N-Q

As filed with the Securities and Exchange Commission on November 29, 2011

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

777 East Wisconsin Avenue, 5th Floor

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, 2011

Date of reporting period:  September 30, 2011

Item 1. Schedules of Investments.

Al Frank Fund

SCHEDULE OF INVESTMENTS at September 30, 2011 (Unaudited)
Shares					Value
		COMMON STOCKS: 94.11%
		COMMUNICATIONS: 2.54%
		Major Telecommunications: 2.54%
	50,000	Nippon Telegraph & Telephone Corp. - ADR (c)	$	1,197,500
	25,000	Verizon Communications, Inc.		920,000
		Total Communications (Cost $1,889,120)				2,117,500
		CONSUMER DURABLES: 6.04%
		Automotive Aftermarket: 1.11%
	85,000	Cooper Tire & Rubber Co.		925,650
		Electronics/Appliances: 1.14%
	10,000	Helen of Troy Ltd. (a) (b)		251,200
	14,000	Whirlpool Corp.		698,740
						949,940
		Homebuilding: 1.20%
	43,000	D.R. Horton, Inc.		388,720
	12,000	M.D.C. Holdings, Inc. (c)		203,280
	28,000	Toll Brothers, Inc. (a)		404,040
						996,040
		Recreational Products: 1.78%
	70,000	Activision Blizzard, Inc.		833,000
	20,000	Hasbro, Inc.		652,200
						1,485,200
		Tools & Hardware: 0.81%
	50,000	Briggs & Stratton Corp.		675,500
		Total Consumer Durables (Cost $6,524,804)				5,032,330
		CONSUMER NON-DURABLES: 4.02%
		Apparel/Footwear: 0.75%
	40,000	Delta Apparel, Inc. (a) (c)		630,000
		Food: Major Diversified: 1.09%
	27,000	Kraft Foods, Inc. - Class A		906,660
		Food: Meat/Fish/Dairy: 0.98%
	47,000	Tyson Foods, Inc. - Class A		815,920
		Tobacco: 1.20%
	16,000	Philip Morris International Inc.		998,080
		Total Consumer Non-Durables (Cost $2,273,316)				3,350,660
		CONSUMER SERVICES: 2.36%
		Cable/Satellite TV: 1.06%
	42,000	Comcast Corp. - Class A		877,800
		Media Conglomerates: 1.30%
	36,000	Walt Disney Co.		1,085,760
		Total Consumer Services (Cost $1,686,429)				1,963,560
		DISTRIBUTION SERVICES: 2.89%
		Electronics Distributors: 1.32%
	40,000	Ingram Micro, Inc. - Class A (a)		645,200
	45,000	Wayside Technology Group, Inc.		451,350
						1,096,550
		Medical Distributors: 1.57%
	18,000	McKesson Corp.		1,308,600
		Total Distribution Services (Cost $1,844,477)				2,405,150
		ELECTRONIC TECHNOLOGY: 16.51%
		Aerospace & Defense: 3.76%
	40,000	Ducommun, Inc. (c)		599,200
	7,000	General Dynamics Corp.		398,230
	13,000	L-3 Communications Holdings, Inc.		805,610
	11,000	Lockheed Martin Corp.		799,040
	13,000	Raytheon Co.		531,310
						3,133,390
		Computer Communications: 1.21%
	65,000	Cisco Systems, Inc.		1,006,850
		Computer Peripherals: 2.39%
	65,000	Seagate Technology PLC (b)		668,200
	26,000	Western Digital Corp. (a)		668,720
	70,000	Xyratex Ltd. (b) (c)		648,900
						1,985,820
		Computer Processing Hardware: 1.68%
	2,500	Apple Inc. (a)		952,950
	20,000	Hewlett Packard Co.		449,000
						1,401,950
		Electronic Components: 1.82%
	45,000	AVX Corp.		534,150
	50,000	Benchmark Electronics, Inc. (a)		650,500
	40,000	Vishay Intertechnology, Inc. (a)		334,400
						1,519,050
		Semiconductors: 4.98%
	70,000	Alpha & Omega Semiconductor Ltd. (a) (b)		574,700
	40,000	Diodes, Inc. (a)		716,800
	35,000	Intel Corp.		746,550
	25,000	Microchip Technology Inc. (c)		777,750
	70,000	Pericom Semiconductor Corp. (a)		518,700
	125,000	Stmicroelectronics N V - ADR		812,500
						4,147,000
		Telecommunications Equipment: 0.67%
	45,000	Corning, Inc.		556,200
		Total Electronic Technology (Cost $14,004,837)				13,750,260
		ENERGY MINERALS: 8.51%
		Integrated Oil: 3.79%
	20,000	Eni S.p.A. - ADR (c)		702,600
	15,000	Exxon Mobil Corp.		1,089,450
	36,000	Marathon Oil Corp.		776,880
	26,000	Petroleo Brasileiro  S.A. - ADR		583,700
						3,152,630
		Oil & Gas Production: 4.14%
	18,000	Anadarko Petroleum Corp.		1,134,900
	10,000	Apache Corp.		802,400
	39,500	Chesapeake Energy Corp.		1,009,225
	9,000	Devon Energy Corp.		498,960
						3,445,485
		Petroleum and Coal Products Manufacturing: 0.58%
	18,000	Marathon Petroleum Corp.		487,080
		Total Energy Minerals (Cost $6,004,064)				7,085,195
		FINANCE: 11.29%
		Financial Conglomerates: 1.63%
	23,200	JPMorgan Chase & Co.		698,784
	14,000	Prudential Financial, Inc.		656,040
						1,354,824
		Insurance Carriers: 0.75%
	40,000	Protective Life Corp.		625,200
		Investment Banks/Brokers: 2.18%
	20,000	Ameriprise Financial, Inc.		787,200
	6,000	Goldman Sachs Group, Inc.		567,300
	20,000	NASDAQ OMX Group, Inc. (a)		462,800
						1,817,300
		Major Banks: 3.41%
	30,000	Bank of New York Mellon Corp.		557,700
	30,000	BB&T Corp.		639,900
	35,000	Credit Suisse Group AG - ADR (c)		918,400
	30,000	Wells Fargo & Co.		723,600
						2,839,600
		Property/Casualty Insurance: 1.05%
	18,000	Travelers Companies, Inc.		877,140
		Real Estate Investment Trusts: 1.09%
	55,000	BioMed Realty Trust, Inc.		911,350
		Regional Banks: 0.50%
	45,000	TCF Financial Corp. (c)		412,200
		Savings Banks: 0.68%
	100,000	Hudson City Bancorp, Inc.		566,000
		Total Finance (Cost $9,876,020)				9,403,614
		HEALTH SERVICES: 2.52%
		Managed Health Care: 2.52%
	26,000	Aetna, Inc.		945,100
	25,000	Unitedhealth Group, Inc.		1,153,000
		Total Health Services (Cost $927,152)				2,098,100
		HEALTH TECHNOLOGY: 6.47%
		Medical Specialties: 4.30%
	18,000	Baxter International, Inc.		1,010,520
	19,000	Covidien PLC (b)		837,900
	110,668	Palomar Medical Technologies, Inc. (a) (c)		872,064
	17,000	Thermo Fisher Scientific, Inc. (a)		860,880
						3,581,364
		Pharmaceuticals: Major: 2.17%
	20,000	Abbott Laboratories		1,022,800
	14,000	Novartis AG - ADR		780,780
						1,803,580
		Total Health Technology (Cost $5,051,917)				5,384,944
		INDUSTRIAL SERVICES: 5.66%
		Contract Drilling: 1.12%
	17,000	Diamond Offshore Drilling, Inc. (c)		930,580
		Engineering & Construction: 1.56%
	55,000	Tutor Perini Corp.		631,950
	22,500	URS Corp. (a)		667,350
						1,299,300
		Environmental Services: 0.98%
	25,000	Waste Management Inc. (c)		814,000
		Oilfield Services/Equipment: 2.00%
	25,000	Bristow Group, Inc. (c)		1,060,750
	50,000	Weatherford International Ltd. (a) (b)		610,500
						1,671,250
		Total Industrial Services (Cost $6,412,277)				4,715,130
		NON-ENERGY MINERALS: 3.93%
		Construction Materials: 0.59%
	287,000	Smith-Midland Corp. (a) (e)		487,900
		Other Metals/Minerals: 1.20%
	15,000	BHP Billiton Ltd. - ADR		996,600
		Precious Metals: 2.14%
	25,000	Freeport-McMoRan Copper & Gold, Inc.		761,250
	75,000	Yamana Gold, Inc. (b)		1,024,500
						1,785,750
		Total Non-Energy Minerals (Cost $2,269,768)				3,270,250
		PROCESS INDUSTRIES: 2.47%
		Agricultural Commodities/Milling: 1.13%
	38,000	Archer-Daniels-Midland Co.		942,780
		Chemicals: Major Diversified: 0.72%
	15,000	E.I. Du Pont de Nemours and Co.		599,550
		Chemicals: Specialty: 0.62%
	20,000	OM Group, Inc. (a)		519,400
		Total Process Industries (Cost $1,333,017)				2,061,730
		PRODUCER MANUFACTURING: 1.19%
		Industrial Machinery: 1.19%
	28,000	Eaton Corp.		994,000
		Total Producer Manufacturing (Cost $953,929)				994,000
		RETAIL TRADE: 6.02%
		Apparel/Footwear Retail: 2.08%
	65,000	American Eagle Outfitters, Inc.		761,800
	70,000	Stage Stores, Inc.		970,900
						1,732,700
		Discount Stores: 0.81%
	13,000	Wal-Mart Stores, Inc.		674,700
		Drugstore Chains: 1.18%
	30,000	Walgreen Co.		986,700
		Home Improvement Chains: 0.99%
	25,000	Home Depot, Inc.		821,750
		Specialty Stores: 0.96%
	60,000	Staples, Inc.		798,000
		Total Retail Trade (Cost $4,698,125)				5,013,850
		TECHNOLOGY SERVICES: 7.14%
		Information Technology Services: 1.47%
	7,000	International Business Machines Corp.		1,225,210
		Internet Software/Services: 1.58%
	150,000	United Online, Inc.		784,500
	7,500	United Technologies Corp.		527,700
						1,312,200
		Packaged Software: 4.09%
	136,000	American Software, Inc. - Class A		986,000
	85,000	Compuware Corp. (a)		651,100
	45,000	Microsoft Corp.		1,120,050
	40,000	Symantec Corp. (a)		652,000
						3,409,150
		Total Technology Services (Cost $5,016,786)				5,946,560
		TRANSPORTATION: 2.50%
		Marine Shipping: 1.03%
	130,000	Navios Maritime Holdings Inc. (b) (c)		412,100
	80,000	Tsakos Energy Navigation Ltd. (b)		446,400
						858,500
		Railroads: 1.47%
	20,000	Norfolk Southern Corp.		1,220,400
		Total Transportation (Cost $1,962,845)				2,078,900
		UTILITIES: 2.05%
		Electric Utilities: 2.05%
	20,000	DTE Energy Co.		980,400
	19,000	Edison International		726,750
		Total Utilities (Cost $1,485,991)				1,707,150
		Total Common Stocks (Cost $74,214,874)				78,378,883
		SHORT-TERM INVESTMENTS: 6.33%
		Money Market Funds: 6.33%
	1,734,170	Invesco STIT-STIC Liquid Assets Portfolio, Institutional Class, 0.10% (d)		1,734,170
	3,537,381	Invesco STIT-STIC Prime Portfolio, Institutional Class, 0.06% (d)		3,537,381
		Total Money Market Funds (Cost $5,271,551)				5,271,551
		INVESTMENTS PURCHASED AS SECURITIES LENDING COLLATERAL: 8.36%
	6,967,184	Invesco STIT-STIC Prime Portfolio, Institutional Class, 0.06% (d) (Cost $6,967,184)		6,967,184
		Total Investments (Cost $86,453,609): 108.80%				90,617,618
		Liabilities in Excess of Other Assets: (8.80)%				(7,329,967	)
		Total Net Assets: 100.00%			$	83,287,651

ADR - American Depositary Receipt

(a) Non-income producing security.

(b) U.S. traded security of a foreign issuer.

(c) All or a portion of this security is on loan.  Total loaned securities had a market value of $6,622,866 at September 30, 2011.

(d) Rate shown is the 7-day yield as of September 30, 2011.

(e) Affiliated Company; the Fund owns 5% or more of the outstanding voting securities of the issuer.  See Note 3 in the Notes to Schedule of Investments.

Al Frank Dividend Value Fund

SCHEDULE OF INVESTMENTS at September 30, 2011 (Unaudited)
Shares			Value
		COMMON STOCKS: 94.78%
		COMMUNICATIONS: 3.17%
		Major Telecommunications: 3.17%
	8,000	Nippon Telegraph & Telephone Corp. - ADR	$	191,600
	6,700	Verizon Communications, Inc.		246,560
		Total Communications (Cost $374,461)		438,160
		CONSUMER DURABLES: 5.42%
		Automotive Aftermarket: 1.18%
	15,000	Cooper Tire & Rubber Co.		163,350
		Electronics/Appliances: 1.08%
	3,000	Whirlpool Corp.		149,730
		Homebuilding: 1.04%
	8,500	M.D.C. Holdings, Inc.		143,990
		Recreational Products: 1.20%
	14,000	Activision Blizzard, Inc.		166,600
		Tools & Hardware: 0.92%
	9,400	Briggs & Stratton Corp.		126,994
		Total Consumer Durables (Cost $1,123,820)		750,664
		CONSUMER NON-DURABLES: 3.68%
		Food: Major Diversified: 1.21%
	5,000	Kraft Foods, Inc. - Class A		167,900
		Food: Meat/Fish/Dairy: 1.13%
	9,000	Tyson Foods, Inc. - Class A		156,240
		Tobacco: 1.34%
	2,975	Philip Morris International Inc.		185,580
		Total Consumer Non-Durables (Cost $401,838)		509,720
		CONSUMER SERVICES: 3.61%
		Cable/Satellite TV: 1.36%
	9,000	Comcast Corp. - Class A		188,100
		Media Conglomerates: 1.09%
	5,000	Walt Disney Co.		150,800
		Movies/Entertainment: 1.16%
	18,000	World Wrestling Entertainment, Inc. - Class A		160,380
		Total Consumer Services (Cost $518,980)		499,280
		DISTRIBUTION SERVICES: 2.23%
		Electronics Distributors: 0.65%
	9,000	Wayside Technology Group, Inc.		90,270
		Medical Distributors: 1.58%
	3,000	McKesson Corp.		218,100
		Total Distribution Services (Cost $191,342)		308,370
		ELECTRONIC TECHNOLOGY: 13.15%
		Aerospace & Defense: 2.34%
	2,300	L-3 Communications Holdings, Inc.		142,531
	2,500	Lockheed Martin Corp.		181,600
				324,131
		Computer Communications: 1.34%
	12,000	Cisco Systems, Inc.		185,880
		Computer Peripherals: 2.68%
	18,000	Seagate Technology PLC (a)		185,040
	20,000	Xyratex Ltd. (a)		185,400
				370,440
		Computer Processing Hardware: 0.57%
	3,500	Hewlett Packard Co.		78,575
		Electronic Components: 1.05%
	20,000	DDi Corp.		144,800
		Semiconductors: 4.21%
	10,000	Intel Corp.		213,300
	5,600	Microchip Technology, Inc.		174,216
	30,000	Stmicroelectronics N.V. - ADR		195,000
				582,516
		Telecommunications Equipment: 0.96%
	14,000	Telefonaktiebolaget LM Ericsson - ADR		133,700
		Total Electronic Technology (Cost $1,973,713)		1,820,042
		ENERGY MINERALS: 8.32%
		Integrated Oil: 4.96%
	3,800	Eni S.p.A. - ADR		133,494
	2,400	Exxon Mobil Corp.		174,312
	6,500	Marathon Oil Corp.		140,270
	4,200	Petroleo Brasileiro  S.A. - ADR		94,290
	3,300	Total SA - ADR		144,771
				687,137
		Oil & Gas Production: 2.72%
	1,400	Apache Corp.		112,336
	6,000	Chesapeake Energy Corp.		153,300
	2,000	Devon Energy Corp.		110,880
				376,516
		Petroleum and Coal Products Manufacturing: 0.64%
	3,250	Marathon Petroleum Corp.		87,945
		Total Energy Minerals (Cost $1,085,325)		1,151,598
		FINANCE: 12.07%
		Financial Conglomerates: 2.03%
	5,000	JPMorgan Chase & Co.		150,600
	2,800	Prudential Financial, Inc.		131,208
				281,808
		Insurance Carriers: 1.13%
	10,000	Protective Life Corp.		156,300
		Investment Banks/Brokers: 1.95%
	3,000	Ameriprise Financial, Inc.		118,080
	1,600	Goldman Sachs Group, Inc.		151,280
				269,360
		Major Banks: 3.56%
	8,000	Bank of New York Mellon Corp.		148,720
	7,500	BB&T Corp.		159,975
	7,000	Credit Suisse Group AG - ADR		183,680
				492,375
		Real Estate Investment Trusts: 1.06%
	5,800	LTC Properties, Inc.		146,856
		Savings Banks: 2.34%
	30,000	Hudson City Bancorp, Inc.		169,800
	13,000	New York Community Bancorp, Inc.		154,700
				324,500
		Total Finance (Cost $2,184,647)		1,671,199
		HEALTH SERVICES: 1.05%
		Managed Health Care: 1.05%
	4,000	Aetna, Inc.		145,400
		Total Health Services (Cost $178,411)		145,400
		HEALTH TECHNOLOGY: 7.05%
		Medical Specialties: 3.38%
	3,500	Baxter International, Inc.		196,490
	3,500	Covidien PLC (a)		154,350
	3,500	Medtronic, Inc.		116,340
				467,180
		Pharmaceuticals: Major: 3.67%
	3,700	Abbott Laboratories		189,218
	5,500	Merck & Co., Inc.		179,905
	2,500	Novartis AG - ADR		139,425
				508,548
		Total Health Technology (Cost $898,237)		975,728
		INDUSTRIAL SERVICES: 3.39%
		Contract Drilling: 0.91%
	2,300	Diamond Offshore Drilling, Inc.		125,902
		Environmental Services: 1.41%
	6,000	Waste Management Inc.		195,360
		Oilfield Services/Equipment: 1.07%
	3,500	Bristow Group, Inc.		148,505
		Total Industrial Services (Cost $577,797)		469,767
		NON-ENERGY MINERALS: 4.89%
		Other Metals/Minerals: 1.20%
	2,500	BHP Billiton Ltd. - ADR		166,100
		Precious Metals: 2.73%
	4,800	Freeport-McMoRan Copper & Gold, Inc.		146,160
	17,000	Yamana Gold, Inc. (a)		232,220
				378,380
		Steel: 0.96%
	4,200	Nucor Corp.		132,888
		Total Non-Energy Minerals (Cost $543,729)		677,368
		PROCESS INDUSTRIES: 3.57%
		Agricultural Commodities/Milling: 1.08%
	6,000	Archer-Daniels-Midland Co.		148,860
		Chemicals: Major Diversified: 1.15%
	4,000	E.I. Du Pont de Nemours and Co.		159,880
		Chemicals: Specialty: 1.34%
	35,000	Aceto Corp.		185,150
		Total Process Industries (Cost $485,994)		493,890
		PRODUCER MANUFACTURING: 3.44%
		Industrial Conglomerates: 0.99%
	1,900	3m Co.		136,401
		Industrial Machinery: 1.38%
	5,400	Eaton Corp.		191,700
		Trucks/Construction/Farm Machinery: 1.07%
	2,000	Caterpillar, Inc.		147,680
		Total Producer Manufacturing (Cost $398,096)		475,781
		RETAIL TRADE: 6.69%
		Apparel/Footwear Retail: 2.01%
	9,000	American Eagle Outfitters, Inc.		105,480
	12,500	Stage Stores, Inc.		173,375
				278,855
		Discount Stores: 1.12%
	3,000	Wal-Mart Stores, Inc.		155,700
		Drugstore Chains: 1.02%
	4,300	Walgreen Co.		141,427
		Home Improvement Chains: 1.19%
	5,000	Home Depot, Inc.		164,350
		Specialty Stores: 1.35%
	14,000	Staples, Inc.		186,200
		Total Retail Trade (Cost $1,093,107)		926,532
		TECHNOLOGY SERVICES: 6.58%
		Information Technology Services: 1.65%
	1,300	International Business Machines Corp.		227,539
		Internet Software/Services: 2.38%
	33,500	United Online, Inc.		175,205
	2,200	United Technologies Corp.		154,792
				329,997
		Packaged Software: 2.55%
	23,000	American Software, Inc. - Class A		166,750
	7,500	Microsoft Corp.		186,675
				353,425
		Total Technology Services (Cost $852,715)		910,961
		TRANSPORTATION: 4.13%
		Marine Shipping: 3.03%
	50,000	Navios Maritime Holdings Inc. (a)		158,500
	8,000	Ship Finance International Ltd. (a)		104,000
	28,000	Tsakos Energy Navigation Ltd. (a)		156,240
				418,740
		Railroads: 1.10%
	2,500	Norfolk Southern Corp.		152,550
		Total Transportation (Cost $776,916)		571,290
		UTILITIES: 2.34%
		Electric Utilities: 2.34%
	4,000	DTE Energy Co.		196,080
	3,000	Exelon Corp.		127,830
		Total Utilities (Cost $312,315)		323,910
		Total Common Stocks (Cost $13,971,443)		13,119,660
		SHORT-TERM INVESTMENTS: 4.10%
		Money Market Funds: 4.10%
	567,275	Invesco STIT-STIC Prime Portfolio, Institutional Class, 0.06% (b) (Cost $567,275)		567,275
		Total Investments  (Cost $14,538,718): 98.88%		13,686,935
		Assets in Excess of Liabilities: 1.12%		154,913
		Net Assets: 100.00%	$	13,841,848

ADR - American Depositary Receipt

(a)  U.S. traded security of a foreign issuer.

(b) Rate shown is the 7-day yield as of September 30, 2011.

Al Frank Funds

Notes to Schedule of Investments

September 30, 2011 (Unaudited)

Note 1 – Securities Valuation

The Al Frank Funds’ (the “Funds”) investments in securities are carried at their fair value. Securities that are primarily traded on a national securities exchange shall be valued at the last sales price on the exchange on which they are primarily traded on the day of valuation or, if there has been no sale price on such day, at the mean between the bid and asked prices. Securities primarily traded in the NASDAQ Global Market System for which market quotations are readily available shall be valued using the NASDAQ Official Closing Price (“NOCP”). If the NOCP is not available, such securities shall be valued at the last sale price on the day of valuation, or if there has been no sale on such day, at the mean between the bid and asked prices. Over-the-counter securities which are not traded in the NASDAQ Global Market System shall be valued at the most recent sales price.  Investments in open-end mutual funds are valued at their net asset value per share. To the extent these securities are actively traded and valuation adjustments are not applied, they are categorized in level 1 of the fair value hierarchy.

Short-term securities having a maturity of 60 days or less are valued at their amortized cost, which approximates market value.  To the extent the inputs are observable and timely, these securities would be classified in level 2 of the fair value hierarchy.

Securities for which market quotations are not readily available or if the closing price does not represent fair value, are valued following procedures approved by the Board of Trustees. These procedures consider many factors, including the type of security, size of holding, trading volume and news events.  Fair valuation may also be used for securities that are subject to legal or contractual restrictions on resale, securities for which no or limited trading activity has occurred for a period of time, or securities that are otherwise deemed to be illiquid.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.

The Funds have 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 majority 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 Funds have 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 necessarily an indication of the risk associated with investing in those securities.  The following is a summary of the inputs used to value the Funds’ securities as of September 30, 2011:

Al Frank Fund

	Level 1		Level 2		Level 3		Total
Common Stocks
Communications	$	2,117,500	$	-	$	-	$	2,117,500
Consumer Durables		5,032,330		-		-		5,032,330
Consumer Non-Durables		3,350,660		-		-		3,350,660
Consumer Services		1,963,560		-		-		1,963,560
Distribution Services		2,405,150		-		-		2,405,150
Electronic Technology		13,750,260		-		-		13,750,260
Energy Minerals		7,085,195		-		-		7,085,195
Finance		9,403,614		-		-		9,403,614
Health Services		2,098,100		-		-		2,098,100
Health Technology		5,384,944		-		-		5,384,944
Industrial Services		4,715,130		-		-		4,715,130
Non-Energy Minerals		3,270,250		-		-		3,270,250
Process Industries		2,061,730		-		-		2,061,730
Producer Manufacturing		994,000		-		-		994,000
Retail Trade		5,013,850		-		-		5,013,850
Technology Services		5,946,560		-		-		5,946,560
Transportation		2,078,900		-		-		2,078,900
Utilities		1,707,150		-		-		1,707,150
Total Common Stocks		78,378,883		-		-		78,378,883
Short-Term Investments		12,238,735		-		-		12,238,735
Total Investments	$	90,617,618	$	-	$	-	$	90,617,618

Al Frank Dividend Value Fund

	Level 1		Level 2		Level 3		Total
Common Stocks
Communications	$	438,160	$	-	$	-	$	438,160
Consumer Durables		750,664		-		-		750,664
Consumer Non-Durables		509,720		-		-		509,720
Consumer Services		499,280		-		-		499,280
Distribution Services		308,370		-		-		308,370
Electronic Technology		1,820,042		-		-		1,820,042
Energy Minerals		1,151,598		-		-		1,151,598
Finance		1,671,199		-		-		1,671,199
Health Services		145,400		-		-		145,400
Health Technology		975,728		-		-		975,728
Industrial Services		469,767		-		-		469,767
Non-Energy Minerals		677,368		-		-		677,368
Process Industries		493,890		-		-		493,890
Producer Manufacturing		475,781		-		-		475,781
Retail Trade		926,532		-		-		926,532
Technology Services		910,961		-		-		910,961
Transportation		571,290		-		-		571,290
Utilities		323,910		-		-		323,910
Total Common Stocks		13,119,660		-		-		13,119,660
Short-Term Investments		567,275		-		-		567,275
Total Investments	$	13,686,935	$	-	$	-	$	13,686,935

Refer to the Funds’ Schedule of Investments for a detailed break-out of common stocks by industry classification.  Transfers between levels are recognized at September 30, 2011, the end of the reporting period.  The Funds recognized no significant transfers to/from Level 1 or Level 2.  There were no Level 3 securities held in the Funds during the quarter ending September 30, 2011.

Note 2 – Federal Income Taxes

The cost basis of investments for federal income tax purposes at September 30, 2011 was as follows*:

Al Frank Fund

Cost of investments	$	86,460,760
Gross unrealized appreciation	$	15,839,860
Gross unrealized depreciation		(11,683,002	)
Net unrealized appreciation	$	4,156,858

Al Frank Dividend Value Fund

Cost of investments	$	14,538,718
Gross unrealized appreciation	$	1,387,245
Gross unrealized depreciation		(2,239,028	)
Net unrealized depreciation	$	(851,783	)

*Because tax adjustments are calculated annually, the above table reflects the tax adjustments outstanding at the Funds’ 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 Funds’ most recent annual and semi-annual reports.

Note 3 – Other Affiliates

The Al Frank Fund’s activity for investments in common stocks of affiliates is as follows:

	Smith-Midland Corp.
Beginning Shares		287,000
Beginning Cost	$	253,926
Purchase Cost		-
Sales Cost		-
Ending Cost	$	253,926
Ending Shares		287,000
Dividend Income	$	-
Net Realized Gain/(Loss)	$	-

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

Date­­11/29/2011                                                                                                                                                                                          

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

Date11/29/2011                                                                                                                                                                                                      

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

                                                     Cheryl L. King, Treasurer

Date11/29/2011                                                                                                     

* 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: 11/29/2011	/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: 11/29/2011	/s/ Cheryl L. King
	Cheryl L. King, Treasurer