statement is the responsibility of the Fund’s management. Our responsibility is to express an opinion on this financial statement based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the statement of financial condition is free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the statement of financial condition. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall statement of financial condition presentation. We believe that our audit of the statement of financial condition provides a reasonable basis for our opinion.

In our opinion, the statement of financial condition referred to above presents fairly, in all material respects, the financial position of DB Currency Index Value Fund as of May 31, 2006, in conformity with U.S. generally accepted accounting principles.

/s/    KPMG LLP

New York, New York

June 12, 2006, except for footnote 7,Shares are speculative securities which is as of September 14, 2006.


DB CURRENCY INDEX VALUE FUND

(An Indirect Wholly Owned Subsidiary of

Deutsche Bank AG)

Statement of Financial Condition

May 31, 2006

Assets    

Cash and cash equivalents

  $1,000
   

Total assets

  $1,000
   

Liabilities and Fund Capital    

Fund capital:

    

General units—40 general units

  $1,000
   

Total fund capital

   1,000
   

Total liabilities and fund capital

  $1,000
   

See accompanying notes to statement of financial condition.

DB CURRENCY INDEX VALUE FUND

(An Indirect Wholly Owned Subsidiary of

Deutsche Bank AG)

Notes to Statement of Financial Condition

May 31, 2006

(1) Organization

DB Currency Index Value Fund (the Fund), an indirect wholly owned subsidiary of Deutsche Bank AG, was formed as a Delaware statutory trust on April 12, 2006, and has not yet commenced operations. The Fund will offer common units of beneficial interest (the Shares). The only capital contributed to the Fund as of May 31, 2006 is a capital contribution of $1,000 by DB Commodity Services LLC whereby 40 General Units were issued to DB Commodity Services LLC for its capital contribution.

The proceeds of the offering of Shares will be invested in DB Currency Index Value Master Fund (the Master Fund). The Master Fund will trade exchange traded futures on the currencies comprising the Deutsche Bank G10 Currency Future Harvest Index – Excess Return™, or the Index, with a view to tracking the performance of the Index over time. The Master Fund’s portfolio also will include United States Treasury securities for deposit with the Master Fund’s commodities brokers as margin and other high credit quality short term fixed income securities.

The Index is intended to reflect the performance of certain currencies. The currencies comprising the Index from time to time, or the Index Currencies, are six of the following Group of Ten, or G10, currencies: United States Dollars, Euros, Japanese Yen, Canadian Dollars, Swiss Francs, British Pounds, Australian Dollars, New Zealand Dollars, Norwegian Krone and Swedish Krona, or, collectively, the Eligible Index Currencies.

DB Commodity Services LLC (the Managing Owner), a wholly owned subsidiary of Deutsche Bank AG, serves as the managing owner, commodity pool operator, and commodity trading advisor of the Master Fund and the Fund. The Managing Owner and the Shareholders will share in any profits and losses of the Fund in proportion to the percentage interest owned by each.

(2) Summary of Significant Accounting Policies

(a) Basis of Accounting

The accompanying statement of financial condition has been prepared in conformity with U.S. generally accepted accounting principles.

(b) Use of Estimates

The preparation of the statement of financial condition in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the statement of financial condition. Actual results could differ from those estimates.

(c) Cash and cash equivalents

The Fund defines cash and cash equivalents to be highly liquid investments, with original maturities of three months or less.

(d) Income Taxes

No provision for Federal, state, and local income taxes has been made in the accompanying statement of financial condition, as investors are individually responsible for their own income taxes.

DB CURRENCY INDEX VALUE FUND

(An Indirect Wholly Owned Subsidiary of

Deutsche Bank AG)

Notes to Statement of Financial Condition

May 31, 2006

(3) The Offering of the Shares

Shares may be purchased from the Fund only by Authorized Participants in one or more blocks of 200,000 Shares, called a Basket, although the initial Basket will be purchased by the Initial Purchaser. The Fund will issue Shares in Baskets only to Authorized Participants continuously as of noon, New York time, on the business day immediately following the date on which a valid order to create a Basket is accepted by the Fund, at the net asset value of 200,000 Shares as of the closing time of the American Stock Exchange (Amex) or the last to close of the exchanges on which the Index Currencies are traded, whichever is later, on the date that a valid order to create a Basket is accepted by the Fund.

(4) Operating Expenses, Organizational, and Offering Costs

According to the Registration Statement and the form of Declaration of Trust and Trust Agreement which is an exhibit thereto, the Master Fund has agreed to assume all of the Fund’s expenses and costs of each and every type whatsoever, although organizational and offering costs will be paid by the Managing Owner, subject to reimbursement by the Master Fund as described in the Prospectus.

(5) Termination

The term of the Fund is perpetual (unless terminated earlier in certain circumstances) as defined in the Prospectus.

(6) Redemptions

On any business day, an Authorized Participant may place an order with the Managing Owner to redeem one or more Baskets. Redemption orders must be placed by 1:00 p.m., New York time. The day on which the Managing Owner receives a valid redemption order is the redemption order date. The redemption procedures allow Authorized Participants to redeem Baskets. Individual Shareholders may not redeem directly from the Fund. Instead, individual Shareholders may only redeem Shares in amounts equal to at least one Basket and only through an Authorized Participant.

By placing a redemption order, an Authorized Participant agrees to deliver the Baskets to be redeemed through DTC’s book entry system to the Fund not later than noon, New York time, on the business day immediately following the redemption order date. By placing a redemption order, and prior to receipt of the redemption distribution, an Authorized Participant’s DTC account will be charged the nonrefundable transaction fee due for the redemption order.

The redemption distribution from the Fund consists of the cash redemption amount. The cash redemption amount is equal to the net asset value of the number of Basket(s) requested in the Authorized Participant’s redemption order as of the closing time of the Amex or the last to close of the exchanges on which the Index Currencies are traded, whichever is later, on the redemption order date. The Fund will distribute the cash redemption amount at noon, New York time, on the business day immediately following the redemption order date through DTC to the account of the Authorized Participant as recorded on DTC’s book entry system.

The redemption distribution due from the Fund is delivered to the Authorized Participant at noon, New York time, on the business day immediately following the redemption order date if, by such time on such business day immediately following the redemption order date, the Fund’s DTC account has been credited with the Baskets to

DB CURRENCY INDEX VALUE FUND

(An Indirect Wholly Owned Subsidiary of

Deutsche Bank AG)

Notes to Statement of Financial Condition

May 31, 2006

be redeemed. If the Fund’s DTC account has not been credited with all of the Baskets to be redeemed by such time, the redemption distribution is delivered to the extent of whole Baskets received. Any remainder of the redemption distribution is delivered on the next business day to the extent of remaining whole Baskets received if the Managing Owner receives the fee applicable to the extension of the redemption distribution date which the Managing Owner may, from time to time, determine and the remaining Baskets to be redeemed are credited to the Fund’s DTC account by noon, New York time, on such next business day. Any further outstanding amount of the redemption order shall be canceled. The Managing Owner is also authorized to deliver the redemption distribution notwithstanding that the Baskets to be redeemed are not credited to the Fund’s DTC account by noon, New York time, on the business day immediately following the redemption order date if the Authorized Participant has collateralized its obligation to deliver the Baskets through DTC’s book entry system on such terms as the Managing Owner may from time to time agree upon.

(7) Subsequent Event

The Fund changed its name to PowerShare DB G10 Currency Harvest Fund effective July 20, 2006.

Report of Independent Registered Public Accounting Firm

The Unitholder

DB Currency Index Value Master Fund:

We have audited the accompanying statement of financial condition of DB Currency Index Value Master Fund (the Master Fund) as of May 31, 2006, and the related statements of operations, changes in net assets, and cash flows for the period from April 12, 2006 (inception) through May 31, 2006. These financial statements are the responsibility of the Master Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of DB Currency Index Value Master Fund as of May 31, 2006 and the results of its operations, changes in its net assets, and its cash flows for the period from April 12, 2006 (inception) through May 31, 2006, in conformity with U.S. generally accepted accounting principles.

/s/    KPMG LLP

New York, New York

June 12, 2006, except for footnote 7, which is as of September 14, 2006.


DB Currency Index Value Master Fund

(An Indirect Wholly Owned Subsidiary of

Deutsche Bank AG)

Statement of Financial Condition

May 31, 2006

Assets 

Cash and cash equivalents

  $1,000 
   


Total assets

  $1,000 
   


Liabilities and Unitholder’s Deficit 

Due to DB Commodity Services LLC

  $1,064,500 
   


Total liabilities

   1,064,500 
   


Unitholder’s Deficit:

     

General Units—40 General Units

   1,000 

Accumulated deficit

   (1,064,500)
   


Total unitholder’s deficit

   (1,063,500)
   


Total liabilities and unitholder’s deficit

  $1,000 
   


See accompanying notes to financial statements.

DB Currency Index Value Master Fund

(An Indirect Wholly Owned Subsidiary of

Deutsche Bank AG)

Statement of Operations

For the Period from April 12, 2006 (inception) through May 31, 2006

Expenses:

    

Organizational costs

  $1,064,500
   

Net Investment loss

   1,064,500
   

Decrease in net assets resulting from operations

  $1,064,500
   

See accompanying notes to financial statements.

DB Currency Index Value Master Fund

(An Indirect Wholly Owned Subsidiary of

Deutsche Bank AG)

Statement of Changes in Net Assets

For the Period from April 12, 2006 (inception) through May 31, 2006

   General Units

  Accumulated
deficit


  Total
Unitholder’s
deficit


 
   Units

  Amount

   

Balance at April 12, 2006

  —    $—    $—    $—   

Sale of General Units

  40   1,000   —     1,000 

Decrease in net assets resulting from operations

  —     —     (1,064,500)  (1,064,500)
   
  

  


 


Balance at May 31, 2006

  40  $1,000  $(1,064,500) $(1,063,500)
   
  

  


 


See accompanying notes to financial statements.

DB Currency Index Value Master Fund

(An Indirect Wholly Owned Subsidiary of

Deutsche Bank AG)

Statement of Cash Flows

For the Period from April 12, 2006 (inception) through May 31, 2006

Cash flows from operating activities:

     

Net decrease in net assets resulting from operations

  $(1,064,500)

Adjustments to reconcile net decrease in net assets resulting from operations to net cash used in operating activities:

     

Increase in due to DB Commodity Services LLC

   1,064,500 
   


Net cash used in operating activities

   —   
   


Cash flows from financing activities:

     

Proceeds from sale of General Units

   1,000 
   


Net cash provided by financing activities

   1,000 
   


Net change in cash and cash equivalents

   1,000 

Cash at April 12, 2006 (inception)

   —   
   


Cash at May 31, 2006

  $1,000 
   


See accompanying notes to financial statements.

DB CURRENCY INDEX VALUE MASTER FUND

(An Indirect Wholly Owned Subsidiary of

Deutsche Bank AG)

Notes to Financial Statements

May 31, 2006

(1) Organization

DB Currency Index Value Master Fund (the Master Fund) was formed as a Delaware statutory trust on April 12, 2006, and has not yet commenced operations. The Master Fund will offer common units of beneficial interest (the Units), and the sole Unitholders will be DB Currency Index Value Fund (the Fund) and the Managing Owner. The only capital contributed to the Master Fund as of May 31, 2006 is a capital contribution of $1,000 by DB Commodity Services LLC whereby 40 General Units were issued to DB Commodity Services LLC for its capital contribution. DB Commodity Services LLC (the Managing Owner), a wholly owned subsidiary of Deutsche Bank AG (DBAG), serves as the managing owner, commodity pool operator, and commodity trading advisor of the Master Fund and the Fund. The Managing Owner and the Unitholders will share in any profits and losses of the Master Fund in proportion to the percentage interest owned by each.

The Master Fund will invest the proceeds from the offering of Units by trading exchange traded futures on the currencies comprising the Deutsche Bank G10 Currency Future Harvest Index—Excess Return™, or the Index, with a view to tracking the performance of the Index over time. The Master Fund’s portfolio also will include United States Treasury securities for deposit with the Master Fund’s commodities brokers as margin and other high credit quality short term fixed income securities.

The Index is intended to reflect the performance of certain currencies. The currencies comprising the Index from time to time, or the Index Currencies, are six of the following Group of Ten, or G10, currencies: United States Dollars, Euros, Japanese Yen, Canadian Dollars, Swiss Francs, British Pounds, Australian Dollars, New Zealand Dollars, Norwegian Krone and Swedish Krona, or, collectively, the Eligible Index Currencies.

(2) Summary of Significant Accounting Policies

(a) Basis of Accounting

The accompanying financial statements have been prepared in conformity with U.S. generally accepted accounting principles.

(b) Use of Estimates

The preparation of the financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. Actual results could differ from those estimates.

(c) Cash and Cash Equivalents

The Master Fund defines cash and cash equivalents to be highly liquid investments, with original maturities of three months or less.

(d) Income Taxes

No provision for Federal, state, and local income taxes has been made in the accompanying statement of financial condition, as investors are individually responsible for their own income taxes.

DB CURRENCY INDEX VALUE MASTER FUND

(An Indirect Wholly Owned Subsidiary of

Deutsche Bank AG)

Notes to Financial Statements

May 31, 2006

(3) The Offering of the Units

Master Fund Units may be purchased from the Master Fund only by the Fund in one or more blocks of 200,000 Master Fund Units, called a Master Unit Basket. The Master Fund will issue Master Fund Units in Master Unit Baskets only to the Fund continuously on the business day immediately following the date on which a valid order to create a Master Unit Basket is accepted by the Master Fund, at the net asset value of 200,000 Master Fund Units as of the closing time of the American Stock Exchange (Amex) or the last to close of the exchanges on which the Index Currencies are traded, whichever is later, on the day that a valid order to create a Master Unit Basket is accepted by the Master Fund.

(4) Operating Expenses, Organizational and Offering Costs

According to the Registration Statement and the Form of Declaration of Trust and Trust Agreement of the Master Fund which is an exhibit thereto, the Master Fund has agreed to assume all of the Fund’s expenses and costs of each and every type whatsoever, although organizational and offering costs will be paid by the Managing Owner, subject to reimbursement by the Master Fund as described in the Prospectus.

(a) Management Fee

The Master Fund will pay the Managing Owner a management fee, or Management Fee, monthly in arrears, in an amount equal to 0.75% per annum of the net asset value of Master Fund. No separate management fee will be paid by the Fund. The Management Fee will be paid in consideration of the grant of Deutsche Bank AG’s revocable license to use Deutsche Bank AG’s name and the Index in addition to commodity futures trading advisory services.

(b) Organization and Offering Expenses

Expenses incurred in connection with organizing the Fund and the Master Fund and the initial offering of the Shares will be paid by the Managing Owner, subject to reimbursement by the Master Fund, without interest, in 36 monthly payments during each of the first 36 months after the commencement of the Master Fund’s trading operations, subject to a cap in the amount of 2.5% of the aggregate amount of all subscriptions for Shares prior to the commencement of trading and during the first 36 months of the Master Fund’s trading operations. Expenses incurred in connection with the continuous offering of Shares after the commencement of the Master Fund’s trading operations also will be paid by the Managing Owner, subject to reimbursement by the Master Fund, without interest, in 36 monthly payments during each of the 36 months following the month in which such expenses were paid by the Managing Owner. If the Fund and the Master Fund terminate before the Managing Owner has been fully reimbursed for any of the foregoing expenses, the Managing Owner will not be entitled to receive any unreimbursed portion of such expenses outstanding as of the termination date. In no event will the aggregate amount of payments by the Master Fund to the Managing Owner in any month in respect of reimbursement of organizational or offering expenses exceed 0.10% per annum of the daily average net asset value of the Master Fund during such month.

Should the Master Fund and the Fund not commence operations, none of the organization and offering costs will be reimbursed by the Master Fund. Total organization costs as of May 31, 2006 incurred by the Managing Owner on behalf of the Master Fund amounted to $1,064,500, which has been recorded as due to the Managing Owner on the statement of financial condition at May 31, 2006.

DB CURRENCY INDEX VALUE MASTER FUND

(An Indirect Wholly Owned Subsidiary of

Deutsche Bank AG)

Notes to Financial Statements

May 31, 2006

(c) Brokerage Commissions and Fees

The Master Fund will pay to the Commodity Broker all brokerage commissions, including applicable exchange fees, licensing fees, give up fees, pit brokerage fees and other transaction related fees and expenses charged in connection with trading activities. On average, total charges paid to the Commodity Broker is expected to be less than $10.00 per round turn trade, although the Commodity Broker’s brokerage commissions and trading fees will be determined on a contract by contract basis. The Managing Owner does not expect brokerage commissions and fees to exceed 0.06% of the net asset value of the Master Fund in any year.

(d) Routine Operational, Administrative and Other Ordinary Expenses

The Master Fund will pay all of the routine operational, administrative and other ordinary expenses of the Fund and the Master Fund, including, but not limited to, accounting and computer services, the fees and expenses of the Trustee, legal and accounting fees and expenses, tax preparation expenses, filing fees, and printing, mailing and duplication costs. Such routine expenses are not expected to exceed 0.05% of the net asset value of the Master Fund in any year.

(e) Extraordinary Fees and Expenses

The Master Fund will pay all the extraordinary fees and expenses, if any, of the Fund and the Master Fund. Such extraordinary fees and expenses, by their nature, are unpredictable in terms of timing and amount.

(f) Management Fee and Expenses to be Paid First out of Interest Income

The Management Fee and the organizational, offering and ordinary ongoing expenses will be paid upon commencement of operations, first out of interest income from the Master Fund’s holdings of U.S. Treasury bills and other high credit quality short term fixed income securities on deposit with the Commodity Brokers as margin or otherwise. It is expected that such interest income may be sufficient to cover a significant portion of the fees and expenses of the Fund and the Master Fund.

(5) Termination

The term of the Fund is perpetual (unless terminated earlier in certain circumstances) as defined in the Prospectus.

(6) Redemptions

On any business day, the Fund may place an order with the Managing Owner to redeem one or more Baskets. Redemption orders must be placed by 1:00 p.m., New York time. The day on which the Managing Owner receives a valid redemption order is the redemption order date. The redemption procedures allows the Fund to redeem Baskets.

The redemption distribution from the Master Fund consists of the cash redemption amount. The cash redemption amount is equal to the net asset value of the number of Basket(s) requested in the Fund’s redemption order as of the closing time of the Amex or the last to close of the exchanges on which the Index Currencies are traded, whichever is later, on the redemption order date. The Master Fund will distribute the cash redemption amount to the Fund no later than noon, New York time, on the business day immediately following the redemption order date.

DB CURRENCY INDEX VALUE MASTER FUND

(An Indirect Wholly Owned Subsidiary of

Deutsche Bank AG)

Notes to Financial Statements

May 31, 2006

The redemption distribution due from the Master Fund is delivered to the Fund no later than noon, New York time, on the business day immediately following the redemption order date if, by such time on such business day immediately following the redemption order date, the Master Fund account has been credited with the Baskets to be redeemed. If the Master Fund’s account has not been credited with all of the Baskets to be redeemed by such time, the redemption distribution is delivered to the extent of whole Baskets received. Any remainder of the redemption distribution is delivered on the next business day to the extent of remaining whole Baskets received if the Managing Owner receives the fee applicable to the extension of the redemption distribution date which the Managing Owner may, from time to time, determine and the remaining Baskets to be redeemed are credited to the Master Fund’s account by noon, New York time, on such next business day. Any further outstanding amount of the redemption order shall be cancelled. The Managing Owner is also authorized to deliver the redemption distribution notwithstanding that the Baskets to be redeemed are not credited to the Master Fund’s account by noon, New York time, on the business day immediately following the redemption order date if the Fund has collateralized its obligation to deliver the Baskets on such terms as the Managing Owner may from time to time agree upon.

(7) Subsequent Events

(a) The Master Fund changed its name to DB G10 Currency Harvest Master Fund effective July 20, 2006.

(b) Effective July 12, 2006 the Managing Owner determined to assume all Organization and Offering Expenses both already incurred and to be incurred by the Managing Owner on behalf of the Fund and the Master Fund. Accordingly, the obligation recorded as “Due to DB Commodity Services LLC” in accompanying balance sheet was deemed to be an additional investment as of July 12, 2006.

(c) Effective July 12, 2006 the Managing Owner determined to assume all routine operational, administrative and other ordinary expenses of the Fund and the Master Fund both already incurred and to be incurred by the Managing Owner, including, but not limited to, computer services, the fees and expenses of the Trustee, legal and accounting fees and expenses, tax preparation expenses, filing fees, and printing, mailing and duplication costs. Prior to July 12, 2006, all routine operational, administrative and other ordinary expenses of the Fund and the Master Fund were to be paid by the Master Fund.

Independent Auditors’ Report

The Unit holder

DB Commodity Services LLC:

We have audited the accompanying statement of financial condition of DB Commodity Services LLC (the Company) as of December 31, 2005, and the related statements of changes in member’s capital and cash flows for period from May 23, 2005 (inception) to December 31, 2005. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of DB Commodity Services LLC as of December 31, 2005, and changes in its member’s capital and its cash flows for the period from May 23, 2005 (inception) to December 31, 2005, in conformity with accounting principles generally accepted in the United States of America.

/s/    KPMG LLP

New York, New York

July 7, 2006


DB COMMODITY SERVICES LLC

(A Wholly Owned Subsidiary of

Deutsche Bank AG)

Statement of Financial Condition

December 31, 2005

Assets    

Cash and cash equivalents

  $50,000

Investment in DB Commodity Index Tracking Fund

   1,000

Investment in DB Commodity Index Tracking Master Fund

   1,000
   

Total assets

  $52,000
   

Liabilities and Member’s Capital    

Liabilities:

    

Due to Deutsche Bank U.S. Financial Markets Holding Corporation

  $2,000

Member’s Capital:

   50,000
   

Total member’s capital

   50,000
   

Total liabilities and member’s capital

  $52,000
   

See accompanying notes to financial statements.

DB COMMODITY SERVICES LLC

(A Wholly Owned Subsidiary of

Deutsche Bank AG)

Statement of Changes in Member’s Capital

Period from May 23, 2005 (inception) through December 31, 2005

Member’s Capital, May 23, 2005 (inception)

  $—  

Capital contribution from Deutsche Bank U.S. Financial Markets Holding Corporation

   50,000
   

Member’s capital, December 31, 2005

  $50,000
   

See accompanying notes to financial statements.

DB COMMODITY SERVICES LLC

(A Wholly Owned Subsidiary of

Deutsche Bank AG)

Statement of Cash Flows

Period from May 23, 2005 (inception) to December 31, 2005

Cash flows from operating activities:

     

Increase in due to Deutsche Bank U.S. Financial Markets Holding Corporation

  $2,000 
   


Net cash provided by operating activities

   2,000 
   


Cash flows from investing activities:

     

Payment for investments in the Fund and Master Fund

   (2,000)
   


Net cash used in investing activities

   (2,000)
   


Cash flows from financing activities:

     

Capital contribution from Deutsche Bank U.S. Financial Markets Holding Corporation

   50,000 
   


Net cash provided by financing activities

   50,000 
   


Net change in cash and cash equivalents

   50,000 

Cash at May 23, 2005 (inception)

   —   
   


Cash at December 31, 2005

  $50,000 
   


See accompanying notes to financial statements.

DB COMMODITY SERVICES LLC

(A Wholly Owned Subsidiary of

Deutsche Bank AG)

Notes to Financial Statements

December 31, 2005

(1) Organization and Basis of Presentation

DB Commodity Services LLC (the Company, or the Managing Owner), a Delaware limited liability company, was formed on May 23, 2005, and is a wholly owned subsidiary of Deutsche Bank AG. The Company is registered as a commodity pool operator and commodity trading advisor with the Commodity Futures Trading Commission and is a member of the National Futures Association. The Company serves as the managing owner of DB Commodity Index Tracking Fund (the Fund) and DB Commodity Index Tracking Master Fund (the Master Fund) and is also the commodity pool operator and commodity trading advisor for the Master Fund and the Fund.

It is Deutsche Bank AG’s intention to launch a series of commodities and currencies index based funds and master funds for which the Company will be the Managing Owner.

(2) Summary of Significant Accounting Policies

(a) Basis of Accounting

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America. As the Company does not have any revenues or expenses during the period from May 23, 2005 through December 31, 2005, a statement of operations is not presented herein.

(b) Use of Estimates

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and revenues and expenses and disclosure of contingent assets and liabilities during the reporting period of the financial statements. Actual results could differ from those estimates.

(c) Cash and cash equivalents

The Company defines cash and cash equivalents to be highly liquid investments, with original maturities of three months or less.

(d) Income Taxes

The Company is a disregarded entity (single-member limited liability company not electing to be taxed as a corporation) for U.S. tax purposes. It’s taxable income is therefore included in the same tax return as that of its owner member and not subject to separate taxation.

(e) Related Party Transactions

Upon commencement of operations of the Master Fund, the Master Fund will pay the Managing owner a Management Fee, monthly in arrears, in an amount equal to 0.95% per annum of the net asset value of the Master Fund. No separate management fee is paid by the Fund. The Management Fee is paid in consideration of the Managing Owner’s commodity futures trading advisory services.

DB COMMODITY SERVICES LLC

(A Wholly Owned Subsidiary of

Deutsche Bank AG)

Notes to Financial Statements

December 31, 2005

Expenses incurred in connection with organizing the Fund and the Master Fund and the initial offering of the Fund’s shares (the Shares) will be paid by the Managing Owner or Deutsche Bank AG, subject to reimbursement by the Master Fund, without interest, in 36 monthly payments during each of the first 36 months after the commencement of the Master Fund’s trading operations, subject to a cap in the amount of 2.50% of the aggregate amount of all subscriptions for Shares during the initial offering period and during the first 36 months of the Master Fund’s trading operations. Expenses incurred in connection with the continuous offering of Shares after the commencement of the Master Fund’s trading operations also will be paid by the Managing Owner or Deutsche Bank AG, subject to reimbursement by the Master Fund, without interest, in 36 monthly payments during each of the 36 months following the month in which such expenses were paid by the Managing Owner or Deutsche Bank AG. If the Fund and the Master Fund terminate before the Managing Owner or Deutsche Bank AG have been fully reimbursed for any of the foregoing expenses, the Managing Owner or Deutsche Bank AG will not be entitled to receive any unreimbursed portion of such expenses outstanding as of the termination date. In no event will the aggregate amount of payments by the Master Fund to the Managing Owner or Deutsche Bank AG in respect of reimbursement of organizational or offering expenses exceed 0.50% per annum of the net asset value of the Master Fund.

Should the Master Fund or the Fund not commence operations, none of the organization and offering costs will be reimbursed by the Master Fund. As of December 31, 2005, approximately $1,613,218 of organization costs has been incurred by Deutsche Bank AG. The organization costs will be transferred to the Managing Owner once the Master Fund and the Fund commence operations after the year end.

Upon inception of the Fund and the Master Fund, 40 General Units of each of the Fund and the Master Fund were issued to Deutsche Bank AG in exchange for a capital contribution of $1,000 to the Fund and $1,000 to the Master Fund funded on behalf of Deutsche Bank AG by Deutsche Bank U.S. Financial Markets Holding Corporation, a wholly owned subsidiary of Deutsche Bank AG. The General Units subsequently were transferred to the Managing Owner in consideration of the Managing Owner’s assumption of the corresponding $2,000 debt to Deutsche Bank U.S. Financial Markets Holding Corporation.

It is Deutsche Bank AG’s intention to launch a number of similar funds in which the Company will be the Managing Owner and the structure and process of launch described above will be similar.

(3) Subsequent Events

On January 31, 2006, the DB Commodity Index Master Fund commenced operations with the sale of 2,000,000 Limited Units to the Fund in exchange for $48,500,000. In addition to the initial launch, the Fund commenced operations with the sale of 2,000,000 Limited Shares to an Authorized Participant in exchange for $48,500,000. As a result of this launch, the Company no longer held a majority stake in the fund. After this initial offering of Limited Shares, an additional 9,400,000 Limited Shares were issued by the Fund to Authorized Participants for $458,015,414 through the period ended May 31, 2006.

On April 12, 2006 the Managing Owner contributed $1,000 in capital to both DB Currency Index Value Fund and DB Currency Index Value Master Fund. These contributions were made to create a similar fund structure to the DB Commodity Index Fund, for the DB Currency Index Value Fund. The fund has not commenced operations.

On March 2, 2006, DB Commodity Index Tracking Fund filed an 8-K to affect a change to the organization costs being reimbursed to the Managing Owner, which reduced the cap on the aggregate amount of payments by the Master Fund to the Managing Owner or Deutsche Bank AG in respect of reimbursement of organizational or offering expenses from 0.5% per annum to 0.1% per annum.

DB COMMODITY SERVICES LLC

(A Wholly Owned Subsidiary of

Deutsche Bank AG)

Statement of Financial Condition (unaudited)

June 30, 2006

Assets    

Receivable from DB Commodity Index Tracking Master Fund

  $2,008,179

Receivable from DB G10 Currency Harvest Master Fund

   1,064,500

Investment in PowerShares DB Commodity Index Tracking Fund

   1,000

Investment in DB Commodity Index Tracking Master Fund

   1,000

Investment in PowerShares DB G10 Currency Harvest Fund

   1,000

Investment in DB G10 Currency Harvest Master Fund

   1,000
   

Total assets

  $3,076,679
   

Liabilities and Member’s Capital    

Liabilities:

    

Bank Overdraft

  $1,044,374

Administration fees payable

   897,750
   

Total Liabilities

   1,942,124

Member’s Capital:

    

Member’s capital

   50,000
   

Accumulated earnings

   1,084,555
   

Total member’s capital

   1,134,555
   

Total liabilities and member’s capital

  $3,076,679
   

See accompanying notes to financial statements.

DB COMMODITY SERVICES LLC

(A Wholly Owned Subsidiary of

Deutsche Bank AG)

Statement of Operations (unaudited)

For the six months ended June 30, 2006

   For the six months
ended June 30, 2006


Income

    

Management fees

  $1,320,933

Total Income

   1,320,933

Expenses

    

Administration costs

   236,378

Total Expenses

   236,378
   

Net Income

  $1,084,555
   

DB COMMODITY SERVICES LLC

(A Wholly Owned Subsidiary of

Deutsche Bank AG)

Statement of Changes in Member’s Capital (unaudited)

For the six months ended June 30, 2006

Member’s capital, January 1, 2006:

  $50,000

Net income

   1,084,555
   

Member’s capital, June 30, 2006

  $1,134,555
   

See accompanying notes to financial statements.

DB COMMODITY SERVICES LLC

(A Wholly Owned Subsidiary of

Deutsche Bank AG)

Statement of Cash Flows (unaudited)

For the six months ended June 30, 2006

Cash flows used in operating activities:

     

Net Income

  $1,084,555 

Increase in administrative cost accrual

   897,750 

Increase in due from DB Commodity Index Tracking Master Fund

   (2,008,179)

Increase in due from DB G10 Currency Harvest Master Fund

   (1,064,500)

Decrease in due to DB US Financial Market Holdings

   (2,000)

Net cash outflow from operating activities

   (1,092,374)
   


Cash flows used in investing activities:

     
Payments for investments in the DB G10 Currency Harvest Master Fund and PowerShares DB G10 Currency Harvest Fund   (2,000)
   


Net change in cash and cash equivalents

   (1,094,374)
   


Cash at January 1, 2006

   50,000 
   


Bank overdraft at June 30, 2006

  $(1,044,374)
   


See accompanying notes to financial statements.

DB COMMODITY SERVICES LLC

(A Wholly Owned Subsidiary of

Deutsche Bank AG)

Notes to Financial Statements (unaudited)

June 30, 2006

(1) Organization and Basis of Presentation

DB Commodity Services LLC (the Company, or the Managing Owner), a Delaware limited liability company, was formed on May 23, 2005, and is a wholly owned subsidiary of Deutsche Bank AG. The Company is registered as a commodity pool operator and commodity trading advisor with the Commodity Futures Trading Commission and is a member of the National Futures Association. The Company serves as the managing owner of PowerShares DB Commodity Index Tracking Fund (the Fund) and its subsidiary, DB Commodity Index Tracking Master Fund (the Master Fund), each of which were formed as Delaware statutory trusts on May 23, 2005. The Fund was originally named “DB Commodity Index Tracking Fund”. The Fund changed its name to “PowerShares DB Commodity Index Tracking Fund” effective August 10, 2006. The Company also serves as the commodity pool operator and commodity trading advisor for the Master Fund and the Fund.

On January 31, 2006, the DB Commodity Index Tracking Master Fund commenced operations with the sale of 2,000,000 Limited Units to the Fund in exchange for $48,500,000. In addition to the initial launch, the Fund commenced operations with the sale of 2,000,000 Limited Shares to an Authorized Participant in exchange for $48,500,000. As a result of this launch, the Company no longer held a majority stake in the Fund. After this initial offering of Limited Shares, an additional 19,800,000 Limited Shares were issued by the Fund to Authorized Participants for $482,990,666 through the period ended June 30, 2006.

On April 12, 2006 the Managing Owner contributed $1,000 in capital to both PowerShares DB G10 Currency Harvest Fund and DB G10 Currency Harvest Master Fund (formerly DB Currency Index Value Fund and DB Currency Index Value Master Fund). These contributions to PowerShares DB G10 Currency Harvest Fund and DB G10 Currency Harvest Master Fund were made to create a similar fund structure to PowerShares DB Commodity Index Tracking Fund and DB Commodity Index Tracking Master Fund. The fund has not commenced operations.

(2) Summary of Significant Accounting Policies

(a) Basis of Accounting

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America.

(b) Use of Estimates

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and revenues and expenses and disclosure of contingent assets and liabilities during the reporting period of the financial statements. Actual results could differ from those estimates.

(c) Cash and cash equivalents

The Company defines cash and cash equivalents to be highly liquid investments, with original maturities of three months or less.

(d) Income Taxes

The Company is a disregarded entity (single-member limited liability company not electing to be taxed as a corporation) for U.S. tax purposes. Its taxable income is therefore included in the same tax return as that of its owner member and not subject to separate taxation.

DB COMMODITY SERVICES LLC

(A Wholly Owned Subsidiary of

Deutsche Bank AG)

Notes to Financial Statements (unaudited)

June 30, 2006

(e) Related Party Transactions

The following notes should be read in conjunction with the notes set forth in Section 3—“Subsequent Events” below.

The Master Fund pays the Managing Owner a Management Fee, monthly in arrears, in an amount equal to 0.95% per annum of the net asset value of the Master Fund. No separate management fee is paid by the Fund. The Management Fee is paid in consideration of the Managing Owner’s commodity futures trading advisory services. For the three months ended June 30, 2006 and the Six Month Period Ended June 30, 2006, management fees amounted to $1,090,900 and $1,320,933, respectively, of which $411,466 was payable to the Managing Owner as of June 30, 2006.

Expenses incurred in connection with organizing the Fund and the Master Fund and the initial offering of the Fund’s shares (the Shares) will be paid by the Managing Owner or Deutsche Bank AG, subject to reimbursement by the Master Fund, without interest, in 36 monthly payments during each of the first 36 months following the commencement of the Master Fund’s trading operations, subject to a cap in the amount of 2.50% of the aggregate amount of all subscriptions for Shares during the initial offering period and during the first 36 months of the Master Fund’s trading operations. Expenses incurred in connection with the continuous offering of Shares after the commencement of the Master Fund’s trading operations also will be paid by the Managing Owner or Deutsche Bank AG, subject to reimbursement by the Master Fund, without interest, in 36 monthly payments during each of the 36 months following the month in which such expenses were paid by the Managing Owner or Deutsche Bank AG. If the Fund and the Master Fund terminate before the Managing Owner or Deutsche Bank AG have been fully reimbursed for any of the foregoing expenses, the Managing Owner or Deutsche Bank AG will not be entitled to receive any unreimbursed portion of such expenses outstanding as of the termination date. In no event will the aggregate amount of payments by the Master Fund to the Managing Owner or Deutsche Bank AG in respect of reimbursement of organizational or offering expenses exceed 0.10% per annum of the average daily net asset value of the Master Fund.

Expenses incurred in connection with organizing PowerShares DB G10 Currency Harvest Fund (formerly known as DB Currency Index Value Fund), DB G10 Currency Harvest Master Fund (formerly known as DB Currency Index Value Master Fund), and the initial offering of shares of PowerShares DB G10 Currency Harvest Fund (DBV Shares) will be paid by the Managing Owner, subject to reimbursement by DB G10 Currency Harvest Master Fund, without interest, in 36 monthly payments during each of the first 36 months following the commencement of trading operations of DB G10 Currency Harvest Master Fund, subject to a cap in the amount of 2.50% of the aggregate amount of all subscriptions for DBV Shares during the first 36 months of its trading operations. Expenses incurred in connection with the continuous offering of the DBV Shares after the commencement of the trading operations of DB G10 Currency Harvest Master Fund will be paid by the Managing Owner, subject to reimbursement by DB G10 Currency Harvest Master Fund, without interest, in 36 monthly payments during each of the 36 months following the month in which such expenses will be paid by the Managing Owner. If PowerShares DB G10 Currency Harvest Fund and DB G10 Currency Harvest Master Fund terminate before the Managing Owner has been fully reimbursed for any of the foregoing expenses, the Managing Owner would not be entitled to receive any unreimbursed portion of such expenses outstanding as of the termination date. In no event will the aggregate amount of payments by DB G10 Currency Harvest Master Fund to the Managing Owner in respect of reimbursement of organizational or offering expenses exceed 0.10% per annum of the average daily net asset value of DB G10 Currency Harvest Master Fund. PowerShares DB G10 Currency Harvest Fund and DB G10 Currency Harvest Master Fund have not commenced operations and there can be no assurance that they will commence operations.

DB COMMODITY SERVICES LLC

(A Wholly Owned Subsidiary of

Deutsche Bank AG)

Notes to Financial Statements (unaudited)

June 30, 2006

It is the Managing Owner’s intention to launch a number of similar funds in which the Managing Owner will act as the managing owner and the structure and process of launch described above will be similar.

(3) Subsequent Events

(a)Effective July 12, 2006 the Managing Owner has determined to assume all Organization and Offering Expenses not yet paid by the Fund and the Master Fund. Such expenses include expenses incurred in connection with organizing the Fund and the Master Fund and the initial offering of the Shares. Expenses incurred in connection with the continuous offering of Shares after the commencement of the Master Fund’s trading operations and not yet paid by the Master Fund also will be paid by the Managing Owner.

(b)Effective July 12, 2006, the Managing Owner has determined to reduce the amount of the Management Fee to 0.75% per annum of the net asset value of the Master Fund, paid monthly in arrears by the Master Fund to the Managing Owner. The Management Fee has been reduced by 0.20% per annum of the net asset value of the Master Fund. (For the avoidance of doubt, the Master Fund will pay the prior Management Fee of 0.95% per annum of the net asset value of the Master Fund in respect of the period from July 1—11 and the reduced Management Fee of 0.75% per annum of the net asset value of the Master Fund in respect of the period from July 12—31.)

(c)Effective July 12, 2006 the Managing Owner has determined to assume all routine operational, administrative and other ordinary expenses of the Fund and the Master Fund going forward, including, but not limited to, computer services, the fees and expenses of the Trustee, legal and accounting fees and expenses, tax preparation expenses, filing fees, and printing, mailing and duplication costs. Prior to July 12, 2006, all routine operational, administrative and other ordinary expenses of the Fund and the Master Fund were paid by the Master Fund.

(d)Effective July 12, 2006 the Managing Owner has determined to assume all Organization and Offering Expenses both already incurred and to be incurred by the Managing Owner on behalf of PowerShares DB G10 Currency Harvest Fund and DB G10 Currency Harvest Master Fund (formerly DB Currency Index Value Fund and DB Currency Index Value Master Fund).

(e)Effective July 12, 2006 the Managing Owner has determined to assume all routine operational, administrative and other ordinary expenses of PowerShares DB G10 Currency Harvest Fund and DB G10 Currency Harvest Master Fund both already incurred and to be incurred by the Managing Owner, including, but not limited to, computer services, the fees and expenses of the Trustee, legal and accounting fees and expenses, tax preparation expenses, filing fees, and printing, mailing and duplication costs. Prior to July 12, 2006, all routine operational, administrative and other ordinary expenses of PowerShares DB G10 Currency Harvest Fund and DB G10 Currency Harvest Master Fund were to be paid by the Master Fund.

(f)On July 13, 2006 the Fund and the Master Fund filed a press release dated July 12, 2006 through a Current Report on Form 8-K announcing a change with respect to certain fees and costs originally paid by the Master Fund. The management fee was reduced from 0.95% per annum to 0.75% of the net asset value of the Master Fund. The Managing Owner also assumed all of the organization and offering expenses, estimated to be up to 0.10% per annum of the daily average net asset value of the Master Fund during each month, and all of the routine operational, administrative and other ordinary expenses, estimated to be up to 0.05% per annum, for a total reduction of 0.35% per annum effective as of July 12, 2006.

DB COMMODITY SERVICES LLC

(A Wholly Owned Subsidiary of

Deutsche Bank AG)

Notes to Financial Statements (unaudited)

June 30, 2006

(g)*On August 3, 2006 the Managing Owner contributed $1,000 in capital to both PowerShares DB Energy Fund and DB Energy Master Fund (formerly DB Energy Fund and DB Energy Master Fund). These contributions were made to PowerShares DB Energy Fund and DB Energy Master Fund to create a similar fund structure to PowerShares DB Commodity Index Tracking Fund and DB Commodity Index Tracking Master Fund. The fund has not commenced operations.

(h)*On August 3, 2006 the Managing Owner contributed $1,000 in capital to both PowerShares DB Oil Fund and DB Oil Master Fund (formerly DB Oil Fund and DB Oil Master Fund). These contributions were made to PowerShares DB Oil Fund and DB Oil Master Fund to create a similar fund structure to PowerShares DB Commodity Index Tracking Fund and DB Commodity Index Tracking Master Fund. The fund has not commenced operations.

(i)*On August 3, 2006 the Managing Owner contributed $1,000 in capital to both PowerShares DB Precious Metals Fund and DB Precious Metals Master Fund (formerly DB Precious Metals Fund and DB Precious Metals Master Fund). These contributions were made to PowerShares DB Precious Metals Fund and DB Precious Metals Master Fund to create a similar fund structure to PowerShares DB Commodity Index Tracking Fund and DB Commodity Index Tracking Master Fund. The fund has not commenced operations.

(j)*On August 3, 2006 the Managing Owner contributed $1,000 in capital to both PowerShares DB Gold Fund and DB Gold Master Fund (formerly DB Gold Fund and DB Gold Master Fund). These contributions were made to PowerShares DB Gold Fund and DB Gold Master Fund to create a similar fund structure to PowerShares DB Commodity Index Tracking Fund and DB Commodity Index Tracking Master Fund. The fund has not commenced operations.

(k)*On August 3, 2006 the Managing Owner contributed $1,000 in capital to both PowerShares DB Silver Fund and DB Silver Master Fund (formerly DB Silver Fund and DB Silver Master Fund). These contributions were made to PowerShares DB Silver Fund and DB Silver Master Fund to create a similar fund structure to PowerShares DB Commodity Index Tracking Fund and DB Commodity Index Tracking Master Fund. The fund has not commenced operations.

(l)*On August 3, 2006 the Managing Owner contributed $1,000 in capital to both PowerShares DB Base Metals Fund and DB Base Metals Master Fund (formerly DB Base Metals Fund and DB Base Metals Master Fund). These contributions were made to PowerShares DB Base Metals Fund and DB Base Metals Master Fund to create a similar fund structure to PowerShares DB Commodity Index Tracking Fund and DB Commodity Index Tracking Master Fund. The fund has not commenced operations.

(m)*On August 3, 2006 the Managing Owner contributed $1,000 in capital to both PowerShares DB Agriculture Fund and DB Agriculture Master Fund (formerly DB Agriculture Fund and DB Agriculture Master Fund). These contributions were made to PowerShares DB Agriculture Fund and DB Agriculture Master Fund to create a similar fund structure to PowerShares DB Commodity Index Tracking Fund and DB Commodity Index Tracking Master Fund. The fund has not commenced operations.

(n)**On August 3, 2006 the Managing Owner contributed $1,000 in capital to both PowerShares DB US Dollar Index Bullish Fund and DB US Dollar Index Bullish Master Fund. These contributions were made to PowerShares DB US Dollar Index Bullish Fund and DB US Dollar Index Bullish Master Fund to create a similar fund structure to PowerShares DB Commodity Index Tracking Fund and DB Commodity Index Tracking Master Fund. The fund has not commenced.

DB COMMODITY SERVICES LLC

(A Wholly Owned Subsidiary of

Deutsche Bank AG)

Notes to Financial Statements (unaudited)

June 30, 2006

(o)**On August 3, 2006 the Managing Owner contributed $1,000 in capital to both PowerShares DB US Dollar Index Bearish Fund and DB US Dollar Index Bearish Master Fund. These contributions were made to PowerShares DB US Dollar Index Bearish Fund and DB US Dollar Index Bearish Master Fund to create a similar fund structure to PowerShares DB Commodity Index Tracking Fund and DB Commodity Index Tracking Master Fund. The fund has not commenced operations.

*Each of PowerShares DB Energy Fund (formerly DB Energy Fund), PowerShares DB Oil Fund (formerly DB Oil Fund), PowerShares DB Precious Metals Fund (formerly DB Precious Metals Fund), PowerShares DB Gold Fund (formerly DB Gold Fund), PowerShares DB Silver Fund (formerly DB Silver Fund), PowerShares DB Base Metals Fund (formerly DB Base Metals Fund) and PowerShares DB Agriculture Fund (formerly DB Agriculture Fund) is a separate series of PowerShares DB Multi-Sector Commodity Trust, a Delaware statutory trust organized in seven separate series. Each of DB Energy Master Fund, DB Oil Master Fund, DB Precious Metals Master Fund, DB Gold Master Fund, DB Silver Master Fund, DB Base Metals Master Fund and DB Agriculture Master Fund is a separate series of DB Multi-Sector Commodity Master Trust, a Delaware statutory trust organized in seven separate series.

**Each of PowerShares DB US Dollar Index Bullish Fund and PowerShares DB US Dollar Index Bearish Fund is a separate series of PowerShares DB US Dollar Index Trust, a Delaware statutory trust organized in two separate series. Each of DB US Dollar Index Bullish Master Fund and DB US Dollar Index Bearish Master Fund is a separate series of DB US Dollar Index Master Trust, a Delaware statutory trust organized in two separate series.

PART TWO

STATEMENT OF ADDITIONAL INFORMATION

POWERSHARES DB G10 CURRENCY HARVEST FUND

Shares of Beneficial Interest


This is a speculative investment which involvesinvolve the risk of loss.

Past performance is not necessarily indicative of future results.

See “The Risks You Face”“Risk Factors” beginning at page 1911 in Part One.

THIS PROSPECTUS IS IN TWO PARTS: A DISCLOSURE

DOCUMENT AND A STATEMENT OF ADDITIONAL INFORMATION.

INFORMATION. THESE PARTS ARE BOUND

TOGETHER, AND BOTH CONTAIN IMPORTANT INFORMATION. YOU MUST READ THE STATEMENT OF ADDITIONAL INFORMATION IN CONJUNCTION WITH THE DISCLOSURE DOCUMENT.

IMPORTANT INFORMATIONAugust 13, 2019

 

[DATE], 2006

Invesco Capital Management LLC

Managing Owner

Part Two

Statement of Additional Information

Table of Contents

 


DB Commodity Services LLC

Managing Owner

General Information Relating to Deutsche Bank AGInvesco Capital Management LLC

  12688

The Futures Markets

  126

Futures Contracts

126

Hedgers and Speculators

127

Futures Exchanges

127

Daily Limits

127

Regulations

128

Margin

129

Exhibit A—Privacy Notice

P–188

 

125General Information Relating to Invesco Capital Management LLC

Invesco is an independent firm dedicated to delivering an investment experience that helps people get more out of life. We are privileged to manage more than $1,159 billion in assets on behalf of clients in more than 120 countries. Our capabilities span global regions, asset classes and investment vehicles, and our investment teams have the intellectual freedom to capitalize on their expertise. To learn more, visit https://www.invesco.com/us.

 

PART TWOThe Futures Markets

STATEMENT OF ADDITIONAL INFORMATION

TABLE OF CONTENTS


GENERAL INFORMATION RELATING TO DEUTSCHE BANK AG

Deutsche Bank AG is a banking company with limited liability incorporated under the laws of the Federal Republic of Germany under registration number HRB 30 000. Deutsche Bank AG has its registered office at Taunusanlage 12, D-60325 Frankfurt am Main. Deutsche Bank AG originated from the reunification of Norddeutsche Bank Aktiengesellschaft, Hamburg, Deutsche Bank Aktiengesellschaft West, Düsseldorf, and Süddeutsche Bank Aktiengesellschaft, Munich; pursuant to the Law on the Regional Scope of Credit Institutions, these had been disincorporated in 1952 from Deutsche Bank, founded in 1870. The merger and the name were entered in the Commercial Register of the District Court in Frankfurt am Main on May 2, 1957.

Deutsche Bank AG is the parent company of the Deutsche Bank Group, consisting of banks, capital market companies, fund management companies and a property finance company, installment financing companies, research and consultancy companies and other domestic and foreign companies. The Deutsche Bank Group has over 1,500 branches and offices engaged in banking business and other financial businesses worldwide.

The objectives of Deutsche Bank AG, as set forth in its Articles of Association, include the transaction of all kinds of banking businesses, the provision of financial and other services and the promotion of international economic relations. Deutsche Bank AG may realize these objectives itself or through subsidiaries and affiliated companies. To the extent permitted by law, Deutsche Bank AG is entitled to transact all business and to take all steps which appear likely to promote the objectives of Deutsche Bank AG, in particular, to acquire and dispose of real estate, to establish branches at home and abroad, to acquire, administer and dispose of participations in other enterprises, and to conclude enterprise agreements.

The activities of the Deutsche Bank Group include traditional deposit-taking and lending business for private clients, corporate and public sector entities, including mortgage lending, payment transactions, securities brokerage for customers, asset management, investment banking, project finance,structured finance, foreign trade finance, money and foreign exchange dealing, building savings business (Bauspargeschäft), as well as cash management, payment and securities settlement, and payment cards and point-of-sale services.

As of December 31, 2005, the issued share capital of Deutsche Bank AG amounted to euro 1,392,266,870, consisting of 543,854,246 ordinary registered shares without par value. These shares are fully paid up and in registered form. The shares are listed for trading and official quotation on all the German stock exchanges. They are also listed on the stock exchanges in Amsterdam, Brussels, London, Luxembourg, New York, Paris, Tokyo and Vienna and on the Swiss Exchange.

As of December 31, 2005, the Deutsche Bank Group had total assets of euro 992.2 billion, total liabilities of euro 962.3 billion and shareholders’ equity of euro 29.9 billion. Please refer to Deutsche Bank AG’s Annual Report on Form 20-F, which is incorporated by reference herein, for additional financial information and financial statements.

Deutsche Bank AG London is the London branch of Deutsche Bank AG. Deutsche Bank AG, New York branch, is the New York branch of Deutsche Bank AG and operates pursuant to license issued by the Superintendent of Banks of the State of New York on July 14, 1978.

THE FUTURES MARKETS

Futures Contracts

Futures contracts are standardized contracts made on United States or foreign exchanges that call for the future delivery of specified quantities of various agricultural and tropical commodities, industrial commodities, currencies, financial instruments or metals at a specified time and place. The contractual obligations, depending upon whether one is a buyer or a seller, may be satisfied either by taking or making, as the case may be, physical delivery of an approved grade of commodity or by making an offsetting sale or purchase of an equivalent but opposite futures contract on the same, or mutuallyoff-setting, exchange prior to the designated date of delivery. As an example of an offsetting transaction where the physical commodity is not delivered, the contractual obligation arising

from the sale of one contract of December 2005 wheat on a commodityfutures exchange may be fulfilled at any time before delivery of the commodity is required by the purchase of one contract of December 2005 wheat on the same exchange. The difference between the price at which the futures contract is sold or purchased and the price paid for the offsetting purchase or sale, after allowance for brokerage commissions, constitutes the profit or loss to the trader. Certain futures contracts, such as those for stock, or other financial or economic indices approved by the CFTC, or Eurodollar contracts, settle in cash (irrespective of whether any attempt is made to offset such contracts) rather than delivery of any physical commodity.

Hedgers and Speculators

The two broad classes of persons who trade futures interest contracts are “hedgers” and “speculators.” Commercial interests, including farmers, that market or process commodities, and financial institutions that market or deal in commodities, including interest rate sensitive instruments, foreign currencies and stocks, and which are exposed to currency, interest rate and stock market risks, may use the futures markets for hedging. Hedging is a protective procedure designed to minimize losses that may occur because of price fluctuations occurring, for example, between the time a processor makes a contract to buy or sell a raw or processed commodity at a certain price and the time he must perform the contract. The futures markets enable the hedger to shift the risk of price fluctuations to the speculator. The speculator risks his capital with the hope of making profits from price fluctuations in futures interests contracts. Speculators rarely take delivery of commodities, but rather close out their positions by entering into offsetting purchases or sales of futures interests contracts. Since the speculator may take either a long or short position in the futures markets, it is possible for him to make profits or incur losses regardless of whether prices go up or down.

Futures Exchanges

Futures exchanges provide centralized market facilities for trading futures contracts and options thereon (but not forward contracts). Members of, and trades executed on, a particular exchange are subject to the rules of that exchange. Among the principalexchangesprincipal exchanges in the United States are the Chicago Board of Trade, the Chicago Mercantile Exchange, the New York Mercantile Exchange, and the New York Board of Trade.

ICE Futures U.S.

Each futures exchange in the United States has an associated “clearing house.” Once trades between members of an exchange have been confirmed, the clearing house becomes substituted for each buyer and each seller of contracts traded on the exchange and, in effect, becomes the other party to each trader’s open position in the market. Thereafter, each party to a trade looks only to the clearing house for performance. The clearing house generally establishes some sort of security ora guarantee fund to which all clearing members of the exchange must contribute; this fund acts as an emergency buffer that enables the clearing house, at least to a large degree, to meet its obligations with regard to the “other side” of an insolvent clearing

member’s contracts. Furthermore, clearing houses require margin deposits and continuously mark positions to market to provide some assurance that their members will be able to fulfill their contractual obligations. Thus, a central function of the clearing houses is to ensure the integrity of trades, and memberstrades. Members effecting futures transactions on an organized exchange typically need not worry about the solvency of the party on the opposite side of the trade;trade but, rather, their only remaining concerns are the respective solvencies of their commodity broker and the clearing house. The clearing house “guarantee” of performance on open positions does not run to customers. If a member firm goes bankrupt, customers could lose money.

Foreign futures exchanges differ in certain respects from their U.S. counterparts. In contrast to U.S. exchanges, certain foreign exchanges are “principals’ markets,” where trades remain the liability of the traders involved, and the exchange clearing house does not become substituted for any party.

Daily Limits

Most U.S. futures exchanges (but generally not foreign exchanges or banks or dealers in the case of forward contracts) limit the amount of fluctuation in futures interests contract prices during a single trading day by regulation. These regulations specify what are referred to as “daily price fluctuation limits” or more commonly “daily limits.” The daily limits

establish the maximum amount that the price of a futures interests contract may vary either up or down from the previous day’s settlement price. Once the daily limit has been reached in a particular futures interest, no trades may be made at a price beyond the limit. See “The Risks You May Face – The Net Asset Value Calculation of the Master 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.”

Although the Eligible Index Currencies that the Master Fund will invest in from time to time are not currently subject to “daily limits,” the terms and conditions of these contracts may change in the future.

Regulations

Futures exchanges in the United States are subject to regulation under the Commodity Exchange Act or CEAct, by the CFTC, the governmental agency having responsibility for regulation of futures exchanges and trading on those exchanges. (Investors should be aware that no governmental U.S. agency regulates the OTC foreign exchange markets.)

The CEActCommodity Exchange Act and the CFTC also regulate the activities of “commodity trading advisors” and “commodity pool operators” and the CFTC has adopted regulations with respect to certain of such persons’ activities. Pursuant to its authority, the CFTC requires a commodity pool operator (such as the Managing Owner) to keep accurate, current and orderly records with respect to each pool it operates. The CFTC may suspend the registration of a commodity pool operator if the CFTC finds that the operator has violated the CEActCommodity Exchange Act or regulations thereunder and in certain other circumstances. Suspension, restriction or termination of the Managing Owner’s registration as a commodity pool operator would prevent it, until such time (if any) as such registration were to be reinstated, from managing, and might result in the termination of, the Fund and the Master Fund. The CEActCommodity Exchange Act gives the CFTC similar authority with respect to the activities of commodity trading advisors, such as the Managing Owner. If the registration of athe Managing Owner as a commodity trading advisor were to be terminated, restricted or suspended, the Managing Owner would be unable, until such time (if any) as such registrationwereregistration were to be reinstated, to render trading advice to the Fund and the Master Fund. The Fund and the Master Fund themselves areis not registered with the CFTC in any capacity.

The CEActCommodity Exchange Act requires all “futures commission merchants,” such as the Commodity Broker, to meet and maintain specified fitness and financial requirements, segregate customer funds from proprietary funds and account separately for all customers’ funds and positions, and to maintain specified book and records open to inspection by the staff of the CFTC.

The CEActCommodity Exchange Act also gives the states certain powers to enforce its provisions and the regulations of the CFTC.

Shareholders are afforded certain rights for reparations under the CEAct.Commodity Exchange Act. Shareholders may also be able to maintain a private right of action for certain violations of the CEAct.Commodity Exchange Act. The CFTC has adopted rules implementing the reparation provisions of the CEActCommodity Exchange Act which provide that any person may file a complaint for a reparations award with the CFTC for violation of the CEActCommodity Exchange Act against a floor broker, futures commission merchant, introducing broker, commodity trading advisor, commodity pool operator, and their respective associated persons.

Pursuant to authority in the CEAct,Commodity Exchange Act, the NFA has been formed and registered with the CFTC as a “registered futures association.” At the present time, the NFA is the onlynon-exchange self-regulatory organization for commoditiesderivatives professionals. NFA members are subject to NFA standards relating to fair trade practices, financial condition,market integrity, and consumer protection. As the self-regulatory body of the commoditiesderivatives industry, the NFA promulgates rules governing the conduct of commodityderivatives professionals and disciplines those professionals who do not comply with such standards. The CFTC has delegated to the NFA responsibility for the registration of commodity trading advisors, commodity pool operators, futures commission merchants, introducing brokers, and swap dealers, among others, and their respective associated persons, as applicable, and floor brokers. The Commodity Broker and the Managing Owner are members of the NFA (the Fund and the Master Fund themselves areis not required to become membersa member of the NFA).

The CFTC has no authority to regulate trading on foreign commodityfutures exchanges and markets.markets but permits direct access to such markets from the United States with respect to foreign boards of trade that are registered as such with the CFTC.

Margin

“Initial” or “original” margin is the minimum amount of funds that must be deposited by a futures trader with his commodity broker in order to initiate futures trading or to maintain an open position in futures contracts. “Maintenance” margin is the amount (generally less than initial margin) to which a trader’s account may decline before he must deliver additional margin. A margin deposit is like a cash performance bond. It helps assure the futures trader’s performance of the futures interests which contracts hecontract that the trader purchases or sells. Futures interestscontracts are customarily bought and sold on marginsmargin that representrepresents a very small percentage (ranging upward from less than 2%) of the purchase price of the underlying commodity being traded. Because of such low margins, price fluctuations occurring in the futures markets may create profits and losses that are greater, in relation to the amount invested, than are customary in other forms of investments. The minimum amount of margin required in connection with a particular futures interests contract is set from time-to-timetime to time by the exchange on which such contract is traded, and may be modified from time-to-timetime to time by the exchange during the term of the contract.

Brokerage firms carrying accounts for traders in futures interests contracts may not accept lower, and generally require higher, amounts of margin as a matter of policy in order to afford further protection for themselves.

Margin requirements are computed each day by a commodity broker. When the market value of a particular open futures interests contract position changes to a point where the margin on deposit does not satisfy maintenance margin requirements, a margin call is made by the commodity broker. If the margin call is not met within a reasonable time, the broker may close out the Master Fund’s position. With respect to the Managing Owner’s trading, only the Managing Owner, and not the Fund or its Shareholders personally, will be subject to margin calls.

P-DBV-PRO-1

EXHIBIT A[Remainder of page left blank intentionally]

PRIVACY NOTICE

The importance of protecting the investors’ privacy is recognized by PowerShares DB G10 Currency Harvest Fund (the “Fund”) and DB Commodity Services LLC (the “Managing Owner”). The Fund and the Managing Owner protect personal information they collect about you by maintaining physical, electronic and procedural safeguards to maintain the confidentiality and security of such information.

Categories Of Information Collected. In the normal course of business, the Fund and the Managing Owner may collect the following types of information concerning investors in the Fund who are natural persons:

Information provided in the Participant Agreements and other forms (including name, address, social security number, income and other financial-related information); and

Data about investor transactions (such as the types of investments the investors have made and their account status).

How the Collected Information is Used. Any and all nonpublic personal information received by the Fund or the Managing Owner with respect to the investors who are natural persons, including the information provided to the Fund by such an investor in the Participant Agreement, will not be shared with nonaffiliated third parties which are not service providers to the Fund or the Managing Owner without prior notice to such investors. Such service providers include but are not limited to the Selling Agents, the Commodity Broker, administrators, auditors and the legal advisers of the Fund. Additionally, the Fund and/or the Managing Owner may disclose such nonpublic personal information as required by applicable laws, statutes, rules and regulations of any government, governmental agency or self-regulatory organization or a court order. The same privacy policy will also apply to the Shareholders who have fully redeemed.

For questions about the privacy policy, please contact the Fund.

PART II

Information Not Required in Prospectus

Item 13. Other Expenses of Issuance and Distribution.

The following expenses reflect the estimated amounts required to prepare and file this Registration Statement and complete the offering of the Shares (other than selling commissions).

 

  Approximate
Amount


  Approximate
Amount
 

Securities and Exchange Commission Registration Fee

  $214,000

National Association of Securities Dealers, Inc. Filing Fee

   75,500

Securities and Exchange Commission Registration Fee*

  $21,893 

Printing Expenses

   200,000  $125,000 

Fees of Certified Public Accountants

   75,000

Fees of Independent Registered Public Accounting Firm

  $27,500 

Fees of Counsel

   500,000  $93,000 
  

  

 

 

Total

  $1,064,500  $267,393 
  

  

 

 

 


*

Previously paid.

Item 14. Indemnification of Directors and Officers.

Section 4.7 of the Fifth Amended and Restated Declaration of Trust and Trust Agreement of each of the Fund and the Master FundTrust filed as exhibitsan exhibit to this Registration Statement, and, as amended fromtime-to-time (the “Trust Agreement”), provides for the indemnification of Invesco Capital Management (the “Managing Owner”) and its Affiliates (as such term is defined in the Managing Owner. TheTrust Agreement) (the Managing Owner (includingand its Affiliates collectively, “Covered Persons”). Under the Trust Agreement, each Covered Persons as provided under each Amended and Restated Declaration of Trust and Trust Agreement)Person shall be indemnified by the Fund orTrust to the Master Fund, as the case may be,fullest extent permitted by law against any losses, judgments, liabilities, expenses, and amounts paid in settlement of any claims sustained by it in connection with its activities for the FundTrust, except with respect to any matter as to which such Covered Person shall have been finally adjudicated in any action, suit, or the Master Fund, as the case may be, provided that (i) the Managing Owner was acting on behalf of or performing services for the Fund or the Master Fund, as the case may be, and has determined,other proceeding not to have acted in good faith in the reasonable belief that such course of conductCovered Person’s action was in the best interestsinterest of the FundTrust and except that no Covered Person shall be indemnified against any liability to the Trust or to the Master Fund, asLimited Owners (as such term is defined in the case may be, and such liability or loss was not the resultTrust Agreement) by reason of negligence,willful misconduct or a breachgross negligence of the Amended and Restated Declaration of Trust and Trust Agreement on the part of the Managing Owner and (ii) anysuch Covered Person. Any such indemnification will only be recoverable from the Trust Estate (as such term is defined in the Amended and Restated Declaration of Trust and Trust Agreement). All rights to indemnification permitted therein and payment of associated expenses shall not be affected by the dissolution or other cessation to exist of the Managing Owner, or the withdrawal, adjudication of bankruptcy or insolvency of the Managing Owner, or the filing of a voluntary or involuntary petition in bankruptcy under Title 11 of the U.S. Code by or against the Managing Owner. The source of payments made in respect of indemnification under either Amended and Restated Declaration of Trust andthe Trust Agreement shall be fromthe assets of the Fund or the Master Fund, as the case may be.Trust.

Item 15. Recent Sales of Unregistered Securities.

None.

 

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Item 16. Exhibits and Financial Statement Schedules.

(a) Exhibits. The following documents (unless otherwise indicated) are filed herewith and made a part of this Registration Statement:

 

(a) Exhibits. The following exhibits are filed herewith:

Exhibit
Number


  

Description of Document


1.1  Form of Initial Purchaser Agreement**Agreement1
4.1  Form ofFifth Amended and Restated Declaration of Trust and Trust Agreement of the Registrant***Registrant2
4.24.1.1  Form ofAmendment No. 1 to the Fifth Amended and Restated Declaration of Trust and Trust Agreement of the Co-Registrant***Registrant3
4.34.1.2  FormAmendment No. 2 to the Fifth Amended and Restated Declaration of Participant Agreement*Trust and Trust Agreement of the Registrant4
4.44.2  Form of Privacy Notice (annexed to the Prospectus as Exhibit A)Participant Agreement7
5.1  Opinion of Richards, Layton & Finger as to legality
8.1  Opinion of Sidley AustinMorgan, Lewis & Bockius LLP as to income tax matters
10.1  Form of Customer Agreement between DB Currency Index Value Master Fund and Deutsche Bank Securities Inc.*5
10.2  Form of Administration Agreement*Agreement7
10.3  Form of Global Custody Agreement*Agreement7
10.4  Form of Transfer Agency and Service Agreement*Agreement7
10.5  Distribution Services Agreement6
10.6Form of Distribution Services Agreement*Marketing Agreement8
23.1  Consent of Sidley Austin LLP is included as part of Registration Statement
23.2Consent of Richards, Layton & Finger is included as part of Exhibit 5.1
23.323.2  Consent of Sidley AustinMorgan, Lewis & Bockius LLP as tax counsel is included as part of Registration StatementExhibit 8.1
23.423.3  Consent of KPMGPricewaterhouseCoopers LLP, Independent Registered Public Accounting Firm is included
24.1Power of Attorney (included on the signature page to this registration statement)

1

Previously filed as part of Registration Statementan exhibit toPre-Effective Amendment No. 1 to FormS-1 on May 1, 2006 and incorporated herein by reference.


*2

Previously filed as an exhibit to Post-Effective Amendment No. 1 to FormS-3 on December 8, 2014, and incorporated herein by reference.

3

Previously filed as an exhibit to Form8-K on June 20, 2016, and incorporated herein by reference.

4

Previously filed as an exhibit on Form8-K on June 4, 2018 and incorporated herein by reference.

5

Previously filed as an exhibit on Form8-K on February 26, 2015 and incorporated herein by reference.

6

Previously filed as an exhibit on Form8-K on June 20, 2016 and incorporated herein by reference.

7

Previously filed as an exhibit to FormS-1 on March 16, 2006 and incorporated herein by reference.

**8

Previously filed as an exhibit to Pre-EffectivePost-Effective Amendment No. 1 to FormS-1 on May 1, 2006April 40, 2007 and incorporated herein by reference.

***Previously filed as an exhibit to Pre-Effective Amendment No. 3 to Form S-1 on September 8, 2006 and incorporated herein by reference.

(b) The following financial statements are included in the Prospectus:

(1) DB Currency Index ValueThe financial statements of the Fund

(i) Report are incorporated by reference as described under “Incorporation by Reference of Independent Registered Public Accounting Firm

(ii) Statement of Financial Condition dated May 31, 2006

(iii) Notes to Statement of Financial Condition

(2) DB Currency Index Value Master Fund

(i) Report of Independent Registered Public Accounting Firm

(ii) Statement of Financial Condition dated May 31, 2006Certain Documents”.

 

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Item 17.

(iii) Statement of Operations For the Period from April 12, 2006 (inception) through May 31, 2006

(iv) Statement of Changes in Net Assets For the Period from April 12, 2006 (inception) through May 31, 2006

(v) Statement of Cash Flows For the Period from April 12, 2006 (inception) through May 31, 2006)

(vi) Notes to Statement of Financial Condition

(3) DB Commodity Services LLC

(i) Independent Auditor’s Report

(ii) Statement of Financial Condition December 31, 2005

(iii) Statement of Changes in Member’s Capital for the period from May 23, 2005 (inception) through December 31, 2005

(iv) Statement of Cash Flows for the period from May 23, 2005 (inception) through December 31, 2005

(v) Notes to Statement of Financial Condition

(vi) Statement of Financial Condition (unaudited) June 30, 2006

(vii) Statement of Operations (unaudited) For the Six Months Ended June 30, 2006

(viii) Statement of Changes in Member’s Capital (unaudited) For the Six Months Ended June 30, 2006

(ix) Statement of Cash Flows (unaudited) For the Six Months Ended June 30, 2006

(x) Notes to Financial Statements (unaudited) June 30, 2006

Item 17. Undertakings.

(a) The undersigned registrant hereby undertakes:

 

(1)

(1) To file, during any period in which offers or sales are being made, a post-effective amendment to this registration statement;

 

(i) To include any prospectus required by section
(i)

To include any prospectus required by Section 10(a)(3) of the Securities Act of 1933, as amended;

 

(ii)

(ii) To reflect in the prospectus any facts or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the registration statement. Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more than a 20% change in the maximum aggregate offering price set forth in the “Calculation of Registration Fee” table in the effective registration statement;

 

(iii) To include any material information with respect to the plan of distribution not previously disclosed in the registration statement or any material change to such information in the registration statement, provided however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the registration statement is on Form S-3, Form S-8 or Form F-3, and the information required to be included in a

II-3


post-effective amendment by those paragraphs is contained in periodic reports filed with or furnished to the Commission by the registrant pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 that are incorporated by reference in the registration statement.

(iii)

To include any material information with respect to the plan of distribution not previously disclosed in the registration statement or any material change to such information in the registration statement;

Provided, however, That:

(A) Paragraphs (a)(1)(i) and (a)(1)(ii) of this section do not apply if the registration statement is on Form S–8, and the information required to be included in a post-effective amendment by those paragraphs is contained in reports filed with or furnished to the Commission by the registrant pursuant to sectionSection 13 or sectionSection 15(d) of the Securities Exchange Act of 1934 that are incorporated by reference in the registration statement; and

(B) Paragraphs (a)(1)(i), (a)(1)(ii) and (a)(1)(iii) of this section do not apply if the registration statement is on Form S–3 or Form F–3 and the information required to be included in a post-effective amendment by those paragraphs is contained in reports filed with or furnished to the Commission by the registrant pursuant to sectionSection 13 or sectionSection 15(d) of the Securities Exchange Act of 1934 that are incorporated by reference in the registration statement, or is contained in a form of prospectus filed pursuant to Rule 424(b) that is part of the registration statement.

 

(2)

(2) That, for the purpose of determining any liability under the Securities Act of 1933, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be thebona fide offering thereof.

 

(3)

(3) To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering.

 

(4)

(4) That, for the purpose of determining liability under the Securities Act of 1933 to any purchaser:

 

(i)

(i) If the registrant is relying on Rule 430B:

(A) Each prospectus filed by the registrant pursuant to Rule 424(b)(3) shall be deemed to be part of the registration statement as of the date the filed prospectus was deemed part of and included in the registration statement; and

(B) Each prospectus required to be filed pursuant to Rule 424(b)(2), (b)(5), or (b)(7) as part of a registration statement in reliance on Rule 430B relating to an offering made pursuant to Rule 415(a)(1)(i), (vii), or (x) for the

II-3


purpose of providing the information required by sectionSection 10(a) of the Securities Act of 1933 shall be deemed to be part of and included in the registration statement as of the earlier of the date such form of prospectus is first used after effectiveness or the date of the first contract of sale of securities in the offering described in the prospectus. As provided in Rule 430B, for liability purposes of the issuer and any person that is at that date an underwriter, such date shall be deemed to be a new effective date of the registration statement relating to the securities in the registration statement to which that prospectus relates, and the offering of such securities at that time shall be deemed to be the initialbona fide offering thereof. Provided, however, that no statement made in a registration statement or prospectus that is part of the registration statement or made in a document incorporated or deemed incorporated by reference into the registration statement or prospectus that is part of the registration statement will, as to a purchaser with a time of contract of sale prior to such effective date, supersede or modify any statement that was made in the registration statement or prospectus that was part of the registration statement or made in any such document immediately prior to such effective date; or

 

(ii)

(ii) If the registrant is subject to Rule 430C, each prospectus filed pursuant to Rule 424(b) as part of a registration statement relating to an offering, other than registration statements relying on Rule 430B or other than prospectuses filed in reliance on Rule 430A, shall be deemed to be part of and included in the registration statement as of the date it is first used after effectiveness. Provided, however, that no statement made in a registration statement or prospectus that is part of the registration statement or made in a document incorporated or deemed incorporated by reference into the registration statement or prospectus that is part of the registration statement will, as to a purchaser with a time of contract of sale prior to such first use, supersede or modify any statement that was made in the registration statement or prospectus that was part of the registration statement or made in any such document immediately prior to such date of first use.

 

(5)

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statement or made in a document incorporated or deemed incorporated by reference into the registration statement or prospectus that is part of the registration statement will, as to purchaser with a time of contract of sale prior to such first use, supersede or modify any statement that was made in the registration statement or prospectus that was part of the registration statement or made in any such document immediately prior to such date of first use.

(5) That, for the purpose of determining liability of the registrant under the Securities Act of 1933 to any purchaser in the initial distribution of the securities:

The undersigned registrant undertakes that in a primary offering of securities of the undersigned registrant pursuant to this registration statement, regardless of the underwriting method used to sell the securities to the purchaser, if the securities are offered or sold to such purchaser by means of any of the following communications, the undersigned registrant will be a seller to the purchaser and will be considered to offer or sell such securities to such purchaser:

 

(i)

(i) Any preliminary prospectus or prospectus of the undersigned registrant relating to the offering required to be filed pursuant to Rule 424;

(ii)

Any free writing prospectus relating to the offering prepared by or on behalf of the undersigned registrant or used or referred to by the undersigned registrant;

(iii)

The portion of any other free writing prospectus relating to the offering containing material information about the undersigned registrant or its securities provided by or on behalf of the undersigned registrant; and

(iv)

Any other communication that is an offer in the offering made by the undersigned registrant to the purchaser.

(b) The undersigned registrant hereby undertakes that, for purposes of determining any liability under the Securities Act of 1933, each filing of the registrant’s annual report pursuant to Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934 (and, where applicable, each filing of an employee benefit plan’s annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934) that is incorporated by reference in the registration statement shall be deemed to be a new registration statement relating to the securities offered therein, and the offering requiredof such securities at that time shall be deemed to be filed pursuant to Rule 424;the initialbona fide offering thereof.

 

(ii) Any free writing prospectus relating to the offering prepared by or on behalf of the undersigned registrant or used or referred to by the undersigned registrant;II-4


(iii) The portion of any other free writing prospectus relating to the offering containing material information about the undersigned registrant or its securities provided by or on behalf of the undersigned registrant; and

(iv) Any other communication that is an offer in the offering made by the undersigned registrant to the purchaser.

(b)(c) Insofar as indemnification for liabilities under the Securities Act of 1933 may be permitted to directors, officers directors or controlling persons of the registrant pursuant to the foregoing provisions, described in Item 14 above, or otherwise, the registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Securities Act of 1933 and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the registrant of expenses incurred or paid by ana director, officer director, or controlling person of the registrant in the successful defense of any such action, suit or proceeding) is asserted by such director, officer director or controlling person in connection with the securities being registered, the registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.

 

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Managing Owner of the Registrant and Co-Registrant hastheCo- Registrant have duly caused this Pre-Effective Amendment No. 4 to the Registration Statement on Form S-1 to be signed on their behalf by the undersigned, thereunto duly authorized, in the cityCity of New York, stateDowners Grove, State of New York,Illinois, on the 1413th day of September, 2006.August, 2019.

 

PowerShares

Invesco DB G10 Currency Harvest Fund

By:

DB Commodity Services LLC,

its Managing Owner

By:

 

/s/    KEVIN RICHInvesco Capital Management LLC,


Name:Kevin Rich
Title:Director and Chief Executive Officer

By:

 

/s/    GREGORY COLLETT


Name:Gregory Collett
Title:Chief Operating Officer and Principal Financial Officer
DB G10 Currency Harvest Master Fund

By:

DB Commodity Services LLC,

its Managing Owner

By:

 

/s/ KEVIN RICHDaniel Draper


Name:Kevin Rich
Title:Director and Chief Executive Officer

Name: Daniel Draper

By:

 

/s/    GREGORY COLLETT


Name:Gregory Collett
Title:Chief OperatingExecutive Officer and Principal Financial Officer

POWER OF ATTORNEY

Each person whose signature appears below hereby appoints each of Anna Paglia, Melissa Nguyen and Adam Henkel as his true and lawfulattorneys-in-fact with full power to sign on behalf of such person, in the capacities indicated below, a registration statement on FormS-1 (or other appropriate form) for filing with the Securities and Exchange Commission under the Securities Act of 1933, as amended, and any other documents in support thereof or supplemental or amendatory thereto, and any and all other amendments (including post-effective amendments) to such registration statement filed pursuant to Rule 462(b) under the Securities Act of 1933, as amended, and all further amendments, including post-effective amendments, thereto)), and each hereby ratifies and confirms the signature of such person as it may be signed by saidattorneys-in-fact, and each of them individually, on any and all amendments to this registration statement or any such subsequent related registration statement.

Pursuant to the requirements of the Securities Act of 1933, this Pre-Effective Amendment No. 4 to the Registration Statement on FormS-1 has been signed by the following persons on behalf of the Managing Owner of the Registrant and Co-Registranteach of theCo- Registrant in the capacities and on the date indicated.

 

DB Commodity Services LLC,/s/ Daniel Draper

Managing Owner Of Registrant

and Co-RegistrantName: Daniel Draper

 Chief Executive Officer
and Manager
(principal executive officer)
         August 13, 2019        

/S/    KEVIN RICHs/ Kelli Gallegos


Name: Kevin RichKelli Gallegos

 

Director Principal Financial
and Chief ExecutiveAccounting Officer, (Principal Executive Officer)
Investment Pools
(principal financial officer and

principal accounting officer)

 September 14, 2006August 13, 2019

/S/    GREGORY COLLETTs/ David Warren


Name: Gregory CollettDavid Warren

 

Chief Operating Officer and Principal Financial Officer

Manager
 September 14, 2006August 13, 2019

/S/    ROBERT LAZARUSs/ John Zerr


Name: Robert LazarusJohn Zerr

 

Director

Manager
 September 14, 2006August 13, 2019

 

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(Being principal executive officer, the principal financial and accounting officer and all of the managers of the Board of Managers of DB Commodity Services LLC)

DB Commodity Services LLC,

Managing Owner Of Registrant

and Co-Registrant

/S/    KEVIN RICH


Name: Kevin Rich

Director and
Chief Executive Officer

(Principal Executive Officer)


September 14, 2006

/S/    GREGORY COLLETT


Name: Gregory Collett

Chief Operating Officer and Principal Financial Officer


September 14, 2006

/S/    ROBERT LAZARUS


Name: Robert Lazarus

Director


September 14, 2006

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