Advisors Series Trust

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

615 East Michigan Street

Milwaukee, Wisconsin 53202

September 26, 2013

VIA EDGAR TRANSMISSION

Mr. Jeffrey A. Foor

U.S. Securities and Exchange Commission

Division of Investment Management

100 “F” Street, N.E.

Washington, D.C.  20549

RE: ACCELERATION OF EFFECTIVENESS REQUEST

ADVISORS SERIES TRUST (the “Trust”)

Securities Act Registration No: 333-17391

Investment Company Act Registration No: 811-07959

Orinda Income Opportunities Fund (S000041252)

Dear Mr. Foor:

Pursuant to Rule 485(a) of the Securities Act of 1933, as amended (the “1933 Act”), the Investment Company Act of 1940, as amended, and the regulations thereunder, transmitted herewith on behalf of the Trust and its series, Orinda Income Opportunities Fund (the “Fund”), is Post-Effective Amendment No. 543 and Amendment No. 545 to the Trust’s Registration Statement on Form N-1A (the “Amendment”) for the purpose of responding to Staff comments with respect to registration of a new Class D for the Fund.

In addition, on behalf of the Trust and the Fund, we hereby request acceleration of this registration statement Amendment filed herewith on September 26, 2013, whereby the registration statement on Form N-1A would be declared effective no later than September 27, 2013.

Pursuant to the U.S. Securities and Exchange Commission’s authority under Rule 461(a) under the 1933 Act, we have attached a separate letter from Quasar Distributors, LLC, the Fund’s principal underwriter, requesting that effectiveness of the Amendment to the registration statement be accelerated to Friday, September 27, 2013, or as soon as practicable thereafter.

Very truly yours,

/s/ Jeanine M. Bajczyk

Jeanine M. Bajczyk, Esq.

Secretary

Advisors Series Trust

Enclosure

QUASAR DISTRIBUTORS, LLC

September 26, 2013

VIA EDGAR TRANSMISSION

Mr. Jeffrey A. Foor

U.S. Securities and Exchange Commission

Division of Investment Management

100 “F” Street, N.E.

Washington, D.C.  20549

Re: Advisors Series Trust (the “Trust”)

File Nos: 333-17391 and 811-07959

Dear Mr. Foor:

REQUEST FOR ACCELERATION.  As the principal underwriter of the Orinda Income Opportunities Fund (the “Fund”), a series of the Trust, and pursuant to the U.S. Securities and Exchange Commission’s authority under Rule 461(a) under the Securities Act of 1933, as amended, we request that effectiveness of the Registration Statement that is filed herewith on Form N-1A on behalf of the Fund on September 26, 2013, be accelerated to September 27, 2013, or as soon as practicable thereafter.

Very truly yours,

Quasar Distributors, LLC

/s/ James R. Schoenike

James R. Schoenike

President

615 East Michigan Street

Milwaukee, WI  53202