N-CSR 1 tataf-ncsra.htm THE AMERICAN TRUST ALLEGIANCE FUND ANNUAL REPORT 02-28-2011 tataf-ncsra.htm
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 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:  February 28, 2011



Date of reporting period:  February 28, 2011



 
 

 
Item 1. Reports to Stockholders.

The American Trust
Allegiance Fund
 
 
One Court Street
Lebanon, New Hampshire 03766
 
 
Annual Report
 
 

 











 

 

 

 
For The Year Ended

February 28, 2011

 
 

 
American Trust Allegiance Fund

April, 2011
 
Dear Fellow Shareholders,
 
It is our pleasure to provide you with the American Trust Allegiance Fund Annual Report for the twelve months ending February 28, 2011.  During this period, the Allegiance Fund was up 21.25% while the S&P 500® Index was up 22.57%.  The Fund’s focus on economically sensitive stocks created a slight drag to performance but so far through February, 2011, these same stocks have propelled the Fund’s growth ahead of the S&P 500® Index.  We are specifically talking about the Fund’s overweight in the energy, consumer discretion and industrial sectors that historically lead cyclical recoveries but in the last 12 months have slightly lagged the S&P 500® Index.  As mentioned above, these same sectors have reclaimed their market leadership in the beginning of 2011.
 
A lot has changed this past year.  Only six months ago when we sent you our semiannual shareholder letter, there was a broad concern that the developed world was headed for a double dip recession or at least a slowdown in the nascent economic recovery.  In addition, the sovereign debt issues in Greece, Portugal, Ireland and Spain threatened a repeat of the financial debacle of 2008 when Lehman Brothers, AIG, Fannie Mae and Freddie Mac led the way to the worst stock market decline in 70 years.  Today, however, while many issues still challenge economic growth, it is broadly accepted that the wobbly economic recovery has started to find its legs.  Industrial production in the U.S. has recovered faster than in most of the last six post-war recoveries.  Corporate earnings and revenue have now shown robust growth for the last 2 years and inflation is still calm with the Consumer Price Index (CPI) near 2%.
 
Given this backdrop of improved economics, it should not be a surprise that the strongest elements in the Fund performance in fiscal year 2011 were technology and materials companies.  As investor confidence has started to return to the equity markets, these more volatile stocks have seen strong earnings growth and their stock prices have  reflected this growth.  Demand for natural resources from emerging markets such as China, India and Brazil have kept the price of copper and other hard assets very strong, benefiting the Fund’s companies dedicated to raw materials.  Also, as investor confidence has returned, the equity markets have once more embraced risk, giving traditionally volatile technology companies new life in the stock market.  To be clear, the Fund has not purchased the famously volatile technology names but the more traditional technology stocks that have strong balance sheets and historically have provided more predictable earnings and revenues.
 
The Fund has also been focusing on the large and medium size companies that historically have been able to thrive in a slow-growth economy.  This discipline has provided attractive opportunities in the materials, consumer discretion, financial and technology sectors for the Fund.
 
Another opportunity that the Fund has invested in comes from the fact that economic growth has evolved into a tale of two worlds.  The developed world is
 

 
2

 
American Trust Allegiance Fund

growing at about 2% and the emerging world at about 8%.  While clearly there are much larger risks in emerging markets, we have found what we view as relatively prudent ways to participate in this rapidly growing part of our world economy.  One way is through developed world multinationals.  The other is through buying leading companies in the premier emerging markets countries such as Brazil.  Finding strength from its natural resources, its increasingly competitive manufacturing sector and its newly burgeoning middle class, Brazil’s economy is vibrant.  Brazil’s success has meant that it has gone from being a debtor nation to one with a capital surplus.  It has become energy independent and has a positive balance of trade.  For all these reasons, the Fund has invested in U.S. multinationals that serve this region of the world as well as directly in a few leading Brazilian companies.
 
We will continue to seek opportunities across the globe as we choose companies that we believe will lead broad economic growth.  As economic and other events develop we will continue to look for opportunities to grow the Fund for its shareholders.
 
We are grateful to you for your support of the American Trust Allegiance Fund and we hope that, in return, we can help you meet your financial goals.
 
Sincerely yours,
 

 
Paul H. Collins

Past performance is not a guarantee of future results.
 
The Fund's socially responsible policy could cause it to make or avoid investments that could result in the portfolio under-performing similar funds that do not have similar policies.  The Fund may invest in small- and medium-capitalization companies, which tend to have limited liquidity and greater price volatility than larger-capitalization companies.  The Fund invests in foreign securities, which are subject to the risks of currency fluctuation, political and economic stability and differences in accounting standards. These risks are greater in emerging markets.  The Fund may make short sales of securities, which involves the risk that losses may exceed the original amount invested.
 
The S&P 500® Index is an unmanaged index commonly used to measure performance of U.S. stocks.  This index is not available for investment and does not incur charges or expenses.
 
The information provided herein represents the opinion of Paul H. Collins and is not intended to be a forecast of future events, a guarantee of future results, nor investment advice.
 
Fund holdings and sector allocations are subject to change and should not be considered a recommendation to buy or sell any security. For a complete list of fund holdings please refer to the Schedule of Investments in this report.
 

 
3

 
American Trust Allegiance Fund

Comparison of the change in value of a hypothetical $10,000 investment
in the American Trust Allegiance Fund vs the S&P 500® Index
 

Average Annual Total Return:
1 Year
5 Years*
10 Years*
American Trust Allegiance Fund
21.25%
3.71%
2.49%
S&P 500® Index
22.57%
2.87%
2.62%
 
Total Annual Fund Operating Expenses: 2.28%
 
Performance data quoted represents past performance; 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 1-800-385-7003.
 
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.  Returns reflect the reinvestment of dividends and capital gains.  Investment performance reflects fee waivers in effect.  In the absence of such waivers, total return would be reduced.  Indices do not incur expenses and are not available for investment.
 
The Fund may invest in small- and medium-capitalization companies, which tend to have limited liquidity and greater price volatility than large-capitalization companies.
 
The S&P 500® Index is an unmanaged capitalization-weighted index of 500 stocks designed to represent the broad domestic economy.
 
*
Average annual total return represents the average change in account value over the periods indicated.
 

 
4

 
American Trust Allegiance Fund

EXPENSE EXAMPLE at February 28, 2011 (Unaudited)

As a shareholder of a 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 (9/1/10 – 2/28/11).
 
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 1.45% 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, 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.
 

 
5

 
American Trust Allegiance Fund

EXPENSE EXAMPLE at February 28, 2011 (Unaudited), Continued

 
Beginning
Ending
Expenses Paid
 
Account Value
Account Value
During Period
 
9/1/10
2/28/11
9/1/10 – 2/28/11*
Actual
$1,000.00
$1,286.40
$8.22
Hypothetical (5% return
$1,000.00
$1,017.60
$7.25
  before expenses)
     
 
*
Expenses are equal to the Fund’s annualized expense ratio of 1.45%, multiplied by the average account value over the period, multiplied by 181 (days in most recent fiscal half-year)/365 days to reflect the one-half year expense.
 

 

 
SECTOR ALLOCATION OF PORTFOLIO ASSETS
at February 28, 2011 (Unaudited)

 
 



 
Percentages represent market value as a percentage of total investments.

 
6

 
American Trust Allegiance Fund

SCHEDULE OF INVESTMENTS at February 28, 2011

Shares
 
COMMON STOCKS:  91.08%
 
Value
 
   
Aerospace Product and
     
   
 Parts Manufacturing:  1.87%
     
  4,560  
Boeing Co.
  $ 328,366  
               
     
Basic Chemical Manufacturing:  1.97%
       
  3,480  
Praxair, Inc.
    345,842  
               
     
Building Materials:  1.95%
       
  9,580  
Owens Corning, Inc.*
    342,293  
               
     
Computer & Peripheral
       
     
 Equipment Manufacturing:  9.38%
       
  1,390  
Apple, Inc.*
    490,962  
  24,460  
EMC Corp.*
    665,557  
  3,020  
International Business Machines Corp.
    488,878  
     
 
    1,645,397  
               
     
Computer Systems Design
       
     
 and Related Services:  4.13%
       
  6,270  
Accenture PLC - Class A#
    322,780  
  33,880  
Sapient Corp.
    401,478  
     
 
    724,258  
               
     
Conglomerates:  4.75%
       
  19,280  
Loews Corp.
    833,860  
               
     
Cut and Sew Apparel Manufacturing:  1.55%
       
  2,840  
VF Corp.
    271,703  
               
     
Deep Sea, Coastal, and Great Lakes
       
     
 Water Transportation:  1.88%
       
  7,870  
Alexander & Baldwin, Inc.
    330,068  
               
     
Depository Credit Intermediation:  2.68%
       
  10,500  
State Street Corp.
    469,560  
               
     
Engine, Turbine, and Power Transmission
       
     
 Equipment Manufacturing:  2.57%
       
  4,460  
Cummins, Inc.
    450,995  
               
     
Footwear Manufacturing:  2.90%
       
  5,720  
Nike, Inc. - Class B
    509,252  
               
     
Grain and Oilseed Milling:  1.98%
       
  9,350  
General Mills, Inc.
    347,259  
               
     
Industrial Machinery Manufacturing:  0.97%
       
  10,380  
Applied Materials, Inc.
    170,543  

 
The accompanying notes are an integral part of these financial statements.



 
7

 
American Trust Allegiance Fund

SCHEDULE OF INVESTMENTS at February 28, 2011, Continued

Shares
 
 
  Value  
   
Insurance Carriers:  3.90%
     
  7,840  
Berkshire Hathaway, Inc. - Class B*
  $ 684,275  
               
     
Metal Ore Mining:  1.86%
       
  6,170  
Freeport-McMoRan Copper & Gold, Inc.
    326,701  
               
     
Motor Vehicle Manufacturing:  4.46%
       
  51,980  
Ford Motor Co.*
    782,299  
               
     
Natural Gas Distribution:  1.96%
       
  12,850  
Spectra Energy Corp.
    343,737  
               
     
Oilfield Services:  1.95%
       
  3,670  
Schlumberger Ltd.#
    342,851  
               
     
Oil and Gas Extraction:  6.01%
       
  5,610  
Apache Corp.
    699,118  
  4,090  
Hess Corp.
    355,953  
     
 
    1,055,071  
               
     
Other Financial Investment Activities:  2.81%
       
  3,920  
Franklin Resources, Inc.
    492,430  
               
     
Other Information Services:  3.76%
       
  810  
Google, Inc. - Class A*
    496,854  
  9,932  
Yahoo!, Inc.*
    162,885  
     
 
    659,739  
               
     
Petroleum and Coal
       
     
 Products Manufacturing:  2.93%
       
  6,010  
Exxon Mobil Corp.
    514,035  
               
     
Real Estate Services:  0.99%
       
  6,916  
CB Richard Ellis Group, Inc. - Class A*
    173,177  
               
     
Semiconductor and Other Electronic
       
     
  Component Manufacturing:  5.78%
       
  12,220  
Molex, Inc.
    341,305  
  18,920  
Texas Instruments, Inc.
    673,741  
            1,015,046  
               
     
Soap, Cleaning Compound, and Toilet
       
     
  Preparation Manufacturing:  6.55%
       
  11,450  
Avon Products, Inc.
    318,424  
  6,390  
Colgate-Palmolive Co.
    501,743  
  6,130  
Tupperware Brands Corp.
    328,875  
            1,149,042  


The accompanying notes are an integral part of these financial statements.

 
8

 
American Trust Allegiance Fund

SCHEDULE OF INVESTMENTS at February 28, 2011, Continued

Shares
 
 
  Value  
   
Software Publishers:  6.69%
     
  10,090  
Adobe Systems, Inc.*
  $ 348,105  
  4,360  
Autodesk, Inc.*
    183,338  
  24,170  
Microsoft Corp.
    642,439  
            1,173,882  
               
     
Timber Real Estate Investment Trust:  2.85%
       
  11,900  
Plum Creek Timber Company, Inc.
    499,324  
      TOTAL COMMON STOCKS        
         (Cost $13,188,492)     15,981,005  
               
     
PREFERRED STOCKS:  5.19%
       
     
Oil and Gas Extraction:  2.06%
       
  10,250  
Petroleo Brasileiro S.A. - Petrobras - ADR
    360,492  
               
     
Wired Telecommunications Carriers:  3.13%
       
  14,930  
Vivo Participacoes S.A. - ADR
    549,573  
     
TOTAL PREFERRED STOCKS
       
     
  (Cost $826,236)
    910,065  
               
     
SHORT-TERM INVESTMENTS:  3.82%
       
  669,766  
Fidelity Institutional Money Market
       
     
  Government Portfolio - Class I, 0.01%†
    669,766  
  3,164  
Reserve Primary Fund - Class 5+
     
     
TOTAL SHORT-TERM INVESTMENTS
       
     
  (Cost $672,930)
    669,766  
     
Total Investments in Securities
       
     
  (Cost $14,687,658):  100.09%
    17,560,836  
     
Liabilities in Excess of Other Assets:  (0.09%)
    (15,482 )
     
Net Assets:  100.00%
  $ 17,545,354  

*
Non-income producing security.
#
U.S. traded security of a foreign issuer.
+
Valued at a fair value in accordance with procedures established by the Fund’s Board of Trustees.
Illiquid security.  As of February 28, 2011, the security had a value of $0 (0.0% of net assets).  The security was acquired between September 16, 2008 and October 22, 2008, and has a cost basis of $3,164.
Rate shown is the 7-day yield as of February 28, 2011.
ADR - American Depository Receipt


The accompanying notes are an integral part of these financial statements.

 
9

 
American Trust Allegiance Fund

STATEMENT OF ASSETS AND LIABILITIES at February 28, 2011

ASSETS
     
Investments in securities, at value (cost $14,687,658)
  $ 17,560,836  
Receivables:
       
Dividends and interest
    32,222  
Securities sold
    345,691  
Fund shares issued
    15  
Prepaid expenses
    13,092  
Total assets
    17,951,856  
         
LIABILITIES
       
Payables:
       
Securities purchased
    346,501  
Fund shares redeemed
    8,787  
Due to advisor
    5,351  
Administration fees
    2,702  
Audit fees
    18,600  
Transfer agent fees and expenses
    11,320  
Fund accounting fees
    6,598  
Legal fees
    1,221  
Custody fees
    850  
Shareholder reporting
    2,551  
Chief Compliance Officer fee
    1,750  
Accrued other expenses
    271  
Total liabilities
    406,502  
         
         
NET ASSETS
  $ 17,545,354  

Net asset value, offering and redemption price
     
  per share [$17,545,354 / 857,195 shares
     
  outstanding; unlimited number of shares
     
  (par value $0.01) authorized]
  $ 20.47  
         
COMPONENTS OF NET ASSETS
       
Paid-in capital
  $ 18,010,506  
Undistributed net investment income
    24,135  
Accumulated net realized loss on investments
    (3,362,465 )
Net unrealized appreciation on investments
    2,873,178  
Net assets
  $ 17,545,354  
         
         
 
 
The accompanying notes are an integral part of these financial statements.

 
10

 
American Trust Allegiance Fund

STATEMENT OF OPERATIONS
For the Year Ended February 28, 2011

INVESTMENT INCOME
     
Income
     
Dividends (net of foreign tax withheld of $6,652)
  $ 261,479  
Interest
    2,461  
Total income
    263,940  
         
Expenses
       
Advisory fees (Note 4)
    148,418  
Transfer agent fees and expenses (Note 4)
    44,465  
Administration fees (Note 4)
    31,616  
Fund accounting fees (Note 4)
    26,035  
Audit fees
    18,600  
Registration fees
    18,082  
Legal fees
    12,138  
Reports to shareholders
    8,170  
Trustee fees
    7,212  
Chief Compliance Officer fee (Note 4)
    7,000  
Custody fees (Note 4)
    4,098  
Miscellaneous expense
    3,767  
Insurance expense
    3,330  
Total expenses
    332,931  
Less: advisory fee waiver (Note 4)
    (106,398 )
Net expenses
    226,533  
Net investment income
    37,407  
         
REALIZED AND UNREALIZED GAIN ON INVESTMENTS
       
Net realized gain on investments
    1,792,167  
Net change in unrealized appreciation on investments
    1,330,738  
Net realized and unrealized
       
  gain on investments
    3,122,905  
Net increase in net assets
       
  resulting from operations
  $ 3,160,312  


The accompanying notes are an integral part of these financial statements.




 
11

 
American Trust Allegiance Fund

STATEMENTS OF CHANGES IN NET ASSETS

   
Year Ended
   
Year Ended
 
    February 28, 2011    
February 28, 2010
 
INCREASE/(DECREASE) IN NET ASSETS FROM:
           
OPERATIONS
           
Net investment income
  $ 37,407     $ 17,718  
Net realized gain/(loss) on investments
    1,792,167       (1,438,524 )
Net change in unrealized
               
  appreciation on investments
    1,330,738       6,750,311  
Net increase in net assets
               
  resulting from operations
    3,160,312       5,329,505  
DISTRIBUTIONS TO SHAREHOLDERS
               
From net investment income
    (17,718 )     (50,106 )
CAPITAL SHARE TRANSACTIONS
               
Net decrease in net assets derived from
               
  net change in outstanding shares (a)
    (726,458 )     (1,274,438 )
Total increase in net assets
    2,416,136       4,004,961  
                 
NET ASSETS
               
Beginning of year
    15,129,218       11,124,257  
End of year
  $ 17,545,354     $ 15,129,218  
Includes undistributed net
               
  investment income of
  $ 24,135     $ 17,718  
                 
                 
 
(a)
A summary of share transactions is as follows:
 
   
Year Ended
    Year Ended  
   
February 28, 2011
    February 28, 2010  
   
Shares
   
Paid-in Capital
   
Shares
   
Paid-in Capital
 
Shares sold
    69,146     $ 1,180,964       167,625     $ 2,576,310  
Shares issued in
                               
  reinvestment of
                               
  distributions
    746       14,207       2,731       44,871  
Shares redeemed
    (107,855 )     (1,921,629 )     (279,052 )     (3,895,619 )
Net decrease
    (37,963 )   $ (726,458 )     (108,696 )   $ (1,274,438 )
                                 
                                 
                                 
                                 


The accompanying notes are an integral part of these financial statements.

 
12

 
American Trust Allegiance Fund

FINANCIAL HIGHLIGHTS
For a share outstanding throughout the year

               
Year Ended
             
   
2/28/11
   
2/28/10
   
2/28/09
   
2/29/08
   
2/28/07
 
Net asset value,
                             
  beginning of year
  $ 16.90     $ 11.08     $ 18.97     $ 18.62     $ 17.37  
Income from
                                       
  investment operations:
                                       
Net investment income
    0.04       0.03       0.06       0.14       0.02  
Net realized and
                                       
  unrealized gain/(loss)
                                       
  on investments
    3.55       5.85       (7.80 )     0.23       1.24  
Total from
                                       
  investment operations
    3.59       5.88       (7.74 )     0.37       1.26  
Less distributions:
                                       
From net
                                       
  investment income
    (0.02 )     (0.06 )     (0.15 )     (0.02 )     (0.01 )
Total distributions
    (0.02 )     (0.06 )     (0.15 )     (0.02 )     (0.01 )
Net asset value, end of year
  $ 20.47     $ 16.90     $ 11.08     $ 18.97     $ 18.62  
                                         
Total return
    21.25 %     53.07 %     -40.90 %     1.97 %     7.25 %
Ratios/supplemental data:
                                       
Net assets, end
                                       
  of year (thousands)
  $ 17,545     $ 15,129     $ 11,124     $ 20,532     $ 20,707  
Ratio of expenses to
                                       
  average net assets:
                                       
Before expense waiver
    2.13 %     2.27 %     2.03 %     1.87 %     1.90 %
After expense waiver
    1.45 %     1.45 %     1.45 %     1.45 %     1.45 %
Ratio of net investment
                                       
  income/(loss) to average
                                       
  net assets:
                                       
Before expense waiver
    (0.44 )%     (0.69 )%     (0.30 )%     0.27 %     (0.36 )%
After expense waiver
    0.24 %     0.13 %     0.28 %     0.69 %     0.09 %
Portfolio turnover rate
    76.63 %     79.51 %     36.55 %     59.19 %     79.89 %


The accompanying notes are an integral part of these financial statements.

 
13

 
American Trust Allegiance Fund
 
NOTES TO FINANCIAL STATEMENTS at February 28, 2011

NOTE 1 – ORGANIZATION
 
The American Trust Allegiance Fund (the “Fund”) is a diversified series of 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 investment objective of the Fund is to seek capital appreciation.  The Fund began operations on March 11, 1997.
 
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:  All investments in securities are recorded at their estimated fair value, as described in note 3.
 
B.
Federal Income Taxes:  It is the Fund’s policy to comply with the requirements of Subchapter M 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 or excise tax provision is required.
 
 
 
 
The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities.  Management has analyzed the Fund’s tax positions, and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken on returns filed for open tax years 2008 – 2010, or expected to be taken in the Fund’s 2011 tax returns.  The Fund identifies its major tax jurisdictions as U.S. Federal and the state of Arizona; however the Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.
 
 
C.
Security Transactions, Income and Distributions:  Security transactions are accounted for on the trade date. Realized gains and losses on securities sold are calculated on the basis of first in, first out.  Interest income is recorded on an accrual basis.  Dividend income and distributions to shareholders are recorded on the ex-dividend date.  Withholding taxes on foreign dividends have been provided for in accordance with the Fund’s understanding of the applicable country’s tax rules and rates.
 

 
14

 
American Trust Allegiance Fund

NOTES TO FINANCIAL STATEMENTS at February 28, 2011, Continued

 
 
The Fund distributes substantially all net investment income, if any, and net realized gains, if any, annually.  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 differ 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.
Reclassification of Capital Accounts:  Accounting principles generally accepted in the United States of America require that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting.  These reclassifications have no effect on net assets or net asset value per share.
 
 
 
For the year ended February 28, 2011, the Fund made the following permanent tax adjustments on the statement of assets and liabilities:
 
Undistributed Net
Accumulated Net
Investment Income/(Loss)
Realized Gain/(Loss)
$(13,272)
$13,272
 
 
F.
REITs:  The Fund can invest in real estate investment trusts (“REITs”) which pay dividends to their shareholders based upon available funds from operations.  It is quite common for these dividends to exceed the REITs’ taxable earnings and profits resulting in the excess portion being designated as a return of capital.  The Fund intends to include the gross dividends from such REITs in its annual distributions to its shareholders and, accordingly, a portion of the Fund’s distributions may also be designated as a return of capital.
 
 
G.
Events Subsequent to the Fiscal Year End:  In preparing the financial statements as of February 28, 2011, management considered the impact of subsequent events for potential recognition or disclosure in the financial statements.
 

 
15

 
American Trust Allegiance Fund

NOTES TO FINANCIAL STATEMENTS at February 28, 2011, Continued

NOTE 3 – SECURITIES VALUATION
 
The Fund has adopted authoritative fair value accounting standards which establish an authoritative definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value, a discussion in changes in valuation techniques and related inputs during the period and expanded disclosure of valuation levels for major security types. These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.
 
Level 2 –
Observable inputs other than quoted prices included in level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
 
Level 3 –
Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities:  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 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 (“OTC”) securities which are not traded in the NASDAQ Global Market System shall be valued at the most recent sales price. Investments in open-end 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.
 

 
16

 
American Trust Allegiance Fund

NOTES TO FINANCIAL STATEMENTS at February 28, 2011, Continued

Securities for which market quotations are not readily available or if the closing price doesn’t 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.  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.
 
Short-Term Securities:  Short-term securities having a maturity of less than 60 days are valued at 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.
 
Illiquid Securities:  A security may be considered illiquid if it lacks a readily available market.  Securities are generally considered liquid if they can be sold or disposed of in the ordinary course of business within seven days at approximately the price at which the security is valued.  Illiquid securities may be valued under methods approved by the Fund’s Board of Trustees as reflecting fair value.  At February 28, 2011, the Fund had investments in illiquid securities with a total value of $0 or 0.0% of net assets.
 
The inputs or methodology used for valuing securities are not an indication of the risk associated with investing in those securities.  The following is a summary of the inputs used to value the Fund’s securities as of February 28, 2011:
 
   
Level 1
   
Level 2
   
Level 3
   
Total
 
Common Stocks
                       
  Agriculture, Forestry,
                       
    and Hunting
  $ 499,324     $     $     $ 499,324  
  Finance and Insurance
    1,646,265                   1,646,265  
  Information
    2,383,194                   2,383,194  
  Manufacturing
    8,705,931                   8,705,931  
  Mining
    2,085,116                   2,085,116  
  Professional, Scientific,
                               
    and Technical Services
    724,258                   724,258  
  Real Estate and
                               
    Rental and Leasing
    173,177                   173,177  
  Transportation
                               
    and Warehousing
    330,068                   330,068  
  Utilities
    343,737                   343,737  
Total Common Stocks
    16,891,070                   16,891,070  
Short-Term Investments
    669,766                   669,766  
Total Investments
                               
  in Securities
  $ 17,560,836     $     $     $ 17,560,836  


 
17

 
American Trust Allegiance Fund

NOTES TO FINANCIAL STATEMENTS at February 28, 2011, Continued


See the Fund’s Schedule of Investments for additional detail.
 
Transfers between levels are recognized at the end of the reporting period.  During the year ended February 28, 2011, the Fund recognized no significant transfers to/from Level 1 or Level 2.  There were no Level 3 securities held in the Fund during the year ended February 28, 2011.
 
New Accounting Pronouncement:  On January 21, 2010, the Financial Accounting Standards Board issued an Accounting Standards Update, Fair Value Measurements and Disclosures (Topic 820): Improving Disclosures about Fair Value Measurements, which provides guidance on how investment securities are to be valued and disclosed.  Specifically, the amendment requires reporting entities to disclose purchases, sales, issuances and settlements on a gross basis in the Level 3 rollforward rather than as one net number.  The effective date of the amendment is for interim and annual periods beginning after December 15, 2010.  At this time, the Fund is evaluating the implications of the update and the impact to the financial statements.
 
NOTE 4 – INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
For the year ended February 28, 2011, American Trust Investment Advisors, LLC (the “Advisor”) provided the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnished all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee at the annual rate of 0.95% based upon the average daily net assets of the Fund. For the year ended February 28, 2011, the Fund incurred $148,418 in advisory fees.
 
The Fund is responsible for its own operating expenses.  The Advisor has agreed to reduce fees payable to it by the Fund and to pay Fund operating expenses to the extent necessary to limit the Fund’s aggregate annual operating expenses to 1.45% of average daily net assets.  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.  Any such reimbursement is also contingent upon Board of Trustees review and approval
 

 
18

 
American Trust Allegiance Fund

NOTES TO FINANCIAL STATEMENTS at February 28, 2011, Continued

at the time the reimbursement is made. Such reimbursement may not be paid prior to the Fund’s payment of current ordinary operating expenses.  For the year ended February 28, 2011, the Advisor reduced its fees in the amount of $106,398; no amounts were reimbursed to the Advisor.  Cumulative expenses subject to recapture pursuant to the aforementioned conditions amounted to $319,536 at February 28, 2011.  Cumulative expenses subject to recapture expire as follows:
 
 
Year
 
Amount
 
 
2012
  $ 102,132  
 
2013
    111,006  
 
2014
    106,398  
      $ 319,536  

U.S. Bancorp Fund Services, LLC (the “Administrator” or “Transfer Agent”) acts as the Fund’s Administrator under an Administration Agreement. The Administrator prepares various federal and state regulatory filings, reports and returns for the Fund; prepares reports and materials to be supplied to the Trustees; monitors the activities of the Fund’s custodian, transfer agent and accountants; coordinates the preparation and payment of the Fund’s expenses and reviews the Fund’s expense accruals.  For the year ended February 28, 2011, the Fund incurred $31,616 in administration fees.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) also serves as the fund accountant and transfer agent to the Fund.  U.S. Bank N.A., an affiliate of USBFS, serves as the Fund’s custodian.  For the year ended February 28, 2011, the Fund incurred $26,035, $25,322, and $4,098 in fund accounting, transfer agency (excluding out-of-pocket expenses), and custody fees, respectively.
 
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 Fund are also employees of the Administrator.
 
For the year ended February 28, 2011, the Fund was allocated $7,000 of the Chief Compliance Officer fee.
 
NOTE 5 – PURCHASES AND SALES OF SECURITIES
 
For the year ended February 28, 2011, the cost of purchases and the proceeds from sales of securities, excluding short-term securities, were $11,507,154 and $12,172,566, respectively.
 

 
19

 
American Trust Allegiance Fund

NOTES TO FINANCIAL STATEMENTS at February 28, 2011, Continued

NOTE 6 – LINE OF CREDIT
 
The Fund has a credit line in the amount of $575,000.  This line of credit is intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions.  The credit facility is with the Fund’s custodian, U.S. Bank N.A.  During the year ended February 28, 2011, the Fund did not draw upon the line of credit.
 
NOTE 7 – INCOME TAXES AND 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 sales.
 
The tax character of distributions paid during the years ended February 28, 2011 and February 28, 2010 were as follows:
 
   
February 28, 2011
February 28, 2010
 
 
Ordinary income
$17,718
$50,106
 
 
Ordinary income distributions may include dividends paid from short-term capital gains.
 
As of February 28, 2011, the components of accumulated earnings/(losses) on a tax basis were as follows:
 
 
Cost of investments (a)
  $ 14,692,491  
 
Gross tax unrealized appreciation
    3,004,547  
 
Gross tax unrealized depreciation
    (136,202 )
 
Net tax unrealized appreciation
    2,868,345  
 
Undistributed ordinary income
    24,135  
 
Undistributed long-term capital gain
     
 
Total distributable earnings
    24,135  
 
Other accumulated gains/(losses)
    (3,357,632 )
 
Total accumulated earnings/(losses)
  $ (465,152 )
 
 
(a)
The cost for federal income tax purposes differs from the cost for financial statement purposes due to wash sales.
 

 
20

 
American Trust Allegiance Fund

NOTES TO FINANCIAL STATEMENTS at February 28, 2011, Continued

At February 28, 2011, the Fund had a capital loss carryforward of $3,357,632, which expires as follows:
 
 
Year
 
Amount
 
 
2017
  $ 1,480,640  
 
2018
    1,876,992  
      $ 3,357,632  


 
 
 
 
 
 
 
 
 

 

 
21

 
American Trust Allegiance Fund

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Trustees
Advisors Series Trust and
Shareholders of
The American Trust Allegiance Fund
 
We have audited the accompanying statement of assets and liabilities of The American Trust Allegiance Fund, a series of Advisors Series Trust (the “Trust”), including the schedule of investments, as of February 28, 2011, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended.  These financial statements and financial highlights are the responsibility of the Trust’s management.  Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
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.  The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  Our procedures included confirmation of securities owned as of February 28, 2011, by correspondence with the custodian and brokers. 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 The American Trust Allegiance Fund as of February 28, 2011, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
 
   TAIT, WELLER & BAKER LLP
 
Philadelphia, Pennsylvania
April 26, 2011
 

 
22

 
American Trust Allegiance Fund

NOTICE TO SHAREHOLDERS at February 28, 2011 (Unaudited)

For the year ended February 28, 2011, the American Trust Allegiance Fund designated $17,718 as ordinary income for purposes of the dividends paid deduction.
 
For the year ended February 28, 2011, certain dividends paid by the American Trust Allegiance 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 100.00%.
 
For corporate shareholders in the American Trust Allegiance Fund, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the year ended February 28, 2011 was 100.00%.
 
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 1-800-385-7003 or on the SEC’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, 2010
 
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 1-800-385-7003.  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 1-202-551-8090.  Information included in the Fund’s Form N-Q is also available by calling 1-800-385-7003.
 
 
 

 
 
23

 
American Trust Allegiance Fund

INFORMATION ABOUT TRUSTEES AND OFFICERS (Unaudited)

This chart provides information about the Trustees and Officers who oversee the Fund.  Officers elected by the Trustees manage the day-to-day operations of the Fund and execute policies formulated by the Trustees.
 
       
Number of
 
   
Term of
 
Portfolios
 
   
Office
 
in Fund
Other
 
Position
and
Principal
Complex
Directorships
 
Held
Length
Occupation
Overseen
Held During
Name, Address
with the
of Time
During Past
by
Past Five
and Age
Trust
Served
Five Years
Trustee(2)
Years
Independent Trustees(1)
         
           
Sallie P. Diederich
Trustee
Indefinite
Independent
1
None.
(age 61)
 
term
Mutual Fund    
615 E. Michigan Street
 
since
Consultant,    
Milwaukee, WI 53202
 
January
(1995 to    
 
 
2011.
present);    
   
 
Advisor    
   
 
Corporate    
   
 
Controller,    
   
 
Transamerica    
   
 
Fund    
   
 
Management    
   
 
Company    
   
 
(1994 to 1995);    
   
 
Senior Vice    
   
 
President,    
   
 
Mutual Fund    
   
 
and Custody    
   
 
Operations    
   
 
(1992 to 1993);     
   
 
Vice President    
   
 
and Controller,    
   
 
Mutual Fund    
   
 
Accounting,    
   
 
American    
   
 
Capital Mutual    
   
 
Funds (1986    
   
 
to 1992).    


 
24

 
American Trust Allegiance Fund

INFORMATION ABOUT TRUSTEES AND OFFICERS (Unaudited),

           
       
Number of
 
   
Term of
 
Portfolios
 
   
Office
 
in Fund
Other
 
Position
and
Principal
Complex
Directorships
 
Held
Length
Occupation
Overseen
Held During
Name, Address
with the
of Time
During Past
by
Past Five
and Age
Trust
Served
Five Years
Trustee(2)
Years
Donald E. O’Connor
Trustee
Indefinite
Retired;
1
Trustee, The
(age 74)
 
term
former  
Forward
615 E. Michigan Street
 
since
Financial  
Funds
Milwaukee, WI 53202
 
February
Consultant  
(35 portfolios).
 
 
1997.
and former    
   
 
Executive Vice    
   
 
President and    
   
 
Chief Operating    
   
 
Officer of ICI    
   
 
Mutual    
   
 
Insurance    
   
 
Company    
   
 
(until January    
   
 
1997).    
           
George J. Rebhan
Trustee
Indefinite
Retired;
1
Independent
(age 76)
 
Term
formerly
 
Trustee from
615 E. Michigan Street
 
since
President,
 
1999 to 2009,
Milwaukee, WI 53202
 
May
Hotchkis and
 
E*TRADE
 
  2002.
Wiley Funds
 
Funds.
     
(mutual funds)
   
     
(1985 to 1993).
   
           
George T. Wofford
Trustee
Indefinite
Retired;
1
None.
(age 71)
 
term
formerly
   
615 E. Michigan Street
 
since
Senior Vice
   
Milwaukee, WI 53202
 
February
President
   
 
 
1997.
Federal Home
   
     
Loan Bank of
   
     
San Francisco.
   
           
 
 
 
25

 
 
American Trust Allegiance Fund

INFORMATION ABOUT TRUSTEES AND OFFICERS (Unaudited),

 
   
 
  Number of  
   
Term of
 
Portfolios
 
   
Office
 
in Fund
 
 
Position
and
Principal
Complex
 
 
Held
Length
Occupation
Overseen
Other
Name, Address
with the
of Time
During Past
by
Directorships
and Age
Trust
Served
Five Years
Trustee(2)
Held
Interested Trustee
         
           
Joe D. Redwine(3)
Interested
Indefinite
President,
1
None.
(age 63)
Trustee
term
CEO, U.S.
   
615 E. Michigan Street
 
since
Bancorp Fund
   
Milwaukee, WI 53202
 
September
Services, LLC
   
 
  2008.
(May 1991
   
     
to present).
   


   
Term of
 
   
Office
 
 
Position
and
 
 
Held
Length
 
Name, Address
with the
of Time
Principal Occupation
and Age
Trust
Served
During Past Five Years
Officers
     
       
Joe D. Redwine
Chairman
Indefinite
President, CEO, U.S. Bancorp Fund
(age 63)
and Chief
term
Services, LLC (May 1991 to present).
615 E. Michigan Street
Executive
since
 
Milwaukee, WI 53202
Officer
September
 
   
2007.
 
       
Douglas G. Hess
President
Indefinite
Senior Vice President, Compliance and
(age 43)
and
term
Administration, U.S. Bancorp Fund
615 E. Michigan Street
Principal
since
Services, LLC (March 1997 to present).
Milwaukee, WI 53202
Executive
June
 
 
Officer
2003.
 
       
Cheryl L. King
Treasurer
Indefinite
Assistant Vice President, Compliance
(age 49)
and
term
and Administration, U.S. Bancorp Fund
615 E. Michigan Street
Principal
since
Services, LLC (October 1998 to present).
Milwaukee, WI 53202
Financial
December
 
 
Officer
2007.
 
       


 
26

 
American Trust Allegiance Fund

INFORMATION ABOUT TRUSTEES AND OFFICERS (Unaudited), Continued

       
   
Term of
 
   
Office
 
 
Position
and
 
 
Held
Length
 
Name, Address
with the
of Time
Principal Occupation
and Age
Trust
Served
During Past Five Years
Michael L. Ceccato
Vice
Indefinite
Vice President, U.S. Bancorp Fund
(age 53)
President,
term
Services, LLC (February 2008 to
615 E. Michigan Street
Chief
since
present); General Counsel/Controller,
Milwaukee, WI 53202
Compliance
September
Steinhafels, Inc. (September 1995 to
 
Officer
2009.
February 2008).
 
and AML
   
 
Officer
   
       
Jeanine M. Bajczyk, Esq.
Secretary
Indefinite
Senior Vice President and Counsel, U.S.
(age 45)
 
term
Bancorp Fund Services, LLC (May 2006
615 E. Michigan Street
 
since
to present); Senior Counsel, Wells Fargo
Milwaukee, WI 53202
 
June
Funds Management, LLC (May 2005 to
   
2007.
May 2006); Senior Counsel, Strong
     
Financial Corporation (January 2002
     
to April 2005).

(1)
The Trustees of the Trust who are not “interested persons” of the Trust as defined under the 1940 Act (“Independent Trustees”).
(2)
The Trust is comprised of numerous portfolios managed by unaffiliated investment advisers.  The term “Fund Complex” applies only to the Fund.  The Fund does not hold itself out as related to any other series within the Trust for investment purposes, nor does it share the same investment adviser with any other series.
(3)
Mr. Redwine is an “interested person” of the Trust as defined by the 1940 Act.  Mr. Redwine is an interested Trustee of the Trust by virtue of the fact that he is an interested person of Quasar Distributors, LLC who acts as principal underwriter to the series of the Trust.
 
The Statement of Additional Information includes additional information about the Fund’s Trustees and Officers and is available, without charge, upon request by calling 1-800-385-7003.




 
27

 
American Trust Allegiance Fund
 
APPROVAL OF INVESTMENT ADVISORY AGREEMENT (Unaudited)

At a meeting held on December 8 and 9, 2010, the Board, including the persons who are Independent Trustees as defined under the Investment Company Act, considered and approved the continuance of the Advisory Agreement for the American Trust Allegiance Fund with the Advisor for another annual term.  At this meeting, and at a prior meeting held on October 27 and 28, 2010, the Board received and reviewed substantial information regarding the Fund, the Advisor and the services provided by the Advisor to the Fund under the Advisory Agreement.  This information, together with the information provided to the Board throughout the course of the year, formed the primary (but not exclusive) basis for the Board’s determinations.  Below is a summary of the factors considered by the Board and the conclusions that formed the basis for the Board’s continuance of the Advisory Agreement:
 
1.
THE NATURE, EXTENT AND QUALITY OF THE SERVICES PROVIDED AND TO BE PROVIDED BY THE ADVISOR UNDER THE ADVISORY AGREEMENT.  The Board considered the Advisor’s specific responsibilities in all aspects of day-to-day investment management of the Fund. The Board considered the qualifications, experience and responsibilities of the portfolio managers, as well as the responsibilities of other key personnel of the Advisor involved in the day-to-day activities of the Fund.  The Board also considered the resources and compliance structure of the Advisor, including information regarding its compliance program, its chief compliance officer and the Advisor’s compliance record, and the Advisor’s business continuity plan.  The Board also considered the prior relationship between the Advisor and the Trust, as well as the Board’s knowledge of the Advisor’s operations, and noted that during the course of the prior year they had met with the Advisor in person to discuss various marketing and compliance topics, including the Advisor’s diligence in risk oversight.  The Board concluded that the Advisor had the quality and depth of personnel, resources, investment methods and compliance policies and procedures essential to performing its duties under the Advisory Agreement and that the nature, overall quality, cost and extent of such management services are satisfactory and reliable.
 
2.
THE FUND’S HISTORICAL YEAR-TO-DATE PERFORMANCE AND THE OVERALL PERFORMANCE OF THE ADVISOR.  In assessing the quality of the portfolio management delivered by the Advisor, the Board reviewed the short-term and long-term performance of the Fund as of August 31, 2010 on both an absolute basis, and in comparison to its peer funds as classified by Lipper and Morningstar.
 

 
28

 
American Trust Allegiance Fund

APPROVAL OF INVESTMENT ADVISORY AGREEMENT (Unaudited), Continued


 
The Board noted that the Fund’s performance, with regard to its Lipper comparative universe, was above its peer group median and average for the three-year and five-year total returns, although the Fund’s performance was below its peer group median and average for the year-to-date, one-year and ten-year total returns.
 
 
The Board noted that the Fund’s performance, with regard to its Morningstar comparative universe, was above its peer group median and average for the year-to-date, three-year and five-year total returns, although the Fund’s performance was below its peer group median and average for the one-year and ten-year total returns.
 
 
The Board further recognized that the Fund’s investments are subject to socially-responsible investment criteria and that the Advisor does not manage any other accounts with the same or a similar strategy.
 
3.
THE COSTS OF THE SERVICES TO BE PROVIDED BY THE ADVISOR AND THE STRUCTURE OF THE ADVISOR’S FEE UNDER THE ADVISORY AGREEMENT.  In considering the advisory fee and total fees and expenses of the Fund, the Board reviewed, among other things, comparisons to its Lipper peer funds and to separate accounts for other types of clients advised by the Advisor and all Fund expense waivers and reimbursements, as well as information regarding fee offsets for separate accounts invested in the Fund.
 
 
The Board noted that the Advisor had contractually agreed to maintain an annual expense ratio for the Fund of 1.45% (the “Expense Cap”).  Additionally, the Board noted that the Fund’s total expense ratio and contractual advisory fee were above the peer group median and average.  The Board also considered that after advisory fee waivers and the payment of Fund expenses necessary to maintain the Expense Cap, the net advisory fees received by the Advisor from the Fund during the most recent fiscal period were significantly less than the peer group median and average.  The Board also took into consideration the services the Advisor provided to its separately managed account clients, comparing the fees charged for those management services to the management fees charged to the Fund.  The Board found that the management fees charged to the Fund were slightly less than the standard fees charged to the Advisor’s separately managed account clients.  As a result, the Trustees noted that the Fund’s expenses and advisory fee were not outside the range of its peer group.
 

 
29

 
American Trust Allegiance Fund

APPROVAL OF INVESTMENT ADVISORY AGREEMENT (Unaudited), Continued

4.
ECONOMIES OF SCALE.  The Board also considered that economies of scale would be expected to be realized by the Advisor as the assets of the Fund grow.  The Board further noted that the Advisor has contractually agreed to reduce its advisory fees or reimburse Fund expenses so that the Fund does not exceed the Expense Cap.  The Board concluded that there were no effective economies of scale to be shared with the Fund at current asset levels, but considered revisiting this issue in the future as circumstances changed and asset levels increased.
 
5.
THE PROFITS TO BE REALIZED BY THE ADVISOR AND ITS AFFILIATES FROM THEIR RELATIONSHIP WITH THE FUND.  The Board reviewed the Advisor’s financial information and took into account both the direct benefits and the indirect benefits to the Advisor from advising the Fund.  The Board considered the profitability to the Advisor from its relationship with the Fund and considered any additional benefits derived by the Advisor from its relationship with the Fund.  After such review, the Board determined that the profitability to the Advisor with respect to the Advisory Agreement was not excessive, and that the Advisor had maintained adequate profit levels to support the services it provides to the Fund.
 
No single factor was determinative of the Board’s decision to approve the continuance of the Advisory Agreement for the American Trust Allegiance Fund, but rather the Board based its determination on the total mix of information available to them.  Based on a consideration of all the factors in their totality, the Board determined that the advisory arrangement with the Advisor, including the advisory fees, were fair and reasonable.  The Board therefore determined that the continuance of the Advisory Agreement for the American Trust Allegiance Fund would be in the best interest of the Fund and its shareholders.
 
HOUSEHOLDING

In an effort to decrease costs, the Fund intends to reduce the number of duplicate prospectuses and annual and semi-annual reports you receive by sending only one copy of each to those addresses shared by two or more accounts and to shareholders the Transfer Agent reasonably believes are from the same family or household.  Once implemented, if you would like to discontinue householding for your accounts, please call toll-free at 1-800-385-7003 to request individual copies of these documents.  Once the Transfer Agent receives notice to stop householding, the Transfer Agent will begin sending individual copies thirty days after receiving your request.  This policy does not apply to account statements.
 

 
30

 
PRIVACY NOTICE

The Fund collects non-public information about you from the following sources:
 
Information we receive about you on applications or other forms;
 
Information you give us orally; and/or
 
Information about your transactions with us or others.
 
We do not disclose any non-public personal information about our customers or former customers without the customer’s authorization, except as permitted by law or in response to inquiries from governmental authorities.  We may share information with affiliated and unaffiliated third parties with whom we have contracts for servicing the Fund.  We will provide unaffiliated third parties with only the information necessary to carry out their assigned responsibilities.  We maintain physical, electronic and procedural safeguards to guard your non-public personal information and require third parties to treat your personal information with the same high degree of confidentiality.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank, or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information would be shared by those entities with unaffiliated third parties.
 

 
 

 


 

 

 
Advisor
American Trust Investment Advisors, LLC
One Court Street
Lebanon, NH 03766
(603) 448-6415

Distributor
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, WI 53202

Transfer Agent
U.S. Bancorp Fund Services, LLC
615 East Michigan Street
Milwaukee, WI 53202
(800) 385-7003

Custodian
U.S. Bank N.A.
1555 N. River Center Drive, Suite 302
Milwaukee, WI 53212

Independent Registered Public Accounting Firm
Tait, Weller & Baker LLP
1818 Market Street, Suite 2400
Philadelphia, PA 19103

Legal Counsel
Paul, Hastings, Janofsky & Walker LLP
75 East 55th Street
New York, NY 10022-3205




This report is intended for 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 1-800-385-7003.
 

 

 
 

 
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 there is at least one audit committee financial expert serving on its audit committee.  Ms. Sallie P. Diederich is the “audit committee financial expert” and is considered to be “independent” as each term is defined in Item 3 of Form N-CSR.

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 or expected to be 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  2/28/2011
FYE  2/28/2010
Audit Fees
$13,600
$15,500
Audit-Related Fees
N/A
N/A
Tax Fees
$2,800
$2,700
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.

The percentage of fees billed by Tait, Weller, & Weller LLP applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows:

 
FYE  2/28/2011
FYE  2/28/2010
Audit-Related Fees
0%
0%
Tax Fees
0%
0%
All Other Fees
0%
0%

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 or expected to be 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  2/28/2011
FYE  2/28/2010
Registrant
N/A
N/A
Registrant’s Investment Adviser
N/A
N/A

Item 5. Audit Committee of Listed Registrants.

Not applicable to registrants who are not listed issuers (as defined in Rule 10A-3 under the Securities Exchange Act of 1934).

Item 6. Investments.

(a)  
Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form.
 
(b)
Not Applicable.
 
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 Purchasers.

Not applicable to open-end investment companies.

Item 10. Submission of Matters to a Vote of Security Holders.

The Registrant has made the following material changes to its nominating committee charter concerning methods by which shareholders may recommend nominees to the Registrant’s Board of Trustees: (1) increased the advance notice requirement for a shareholder to nominate an Independent Trustee from at least 60 days prior to a shareholder meeting to between 120 and 150 days prior to a shareholder meeting; and 2) expanded the information that shareholders are required to provide when nominating a candidate for Independent Trustee.

Item 11. Controls and Procedures.

(a)  
The Registrant’s President/Principal Executive Officer and Treasurer/Principal Financial Officer have reviewed the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934.  Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider.

(b)  
There were no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the fourth 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.

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/ Douglas G. Hess                                                                                                           
Douglas G. Hess, President

Date   5/03/11                                                                                                



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

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

Date   5/03/11                                                                                                                     

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

Date 5/03/11                                                                                                           

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