Issue of ETFS Metal Secs Ltd

FINAL TERMS

Dated 29 October 2012

ETFS METAL SECURITIES LIMITED

(Incorporated and registered in Jersey under the Companies (Jersey) Law 1991 (as amended)

with registered number 95996)

(the "Issuer")

Programme for the Issue of ETFS Metal Securities

Issue of

 257,186 ETFS Physical Gold Individual Securities

(the "ETFS Metal Securities")

These Final Terms (as referred to in the prospectus (the "Prospectus") dated 28 August 2012 in relation to the above Programme) relate to the issue of the ETFS Metal Securities referred to above. The ETFS Metal Securities have the terms provided for in the trust instrument dated 18 April 2007, as amended, between the Issuer and The Law Debenture Trust Corporation p.l.c. as trustee constituting the ETFS Metal Securities. Terms used in these Final Terms bear the same meaning as in the Prospectus.

These Final Terms have been prepared for the purpose of Article 5(4) of Directive 2003/71/EC and must be read in conjunction with the Prospectus and any supplement, which are published in accordance with Article 14 of Directive 2003/71/EC on the website of the Issuer: http://www.etfsecurities.com. In order to get the full information both the Prospectus (and any supplement) and these Final Terms must be read in conjunction. A summary of the individual issue is annexed to these Final Terms.

The particulars in relation to this issue of ETFS Metal Securities are as follows:

Issue Date:

30 October 2012

Class or Category of ETFS Metal Securitiesto which these Final Terms apply:

ETFS Physical Gold Securities

ISIN:

JE00B1VS3770

Price per ETFS Metal Security:

0.097866759 fine troy ounces Gold

Aggregate Number of ETFS Metal Securities to which these Final Terms apply:

257,186

These Final Terms relate to the first issue of a class of Individual Security not specifically described in the Prospectus in respect of which the following particulars apply:

Applicable type of Bullion:

N/A

These Final Terms relate to the first issue of a category of Basket Security not specifically described in the Prospectus in respect of which the following additional particulars apply:

N/A

Fraction of a Gold Individual Security of the class denominated in that Currency of which a basket Security of this category is comprised:

N/A

Fraction of a Palladium Individual Security of the class denominated in that Currency of which a basket Security of this category is comprised:

N/A

Fraction of a Platinum Individual Security of the class denominated in that Currency of which a basket Security of this category is comprised:

N/A

Fraction of a Silver Individual Security of the class denominated in that Currency of which a basket Security of this category is comprised:

N/A

Date 29 October 2012

Time 11:00

Annex

Summary of Individual Issue

Summaries are made up of disclosure requirements known as 'Elements'. These elements are numbered in Sections A - E (A.1 - E.7).

This summary contains all the Elements required to be included in a summary for this type of securities and Issuer. Because some Elements are not required to be addressed, there may be gaps in the numbering sequence of the Elements.

Even though an Element may be required to be inserted into the summary because of the type of securities and Issuer, it is possible that no relevant information can be given regarding the Element. In this case a short description of the Element is included in the summary with the mention of 'not applicable'. The following summary is specific to the issue of the following classes and number of Metal Securities to be issued pursuant to the final terms of the Issuer dated 29-October-2012 (the "Final Terms"):

ETFS Physical Gold Individual Securities ("PHAU")

Section A - Introduction and Warnings

A.1

Standard warning disclosure

This summary should be read as an introduction to the base prospectus of ETFS Metal Securities Limited dated 28 August 2012 (the "Prospectus"). Any decision to invest in the Metal Securities should be based on consideration of the Prospectus as a whole by the investor. Where a claim relating to the information contained in the Prospectus is brought before a court, the plaintiff investor might, under the national legislation of the Member States, have to bear the costs of translating the Prospectus before the legal proceedings are initiated. Civil liability attaches only to those persons who have tabled the summary including any translation thereof, but only if the summary is misleading, inaccurate or inconsistent when read together with the other parts of the Prospectus or it does not provide, when read together with the other parts of the Prospectus, key information in order to aid investors when considering whether to invest in the Metal Securities.

Section B - Issuer

B.1

Legal and

commercial name

ETFS Metal Securities Limited (the "Issuer").

Domicile / Legal

form / Legislation /Country of incorporation

B.2

The Issuer is a public company incorporated and registered in Jersey under the Companies (Jersey) Law 1991 (as amended) with registered number 95996.

B.16

Direct / indirect control of the Issuer

The shares in the Issuer are held entirely by ETFS Holdings (Jersey) Limited ("HoldCo"), a holding company incorporated in Jersey. The shares in HoldCo are directly owned by ETF Securities Limited ("ETFSL") which is also incorporated in Jersey. The Issuer is neither directly or indirectly owned or controlled by any other party to the program.

B.20

Special purpose vehicle

The Issuer has been established as a special purpose vehicle for the purpose of issuing the Metal Securities as asset-backed securities.

B.21

Principal activities

The principal activity of the Issuer is issuing classes of debt security backed by physical precious metals (the "Metal Securities). The Issuer has established a programme under which Metal Securities may be issued from time to time, in the form of five classes of Metal Security which are each backed by only one type of physical precious metal ("Individual Securities") and one class of Metal Security which is backed by a basket of four different types of physical precious metals ("Basket Securities").

The types of physical precious metal backing each class of Metal Security issued pursuant to the Final Terms are:

Class of Metal Security Applicable Physical Precious Metal

ETFS Physical Gold Gold vaulted in London

Basket Securities are single securities with a combined notional entitlement to the underlying physical precious metals calculated as though the holders thereof were holders of the Individual Securities which correspond to those underlying physical precious metals and which (when in certificated form) may be surrendered in return for an equivalent number of Individual Securities. Holders of Basket Securities also benefit under the applicable security arrangements as though they were holders of Individual Securities.

Metal Securities can be created and redeemed on a daily basis by financial institutions who have (i) entered into an agreement entitled "Authorised Participant Agreement" with the Issuer; (ii) have certified to the Issuer as to their status under the Financial Services and Markets Act 2000 ("FSMA"); and (iii) have certified to the Company that they are not collective investment schemes regulated under Council Directive No. 85/611/EEC as undertakings for collective investment in transferable securities; (except that other holders of Metal Securities may also redeem Metal Securities if there are no Authorised Participants or the Issuer otherwise announces). All other parties must buy and sell Metal Securities through trading on an exchange or market on which the Metal Securities are admitted to trading.

Each Metal Security is backed by physical bars of the relevant physical precious metal or (in the case of the Basket Securities) metals which are held in the name of the Trustee for Security Holders, The Law Debenture Trust Corporation p.l.c. (the "Trustee") (which it holds as security) in secure vaults at the London premises of HSBC Bank N.A. (in the case of all Metal Securities other than the ETFS Physical Swiss Gold Metal Securities) (the "Initial Custodian") and the Zurich premises of JPMorgan Chase Bank N.A. (in the case of the ETFS Physical Swiss Gold Metal Securities) (the "Swiss Gold Custodian") (or of a sub-custodian or delegate of theirs).The books and records of the Initial Custodian and the Swiss Gold Custodian evidence that such bars of precious metal are segregated from other metal held in the any of each of their vaults and that certain uniquely numbered bars of precious metal are held for the Trustee in allocated form (i.e. that those specific bars are held for and owned by the Trustee and are not fungible with other bars held by the Initial Custodian or the Swiss Gold Custodian). Any bars of precious metal held by the Trustee in the vaults of the Initial Custodian or the Swiss Gold Custodian and backing the Metal Securities must meet particular specifications, known as "Good Delivery" standards, as to weight and purity. These specifications are set by the trade associations for the particular precious metal. In the case of physical gold and physical silver, the relevant trade association is the London Bullion Market Association (the "LBMA") and in the case of physical platinum and physical palladium, the relevant trade association is the London Platinum and Palladium Market (the "LPPM").

Metal Securities are constituted under an agreement between the Issuer and the Trustee entitled the "Trust Instrument". The Trustee holds all rights and entitlements under the Trust Instrument on trust for any person identified on the registers as holding the Metal Securities (the "Security Holders"). The Issuer and the Trustee have entered into a separate Security Deed in respect of each type of physical precious metal held by the Trustee in the accounts at the Initial Custodian and the Swiss Gold Custodian and the rights and entitlements held by the Trustee under each Security Deed are held by the Trustee on trust for the Security Holders of the relevant class of Individual Security and of the Basket Securities.

ETFS Management Company (Jersey) Limited ("ManJer"), a company which is wholly owned by ETFSL, supplies, or will arrange the supply of, all management and administration services to the Issuer and pays all the management and administration costs of the Issuer in return for a fee payable by the Issuer in precious metal.

B.22

No financial

statements

Not applicable; financial statements have been made up as at the date of this Prospectus.

B.23

Key historical

financial

information

As at 31 December

2011

USD

2010

USD

Current Assets

Cash and Cash Equivalents

1,633

68

Trade and Other Receivables

3,271,754

3,065,990

Metal Bullion

9,034,464,204

8,506,963,977

Amounts Receivable Awaiting

Settlement

5,908,525

46,881,313

Total Assets

9,043,646,116

8,556,911,348

Current Liabilities

Metal Securities

9,034,464,204

8,506,963,977

Amounts Payable Awaiting Settlement

5,908,525

46,881,313

Trade and Other Payables

3,273,383

2,975,935

Total Liabilities

9,043,646,112

8,556,821,225

Equity

Stated Capital

4

4

Retained Profits

-

90,119

Total Equity

4

90,123

Total Equity and Liabilities

9,043,646,116

8,556,911,348

B.24

Material adverse

change

Not applicable; there has been no material adverse change in the prospects of the Issuer since the date of its last published audited financial statements

B.25

Underlying assets

The underlying for the Metal Securities being issued pursuant to the Final Terms, on which they are secured, is physical bars of the relevant precious metal set out in the table below:

Class of Metal Security Applicable Physical Precious Metal

ETFS Physical Gold Gold vaulted in London

The precious metal(s) are held in the name of the Trustee for the Security Holders in secure vaults at the premises of the Initial Custodian or (in the case of the ETFS Physical Swiss Gold Securities only) the Swiss Gold Custodian (or of a sub-custodian or delegate of theirs). All such precious metals meet the "Good Delivery" standards as to the purity and weight of each bar set by the LBMA (in respect of physical gold and physical silver) and the LPPM (in respect of physical platinum and physical palladium).

The precious metals backing each Metal Security have characteristics that demonstrate capacity to produce funds to service any funds due and payable on the Metal Securities as physical precious metals may be transferred to any third party (including on payment of fees to ManJer or Redemption to any Security Holder).

B.26

Investment

management

Not applicable; there is no active management of the assets of the Issuer.

Further securities backed by same assets

Further Metal Securities of any class may be issued but only after an amount of the relevant physical precious metal(s) equal to the aggregate Metal Entitlement of the Metal Securities to be issued has been transferred into the Trustee's accounts at the Initial Custodian or Swiss Gold Custodian (as applicable). Such newly issued Metal Securities will be fungible with all existing Metal Securities of the same class and will be backed by the same assets.

B.27

The Metal Securities are constituted by the Trust Instrument. The Trustee holds all rights and entitlements under the Trust Instrument on trust for the Security Holders. In addition, the Issuer and the Trustee have entered into a separate Security Deed in respect of each of the holdings of the relevant physical precious metals held by the Trustee in its accounts at the Initial Custodian and the Swiss Gold Custodian. The rights and entitlements held by the Trustee under each Security Deed are held by the Trustee on trust for the Security Holders.

A diagrammatic representation of the principal aspects of the structure as currently in place appears below:

B.28

Structure Diagram

B.29

Description of the flow of funds

A Metal Security will only be issued (by means of the CREST system) upon receipt of a valid application (in such form as the Issuer will determine from time to time) and after physical precious metal of the relevant type has been transferred into the accounts of the Trustee at the Initial Custodian or the Swiss Gold Custodian (as applicable). A Metal Security will only be cancelled upon receipt of a valid redemption request (in such form as the Issuer will determine from time to time) and the delivery of the relevant Metal Securities (by means of the CREST system) to the Issuer's registrar - Computershare Investors Services (Jersey) Limited, whereupon the corresponding amount of the relevant physical precious metal will be transferred out of the Trustee's accounts at the Initial Custodian or the Swiss Gold Custodian (as applicable).

B.30

Originators of the

securitised assets

Not applicable. The Metal Securities are backed by physical precious metals

SECTION C - Securities

C.1

Type and class of securities being offered

These Final Terms relate to the issue of the following classes of Metal Securities to be issued pursuant to the Final Terms:

Class

LSE Code

ISIN

ETFS Physical Gold

PHAU

JE00B1VS3770

The following are the aggregate number of Metal Securities to which these Final Terms apply:

Class Number to which

Final Terms apply

ETFS Physical Gold (PHAU) 257,186

Metal Securities are financial instruments designed to enable investors to gain exposure to a return from investing in physical precious metals (through Individual Securities) or baskets of physical precious metals (through Basket Securities) without the necessity of trading and storing physical precious metals.

C.2

Currency

The Metal Securities are denominated in U.S. Dollars.

C.5

Restrictions on transfer

Not applicable; the Metal Securities are freely transferable.

Rights

Metal Securities constitute direct and unconditional obligations of the Issuer which rank pari passu among themselves.

A Metal Security is an undated secured limited recourse debt obligation of the Issuer, which entitles a Security Holder (provided it is an Authorised Participant or in certain other limited circumstances) to require the redemption of the security and receive an amount of the relevant type of physical precious metal(s) equal to the Metal Entitlement on that date.

There is a separate Metal Entitlement for each class of Individual Security.

As at 24 April 2007 (being the day dealings in the Metal Securities other than the ETFS Physical Swiss Gold Securities first commenced on the London Stock Exchange), the Metal Entitlement for each class of Metal Security other than the ETFS Physical Swiss Gold Securities was fixed as follows:

C.8

Class

Metal Entitlement

ETFS Physical Gold (PHAU)

0.10 fine troy ounces Gold

ETFS Physical Silver (PHAG)

1.00 troy ounces Silver

ETFS Physical Platinum (PHPT)

0.10 troy ounces Platinum

ETFS Physical Palladium (PHPD)

0.10 troy ounces Palladium