phocas_33110nq.htm

As filed with the Securities and Exchange Commission on May 26, 2010

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 Street

Milwaukee, WI 53202

(Address of principal executive offices) (Zip code)

Douglas G. Hess, President

Advisors Series Trust

c/o U.S. Bancorp Fund Services, LLC

615 East Michigan Street

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, 2010

Date of reporting period: March 31, 2010

Item 1. Schedules of Investments.

Phocas Real Estate Fund
Schedule of Investments
March 31, 2010 (Unaudited)


Shares		COMMON STOCKS - 97.99%	Value
		Apartments - 5.08%
	3,623	American Campus Communities, Inc.	$	100,212
	1,077	Equity Residential		42,164
	721	Mid-America Apartment Communities, Inc.		37,341
				179,717
		Diversifed - 6.38%
	1,745	Entertainment Properties Trust		71,772
	2,031	Vornado Realty Trust		153,747
				225,519
		Health Care - 8.34%
	15,093	Cogdell Spencer, Inc.		111,688
	3,854	Ventas, Inc.		182,988
				294,676
		Hotels - 4.69%
	5,061	LaSalle Hotel Properties		117,921
	11,284	Strategic Hotels & Resorts, Inc. (a)		47,957
				165,878
		Manufactured Homes - 2.44%
	1,604	Equity Lifestyle Properties, Inc.		86,424
		Office Property - 18.85%
	5,314	Alexandria Real Estate Equities, Inc.		359,226
	3,170	Boston Properties, Inc.		239,145
	2,097	Kilroy Reallty Corp.		64,671
	58	SL Green Realty Corp.		3,322
				666,364
		Regional Malls - 16.97%
	4,916	General Growth Properties, Inc.		79,098
	2,806	Macerich Co.		107,498
	4,928	Simon Property Group, Inc.		413,459
				600,055
		Shopping Centers - 11.86%
	6,647	Acadia Realty Trust		118,715
	1,865	Federal Realty Investment Trust		135,791
	10,527	Kimco Realty Corp.		164,642
				419,148
		Specialty - 9.71%
	1,335	Digital Realty Trust, Inc.		72,357
	12,545	DuPont Fabros Technology, Inc.		270,847
				343,204
		Storage - 2.02%
	775	Public Storage		71,292
		Warehouse/Industrial - 11.65%
	5,354	AMB Property Corp.		145,843
	4,994	First Potomac Realty Trust		75,060
	14,480	ProLogis		191,136
				412,039

		TOTAL COMMON STOCKS (Cost $2,758,692)		3,464,316


		SHORT-TERM INVESTMENTS - 1.39%
	48,997	AIM STIT-STIC Prime Portfolio - Institutional Class, 0.09% (b)		48,997
		TOTAL SHORT-TERM INVESTMENTS (Cost $48,997)		48,997

		TOTAL INVESTMENTS IN SECURITIES (Cost $2,807,689) - 99.38%		3,513,313
		Other Assets in Excess of Liabilities - 0.62%		21,994
		TOTAL NET ASSETS - 100.00%	$	3,535,307

(a) Non-income producing security.
(b) Rate shown is the 7-day yield as of March 31, 2010.

The cost basis of investments for federal income tax purposes at March 31, 2010 was as follows*:

Cost of investments	$	2,913,172

Gross unrealized appreciation	$	795,876
Gross unrealized depreciation		(195,735	)
Net unrealized appreciation	$	600,141

* 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 report.

FAS 157 – Summary of Fair Value Exposure at March 31, 2010

The Fund has adopted authoritative fair value accounting standards which establish an authoritative definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value, a discussion in changes in valuation techniques and related inputs during the period and expanded disclosure of valuation levels for major security types. These inputs are summarized in the three broad levels listed below:

Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.

Level 2 – Observable inputs other than quoted prices included in level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

Level 3 – Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

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 March 31, 2010:

Real Estate Fund	Level 1		Level 2		Level 3		Total
Equity (REITS)
Apartments	$	179,717	$	—	$	—	$	179,717
Diversified		225,519		—		—		225,519
Health Care		294,676		—		—		294,676
Hotels		165,878		—		—		165,878
Manufactured Homes		86,424		—		—		86,424
Office Property		666,364		—		—		666,364
Regional Malls		600,055		—		—		600,055
Shopping Centers		419,148		—		—		419,148
Specialty		343,204		—		—		343,204
Storage		71,292		—		—		71,292
Warehouse/Industrial		412,039		—		—		412,039
Total Equity (REITS)		3,464,316		—		—		3,464,316

Short-Term Investments		48,997		—		—		48,997

Total Investments in Securities	$	3,513,313	$	—	$	—	$	3,513,313

Transfers between levels are recognized at the end of the reporting period. During the period ended March 31, 2010, the Fund recognized no significant transfers to/from Level 1 or Level 2.

Phocas Small Cap Value Fund
Schedule of Investments
March 31, 2010 (Unaudited)



Shares		COMMON STOCKS - 97.90%	Value
		Advertising, Public Relations, and Related Services - 2.44%
	24,981	Interpublic Group of Companies, Inc. (a)	$	207,842
	11,274	ModusLink Global Solutions, Inc. (a)		95,040
	13,371	Monster Worldwide, Inc. (a)		222,092
				524,974
		Aerospace Product and Parts Manufacturing - 1.67%
	4,291	AAR Corp. (a)		106,502
	3,619	Triumph Group, Inc.		253,656
				360,158
		Agencies, Brokerages, and Other Insurance Related Activities - 0.96%
	14,628	National Financial Partners Corp. (a)		206,255
		Animal Slaughtering and Processing - 0.76%
	18,138	Darling Inernational, Inc. (a)		162,516
		Architectural, Engineering, and Related Services - 1.07%
	4,637	URS Corp. (a)		230,042
		Basic Chemical Manufacturing - 2.73%
	5,902	Ashland, Inc.		311,448
	2,472	OM Group, Inc. (a)		83,751
	6,656	Sensient Technologies Corp.		193,424
				588,623
		Clothing Stores - 1.18%
	5,703	Childrens Place Retail Stores, Inc. (a)		254,069
		Communications Equipment Manufacturing - 2.12%
	17,310	Arris Group, Inc. (a)		207,893
	6,514	Brush Engineered Materials, Inc. (a)		147,021
	13,523	Tellabs, Inc.		102,369
				457,283
		Computer Systems Design and Related Services - 4.74%
	35,078	Internet Capital Group, Inc. - Class A (a)		296,409
	11,601	JDA Software Group, Inc. (a)		322,740
	6,382	Synaptics, Inc. (a)		176,207
	7,583	SYNNEX Corp. (a)		224,153
				1,019,509
		Cut and Sew Apparel Manufacturing - 2.74%
	13,810	Iconix Brand Group, Inc. (a)		212,121
	16,644	Perry Ellis International, Inc. (a)		376,987
				589,108
		Depository Credit Intermediation - 11.95%
	17,414	Banco Latinoamericano de Exportaciones S.A. (b)		250,065
	37,825	Boston Private Financial Holdings, Inc.		278,770
	17,418	First Niagara Financial Group, Inc.		247,684
	4,750	FirstMerit Corp.		102,458
	4,943	IBERIABANK Corp.		296,629
	6,724	Republic Bancorp, Inc. - Class A		126,680
	5,743	SVB Financial Group (a)		267,968
	113,020	Synovus Financial Corp.		371,836
	15,688	Washington Banking Co.		197,512
	15,092	Whitney Holding Corp.		208,119
	6,055	Wintrust Financial Corp.		225,307
				2,573,028
		Electric Power Generation, Transmission and Distribution - 1.64%
	7,345	Great Plains Energy, Inc.		136,397
	5,731	Portland General Electric Co.		110,665
	4,527	Unitil Corp.		105,253
				352,315
		Electrical Equipment Manufacturing - 0.58%
	3,845	Powell Industries, Inc. (a)		125,078
		Electronic Shopping and Mail-Order Houses - 1.34%
	13,235	Systemax, Inc.		287,729
		Facilities Support Services - 0.83%
	8,982	Corrections Corp. of America (a)		178,382
		Footwear Manufacturing - 1.99%
	1,065	Deckers Outdoor Corp. (a)		146,970
	9,674	Wolverine World Wide, Inc.		282,094
				429,064
		Fruit and Vegetable Preserving and Specialty Food Manufacturing - 0.96%
	4,717	Treehouse Foods, Inc. (a)		206,935
		Furniture and Home Furnishing Merchant Wholesalers - 1.45%
	5,317	United Stationers, Inc. (a)		312,905
		Grocery and Related Product Merchant Wholesalers - 0.45%
	2,887	Nash Finch Co.		97,147
		Insurance Carriers - 5.69%
	5,883	American Physicians Capital, Inc.		187,962
	34,823	Conseco, Inc. (a)		216,599
	7,419	Fidelity National Title Group, Inc. - Class A		109,949
	12,962	Healthspring, Inc. (a)		228,131
	4,672	Infinity Property & Casualty Corp.		212,296
	4,223	Max Capital Group Ltd. (b)		97,087
	6,198	Unitrin, Inc.		173,854
				1,225,878
		Management of Companies and Enterprises - 0.50%
	8,296	Safeguard Scientifics, Inc. (a)		107,848

		Management, Scientific, and Technical Consulting Services - 1.97%
	8,241	Huron Consulting Group, Inc. (a)		167,292
	6,489	ICF International, Inc. (a)		161,187
	1,994	Towers Watson & Co. (a)		94,715
				423,194
		Medical Equipment and Supplies Manufacturing - 1.34%
	7,901	Orthofix International N.V. (a)(b)		287,438
		Metal Ore Mining - 0.83%
	11,921	Coeur d'Alene Mines Corp. (a)		178,577
		Miscellaneous Durable Goods Merchant Wholesalers - 0.78%
	1,522	Schnitzer Steel Industries, Inc. - Class A		79,951
	3,836	School Specialty, Inc. (a)		87,116
				167,067
		Motion Picture and Video Industries - 0.82%
	8,989	Corus Entertainment, Inc. - Class B (b)		175,645
		Natural Gas Distribution - 1.47%
	6,432	Atmos Energy Corp.		183,762
	3,926	Laclede Group, Inc.		132,385
				316,147
		Nonscheduled Air Transportation - 0.77%
	3,107	Atlas Air Worldwide Holdings, Inc. (a)		164,826
		Oil and Gas Extraction - 7.05%
	12,583	Mariner Energy, Inc. (a)		188,367
	6,614	Pioneer Natural Resources Co.		372,500
	13,689	Rosetta Resources, Inc. (a)		322,376
	10,920	Swift Energy Co. (a)		335,681
	3,684	Whiting Petroleum Corp. (a)		297,815
				1,516,739
		Other Chemical Product and Preparation Manufacturing - 0.39%
	7,332	Innospec, Inc. (a)		83,291
		Other Electrical Equipment and Component Manufacturing - 1.11%
	16,276	Herley Industries, Inc. (a)		238,606
		Other Fabricated Metal Product Manufacturing - 1.52%
	7,162	Timken Co.		214,931
	3,631	Watts Water Technologies, Inc. - Class A		112,779
				327,710
		Other General Purpose Machinery Manufacturing - 1.92%
	14,738	Colfax Corp. (a)		173,466
	4,864	Esterline Technologies Corp. (a)		240,428
				413,894
		Other Information Services - 0.56%
	4,808	Expedia, Inc. (a)		120,008
		Other Telecommunications - 1.04%
	5,366	NII Holdings, Inc. (a)		223,548
		Personal Care Services - 1.85%
	8,999	Steiner Leisure Ltd. (a)(b)		398,836
		Petroleum and Coal Products Manufacturing - 0.42%
	1,452	Ameron International Corp.		91,316
		Pharmaceutical and Medicine Manufacturing - 4.49%
	10,244	Martek Biosciences Corp. (a)		230,593
	7,144	NBTY, Inc. (a)		342,769
	8,191	Par Pharmaceutical Companies, Inc. (a)		203,137
	14,013	ViroPharma, Inc. (a)		190,997
				967,496
		Plastics Product Manufacturing - 0.42%
	5,275	Tredegar Corp.		90,097
		Rail Transportation - 0.79%
	4,720	Kansas City Southern (a)		170,722
		Real Estate Investment Trusts - 11.16%
	4,783	Alexandria Real Estate Equities, Inc.		323,331
	35,772	Cogdell Spencer, Inc.		264,713
	4,006	Digital Realty Trust, Inc.		217,125
	14,335	DuPont Fabros Technology, Inc.		309,493
	18,486	First Potomac Realty Trust		277,845
	9,775	Kilroy Reallty Corp.		301,461
	9,592	LaSalle Hotel Properties		223,494
	6,206	Macerich Co.		237,752
	9,797	Sun Communities, Inc.		246,884
				2,402,098
		Sawmills and Wood Preservation - 1.20%
	28,575	Louisiana-Pacific Corp. (a)		258,604
		Securities and Commodity Contracts Intermediation and Brokerage - 1.86%
	5,065	Affiliated Managers Group, Inc. (a)		400,135
		Semiconductor and Other Electronic Component Manufacturing - 3.62%
	24,922	Fairchild Semiconductor International, Inc. - Class A (a)		265,419
	19,108	Microsemi Corp. (a)		331,333
	36,734	RF Micro Devices, Inc. (a)		182,935
				779,687
		Software Publishers - 0.53%
	13,661	Compuware Corp. (a)		114,752
		Sugar and Confectionery Product Manufacturing - 0.39%
	5,439	Imperial Sugar Co.		84,359
		Water, Sewage and Other Systems - 0.77%
	7,637	American Water Works Co., Inc.		166,181
		Wholesale Electronic Markets and Agents and Brokers - 0.52%
	3,905	ScanSource, Inc. (a)		112,386
		Wireless Telecommunications Carriers (except Satellite) - 0.52%
	5,753	Syniverse Holdings, Inc. (a)		112,011

		TOTAL COMMON STOCKS (Cost $16,742,296)		21,074,216


		CLOSED-END FUNDS - 1.75%
	15,607	Ares Capital Corp.		231,608
	11,887	Prospect Capital Corp.		144,427
				376,035

		TOTAL CLOSED-END FUNDS (Cost $300,890)		376,035


		SHORT-TERM INVESTMENTS - 0.35%
	75,152	AIM STIT-STIC Prime Portfolio - Institutional Class, 0.09% (c)		75,152
		TOTAL SHORT-TERM INVESTMENTS (Cost $75,152)		75,152

		TOTAL INVESTMENTS IN SECURITIES (Cost $17,118,338) - 100.00%		21,525,403
		Other Assets in Excess of Liabilities - 0.00%		1,006
		TOTAL NET ASSETS - 100.00%	$	21,526,409

(a) Non-income producing security.
(b) U.S. traded security of a foreign issuer.
(c) Rate shown is the 7-day yield as of March 31, 2010.

The cost basis of investments for federal income tax purposes at March 31, 2010 was as follows*:

Cost of investments	$	17,252,954

Gross unrealized appreciation	$	5,026,010
Gross unrealized depreciation		(753,561	)
Net unrealized appreciation	$	4,272,449

* 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 report.

FAS 157 – Summary of Fair Value Exposure at March 31, 2010

Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.

Small Cap Value Fund	Level 1		Level 2		Level 3		Total
Equity
Administrative Support, Waste Management	$	178,382	$	—	$	—	$	178,382
Finance and Insurance		4,156,158		—		—		4,156,158
Information		570,318		—		—		570,318
Management of Companies and Enterprises		594,737		—		—		594,737
Manufacturing		6,229,816		—		—		6,229,816
Mining		1,695,316		—		—		1,695,316
Other Services		574,481		—		—		574,481
Professional, Scientific and Technical Services		2,197,719		—		—		2,197,719
Real Estate and Rental and Leasing		2,164,345		—		—		2,164,345
Retail Trade		940,362		—		—		940,362
Transportation and Warehousing		335,549		—		—		335,549
Utilities		834,643		—		—		834,643
Wholesale Trade		602,390		—		—		602,390
Total Equity		21,074,216		—		—		21,074,216
Closed-End Investment Companies		376,035		—		—		376,035

Short-Term Investments		75,152		—		—		75,152

Total Investments in Securities	$	21,525,403	$	—	$	—	$	21,525,403

Transfers between levels are recognized at the end of the reporting period. During the period ended March 31, 2010, the Fund recognized no significant transfers to/from Level 1 or Level 2.

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”)) (17 CFR 270.30a-3(c)) 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 (17 CFR 270.30a-3(b)) and Rule 13a-15(b) or Rule 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or 240.15d-15(d)).

(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) (17 CFR 270.30a-3(d)) that occurred during the Registrant's last fiscal quarter that has materially affected, or are 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 1940 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 5/24/2010

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 5/24/2010

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

Cheryl L. King, Treasurer

Date 5/24/2010

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