-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QNL1qRZLY2VOmb0yBQCubV/bARCeIH+7s9/oLL+AzOLe5CIUvrWDbireiKDl7sX/ cBL43MbnkNsjB/HLom3dgw== 0000898531-05-000153.txt : 20050411 0000898531-05-000153.hdr.sgml : 20050411 20050411143602 ACCESSION NUMBER: 0000898531-05-000153 CONFORMED SUBMISSION TYPE: N-CSR PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20050131 FILED AS OF DATE: 20050411 DATE AS OF CHANGE: 20050411 EFFECTIVENESS DATE: 20050411 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ADVISORS SERIES TRUST CENTRAL INDEX KEY: 0001027596 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: N-CSR SEC ACT: 1940 Act SEC FILE NUMBER: 811-07959 FILM NUMBER: 05743735 BUSINESS ADDRESS: STREET 1: U.S BANCORP FUND SERVICES, LLC STREET 2: 615 E MICHIGAN STREET CITY: MILWAUKEE STATE: WI ZIP: 53202 BUSINESS PHONE: 414-765-5344 MAIL ADDRESS: STREET 1: 615 E MICHIGAN STREET STREET 2: MK-WI-LC2 CITY: MILWAUKEE STATE: WI ZIP: 53202 N-CSR 1 j_cmf-ncsra.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-CSR CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number 811-07959 --------- ADVISORS SERIES TRUST --------------------- (Exact name of registrant as specified in charter) 615 E. MICHIGAN ST. MILWAUKEE, WI 53202 -------------------- (Address of principal executive offices) (Zip code) ERIC M. BANHAZL ADVISORS SERIES TRUST 2020 EAST FINANCIAL WAY, SUITE 100 GLENDORA, CA 91741 ------------------ (Name and address of agent for service) (414) 765-5340 -------------- Registrant's telephone number, including area code Date of fiscal year end: JANUARY 31, 2005 ---------------- Date of reporting period: JANUARY 31, 2005 ---------------- ITEM 1. REPORT TO STOCKHOLDERS. - ------------------------------ (JACOBS & COMPANY LOGO) JACOBS & COMPANY MUTUAL FUND TICKER SYMBOL: JACOX CUSIP: 007 989 775 SHAREHOLDER SERVICES TOLL FREE (877) 560-6823 ANNUAL REPORT JANUARY 31, 2005 March 2005 Dear Shareholder: During the last third of the year we adjusted our portfolio mix to a more market positive position and have maintained the same investment mix. Most recently our investment strategies have focused on putting the Fund's portfolio in a defensive posture, but at the same time we have maintained our 60% maximum weighting in equities and will continue to concentrate on quality in our stock selections. United Technologies, General Electric, Honeywell and Caterpillar remain core holdings of the Fund. As interest rates began to rise, we decreased holdings of regional banks, but maintain positions in JP Morgan Chase & Co, AmSouth Bancorp, South Financial Group, Inc. and Sovereign Bancorp, Inc. Looking ahead, the companies held in the Fund's portfolio are projected to report solid and improved earnings. For example, last week, General Electric increased its earnings expectations for its first quarter of 2005. We have increased our holdings of energy stocks by adding Apache Corporation and oil service companies; Weatherford International Ltd., Tidewater, Inc. and Rowan Companies, Inc. We have also added Arch Coal, Inc. to diversify our energy holdings into the coal mining industry. We continue to utilize our covered call options strategy to provide short-term down side protection and income over the life of the option contracts. For a small percentage of the equity portion of the Fund, we have utilized the exchange traded funds as investment tools. For example, the energy select sector fund and the materials select sector fund contain companies in which we invest as well as a basket of other companies in the same sector. The materials sector gives us exposure to large chemical companies and basic materials industries. Both should continue to perform well with the declining value of the dollar. We continue to acquire GNMAs for the fixed income portion of the Fund's portfolio. Coupons we currently hold are 6-1/2% to 6-3/4%. It is anticipated that GNMAs with higher coupons will be added over the course of the year. The fixed income portion of our portfolio also includes preferred stocks. One example recently used successfully by the Fund was a convertible preferred security of The Williams Companies, Inc. that paid a 9% dividend prior to converting to common stock in February 2005. Other corporate bonds with larger yields, strengthening balance sheets and short maturity dates make up the balance of our fixed income portfolio. Our portfolio turnover was significantly lower this year at 181%, and we expect turnover to continue to move lower over the course of the next year. The Fund's performance last year was relatively flat. Part of the year the equity markets traded in a down-trend range, and the fund reflected this. However, this market configuration changed in the last third of the year, which was also reflected by the fund. You can review the fund's ranking among its peers as tabulated by Bloomberg and available on Bloomberg.com under Balanced Funds. Our investment strategies, including our increased focus on energy, are providing tremendous support for the portfolio. The GNMAs should contribute to our portfolio's defensive posture as interest rates inch slowly higher. We believe our portfolio is well positioned to achieve our objectives for the foreseeable future, and we remain confident in the health and vitality of the financial markets over the long term. While the Fund's shareholder base, which has included several collateral accounts of insurance companies, has somewhat diminished over the course of this last year due to the troubled state of the insurance and surety industry, we believe that we have reason for optimism that developments will occur that will enable us to recapture and grow this element of the shareholder base during the coming year. In addition, we continue to look for other possible means of reducing the operating expenses and costs of managing and administering the mutual fund. We will keep you informed in our endeavor to lower our operating costs. As always, if you have any questions about your investment in the Jacobs & Company Mutual Fund, please call us. Thank you again for allowing us to help you achieve your investment objectives. Sincerely, /s/John M. Jacobs John M. Jacobs Opinions expressed are those of John M Jacobs and are subject to change, are not guaranteed and should not be considered recommendations to buy or sell any security. Past performance does not guarantee future results. MUTUAL FUND INVESTING INVOLVES RISK. PRINCIPAL LOSS IS POSSIBLE. OPTIONS INVOLVE RISK AND ARE NOT SUITABLE FOR ALL INVESTORS. INVESTMENTS IN DEBT SECURITIES TYPICALLY DECREASE IN VALUE WHEN INTEREST RATES RISE. THIS RISK IS USUALLY GREATER FOR LONGER-TERM DEBT SECURITIES. Please refer to the schedule of investments on pages 9-12 of the report for holdings information. Fund holdings and sector allocations are subject to change at any time and are not to be considered a recommendation to buy or sell any security. Must be preceded or accompanied by a prospectus. Quasar Distributors, LLC., Distributor (03/05) JACOBS & CO. MUTUAL FUND VS. LIPPER BALANCED FUND INDEX VS. S&P 100 INDEX VS. BLOOMBERG/EFFAS BOND INDEX, U.S. GOVERNMENT 5-7 YEARS Bloomberg/EFFAS Jacobs Lipper Balanced Bond Index, & Company Fund Index (the S&P U.S. Gov't Date Mutual Fund Fund's Benchmark) 100 Index 5-7 Years ---- ----------- ---------------- --------- --------------- 6/11/2001 $10,000.00 $10,000.00 $10,000.00 $10,000.00 7/31/2001 $10,220.40 $9,840.11 $9,634.46 $10,228.81 1/31/2002 $10,278.08 $9,604.03 $8,945.88 $10,539.85 7/31/2002 $9,853.74 $8,635.91 $7,211.10 $11,250.30 1/31/2003 $9,414.96 $8,523.16 $6,864.12 $11,787.13 7/31/2003 $8,822.19 $9,441.90 $7,997.61 $11,868.38 1/31/2004 $9,238.15 $10,532.94 $9,061.21 $12,271.74 7/31/2004 $8,800.11 $10,411.81 $8,773.47 $12,257.56 1/31/2005 $9,123.95 $11,164.58 $9,306.82 $12,583.69 AVERAGE ANNUAL TOTAL RETURN1 BLOOMBERG/EFFAS LIPPER BALANCED S&P 100 BOND INDEX, U.S. FUND FUND INDEX INDEX GOV'T 5-7 YEARS ---- --------------- ------- ---------------- 1 Year -1.23% 6.00% 2.71% 2.54% Since inception (6/11/01) -2.48% 3.07% -1.95% 6.51% Past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by calling 1-877-560-6823. Returns reflect the reinvestment of dividends and capital gain distributions. Fee waivers are in effect. In the absence of fee waivers, returns would be reduced. The performance data and graph do not reflect the deduction of taxes that a shareholder may pay on dividends, capital gain distributions, or redemption of Fund shares. 1 Average Annual Total Return represents the average change in account value over the periods indicated. The Lipper Balanced Fund Index is an unmanaged, net asset value - weighted index of the 30 largest balanced mutual funds. The S&P 100 Index is a market-capitalization weighted index consisting of 100 large blue chip stocks across various industries. The Bloomberg/EFFAS indices are designed as transparent benchmarks for government bond markets. Indices are grouped by country and maturity sectors. Bloomberg computes daily returns and index characteristics for each sector. The since inception return and valuation calculations for the Lipper Balanced Fund Index are for the period 6/1/01-1/31/05. You cannot invest directly in an index. ALLOCATION OF PORTFOLIO ASSETS - JANUARY 31, 2005 (UNAUDITED) Common Stocks 53% Convertible Preferred Stock 3% U.S. Government Agency 25% Corporate Bonds 4% Municipal Bonds 8% Exchange Traded Funds 3% Short-Term Investments 4% EXPENSE EXAMPLE AT JANUARY 31, 2005 (UNAUDITED) As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; distribution and/or service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (8/1/04 - 01/31/05). ACTUAL EXPENSES The first line of the table below provides information about actual account values and actual expenses, with actual net expenses being limited to 2.00% per the advisory agreement. Although the Fund charges no sales load or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks, and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund's transfer agent. The example below includes, but is not limited to, management fees, 12b-1 fees, fund accounting, custody and transfer agent fees. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher. BEGINNING ENDING EXPENSES PAID ACCOUNT VALUE ACCOUNT VALUE DURING PERIOD 8/1/04 01/31/05 8/1/04 - 01/31/05* ------------- ------------- ---------------------- Actual $1,000.00 $1,036.80 $10.24 Hypothetical (5% return $1,000.00 $1,015.08 $10.13 before expenses) * Expenses are equal to the Fund's annualized expense ratio of 2.00%, multiplied by the average account value over the period, multiplied by 184 (days in most recent fiscal half-year) divided by 366 days to reflect the one-half year expense. SCHEDULE OF INVESTMENTS AT JANUARY 31, 2005 Shares COMMON STOCKS: 56.23% Market Value ------ --------------------- ------------ AEROSPACE/DEFENSE: 6.65% 2,000 Honeywell International, Inc. $ 71,960 3,400 United Technologies Corp. # 342,312 ---------- 414,272 ---------- CHEMICALS: 1.36% 2,000 International Flavors & Fragrances, Inc. 84,440 ---------- COMMERCIAL BANKS: 3.96% 5,000 AmSouth Bancorp 124,700 4,000 South Financial Group, Inc. 122,160 ---------- 246,860 ---------- COMPUTERS & PERIPHERALS: 2.55% 5,000 EMC Corp.* 65,500 1,000 International Business Machines Corp. 93,420 ---------- 158,920 ---------- CONSUMER FINANCE: 0.85% 2,000 MBNA Corp. 53,160 ---------- DIVERSIFIED FINANCIAL SERVICES: 1.20% 2,000 J.P. Morgan Chase & Co. 74,660 ---------- ENERGY EQUIPMENT & SERVICES: 5.79% 8,000 Rowan Companies, Inc.* 225,280 2,100 Tidewater, Inc. # 81,396 1,000 Weatherford International Ltd.* + # 54,270 ---------- 360,946 ---------- HEALTHCARE EQUIPMENT & SUPPLIES: 2.85% 3,500 Diagnostic Products Corp. # 177,695 ---------- INDUSTRIAL CONGLOMERATES: 5.70% 1,000 3M Co. 84,360 7,500 General Electric Co. 270,975 ---------- 355,335 ---------- MACHINERY: 9.77% 4,100 Caterpillar, Inc. # 365,310 5,500 Pentair, Inc. # 243,760 ---------- 609,070 ---------- MINING: 2.93% 5,000 Arch Coal, Inc. # 182,750 ---------- OFFICE ELECTRONICS: 1.02% 4,000 Xerox Corp.* 63,520 ---------- OIL & GAS: 4.57% 4,000 Apache Corp. # 217,680 2,000 Forest Oil Corp.* 67,380 ---------- 285,060 ---------- PHARMACEUTICALS: 2.18% 5,000 King Pharmaceuticals, Inc.* 52,550 4,500 Schering-Plough Corp. 83,520 ---------- 136,070 ---------- SEMICONDUCTOR & SEMICONDUCTOR EQUIPMENT: 3.03% 8,400 Intel Corp. # 188,580 ---------- THRIFTS & MORTGAGE FINANCE: 1.82% 5,000 Sovereign Bancorp, Inc. 113,700 ---------- TOTAL COMMON STOCKS (Cost $3,204,958) 3,505,038 ---------- CONVERTIBLE PREFERRED STOCKS: 3.23% ------------------------------------ ENERGY: 3.23% 12,000 The Williams Companies, Inc., 9.00%, 02/16/2005 Series 201,120 ---------- TOTAL CONVERTIBLE PREFERRED STOCKS (Cost $165,297) 201,120 ---------- Principal Amount U.S. GOVERNMENT AGENCY: 22.73% - --------- ------------------------------- FEDERAL HOME LOAN BANK: 3.21% $200,000 4.00%, 07/30/2013 200,347 ---------- FEDERAL HOME LOAN MORTGAGE COMPANY: 2.22% 142,338 7.675%, 03/15/2034 138,565 ---------- GOVERNMENT NATIONAL MORTGAGE ASSOCIATION: 17.30% 205,739 6.50%, 01/15/2032 216,820 433,791 6.50%, 09/15/2032 457,218 381,910 6.75%, 01/15/2028 404,163 1,078,201 ---------- TOTAL U.S. GOVERNMENT AGENCY (Cost $1,424,552) 1,417,113 ---------- CORPORATE BONDS: 4.24% ----------------------- CHEMICALS: 4.24% 250,000 Lyondell Chemical Co., 10.875%, 05/01/2009 264,375 ---------- TOTAL CORPORATE BONDS (Cost $246,627) 264,375 ---------- MUNICIPAL BONDS: 8.05% ----------------------- WEST VIRGINIA: 8.05% 500,000 South Charleston, WV Pollution Control Revenue Bond, 7.625%, 08/01/2005 501,760 ---------- TOTAL MUNICIPAL BONDS (Cost $500,000) 501,760 ---------- Shares EXCHANGE TRADED FUNDS: 3.66% ------ ----------------------------- 3,000 Energy Select Sector SPDR Fund 112,650 4,000 Materials Select Sector SPDR Trust 115,320 ---------- TOTAL EXCHANGE TRADED FUNDS (Cost $227,040) 227,970 ---------- Shares/ Principal Amount SHORT-TERM INVESTMENTS: 7.62% - --------- ------------------------------ MONEY MARKET FUNDS: 4.41% 274,972 SEI Daily Income Treasury Government Fund - Class B (Cost $274,972) 274,972 ---------- U.S. TREASURY OBLIGATIONS: 3.21% $200,000 1.816%, 02/24/2005 (Cost $199,768) 199,768 ---------- TOTAL SHORT-TERM INVESTMENTS (Cost $474,740) 474,740 ---------- Total Investments in Securities (Cost $6,243,214): 105.76% 6,592,116 Call Options Written: (2.05%) (127,975) Liabilities in Excess of Other Assets: (3.71%) (231,286) ---------- Net Assets: 100.00% $6,232,855 ---------- ---------- * Non-income producing security. + U.S. traded security of a foreign issuer. # Security is subject to written call option. SPDR - Standard & Poor's Depository Receipts See Notes to Financial Statements. SCHEDULE OF CALL OPTIONS WRITTEN AT JANUARY 31, 2005 Contracts Underlying Security/Expiration Date/Exercise Price Market Value - --------- -------------------------------------------------- ------------ Apache Corp. 40 Expiration April 2005, Exercise Price $55.00 $ (10,600) Arch Coal, Inc. 50 Expiration April 2005, Exercise Price $40.00 (6,500) Caterpillar, Inc. 41 Expiration May 2005, Exercise Price $90.00 (14,350) Diagnostic Products Corp. 35 Expiration March 2005, Exercise Price $45.00 (22,400) Intel Corp. 40 Expiration April 2005, Exercise Price $25.00 (800) Pentair, Inc. 55 Expiration February 2005, Exercise Price $35.00 (50,875) Tidewater, Inc. 21 Expiration April 2005, Exercise Price $40.00 (3,150) United Technologies Corp. 25 Expiration February 2005, Exercise Price $95.00 (16,500) Weatherford International Ltd. 10 Expiration May 2005, Exercise Price $55.00 (2,800) --------- Total Call Options Written (Proceeds $85,807) $(127,975) --------- --------- See Notes to Financial Statements. STATEMENT OF ASSETS AND LIABILITIES AT JANUARY 31, 2005 ASSETS Investments in securities, at value (identified cost $6,243,214) $6,592,116 Cash 36,964 Receivables Securities sold 399,384 Fund shares sold 1,000 Dividends and interest 43,450 Due from Advisor 11,020 Prepaid expenses 2,524 ---------- Total assets 7,086,458 ---------- LIABILITIES Call options written, at value (proceeds $85,807) 127,975 Payables Securities purchased 579,033 Fund shares redeemed 100,850 Distribution fees 3,172 Transfer agent fees 4,767 Fund accounting fees 4,982 Custodian fees 4,068 Administration fees 2,548 Other accrued expenses 26,208 ---------- Total liabilities 853,603 ---------- NET ASSETS $6,232,855 ---------- ---------- Net asset value, offering and redemption price per share [$6,232,855 / 735,158 shares outstanding; unlimited number of shares (par value $0.01) authorized] $8.48 ----- ----- COMPONENTS OF NET ASSETS Paid-in capital $7,887,874 Accumulated net realized loss on investments (1,961,753) Net unrealized appreciation/(depreciation) of: Investments 348,902 Options written (42,168) ---------- NET ASSETS $6,232,855 ---------- ---------- See Notes to Financial Statements. STATEMENT OF OPERATIONS FOR THE YEAR ENDED JANUARY 31, 2005 INVESTMENT INCOME Income Dividends $ 98,751 Interest 168,470 Other income 10 --------- Total income 267,231 --------- Expenses Advisory fees (Note 3) 83,256 Administration fees (Note 3) 30,000 Fund accounting fees 27,429 Custody fees 25,590 Transfer agent fees 24,827 12b-1 fees (Note 4) 20,814 Audit fees 17,489 Legal fees 12,045 Trustees fees 8,794 Shareholder reporting 7,266 Other 5,954 Registration fees 5,513 Insurance fees 2,221 --------- Total expenses 271,198 Less: advisory fee waiver (Note 3) (104,685) --------- Net expenses 166,513 --------- NET INVESTMENT INCOME 100,718 --------- REALIZED AND UNREALIZED GAIN / (LOSS) ON INVESTMENTS Net realized gain/(loss) from: Investments (122,089) Option contracts written 38,704 --------- (83,385) --------- Net change in unrealized appreciation/(depreciation) on: Investments (117,147) Option contracts written (44,423) --------- (161,570) --------- Net realized and unrealized loss on investments (244,955) --------- NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS $(144,237) --------- --------- See Notes to Financial Statements. STATEMENT OF CHANGES IN NET ASSETS Year Year Ended Ended January 31, January 31, 2005 2004 ----------- ----------- DECREASE IN NET ASSETS FROM: OPERATIONS Net investment income $ 100,718 $ 170,762 Net realized loss on investments and option contracts written (83,385) (863,455) Net change in unrealized appreciation/ (depreciation) on investments and option contracts written (161,570) 448,831 ----------- ----------- NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS (144,237) (243,862) ----------- ----------- DISTRIBUTIONS TO SHAREHOLDERS From net investment income (245,450) (197,838) ----------- ----------- TOTAL DISTRIBUTIONS TO SHAREHOLDERS (245,450) (197,838) ----------- ----------- TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST Net decrease in net assets derived from net change in outstanding shares (a) (3,138,347) (1,329,443) ----------- ----------- TOTAL DECREASE IN NET ASSETS (3,528,034) (1,771,143) ----------- ----------- NET ASSETS Beginning of year 9,760,889 11,532,032 ----------- ----------- END OF YEAR $ 6,232,855 $ 9,760,889 ----------- ----------- ----------- ----------- Includes undistributed net investment (loss)/income of $ -- $ 120,630 ----------- -----------
(a) A summary of share transactions is as follows: Year Ended Year Ended January 31, 2005 January 31, 2004 ------------------------- ------------------------ Shares Paid in Capital Shares Paid in Capital ------ --------------- ------ --------------- Shares sold 129,280 $ 1,086,015 157,933 $ 1,393,997 Shares issued for reinvestment of distributions 28,424 242,740 22,204 196,056 Shares redeemed (523,821) (4,467,102) (332,608) (2,919,496) -------- ----------- -------- ----------- Net decrease (366,117) $(3,138,347) (152,471) $(1,329,443) -------- ----------- -------- ----------- -------- ----------- -------- ----------- See Notes to Financial Statements. FINANCIAL HIGHLIGHTS - FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD Year Year Year June 11, 2001* Ended Ended Ended Through January 31, January 31, January 31, January 31, 2005 2004 2003 2002 ----------- ----------- ----------- ------------------ Net asset value, beginning of period $ 8.86 $ 9.20 $10.18 $10.00 ------ ------ ------ ------ Income from investment operations: Net investment income 0.13 0.16 0.13 0.06 Net realized and unrealized gain/(loss) on investments (0.24) (0.33) (0.98) 0.21 ------ ------ ------ ------ Total from investment operations (0.11) (0.17) (0.85) 0.27 ------ ------ ------ ------ Less distributions: From net investment income (0.27) (0.17) (0.13) (0.07) From net realized gain on investments -- -- -- (0.02) ------ ------ ------ ------ Total distributions (0.27) (0.17) (0.13) (0.09) ------ ------ ------ ------ Net asset value, end of period $ 8.48 $ 8.86 $ 9.20 $10.18 ------ ------ ------ ------ ------ ------ ------ ------ TOTAL RETURN (1.23%) (1.89%) (8.39%) 2.74%+ RATIOS/SUPPLEMENTAL DATA: Net assets, end of period (thousands) $6,233 $9,761 $11,532 $9,931 Ratio of expenses to average net assets: Before expense reimbursement 3.27% 2.78% 3.54% 5.96%** After expense reimbursement 2.00% 2.00% 2.00% 2.00%** Ratio of net investment income to average net assets: After expense reimbursement 1.21% 1.58% 1.50% 1.57%** Portfolio turnover rate 181.0% 323.9% 190.7% 49.7%+
* Commencement of operations. + Not annualized. ** Annualized. See Notes to Financial Statements. NOTES TO FINANCIAL STATEMENTS AT JANUARY 31, 2005 NOTE 1 - ORGANIZATION The Jacobs & Company Mutual Fund (the "Fund") is a diversified series of shares of beneficial interest of the Advisors Series Trust (the "Trust") which is registered under the Investment Company Act of 1940 (the "1940 Act") as an open-end management investment company. The Fund commenced operations on June 11, 2001. The investment objective of the Fund is to seek a combination of current income and growth of capital, consistent with preservation of capital. The Advisor seeks to achieve its objective by investing in a combination of equity and fixed-income securities. In selecting equity securities for the Fund, the Advisor seeks growth stocks of large-capitalization domestic companies that the Advisor believes to be of high-quality, based on its analysis of factors such as potential earnings growth, strength of management, product development and dividend history. In selecting fixed-income securities, the Advisor seeks safety of principal, monthly cash flows and above-average yield, with a sensitivity to risk. Covered call options will be written on equity securities to enhance total return and provide additional protection during corrections and consolidations in the equity markets. NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES The following is a summary of significant accounting policies consistently followed by the Fund. These policies are in conformity with accounting principles generally accepted in the United States of America. A. Security Valuation: The Fund's investments are carried at fair value. Securities that are primarily traded on a national securities exchange shall be valued at the last sale price on the exchange on which they are primarily traded on the day of valuation or, if there has been no sale on such day, at the mean between the bid and asked prices. Securities primarily traded in the NASDAQ National 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 ("OTC") securities which are not traded in the NASDAQ National Market System shall be valued at the most recent trade price. Securities for which market quotations are not readily available, if any, are valued following procedures approved by the Board of Trustees. Short-term investments are valued at amortized cost, which approximates market value. B. Federal Income Taxes. It is the Fund's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its taxable income to its shareholders. Therefore, no Federal income tax provision is required. C. Securities Transactions, Dividend Income and Distributions. Securities transactions are accounted for on the trade date. Realized gains and losses on securities sold are determined on the basis of identified cost. Discounts and premiums on securities purchased are amortized over the life of the respective security. Paydown gains and losses on mortgage backed securities are recorded as adjustments to interest income. Dividend income and distributions to shareholders are recorded on the ex-dividend date. The amount of dividends and distributions to shareholders from net investment income and net realized capital gains is determined in accordance with Federal income tax regulations which differs from accounting principles generally accepted in the United States of America. To the extent these book/tax differences are permanent such amounts are reclassified within the capital accounts based on their Federal tax treatment. D. Use of Estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets during the reporting period. Actual results could differ from those estimates. E. Options Transactions. The Fund may write call options only if it (i) owns an offsetting position in the underlying security or (ii) maintains cash or other liquid assets in an amount equal to or greater than its obligation under the option. When the Fund writes a call option, an amount equal to the premium received is included in the statement of assets and liabilities as a liability. The amount of the liability is subsequently marked-to-market to reflect the current market value of the option. If an option expires on its stipulated expiration date or if the Fund enters into a closing purchase transaction, a gain or loss is realized. If a written call option is exercised, a gain or loss is realized for the sale of the underlying security and the proceeds from the sale are increased by the premium originally received. As writer of an option, the Fund has no control over whether the underlying securities are subsequently sold (called) and, as a result, retains the market risk of an unfavorable change in the price of the security underlying the written option. The Fund may purchase put and call options. Put options are purchased to hedge against a decline in the value of securities held in the Fund's portfolio. If such a decline occurs, the put options will permit the Fund to sell the securities underlying such options at the exercise price, or to close out the options at a profit. The premium paid for a put or call option plus any transaction costs will reduce the benefit, if any, realized by the Fund upon exercise of the option, and, unless the price of the underlying security rises or declines sufficiently, the option may expire worthless to the Fund. In addition, in the event that the price of the security in connection with which an option was purchased moves in a direction favorable to the Fund, the benefits realized by the Fund as a result of such favorable movement will be reduced by the amount of the premium paid for the option and related transaction costs. Written and purchased options are non-income producing securities. F. Reclassification of Capital Accounts. The Fund accounts and reports for distributions to shareholders in accordance with the American Institute of Certified Public Accountant's Statement of Position 93-2: Determination, Disclosure, and Financial Statement Presentation of Income, Capital and Return of Capital Distributions by Investment Companies. For the year ended January 31, 2005, the Fund increased accumulated net realized loss on investments by $23,225, increased undistributed net investment income by $24,102 and decreased paid-in capital by $877 due to certain permanent book and tax differences. Net assets were not affected by the change. NOTE 3 - COMMITMENTS AND OTHER RELATED PARTY TRANSACTIONS Jacobs & Company (the "Advisor") provides the Fund with investment management services under an Investment Advisory Agreement (the "Agreement"). Under the Agreement the Advisor furnishes all investment advice, office space, facilities, and most of the personnel needed by the Fund. As compensation for its services, the Advisor receives a monthly fee at the annual rate of 1.00% of the Fund's average daily net assets. For the year ended January 31, 2005, the Fund incurred $83,256 in advisory fees. The Fund is responsible for its own operating expenses. The Advisor has contractually agreed to limit the Fund's total operating expenses by reducing all or a portion of its fees and reimbursing the Fund's expenses, for an indefinite period, so that its ratio of expenses to average net assets will not exceed 2.00%. Any such reduction made by the Advisor in its fees or payment of expenses which are the Fund's obligation are subject to reimbursement by the Fund to the Advisor, if so requested by the Advisor, in subsequent fiscal years if the aggregate amount actually paid by the Fund toward the operating expenses for such fiscal year (taking into account the reimbursement) does not exceed the applicable limitation on Fund expenses. The advisor is permitted to be reimbursed only for fee reductions and expense payments made in the previous three fiscal years, but is permitted to look back five years and four years, respectively, during the initial six years and seventh year of the Fund's operations. For the year ended January 31, 2005, the Advisor absorbed expenses of $104,685; no amounts were reimbursed to the Advisor. The Fund must pay its current ordinary operating expenses before the Advisor is entitled to any reimbursement of fees and/or expenses. Any such reimbursement is also contingent upon Board of Trustees review and approval prior to the time the reimbursement is initiated. Cumulative expenses subject to recapture pursuant to the aforementioned conditions amounted to $476,493 at January 31, 2005, and will expire as follows: Year Amount ---- ------ 2007 $287,845 2008 $ 83,963 2009 $104,685 U.S. Bancorp Fund Services, LLC (the "Administrator") acts as the Fund's administrator under an Administration Agreement. The Administrator prepares various federal and state regulatory filings, reports and returns; prepares reports and materials to be supplied to the trustees; monitors the activities of the Fund's custodian, transfer agent and accountant; coordinates the preparation and payment of Fund expenses and reviews the Fund's expense accruals. For its services, the Administrator receives a monthly fee at the following annual rates: Fund Asset Level Fee rate ---------------- -------- Less than $24 million $30,000 $24 to $100 million 0.15% of average daily net assets $100 to $150 million 0.10% of average daily net assets More than $150 million 0.05% of average daily net assets For the year ended January 31, 2005, the Fund incurred $30,000 in administration fees. U.S. Bancorp Fund Services, LLC provides fund accounting and transfer agency services for the Fund. U.S. Bank, N.A., an affiliate of U.S. Bancorp Fund Services, serves as the Fund's custodian. Quasar Distributors, LLC (the "Distributor") acts as the Fund's principal underwriter in a continuous public offering of the Fund's shares. The Distributor is an affiliate of the Administrator. Certain officers of the Trust are officers of the Administrator and the Distributor. NOTE 4 - DISTRIBUTION COSTS The Fund has adopted a Distribution Plan pursuant to Rule 12b-1 (the "Plan"). The Plan permits the Fund to pay for distribution and related expenses at an annual rate of up to 0.25% of the Fund's average daily net assets annually. The expenses covered by the Plan may include the cost of preparing and distributing prospectuses and other sales material, advertising and public relations expenses, payments to financial intermediaries and compensation of personnel involved in selling shares of the Fund. Payments made pursuant to the Plan will represent compensation for distribution and service activities, not reimbursements for specific expenses incurred. Pursuant to a distribution coordination agreement adopted under the Plan, distribution fees are paid to the Advisor as "Distribution Coordinator". For the year ended January 31, 2005, the Fund paid the Distribution Coordinator $20,814. NOTE 5 - OPTION CONTRACTS WRITTEN The number of option contracts written and the premiums received by the Fund during the year ended January 31, 2005, were as follows: NUMBER OF CONTRACTS PREMIUMS RECEIVED ------------------- ----------------- Options outstanding, beginning of year 432 $ 56,865 Options written 2,516 412,547 Options exercised (471) (56,968) Options expired (248) (25,457) Options closed (1,912) (301,180) ------ --------- Options outstanding, end of year 317 $ 85,807 ------ --------- ------ --------- NOTE 6 - PURCHASES AND SALES OF SECURITIES During the year ended January 31, 2005, the aggregate purchases and sales of securities (excluding short-term investments) were: PURCHASES SALES --------- ----- Long Transactions $14,282,105 $16,687,638 NOTE 7 - DISTRIBUTIONS TO SHAREHOLDERS Net investment income/(loss) and net realized gains/(losses) can differ for financial statement and tax purposes due to differing treatments of wash sale losses deferred and straddle losses. As of January 31, 2005, the components of capital on a tax basis were as follows: Cost of investments $ 6,381,635 ----------- ----------- Gross unrealized appreciation 404,383 Gross unrealized depreciation (193,902) ----------- Net unrealized appreciation on investments 210,481 ----------- ----------- Net unrealized depreciation on options written (42,168) ----------- ----------- Undistributed ordinary income -- Undistributed long-term capital gain -- ----------- Total distributable earnings -- ----------- ----------- Other accumulated gains / (losses) (1,823,332) ----------- Total accumulated earnings / (losses) $(1,655,019) ----------- ----------- The Fund had a capital loss carryforward of $1,937,668 as of January 31, 2005, of which $366,622 expires in 2011, $1,385,715 expires in 2012, and $185,331 expires in 2013. The tax character of distributions paid during the years ended January 31, 2005 and 2004 were as follows: 2005 2004 ---- ---- Ordinary Income $245,450 $197,838 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Trustees Advisors Series Trust Milwaukee, Wisconsin We have audited the accompanying statement of assets and liabilities of Jacobs & Company Mutual Fund, a series of Advisors Series Trust, including the schedule of investments, as of January 31, 2005, and the related statement of operations for the year then ended, the statement of changes in net assets and the financial highlights for each of the two years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. The financial highlights for the year ended January 31, 2003 and the period June 11, 2001 through January 31, 2002 were audited by other auditors whose report dated March 21, 2003 expressed an unqualified opinion on such financial highlights. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of January 31, 2005, by correspondence with the custodian and brokers. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Jacobs & Company Mutual Fund as of January 31, 2005, the results of its operations for the year then ended and the changes in its net assets and the financial highlights for each of the two years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. TAIT, WELLER & BAKER Philadelphia, Pennsylvania March 18, 2005 NOTICE TO SHAREHOLDERS AT JANUARY 31, 2005 (UNAUDITED) For the year ended January 31, 2005, certain dividends paid by the Fund may be subject to a maximum tax rate of 15%, as provided by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The percentage of dividends declared from net investment income designated as qualified dividend income was 67.6%. For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the year ended January 31, 2005 was 68.7%. HOW TO OBTAIN A COPY OF THE FUND'S PROXY VOTING POLICIES A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge upon request by calling 1-877-560-6823 or on the U.S. Securities and Exchange Commission's website at http://www.sec.gov. HOW TO OBTAIN A COPY OF THE FUND'S PROXY VOTING RECORDS FOR THE 12-MONTH PERIOD ENDED JUNE 30, 2004 Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available without charge, upon request, by calling 1-877-560-6823. Furthermore, you can obtain the Fund's proxy voting records on the SEC's website at http://www.sec.gov. - ------------------ QUARTERLY FILINGS ON FORM N-Q The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund's Form N-Q is available on the SEC's website at http://www.sec.gov. The Fund's Form N-Q may be ------------------ reviewed and copied at the SEC's Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. Information included in the Fund's N-Q is also available by calling 1-877-560-6823. INFORMATION ABOUT TRUSTEES AND OFFICERS (UNAUDITED) This chart provides information about the Trustees and Officers who oversee your Fund. Officers elected by the Trustees manage the day-to-day operations of the Fund and execute policies formulated by the Trustees. INDEPENDENT TRUSTEES NAME, AGE ADDRESS NUMBER OF POSITION HELD WITH FUND TRUSTEE FUNDS IN COMPLEX PRINCIPAL OCCUPATION(S) AND OTHER OF FUND OVERSEEN DIRECTORSHIPS DURING PAST FIVE YEARS SINCE BY TRUSTEE* - ------------------------------------ ------- ---------------- Walter E. Auch, Born 1921 1997 1 2020 E. Financial Way Glendora, CA 91741 Trustee Management Consultant. Other Directorships: Nicholas-Applegate Funds, Citigroup, Pimco Advisors, LLP and Senele Group James Clayburn LaForce, Born 1928 2002 1 2020 E. Financial Way Glendora, CA 91741 Trustee Dean Emeritus, John E. Anderson Graduate School of Management, University of California, Los Angeles. Other Directorships: The Payden & Rygel Investment Group, The Metzler/Payden Investment Group, Black Rock Funds, Jacobs Engineering, Arena Pharmaceuticals, Cancervax Donald E. O'Connor, Born 1936 1997 1 2020 E. Financial Way Glendora, CA 91741 Trustee Financial Consultant, formerly Executive Vice President and Chief Operating Officer of ICI Mutual Insurance Company (until January, 1997). Other Directorships: The Forward Funds George J. Rebhan, Born 1934 2002 1 2020 E. Financial Way Glendora, CA 91741 Trustee Retired; formerly President, Hotchkis and Wiley Funds (mutual funds) from 1985 to 1993. Trustee: E*Trade Funds George T. Wofford III, Born 1939 1997 1 2020 E. Financial Way Glendora, CA 91741 Trustee Senior Vice President, Information Services, Federal Home Loan Bank of San Francisco. Other Directorships: None INTERESTED TRUSTEES AND OFFICERS Eric M. Banhazl, Born 1957 1997 1 2020 E. Financial Way Glendora, CA 91741 Interested Trustee, President Senior Vice President, U.S. Bancorp Fund Services, LLC, the Fund's administrator (since July 2001); Treasurer, Investec Funds; formerly, Executive Vice President, Investment Company Administration, LLC ("ICA") (the Fund's former administrator). Robert M. Slotky, Born 1947 1997 1 2020 E. Financial Way Glendora, CA 91741 Chief Compliance Officer Vice President, U.S. Bancorp Fund Services, LLC, the Fund's administrator (since July 2001); formerly Senior Vice President, ICA (the Fund's former administrator). Rodney A. DeWalt, Born 1967 2003 1 615 E. Michigan Street Milwaukee, WI 53202 Secretary Legal and Compliance Administrator, U.S. Bancorp Fund Services, LLC (since January 2003); Thrivent Financial for Lutherans from 2000 to 2003; Attorney Private Practice, 1997 to 2000. Douglas G. Hess, Born 1967 2003 1 615 E. Michigan Street Milwaukee, WI 53202 Treasurer Vice President Compliance and Administration, U.S. Bancorp Fund Services, LLC (since March 1997).
* The Trust is comprised of numerous portfolios managed by unaffiliated investment advisors. The term "Fund Complex" applies only to the Jacobs & Company Mutual Fund. The Fund does not hold itself out as related to any other series within the Trust for investment purposes, nor do they share the same investment advisor with any other series. ADVISOR Jacobs & Company 300 Summers Street, Suite 970 Charleston, WV 25301 www.jacobsandcompany.com DISTRIBUTOR Quasar Distributors, LLC 615 East Michigan Street, 2nd Floor Milwaukee, WI 53202 CUSTODIAN U.S. Bank, N.A. 425 Walnut Street Cincinnati, OH 45202 TRANSFER AGENT U.S. Bancorp Fund Services, LLC 615 East Michigan Street, 2nd Floor Milwaukee, WI 53202 INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Tait, Weller & Baker 1818 Market Street, Suite 2400 Philadelphia, PA 19103-3638 LEGAL COUNSEL Paul, Hastings, Janofsky & Walker, LLP 55 Second Street, 24th Floor San Francisco, CA 94105 This report is intended for the shareholders of the Fund and may not be used as sales literature unless preceded or accompanied by a current prospectus. For a current prospectus please call 1-877-560-6823. ITEM 2. CODE OF ETHICS. - ----------------------- The registrant has adopted a code of ethics that applies to the registrant's principal executive officer and principal financial officer. The registrant has not made any amendments to its code of ethics during the period covered by this report. The registrant has not granted any waivers from any provisions of the code of ethics during the period covered by this report. A copy of the registrant's Code of Ethics is filed herewith. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. - ---------------------------------------- The registrant's board of trustees has determined that it does not have an audit committee financial expert serving on its audit committee. At this time, the registrant believes that the experience provided by each member of the audit committee together offers the registrant adequate oversight for the registrant's level of financial complexity. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. - ----------------------------------------------- The registrant has engaged its principal accountant to perform audit services, audit-related services, tax services and other services during the past two fiscal years. "Audit services" refer to performing an audit of the registrant's annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years. "Audit-related services" refer to the assurance and related services by the principal accountant that are reasonably related to the performance of the audit. "Tax services" refer to professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning. There were no "Other Services" provided by the principal accountant. The following table details the aggregate fees billed for each of the last two fiscal years for audit fees, audit-related fees, tax fees and other fees by the principal accountant. FYE 1/31/2005 FYE 1/31/2004 -------------- -------------- Audit Fees $13,500 $13,000 Audit-Related Fees N/A N/A Tax Fees $2,000 $2,000 All Other Fees N/A N/A The audit committee has adopted pre-approval policies and procedures that require the audit committee to pre-approve all audit and non-audit services of the registrant, including services provided to any entity affiliated with the registrant. All of the principal accountant's hours spent on auditing the registrant's financial statements were attributed to work performed by full-time permanent employees of the principal accountant. The following table indicates the non-audit fees billed by the registrant's accountant for services to the registrant and to the registrant's investment adviser (and any other controlling entity, etc.--not sub-adviser) for the last two years. The audit committee of the board of trustees has considered whether the provision of non-audit services that were rendered to the registrant's investment adviser is compatible with maintaining the principal accountant's independence and has concluded that the provision of such non-audit services by the accountant has not compromised the accountant's independence. Non-Audit Related Fees FYE 1/31/2005 FYE 1/31/2004 - ---------------------- -------------- -------------- Registrant N/A N/A Registrant's Investment Adviser N/A N/A ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. - ---------------------------------------------- Not applicable to open-end investment companies. ITEM 6. SCHEDULE OF INVESTMENTS. - -------------------------------- Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this form. ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END - ------------------------------------------------------------------------- MANAGEMENT INVESTMENT COMPANIES. - -------------------------------- Not applicable to open-end investment companies. ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES - ------------------------------------------------------------------------ Not applicable to open-end investment companies. ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT - --------------------------------------------------------------------------- COMPANY AND AFFILIATED PURCHASES. - --------------------------------- Not applicable to open-end investment companies. ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. - ------------------------------------------------------------ The registrant's independent trustees serve as its nominating committee, however, they do not make use of a nominating committee charter. THERE HAVE BEEN NO MATERIAL CHANGES TO THE PROCEDURES BY WHICH SHAREHOLDERS MAY RECOMMEND NOMINEES TO THE REGISTRANT'S BOARD OF TRUSTEES. ITEM 11. CONTROLS AND PROCEDURES. - --------------------------------- The Registrant's President/Chief Executive Officer and Treasurer/Chief 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. ITEM 12. EXHIBITS. - ----------------- (a) (1) Any code of ethics or amendment thereto, that is subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit. Filed herewith. (2) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Filed herewith. (3) Any written solicitation to purchase securities under Rule 23c-1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons. Not applicable to open-end investment companies. (b) Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Furnished 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/ Eric M. Banhazl -------------------------- Eric M. Banhazl, President Date 4/7/2005 -------------------------------------------- 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/ Eric M. Banhazl -------------------------- Eric M. Banhazl, President Date 4/7/2005 -------------------------------------------------- By (Signature and Title)* /s/ Douglas G. Hess -------------------------- Douglas G. Hess, Treasurer Date 4/7/2005 -------------------------------------------------- * Print the name and title of each signing officer under his or her signature. EX-99.CODE ETH 2 j_cmf-ex99codeeth.txt EXHIBIT A - --------- ADVISORS SERIES TRUST CODE OF ETHICS FOR PRINCIPAL EXECUTIVE OFFICER & PRINCIPAL FINANCIAL OFFICER Advisors Series Trust (the "Trust") requires its Principal Executive Officer, Principal Financial Officer, or other Trust officers performing similar functions (the "Principal Officers"), to maintain the highest ethical and legal standards while performing their duties and responsibilities to the Trust and each of its series (each a "Fund," collectively the "Funds"), with particular emphasis on those duties that relate to the preparation and reporting of the financial information of the Funds. The following principles and responsibilities shall govern the professional conduct of the Principal Officers: 1. HONEST AND ETHICAL CONDUCT. The Principal Officers shall act with honesty and integrity, avoiding actual or apparent conflicts of interest in personal and professional relationships, and shall report any material transaction or relationship that reasonably could be expected to give rise to such conflict between their interests and those of a Fund to the Audit Committee, the full Board of Trustees of the Trust, and, in addition, to any other appropriate person or entity that may reasonably be expected to deal with any conflict of interest in timely and expeditious manner. The Principal Officers shall act in good faith, responsibly, with due care, competence and diligence, without misrepresenting material facts or allowing their independent judgment to be subordinated or compromised. 2. FINANCIAL RECORDS AND REPORTING The Principal Officers shall provide full, fair, accurate, timely and understandable disclosure in the reports and/or other documents to be filed with or submitted to the Securities and Exchange Commission or other applicable body by a Fund, or that is otherwise publicly disclosed or communicated. The Principal Officers shall comply with applicable rules and regulations of federal, state, and local governments, and other appropriate private and public regulatory agencies. The Principal Officers shall respect the confidentiality of information acquired in the course of their work and shall not disclose such information except when authorized or legally obligated to disclose. The Principal Officers will not use confidential information acquired in the course of their duties as Principal Officers. The Principal Officers shall share knowledge and maintain skills important and relevant to the Trust's needs; shall proactively promote ethical behavior of the Trust's employees and as a partner with industry peers and associates; and shall maintain control over and responsibly manage assets and resources employed or entrusted to them by the Trust. 3. COMPLIANCE WITH LAWS, RULES AND REGULATIONS The Principal Officers shall establish and maintain mechanisms to oversee the compliance of the Funds with applicable federal, state or local law, regulation or administrative rule, and to identify, report and correct in a swift and certain manner, any detected deviations from applicable federal, state or local law regulation or rule. 4. COMPLIANCE WITH THIS CODE OF ETHICS The Principal Officers shall promptly report any violations of this Code of Ethics to the Audit Committee as well as the full Board of Trustees of the Trust and shall be held accountable for strict adherence to this Code of Ethics. A proven failure to uphold the standards stated herein shall be grounds for such sanctions as shall be reasonably imposed by the Board of Trustees of the Trust. 5. AMENDMENT AND WAIVER This Code of Ethics may only be amended or modified by approval of the Board of Trustees. Any substantive amendment that is not technical or administrative in nature or any material waiver, implicit or otherwise, of any provision of this Code of Ethics, shall be communicated publicly in accordance with Item 2 of Form N-CSR under the Investment Company Act of 1940. EX-99.CERT 3 j_cmf-ex99cert302.txt CERTIFICATIONS -------------- I, Eric M. Banhazl, certify that: 1. I have reviewed this report on Form N-CSR 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 financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; 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 second fiscal quarter of the period covered by this report 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: 4/7/2005 /s/ Eric M. Banhazl --------- ------------------- Eric M. Banhazl President CERTIFICATIONS -------------- I, Douglas G. Hess, certify that: 1. I have reviewed this report on Form N-CSR 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 financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; 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 second fiscal quarter of the period covered by this report 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: 4/7/2005 /s/ Douglas G. Hess -------- ------------------- Douglas G. Hess Treasurer EX-99.906 CERT 4 j_cmf-ex99cert906.txt CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT --------------------------------------------------------------- Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned officers of the Advisors Series Trust, does hereby certify, to such officer's knowledge, that the report on Form N-CSR of the Advisors Series Trust for the year ended January 31, 2005 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as applicable, and that the information contained in the Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the Advisors Series Trust for the stated period. /s/ Eric M. Banhazl /s/ Douglas G. Hess - ------------------- ------------------- Eric M. Banhazl Douglas G. Hess President, Advisors Series Trust Treasurer, Advisors Series Trust Dated: 4/7/2005 Dated: 4/7/2005 ------------------ ------------------ This statement accompanies this report on Form N-CSR pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not be deemed as filed by Advisors Series Trust for purposes of the Securities Exchange Act of 1934. -----END PRIVACY-ENHANCED MESSAGE-----