Headnote

National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions – Approval granted for change of manager of a mutual fund for the purpose of 5.5(1)(a) – unitholders have received timely and adequate disclosure regarding the change of manager – change of manager is not detrimental to unitholders or the public interest.

Applicable Legislative Provisions National Instrument 81-102 Mutual Funds, paragraph 5.5(1)(a), section 5.7 and section 19.1.

March 6, 2012

IN THE MATTER OF THE SECURITIES LEGISLATION OF ONTARIO (the "Jurisdiction")

AND

IN THE MATTER OF THE PROCESS FOR EXEMPTIVE RELIEF APPLICATIONS IN MULTIPLE JURISDICTIONS

AND

IN THE MATTER OF CLAYMORE INVESTMENTS, INC. (the "Filer")

AND

IN THE MATTER OF BLACKROCK, INC. ("BlackRock")

Decision

Background

The principal regulator in the Jurisdiction has received an application from the Filer for a decision under the securities legislation of the Jurisdiction of the principal regulator (the "Legislation") for approval pursuant to section 5.5(1)(a) of National Instrument 81-102 - Mutual Funds ("NI 81-102") of a change in the manager of the exchange-traded funds (the "Claymore ETFs") and closed-end funds (together with the Claymore ETFs, the "Claymore Funds") managed by the Filer and listed in Schedule A (the "Approval Sought").

Under the Process for Exemptive Relief Applications in Multiple Jurisdictions (for a passport application):

(a) the Ontario Securities Commission is the principal regulator for this application; and

(b) the Filer has provided notice that section 4.7(1) of Multilateral Instrument 11-102 - Passport System ("MI 11-102") is intended to be relied upon in British Columbia, Alberta, Saskatchewan, Manitoba, Quebec, New Brunswick, Nova Scotia, Prince Edward Island, Newfoundland and Labrador, Yukon, Northwest Territories and Nunavut.

Interpretation

Terms defined in National Instrument 14-101 - Definitions and MI 11-102 have the same meaning if used in this decision, unless otherwise defined. Except as otherwise stated, all dollar amounts herein are expressed in Canadian dollars.

Representations

This decision is based on the following facts represented by the Filer and BlackRock:

1. Certain direct and indirect shareholders of the Filer, BlackRock, BlackRock Holdco 7, Inc. ("Holdco 7") and the Filer have entered into an agreement and plan of merger dated as of January 11, 2012 (the "Merger Agreement"). Pursuant to the Merger Agreement, Holdco 7, an indirect wholly-owned subsidiary of BlackRock, has agreed to be merged with and into Guggenheim Funds Services Group, Inc. (the "Company"), the sole shareholder of the Filer (the "Merger"). The Company shall continue as the surviving entity of the Merger (the "Surviving Corporation"). By virtue of the Merger, BlackRock will become the sole indirect shareholder of all of the common stock of the Surviving Corporation, such that the Filer will become an indirect wholly-owned subsidiary of BlackRock. While the Merger Agreement contemplates the Merger, depending on the circumstances, the parties may ultimately determine to restructure the transaction (e.g., as a sale of all of the outstanding stock of the Company to BlackRock). Regardless of the legal steps taken to effect the acquisition (the "Acquisition"), as a result thereof, BlackRock will obtain control of all of the Filer's shares. The completion of the Acquisition is subject to the satisfaction of closing conditions, which include obtaining all required regulatory approvals and approval of securityholders of the Claymore Funds.

2. Because BlackRock may wish to integrate the Filer's operations into its own following the completion of the Acquisition or at some point in the future, for the purposes of section 5.5 of NI 81-102, the Acquisition will result in a change in the manager of the Claymore Funds.

3. As required by section 11.2 of National Instrument 81-106 - Investment Fund Continuous Disclosure, a press release dated January 11, 2012 disclosing the Acquisition has been issued and filed on SEDAR, a material change report of all of the Claymore Funds describing the Acquisition was filed on SEDAR on January 13, 2012, and amendments to the prospectuses of the Claymore ETFs disclosing the Acquisition were filed on SEDAR on January 13, 2012.

4. The Filer is a corporation incorporated under the Canada Business Corporations Act and is the manager, principal portfolio manager and promoter of the Claymore Funds. The Filer is also the trustee of the Claymore Funds that are organized as investment trusts. The head office of the Filer is located at 200 University Avenue, 13th Floor, Toronto, Ontario. The Filer employs approximately 23 staff in its head office in Toronto. The Filer is registered as (a) an investment fund manager in Ontario; (b) a portfolio manager in Ontario; and (c) a dealer in the category of exempt market dealer in Ontario. As at the date hereof, 100 common shares of the Filer were issued and outstanding, all of which were held by the Company.

5. The Filer is not in default of securities legislation in any jurisdiction of Canada.

6. The Claymore Funds, which include 34 exchange-traded mutual funds and two closed-end mutual funds, are reporting issuers in the Jurisdictions. The securities of each of the Claymore Funds are qualified for distribution in the Jurisdictions by way of a long-form prospectus.

7. The securities of each of the Claymore ETFs are currently offered as follows: (a) the securities of Claymore Gold Bullion ETF are offered under a long-form prospectus dated January 31, 2012; (b) the securities of Claymore Advantaged Convertible Bond ETF are offered under a long-form prospectus dated June 7, 2011, as amended by Amendment No. 1 dated January 13, 2012; (c) the securities of Claymore Premium Money Market ETF, Claymore Natural Gas Commodity ETF, Claymore Broad Commodity ETF, Claymore Managed Futures ETF, Claymore Canadian Financial Monthly Income ETF and Claymore Equal Weight Banc & Lifeco ETF are offered under a long-form prospectus dated November 28, 2011, as amended by Amendment No. 1 dated January 13, 2012; and (d) the securities of the remaining Claymore ETFs listed on Schedule A are offered under a long-form prospectus dated May 12, 2011, as amended by Amendment No. 1 dated January 13, 2012 (collectively, the "Claymore ETF Prospectuses"). The Claymore ETFs are subject to NI 81-102 and the Claymore ETF Prospectuses are prepared and filed in accordance with Form 41-101F2 – Information Required in an Investment Fund Prospectus.

8. The securities of each of the Claymore Funds that are closed-end funds (as identified in Schedule A) were offered as follows: (a) the securities of Big Bank Big Oil Split Corp. were initially offered under a prospectus dated May 26, 2006; and (b) the securities of Claymore Silver Bullion Trust were initially offered under a prospectus dated June 29, 2009.

9. The Claymore Funds are not in default of securities legislation in any jurisdiction of Canada, except that, through inadvertence, each of Claymore Advantaged Canadian Bond ETF, Claymore Advantaged Convertible Bond ETF, Claymore Advantaged High Yield Bond ETF, Claymore Advantaged Short Duration High Income ETF, Claymore Managed Futures ETF and Claymore Broad Commodity ETF is a party to one or more forward purchase and sale agreements providing the Claymore Fund with exposure to the portfolio of another mutual fund (each, a "Reference Fund"), the securities of which are not qualified for distribution in the local jurisdiction, and which is not subject to NI 81-102 or National Instrument 81-101 - Mutual Fund Prospectus Disclosure, contrary to the Legislation.

10. Claymore Advantaged Canadian Bond ETF, Claymore Advantaged Convertible Bond ETF, Claymore Advantaged High Yield Bond ETF, Claymore Advantaged Short Duration High Income ETF, Claymore Managed Futures ETF and Claymore Broad Commodity ETF have filed an application dated March 1, 2012 for a decision granting exemptive relief from sections 2.5(2)(a) and 2.5(2)(c) of NI 81-102 that would remedy such default (the Exemption Sought). The Exemption Sought provides that each such Claymore Fund may, through one or more forward purchase and sale agreements, obtain exposure to the portfolio of a Reference Fund that has filed a non-offering prospectus prepared in accordance with National Instrument 41-101 - General Prospectus Requirements and is a reporting issuer in the Province of Quebec.

11. Holdco 7 was incorporated as an indirect, wholly-owned subsidiary of BlackRock under Delaware General Corporation Law on January 6, 2012, for the purpose of completing the Acquisition. To date, Holdco 7 has not engaged in any activities other than those incidental to its organization, the entering into of the Merger Agreement and the performance of its obligations thereunder. The registered office of Holdco 7 is c/o The Corporation Service Company, 2711 Centerville Road, Suite 400, City of Wilmington, County of New Castle, State of Delaware, 19808.

12. BlackRock is a Delaware corporation that is a leader in investment management, risk management and advisory services for institutional and retail clients worldwide. As at December 31, 2011, BlackRock had U.S.$3.513 trillion in assets under management. BlackRock offers products that span the risk spectrum to meet clients' needs, including active, enhanced and index strategies across markets and asset classes. Products are offered in a variety of structures including separate accounts, mutual funds, iShares^® (exchange-traded funds), and other pooled investment vehicles. BlackRock also offers risk management, advisory and enterprise investment system services to a broad base of institutional investors through BlackRock Solutions^®. Headquartered in New York City, as of December 31, 2011, the firm has approximately 10,100 employees in 27 countries and a major presence in key global markets, including North and South America, Europe, Asia, Australia and the Middle East and Africa.

13. BlackRock's principal executive offices are located at 55 East 52nd Street, New York, New York, 10055.

14. The common stock of BlackRock is listed on the New York Stock Exchange. BlackRock has no single majority stockholder and has a majority of independent directors. The PNC Financial Services Group, Inc. and Barclays PLC own economic interests in BlackRock approximating 21.0% and 19.7%, respectively, with the remainder owned by institutional and individual investors, as well as BlackRock's employees. Other than PNC Financial Services Group, Inc., no other entity beneficially owns, directly or indirectly, controls or directs shares of BlackRock's common stock carrying more than 10% of the voting rights attached to such common stock.

15. The iShares business is a global leader in exchange-traded funds with over 460 funds globally across equities, fixed income and commodities, which trade on 19 exchanges worldwide. The iShares funds are bought and sold like common stocks on securities exchanges. The iShares funds are attractive to many individual and institutional investors and financial intermediaries because of their relative low cost, tax efficiency and trading flexibility. Investors can purchase and sell securities through any brokerage firm, financial advisor or online broker and hold the funds in any type of brokerage account. The iShares customer base consists of the institutional segment of pension plans and fund managers, as well as the retail segment of financial advisors and individual investors.

16. BlackRock is the ultimate parent of BlackRock Asset Management Canada Limited ("BlackRock Canada"), which is the trustee, manager and portfolio adviser of the iShares exchange-traded funds in Canada (the "iShares Funds"). BlackRock Canada is the leading exchange-traded funds provider in Canada. As at December 31, 2011, BlackRock Canada offered 48 exchange-traded funds, representing approximately $29 billion in assets under management. The units of the Canadian iShares Funds are listed on the Toronto Stock Exchange and offer investors the opportunity to diversify their portfolios, implement tactical asset allocation strategies and quickly and cost-effectively adjust their exposures.

17. The principal office of BlackRock Canada is located at 161 Bay Street, Suite 2500, Toronto, Ontario, M5J 2S1.

18. BlackRock Canada is registered as a portfolio manager, exempt market dealer and investment fund manager in each of the provinces and territories of Canada and as a commodity trading manager in Ontario.

19. BlackRock Canada is not in default of securities legislation in any jurisdiction of Canada.

20. Following the completion of the Acquisition, the Filer will become part of the organization comprising BlackRock's asset management business. The directors and officers of each of the Filer and Big Bank Big Oil Split Corp. (the "Corporate Fund") are expected to be individuals who are currently officers or employees of the Filer and/or BlackRock Canada and/or its affiliates. The proposed directors and officers of the Filer and the Corporate Fund have the integrity and experience required under sub-paragraph 5.7(1)(a)(v) of NI 81-102.

21. BlackRock is a leader in investment management, risk management and advisory services for institutional and retail clients worldwide. As the provider of the Canadian iShares Funds, which are also subject to NI 81-102, BlackRock and its affiliates have a solid record of experience in the Canadian investment fund industry.

22. Immediately following the change in control of the Filer, the Filer will continue to act as the manager of the Claymore Funds, although BlackRock expects to change the Filer's name to reflect BlackRock's ownership. In addition, BlackRock Institutional Trust Company, N.A. ("BTC"), a national banking association organized under the laws of the United States, and/or other BlackRock affiliates, are expected to be appointed as sub-adviser of the Claymore Funds. In the short-term, it is possible that certain services will continue to be provided by Guggenheim Partners, LLC for a period following the change in control of the Filer. BlackRock expects that the shares of the Filer will be transferred within the BlackRock group of companies and that the Filer will be amalgamated or otherwise consolidated with one or more wholly-owned subsidiaries of BlackRock that do not have active business operations (i.e., not BlackRock Canada). In the longer term, the management of the Claymore Funds may be transferred from the Filer to BlackRock Canada and/or the Filer may be amalgamated or otherwise consolidated with BlackRock Canada.

23. Both the Filer and BlackRock have accumulated a great deal of investment management and operational expertise. The Filer and BlackRock do not foresee that the Acquisition will give rise to material conflicts of interest.

24. BlackRock does not expect the acquisition of control of the Filer to have negative consequences on the ability of the Filer to satisfy its obligations to the Claymore Funds or to adversely affect the operation and administration of the Claymore Funds.

25. At special meetings of securityholders of the Claymore Funds held on February 24, 2012 and March 6, 2012, securityholders of the Claymore Funds approved the Acquisition.

26. BlackRock has no current intention to change the fundamental investment objectives of the Claymore Funds following closing of the Acquisition. Following the completion of the Acquisition, the Filer may implement changes to certain Claymore Funds. Any changes will be implemented in accordance with the prospectus disclosure of the Claymore Funds and applicable securities laws. For example, to the extent that any changes made to the Claymore Funds following the Acquisition would constitute "material changes" within the meaning of National Instrument 81-106 - Investment Fund Continuous Disclosure, press releases will be issued, material change reports filed and amendments made to the prospectuses of the applicable Claymore Funds.

27. Securityholders will continue to be able to sell or buy securities of the Claymore Funds on the Toronto Stock Exchange or other applicable public exchanges in the normal course.

Decision

The principal regulator is satisfied that the decision meets the test set out in the Legislation for the principal regulator to make the decision.

The decision of the principal regulator under the Legislation is that the Approval Sought is granted.

"Raymond Chan"

Raymond Chan

Manager, Investment Funds Branch

Ontario Securities Commission

SCHEDULE A

CLAYMORE FUNDS

Exchange-Traded Funds

1. Claymore 1-10 Yr Laddered Corporate Bond ETF

2. Claymore 1-10 Yr Laddered Government Bond ETF

3. Claymore 1-5 Yr Laddered Corporate Bond ETF

4. Claymore 1-5 Yr Laddered Government Bond ETF

5. Claymore Advantaged Canadian Bond ETF

6. Claymore Advantaged Convertible Bond ETF

7. Claymore Advantaged High Yield Bond ETF

8. Claymore Advantaged Short Duration High Income ETF

9. Claymore Balanced Growth CorePortfolio™ ETF

10. Claymore Balanced Income CorePortfolio™ ETF

11. Claymore BRIC ETF

12. Claymore Broad Commodity ETF

13. Claymore Broad Emerging Markets ETF

14. Claymore Canadian Financial Monthly Income ETF

15. Claymore Canadian Fundamental Index ETF

16. Claymore China ETF

17. Claymore Equal Weight Banc & Lifeco ETF

18. Claymore Global Agriculture ETF

19. Claymore Global Infrastructure ETF

20. Claymore Global Monthly Advantaged Dividend ETF

21. Claymore Global Real Estate ETF

22. Claymore Gold Bullion ETF

23. Claymore International Fundamental Index ETF

24. Claymore Inverse 10 Yr Government Bond ETF

25. Claymore Japan Fundamental Index ETF C$ hedged

26. Claymore Natural Gas Commodity ETF

27. Claymore Oil Sands Sector ETF

28. Claymore Premium Money Market ETF

29. Claymore S&P Global Water ETF

30. Claymore S&P US Dividend Growers ETF

31. Claymore S&P/TSX Canadian Dividend ETF

32. Claymore S&P/TSX CDN Preferred Share ETF

33. Claymore S&P/TSX Global Mining ETF

34. Claymore US Fundamental Index ETF

35. Claymore Canadian Balanced Income CorePortfolio™ ETF

36. Claymore Conservative CorePortfolio™ ETF

37. Claymore Managed Futures ETF

38. Claymore Small-Mid Cap BRIC ETF

Closed-End Funds

1. Big Bank Big Oil Split Corp.

2. Claymore Silver Bullion Trust