N-Q

As filed with the Securities and Exchange Commission on November 24, 2008

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number 811-07959

Advisors Series Trust

(Exact name of registrant as specified in charter)

615 East Michigan St.

Milwaukee, WI 53202

(Address of principal executive offices) (Zip code)

Jeanine M. Bajczyk

Advisors Series Trust

615 East Michigan St.

Milwaukee, WI 53202

(Name and address of agent for service)

(414) 765-6609

Registrant's telephone number, including area code

Date of fiscal year end: December 31, 2008

Date of reporting period:  September 30, 2008

Item 1. Schedules of Investments.

Capital Advisors Growth Fund
Schedule of Investments
at September 30, 2008 (Unaudited)
Shares			Value
	COMMON STOCKS - 74.91%
	Air Freight & Logistics - 2.76%
4,500	FedEx Corp.	$	355,680
	Biotechnology - 3.92%
5,700	Genentech, Inc.*		505,476
	Communications Equipment - 5.22%
15,000	Cisco Systems, Inc.*		338,400
7,800	QUALCOMM, Inc.		335,166
			673,566
	Computers & Peripherals - 2.13%
22,950	EMC Corp.*		274,482
	Consumer Finance - 7.55%
13,400	American Express Co.		474,762
9,800	Capital One Financial Corp.		499,800
			974,562
	Diversified Financial Services - 6.10%
16,870	JPMorgan Chase & Co.		787,829
	Electrical Equipment - 2.62%
8,300	Emerson Electric Co.		338,557
	Energy - 3.20%
10,350	Marathon Oil Corp.		412,654
	Energy Equipment & Services - 2.84%
4,700	Schlumberger Ltd.#		367,023
	Financial Services - 2.30%
10,800	Brookfield Asset Management, Inc. - Class A#		296,352
	Health Care Providers & Services - 1.68%
8,550	UnitedHealth Group, Inc.		217,084
	Hotels, Restaurants & Leisure - 3.07%
12,150	Yum! Brands, Inc.		396,212
	Household Products - 2.43%
4,500	Procter & Gamble Co.		313,605
	Information Retrieval Services - 2.95%
950	Google, Inc. - Class A*		380,494
	Insurance - 1.81%
27,190	Genworth Financial, Inc. - Class A		234,106
	IT Services - 2.60%
8,850	Accenture Ltd. - Class A#		336,300
	Machinery - 3.65%
8,480	ITT Corp.		471,573
	Management Consulting Services - 2.12%
14,100	ABB Ltd. - ADR		273,540
	Oil & Gas - 1.40%
4,300	Suncor Energy, Inc.#		181,202
	Pharmaceuticals - 4.50%
4,800	Genzyme Corp.*		388,272
3,640	Novartis AG - ADR		192,338
			580,610
	Road & Rail - 4.99%
6,965	Burlington Northern Santa Fe Corp.		643,775
	Semiconductor & Semiconductor Equipment - 3.16%
21,800	Intel Corp.		408,314
	Specialty Retail - 1.91%
17,590	CarMax, Inc.*		246,260
	Total Common Stocks (Cost $10,501,978)		9,669,256
	SHORT-TERM INVESTMENTS - 24.92%
3,216,736	SEI Daily Income Trust Government Fund (Cost $3,216,736)		3,216,736
	Total Investments in Securities (Cost $13,718,714) - 99.83%		12,885,992
	Other Assets in Excess of Liabilities - 0.17%		21,834
	Net Assets - 100.00%	$	12,907,826
	* Non-income producing security.
	# U.S. traded security of a foreign issuer.
	ADR - American Depository Receipt

The cost basis of investments for federal income tax purposes at September 30, 2008 was as follows**:

Cost of investments	$	13,718,714
Gross unrealized appreciation	$	579,473
Gross unrealized depreciation		(1,412,195	)
Net unrealized depreciation	$	(832,722	)

**Because tax adjustments are calculated annually, the above table reflects the tax adjustments outstanding at the Fund’s previous fiscal year end.  For the previous fiscal year’s federal income tax information, please refer to the Notes to Financial Statements section in the Fund’s most recent annual or semi-annual report.

FAS 157 – Summary of Fair Value Exposure at September 30, 2008

The Fund adopted the provisions of Statement of Financial Accounting Standards No. 157, Fair Value Measurements (“SFAS 157”), effective with the beginning of the Fund’s fiscal year.  SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable.

Various inputs are used in determining the value of the Fund’s investments.  These inputs are summarized in the three broad levels listed below:

Level 1 – Quoted prices in active markets for identical securities.

Level 2 – Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).

Level 3 – Significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not an indication of the risk associated with investing in those securities.

The following is a summary of the inputs used to value the Fund’s securities as of September 30, 2008:

		Fair Value Measurements at Reporting Date Using
		Quoted Prices in Active Markets for Identical Assets	Significant Other Observable Inputs	Significant Unobservable Inputs
Description	Total	(Level 1)	(Level 2)	(Level 3)
Investments in Securities	$12,885,992	$12,885,992	$          —	$          —
Total	$12,885,992	$12,885,992	$          —	$          —

Item 2. Controls and Procedures.

(a)   The Registrant’s President/Principal Executive Officer and Treasurer/Principal Financial Officer have concluded that the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “1940 Act”)) are effective as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and Rules 15d-15(b) under the Securities Exchange Act of 1934, as amended.

(b)   There were no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the Registrant's last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting.

Item 3. Exhibits.

Separate certifications for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2(a)).  Filed herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(Registrant)    Advisors Series Trust                                 

By (Signature and Title)*    /s/ Douglas G. Hess             

Douglas G. Hess, President

Date    11/18/2008                                                                  

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By (Signature and Title)*    /s/ Douglas G. Hess             

Douglas G. Hess, President

Date    11/18/2008                                                                  

By (Signature and Title)*    /s/ Cheryl L. King                 

Cheryl L. King, Treasurer

Date    11/17/2008                                                                  

* Print the name and title of each signing officer under his or her signature.

EX-99.CERT

CERTIFICATION

I, Douglas G. Hess, certify that:

1.   I have reviewed this report on Form N-Q of Advisors Series Trust;

2.   Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.   Based on my knowledge, the schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;

4.   The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a)   Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)   Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)   Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation;

(d)   Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.   The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)   All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and

(b)   Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date:   11/18/2008	/s/ Douglas G. Hess
	Douglas G. Hess, President

CERTIFICATION

I, Cheryl L. King, certify that:

1.   I have reviewed this report on Form N-Q of Advisors Series Trust;

2.   Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.   Based on my knowledge, the schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;

4.   The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a)   Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)   Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)   Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation;

(d)   Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.   The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)   All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and

(b)   Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date:   11/17/2008	/s/ Cheryl L. King
	Cheryl L. King, Treasurer