UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED

MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number: 811-08194

FINANCIAL INVESTORS TRUST

(Exact name of Registrant as specified in charter)

1290 Broadway, Suite 1100, Denver, Colorado 80203

(Address of principal executive offices) (Zip code)

David T. Buhler, Esq.

Financial Investors Trust

1290 Broadway, Suite 1100

Denver, Colorado 80203

(Name and address of agent for service)

Registrant’s telephone number, including area code: (303) 623-2577

Date of fiscal year end: April 30

Date of reporting period: May 1, 2012 – July 31, 2012

Item 1. Schedule of Investments.

-2-

ALPS | Kotak India Growth Fund

CONSOLIDATED STATEMENT OF INVESTMENTS

July 31, 2012 (Unaudited)

	Shares		Value (Note 2)
COMMON STOCKS (94.55%)
Basic Materials (5.13%)
Iron & Steel (1.49%)
Jindal Steel & Power, Ltd.		9,126		$64,991
Mining (3.64%)
Hindalco Industries, Ltd.		24,850		53,233
Hindustan Zinc, Ltd.		21,111		45,180
Sterlite Industries India, Ltd.		31,959		61,015
				159,428
TOTAL BASIC MATERIALS				224,419
Communications (3.69%)
Media (1.76%)
Dish TV India, Ltd.(a)		45,201		56,056
Jagran Prakashan, Ltd.(a)		12,937		21,154
				77,210
Telecommunications (1.93%)
Bharti Airtel, Ltd.		15,728		84,427
TOTAL COMMUNICATIONS				161,637
Consumer, Cyclical (9.93%)
Apparel (1.37%)
Bata India, Ltd.		3,757		59,864
Auto Manufacturers (3.34%)
Mahindra & Mahindra, Ltd.		5,467		68,541
Tata Motors, Ltd.		19,360		77,905
				146,446
Auto Parts & Equipment (1.76%)
Motherson Sumi Systems, Ltd.		26,732		76,835
Home Builders (1.38%)
Sobha Developers, Ltd.		9,694		60,520
Leisure Time (1.22%)
Bajaj Auto, Ltd.		1,859		53,379
Textiles (0.86%)
Raymond, Ltd.		6,100		37,759
TOTAL CONSUMER, CYCLICAL				434,803
Consumer, Non-cyclical (18.82%)
Agriculture (4.71%)
ITC, Ltd.		44,535		206,151

	Shares		Value (Note 2)
Beverages (1.04%)
United Spirits, Ltd.		3,125		$45,435
Commercial Services (1.03%)
Gujarat Pipavav Port, Ltd.(a)		45,548		45,028
Food (2.07%)
GlaxoSmithKline Consumer Healthcare, Ltd.		1,917		90,878
Household Products & Wares (2.39%)
Hindustan Unilever, Ltd.		6,963		58,398
Marico, Ltd.		13,155		46,307
				104,705
Pharmaceuticals (7.58%)
Cadila Healthcare, Ltd.		3,264		51,676
Cipla, Ltd.		13,735		83,401
Divi’s Laboratories, Ltd.		3,392		66,741
Dr. Reddy’s Laboratories, Ltd.		1,534		44,397
Glenmark Pharmaceuticals, Ltd.		6,758		46,540
Lupin, Ltd.		3,638		39,179
				331,934
TOTAL CONSUMER, NON-CYCLICAL				824,131
Energy (9.22%)
Oil & Gas (9.22%)
Cairn India, Ltd.(a)		12,170		72,589
Hindustan Petroleum Corp., Ltd.		10,844		67,016
Oil & Natural Gas Corp., Ltd.		14,094		72,204
Reliance Industries, Ltd.		14,427		191,904
				403,713
TOTAL ENERGY				403,713
Financials (25.24%)
Banks (18.93%)
Allahabad Bank		16,622		39,775
Axis Bank, Ltd.		3,213		59,883
HDFC Bank, Ltd.		18,878		198,623
ICICI Bank, Ltd.		12,949		222,835
IndusInd Bank, Ltd.		13,798		82,619
Standard Chartered PLC - IDR		10,000		18,040
State Bank of India		3,130		112,217
Union Bank of India		15,574		46,862
Yes Bank, Ltd.		7,320		47,854
				828,708
Diversified Financial Services (5.03%)
Bajaj Finance, Ltd.		2,837		52,732
Housing Development Finance Corp.		9,089		112,356
Power Finance Corp., Ltd.		17,737		55,000
				220,088

	Shares		Value (Note 2)
Insurance (0.91%)
MAX India, Ltd.(a)		12,586		$39,714
Real Estate (0.37%)
Oberoi Realty, Ltd.		3,949		16,399
TOTAL FINANCIALS				1,104,909
Industrials (8.88%)
Building Materials (2.09%)
Century Textiles & Industries, Ltd.		8,568		44,531
Shree Cement, Ltd.		838		46,931
				91,462
Engineering & Construction (5.80%)
Engineers India, Ltd.		12,500		53,701
GMR Infrastructure, Ltd.(a)		127,534		53,011
Larsen & Toubro, Ltd.		6,011		147,136
				253,848
Machinery Diversified (0.99%)
Thermax, Ltd.		5,022		43,598
TOTAL INDUSTRIALS				388,908
Technology (11.39%)
Computers (9.11%)
Infosys, Ltd.		4,292		170,890
MindTree, Ltd.		3,830		43,402
Redington India, Ltd.		43,976		53,743
Tata Consultancy Services, Ltd.		4,053		90,145
Wipro, Ltd.		6,678		40,604
				398,784
Software (2.28%)
HCL Technologies, Ltd.		5,000		46,462
Oracle Financial Services Software, Ltd.(a)		1,167		53,444
				99,906
TOTAL TECHNOLOGY				498,690
Utilities (2.25%)
Electric (2.25%)
CESC, Ltd.		10,055		53,656
Power Grid Corp. of India, Ltd.		20,961		44,636
				98,292
TOTAL UTILITIES				98,292
TOTAL COMMON STOCKS
(Cost $4,279,616)				4,139,502

	7-Day Yield			Shares		Value (Note 2)
SHORT TERM INVESTMENTS (0.36%)
Money Market Fund (0.36%)
Dreyfus Cash Advantage Fund, Institutional Class		0.146	%		15,913		$15,913
TOTAL SHORT TERM INVESTMENTS
(Cost $15,913)							15,913
TOTAL INVESTMENTS (94.91%)
(Cost $4,295,529)							$4,155,415
Other Assets In Excess Of Liabilities (5.09%)							222,636
NET ASSETS (100.00%)							$4,378,051

^(a) Non-Income Producing Security.

Common Abbreviations:

IDR - Indian Depository Receipt.

Ltd. - Limited.

PLC - Public Limited Company.

For Fund compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications for reporting ease. Industries are shown as a percent of net assets. These industry classifications are based on third party definitions and are unaudited. The definitions are industry terms and do not reflect the legal status of any of the investments or the companies in which the Fund has invested.

See Notes to Quarterly Statement of Investments.

ALPS | Red Rocks Listed Private Equity Fund

STATEMENT OF INVESTMENTS

July 31, 2012 (Unaudited)

	Shares		Value (Note 2)
COMMON STOCKS (99.30%)
Communications (3.99%)
Internet (3.99%)
Internet Capital Group, Inc.(a)		361,100		$3,228,234
Safeguard Scientifics, Inc.(a)		207,300		3,206,931
				6,435,165
TOTAL COMMUNICATIONS				6,435,165
Diversified (13.53%)
Holding Companies-Diversified Operations (13.53%)
Ackermans & van Haaren N.V.		64,000		4,907,449
Leucadia National Corp.		175,400		3,802,672
Remgro, Ltd.		141,000		2,400,504
Schouw & Co.		202,077		4,259,950
Wendel Investissement		89,500		6,410,162
				21,780,737
TOTAL DIVERSIFIED				21,780,737
Financials (79.25%)
Closed-End Funds (36.89%)
AP Alternative Assets LP(a)		502,379		5,325,217
Candover Investments PLC(a)		192,000		1,167,978
Castle Private Equity, Ltd.(a)		243,000		3,136,126
Conversus Capital LP		434,872		9,223,642
Electra Private Equity PLC(a)		284,600		7,607,836
Graphite Enterprise Trust PLC		837,000		5,050,582
HarbourVest Global Private Equity, Ltd.(a)		448,400		3,221,754
HBM Healthcare Investments AG, Class A(a)		54,600		2,804,661
HgCapital Trust PLC		201,000		2,914,220
HgCapital Trust PLC, Sub Shares(a)		32,520		10,896
Pantheon International Participations PLC, Ordinary Shares(a)		277,016		3,174,857
Pantheon International Participations PLC, Redeemable Shares(a)		135,200		1,589,790
Princess Private Equity Holding, Ltd.		607,805		4,636,650
Standard Life European Private Equity Trust PLC		990,573		2,189,815
SVG Capital PLC(a)		1,785,394		7,347,934
				59,401,958
Diversified Financial Services (16.15%)
Blackstone Group LP		519,200		7,190,920
Intermediate Capital Group PLC		1,095,000		4,461,925
KKR & Co. LP		509,200		7,123,708

	Shares		Value (Note 2)
Diversified Financial Services (continued)
Onex Corp.		189,800		$7,224,077
				26,000,630
Investment Companies (4.39%)
Hosken Consolidated Investments, Ltd.		189,600		1,935,968
Investor AB, B Shares		84,000		1,753,950
Ratos AB, B Shares		326,200		3,381,603
				7,071,521
Private Equity (19.07%)
3i Group PLC		900,000		2,940,642
Altamir Amboise		380,500		2,916,696
Apollo Global Management LLC, Class A		470,000		6,377,900
Aurelius AG		75,800		3,077,737
Bure Equity AB		536,453		1,759,082
The Carlyle Group LP		16,700		407,981
Deutsche Beteiligungs AG		111,700		2,270,448
Eurazeo		145,500		5,807,540
GIMV N.V.		91,900		4,019,791
IP Group PLC(a)		508,000		1,123,809
				30,701,626
Real Estate (2.75%)
Brookfield Asset Management, Inc., Class A		130,900		4,425,729
TOTAL FINANCIALS				127,601,464
Industrials (2.30%)
Miscellaneous Manufacturers (2.30%)
Fosun International, Ltd.		7,710,000		3,708,499
TOTAL INDUSTRIALS				3,708,499
Utilities (0.23%)
Electric (0.23%)
Brookfield Infrastructure Partners LP		11,000		365,970
TOTAL UTILITIES				365,970
TOTAL COMMON STOCKS
(Cost $155,951,239)				159,891,835
TOTAL INVESTMENTS (99.30%)
(Cost $155,951,239)				$159,891,835
Other Assets In Excess Of Liabilities (0.70%)				1,120,262
NET ASSETS (100.00%)				$161,012,097

^(a)  Non-Income Producing Security.

Common Abbreviations:

AB - Aktiebolag is the Swedish equivalent of the term corporation.

AG - Aktiengesellschaft is a German term that refers to a corporation that is limited by shares, i.e., owned by

shareholders.

LLC - Limited Liability Company.

LP - Limited Partnership.

Ltd. - Limited.

N.V. - Naamloze Vennootschap is the Dutch term for a public limited liability corporation.

PLC - Public Limited Company.

SA - Generally designates corporations in various countries, mostly those employing the civil law.

For Fund compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications for reporting ease. Industries are shown as a percent of net assets. These industry classifications are based on third party definitions and are unaudited. The definitions are industry terms and do not reflect the legal status of any of the investments or the companies in which the Fund has invested.

See Notes to Quarterly Statement of Investments.

ALPS | WMC Value Intersection Fund

STATEMENT OF INVESTMENTS

July 31, 2012 (Unaudited)

	Shares		Value (Note 2)
COMMON STOCKS (98.93%)
Consumer Discretionary (8.35%)
Automobiles & Components (1.45%)
Ford Motor Co.		60,800	$	561,792
TRW Automotive Holdings Corp.(a)		13,390		526,227
				1,088,019
Consumer Durables & Apparel (1.61%)
Hasbro, Inc.		12,190		436,646
PVH Corp.		9,710		771,265
				1,207,911
Media (2.13%)
News Corp., Class A		40,185		925,059
Viacom, Inc., Class B		14,420		673,558
				1,598,617
Retailing (3.16%)
Abercrombie & Fitch Co., Class A		14,312		483,746
Lowe’s Cos., Inc.		32,425		822,622
TJX Cos., Inc.		24,020		1,063,606
				2,369,974
TOTAL CONSUMER DISCRETIONARY				6,264,521
Consumer Staples (8.62%)
Food & Staples Retailing (1.63%)
CVS Caremark Corp.		27,135		1,227,859
Food Beverage & Tobacco (5.66%)
Altria Group, Inc.		32,880		1,182,694
The JM Smucker Co.		11,460		880,128
Lorillard, Inc.		9,620		1,237,517
Philip Morris International, Inc.		10,335		945,032
				4,245,371
Household & Personal Products (1.33%)
Energizer Holdings, Inc.(a)		12,825		997,400
TOTAL CONSUMER STAPLES				6,470,630
Energy (16.03%)
Energy (16.03%)
Anadarko Petroleum Corp.		11,350		788,144
Chevron Corp.		21,599		2,366,818
ConocoPhillips		21,270		1,157,939
ExxonMobil Corp.		28,644		2,487,731
Halliburton Co.		13,405		444,108
Marathon Oil Corp.		25,800		682,926
Marathon Petroleum Corp.		12,900		610,170
National Oilwell Varco, Inc.		9,685		700,225
Newfield Exploration Co.(a)		16,000		488,480

	Shares		Value (Note 2)
Energy (continued)
Occidental Petroleum Corp.		14,220	$	1,237,567
Patterson-UTI Energy, Inc.		26,500		410,220
Phillips 66		17,420		654,992
TOTAL ENERGY				12,029,320
Financials (23.49%)
Banks (7.89%)
BB&T Corp.		28,840		904,711
PNC Financial Services Group, Inc.		14,000		827,400
US Bancorp		44,270		1,483,045
Wells Fargo & Co.		79,990		2,704,462
				5,919,618
Diversified Financials (9.79%)
Ameriprise Financial, Inc.		21,310		1,102,153
Bank of America Corp.		166,592		1,222,785
BlackRock, Inc.		3,980		677,635
Citigroup, Inc.		34,380		932,729
Invesco, Ltd.		39,050		864,177
JPMorgan Chase & Co.		57,180		2,058,480
SLM Corp.		30,500		487,695
				7,345,654
Insurance (4.85%)
ACE, Ltd.		21,060		1,547,910
Hartford Financial Services Group, Inc.		36,420		599,109
MetLife, Inc.		20,780		639,400
Prudential Financial, Inc.		11,910		575,015
Unum Group		14,800		279,572
				3,641,006
Real Estate (0.96%)
Forest City Enterprises, Inc., Class A(a)		51,300		723,843
TOTAL FINANCIALS				17,630,121
Health Care (13.83%)
Health Care Equipment & Services (3.95%)
Aetna, Inc.		14,750		531,885
Covidien PLC		12,570		702,412
McKesson Corp.		5,970		541,658
UnitedHealth Group, Inc.		23,350		1,192,951
				2,968,906
Pharmaceuticals, Biotechnology & Life Sciences (9.88%)
Amgen, Inc.		14,540		1,201,004
Eli Lilly & Co.		19,775		870,693
Forest Laboratories, Inc.(a)		27,153		910,983
Gilead Sciences, Inc.(a)		11,860		644,354
Merck & Co., Inc.		54,090		2,389,155
Thermo Fisher Scientific, Inc.		8,470		471,525

	Shares		Value (Note 2)
Pharmaceuticals, Biotechnology & Life Sciences (continued)
Watson Pharmaceuticals, Inc.(a)		11,890		$925,399
				7,413,113
TOTAL HEALTH CARE				10,382,019
Industrials (9.84%)
Capital Goods (7.46%)
The Boeing Co.		7,660		566,151
Caterpillar, Inc.		5,580		469,892
Dover Corp.		10,600		577,382
General Electric Co.		132,070		2,740,452
Parker Hannifin Corp.		6,550		526,096
United Technologies Corp.		9,680		720,579
				5,600,552
Commercial & Professional Services (1.79%)
Equifax, Inc.		14,500		679,180
Towers Watson & Co., Class A		11,310		663,106
				1,342,286
Transportation (0.59%)
United Continental Holdings, Inc.(a)		23,270		439,570
TOTAL INDUSTRIALS				7,382,408
Information Technology (7.84%)
Semiconductors & Semiconductor Equipment (0.49%)
Xilinx, Inc.		11,290		365,796
Software & Services (5.74%)
Accenture PLC, Class A		12,860		775,458
Activision Blizzard, Inc.		48,210		579,966
eBay, Inc.(a)		21,560		955,108
Oracle Corp.		24,300		733,860
Teradata Corp.(a)		4,380		296,176
Visa, Inc., Class A		7,490		966,734
				4,307,302
Technology Hardware & Equipment (1.61%)
Apple, Inc.		1,980		1,209,305
TOTAL INFORMATION TECHNOLOGY				5,882,403
Materials (2.09%)
Materials (2.09%)
The Dow Chemical Co.		38,658		1,112,578
Newmont Mining Corp.		10,311		458,530
TOTAL MATERIALS				1,571,108

	Shares		Value (Note 2)
Telecommunication Services (2.52%)
Telecommunication Services (2.52%)
AT&T, Inc.		49,795		$1,888,226
TOTAL TELECOMMUNICATION SERVICES				1,888,226
Utilities (6.32%)
Utilities (6.32%)
American Electric Power Co., Inc		22,570		953,357
NextEra Energy, Inc.		19,470		1,380,423
PG&E Corp.		25,820		1,191,851
Xcel Energy, Inc.		41,610		1,219,173
TOTAL UTILITIES				4,744,804
TOTAL COMMON STOCKS
(Cost $63,627,925)				74,245,560
EXCHANGE TRADED FUNDS (0.81%)
Equity Fund (0.81%)
iShares® Russell 1000® Value Index Fund		8,800		605,528
TOTAL EXCHANGE TRADED FUNDS
(Cost $578,242)				605,528

	7-Day Yield			Shares		Value (Note 2)
SHORT TERM INVESTMENTS (0.31%)
Money Market Fund (0.31%)
Fidelity Institutional Money Market - Money Market Portfolio - Class I		0.178	%		229,390		229,390
TOTAL SHORT TERM INVESTMENTS
(Cost $229,390)							229,390
TOTAL INVESTMENTS (100.05%)
(Cost $64,435,557)							$75,080,478
Liabilities In Excess Of Other Assets (-0.05%)							(35,883	)
NET ASSETS (100.00%)							$75,044,595

^(a)  Non-Income Producing Security.

Common Abbreviations:

Ltd. - Limited.

PLC - Public Limited Company.

For Fund compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications for reporting ease. Industries are shown as a percent of net assets. These industry classifications are based on third party definitions and are unaudited. The definitions are industry terms and do not reflect the legal status of any of the investments or the companies in which the Fund has invested.

See Notes to Quarterly Statement of Investments.

Clough China Fund

STATEMENT OF INVESTMENTS

July 31, 2012 (Unaudited)

	Shares		Value (Note 2)
COMMON STOCKS (90.58%)
Basic Materials (1.20%)
Mining (1.20%)
Zhaojin Mining Industry Co., Ltd., Class H		534,000		$662,113
TOTAL BASIC MATERIALS				662,113
Communications (15.93%)
Internet (3.08%)
Tencent Holdings, Ltd.		57,300		1,701,205
Telecommunications (12.85%)
China Mobile, Ltd.		267,900		3,126,133
SmarTone Telecommunications Holdings, Ltd.		328,955		691,615
VTech Holdings, Ltd.		280,600		3,289,136
				7,106,884
TOTAL COMMUNICATIONS				8,808,089
Consumer, Cyclical (18.88%)
Apparel (4.94%)
Prada SpA		107,300		736,862
Shenzhou International Group Holdings, Ltd.		965,000		1,698,772
Sitoy Group Holdings, Ltd.(a)		674,000		295,953
				2,731,587
Auto Manufacturers (4.77%)
Great Wall Motor Co., Ltd., Class H		1,180,000		2,637,643
Home Furnishings (1.80%)
Haier Electronics Group Co., Ltd.(a)		864,000		993,948
Retail (6.40%)
Belle International Holdings, Ltd.		258,000		474,117
Bosideng International Holdings, Ltd.		1,218,000		316,925
Giordano International, Ltd.		958,000		665,769
Golden Eagle Retail Group, Ltd.		122,000		219,857
SA SA International Holdings, Ltd.		1,698,000		1,029,115
Stelux Holdings International, Ltd.		3,476,000		831,431
				3,537,214
Textiles (0.97%)
Texwinca Holdings, Ltd.		574,000		540,000
TOTAL CONSUMER, CYCLICAL				10,440,392

	Shares		Value (Note 2)
Consumer, Non-Cyclical (9.87%)
Cosmetics/Personal Care (4.78%)
L’Occitane International SA		717,250		$1,865,021
Vinda International Holdings, Ltd.		475,000		778,065
				2,643,086
Food (3.65%)
Shenguan Holdings Group, Ltd.		1,592,600		889,644
Want Want China Holdings, Ltd.		933,000		1,127,558
				2,017,202
Household Products/Wares (1.44%)
Samsonite International SA		470,100		795,525
TOTAL CONSUMER, NON-CYCLICAL				5,455,813
Energy (2.61%)
Coal (1.51%)
China Shenhua Energy Co., Ltd., Class H		224,000		833,592
Oil & Gas (1.10%)
China Petroleum & Chemical Corp., Class H		675,000		607,943
TOTAL ENERGY				1,441,535
Financials (29.04%)
Banks (9.65%)
Bank of China, Ltd., Class H		3,771,300		1,434,448
BOC Hong Kong Holdings, Ltd.		185,000		565,837
China Construction Bank Corp., Class H		1,954,080		1,313,018
Industrial & Commercial Bank of China, Class H		3,545,967		2,021,886
				5,335,189
Diversified Financial Services (2.07%)
Haitong Securities Co., Ltd.(a)		938,400		1,144,287
Insurance (7.18%)
China Life Insurance Co., Ltd., Class H		680,000		1,866,657
Ping An Insurance Group Co. of China, Ltd., Class H		270,000		2,102,351
				3,969,008
Real Estate (10.14%)
China Overseas Grand Oceans Group, Ltd.		1,469,500		1,325,161
China Overseas Land & Investment, Ltd.		670,000		1,573,772
China Resources Land, Ltd.		300,000		604,277
Hang Lung Properties, Ltd.		162,000		572,366

	Shares		Value (Note 2)
Real Estate (continued)
Hysan Development Co., Ltd.		150,000		$631,612
Longfor Properties Co., Ltd.		326,500		478,339
Shimao Property Holdings, Ltd.		295,000		420,451
				5,605,978
TOTAL FINANCIALS				16,054,462
Industrials (11.33%)
Building Materials (0.66%)
China Resources Cement Holdings, Ltd.		700,000		366,628
Electrical Components & Equipment (2.07%)
Zhuzhou CSR Times Electric Co., Ltd., Class H		484,000		1,145,315
Engineering & Construction (5.76%)
Cheung Kong Infrastructure Holdings, Ltd.		52,000		315,042
China State Construction International Holdings, Ltd.		2,764,000		2,867,509
				3,182,551
Environmental Control (1.21%)
China Everbright International, Ltd.		1,296,000		668,817
Machinery-Diversified (1.63%)
CSR Corp., Ltd.		1,234,000		902,279
TOTAL INDUSTRIALS				6,265,590
Technology (1.72%)
Computers (1.72%)
Lenovo Group, Ltd.		1,380,000		951,655
TOTAL TECHNOLOGY				951,655
TOTAL COMMON STOCKS
(Cost $44,575,590)				50,079,649

	7-Day Yield	Shares		Value (Note 2)
SHORT TERM INVESTMENTS (6.24%)
Money Market Fund (6.24%)
Dreyfus Cash Management Fund, Institutional Class	0.096%		3,450,867		3,450,867
TOTAL SHORT TERM INVESTMENTS
(Cost $3,450,867)					3,450,867

	Value (Note 2)
TOTAL INVESTMENTS (96.82%)
(Cost $48,026,457)		$53,530,516
Other Assets In Excess Of Liabilities (3.18%)		1,758,043
NET ASSETS (100.00%)		$    55,288,559

^(a)  Non-Income Producing Security.

Common Abbreviations:

Ltd. - Limited.

SA - Generally designated corporations in various countries, mostly those employing civil law.

For Fund compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications for reporting ease. Industries are shown as a percent of net assets. These industry classifications are based on third party definitions and are unaudited. The definitions are industry terms and do not reflect the legal status of any of the investments or the companies in which the Fund has invested.

See Notes to Quarterly Statement of Investments.

Jefferies Asset Management Commodity Strategy Allocation Fund

CONSOLIDATED STATEMENT of INVESTMENTS

July 31, 2012 (Unaudited)

	Shares		Value (Note 2)
COMMON STOCKS (38.05%)
Australia (0.43%)
Fortescue Metals Group, Ltd.		31,313	$	135,905
Iluka Resources, Ltd.		8,185		81,801
Incitec Pivot, Ltd.		217,502		710,858
Woodside Petroleum, Ltd.		2,517		89,272
				1,017,836
Bermuda (0.41%)
Bunge, Ltd.		14,575		958,598
Brazil (0.34%)
Companhia Siderurgica Nacional SA, ADR		54,439		281,994
Petroleo Brasileiro SA, ADR		20,006		392,718
Vale SA, ADR		6,929		125,068
				799,780
Canada (5.11%)
Cameco Corp.		5,126		107,133
Canadian Natural Resources, Ltd.		5,714		155,707
Eldorado Gold Corp.		41,882		452,744
Encana Corp.		9,656		214,846
Goldcorp, Inc.		40,926		1,474,973
IAMGOLD Corp.		46,257		515,303
Inmet Mining Corp.		11,484		456,795
Ivanhoe Mines, Ltd.(a)		41,698		351,931
Kinross Gold Corp.		23,912		198,709
Pan American Silver Corp.		30,943		462,288
Potash Corp. of Saskatchewan, Inc.		121,609		5,370,254
Silver Wheaton Corp.		9,052		249,292
Suncor Energy, Inc.		23,271		710,696
TransCanada Corp.		11,100		505,496
Viterra, Inc.		24,346		389,886
Yamana Gold, Inc.		31,369		464,575
				12,080,628
Chile (0.19%)
Sociedad Quimica y Minera de Chile SA, ADR		7,568		453,550
China (0.39%)
China Petroleum & Chemical Corp., Class H		245,224		222,623
China Shenhua Energy Co., Ltd., Class H		12,716		47,718
Jiangxi Copper Co., Ltd., Class H		80,185		177,024
PetroChina Co., Ltd., Class H		330,045		413,689
Zijin Mining Group Co., Ltd., Class H		214,020		68,721
				929,775

	Shares		Value (Note 2)
France (0.70%)
Total SA		35,634	$	1,648,764
Germany (0.50%)
K+S AG		22,611		1,118,810
ThyssenKrupp AG		2,845		52,402
				1,171,212
Hong Kong (0.22%)
CNOOC, Ltd.		250,001		506,791
India (0.18%)
Reliance Industries, Ltd., GDR(b)		11,036		291,571
Sterlite Industries India, Ltd., ADR		18,542		142,403
				433,974
Israel (0.46%)
Israel Chemicals, Ltd.		63,134		747,228
The Israel Corp., Ltd.		574		328,514
				1,075,742
Italy (0.41%)
Eni SpA		46,942		972,640
Japan (0.25%)
Inpex Corp.		95		533,824
Nippon Steel Corp.		342		692
Sumitomo Metal Industries, Ltd.		40,000		59,392
				593,908
Jersey (0.16%)
Glencore International PLC		23,114		116,019
Randgold Resources, Ltd.		2,883		262,165
				378,184
Luxembourg (0.15%)
ArcelorMittal		13,969		224,555
Tenaris SA, ADR		3,321		127,128
				351,683
Mauritius (0.32%)
Golden Agri-Resources, Ltd.		1,267,586		753,788
Mexico (0.38%)
Grupo Mexico SAB de CV, Series B		43,837		123,285
Industrias Penoles SAB de CV		18,909		773,508
				896,793
Netherlands (0.84%)
CNH Global N.V.(a)		5,176		197,309
Nutreco Holding N.V.		6,228		447,211
Schlumberger, Ltd.		18,742		1,335,555
				1,980,075

	Shares		Value (Note 2)
Norway (0.56%)
Norsk Hydro ASA		15,744	$	64,255
Yara International ASA		26,677		1,264,464
				1,328,719
Peru (0.13%)
Companhia de Minas Buenaventura SA, ADR		8,636		314,523
Russia (1.58%)
Gazprom OAO, ADR(a)		94,487		874,477
LUKOIL OAO, ADR(a)		13,839		781,904
Mechel Steel Group, ADR		1,616		10,472
MMC Norilsk Nickel, ADR(a)		10,014		154,716
NovaTek OAO, GDR(c)		1,021		115,475
Rosneft Oil Co., GDR(c)		25,572		153,943
Uralkali, GDR(c)		39,072		1,628,521
				3,719,508
Singapore (0.53%)
Olam International, Ltd.		258,948		383,927
Wilmar International, Ltd.		330,439		860,353
				1,244,280
South Africa (0.56%)
Anglo Platinum, Ltd.		435		22,340
AngloGold Ashanti, Ltd.		13,502		461,566
Gold Fields, Ltd.		22,451		290,663
Harmony Gold Mining Co., Ltd.		10,890		108,735
Impala Platinum Holdings, Ltd.		2,901		45,572
Kumba Iron Ore, Ltd.		1,186		73,821
Sasol, Ltd.		7,880		328,062
				1,330,759
South Korea (0.09%)
POSCO, ADR		2,758		219,344
Switzerland (2.09%)
Syngenta AG		13,568		4,637,551
Transocean, Ltd.		4,443		208,066
Weatherford International, Ltd.(a)		8,284		99,822
				4,945,439
United Kingdom (3.40%)
Anglo American PLC		21,707		646,629
Antofagasta PLC		4,044		67,969
BG Group PLC		53,040		1,049,457
BHP Billiton PLC		31,246		915,600
BP PLC		280,730		1,870,814
Kazakhmys PLC		24,771		273,801
Petropavlovsk PLC		10,162		67,697
Rio Tinto PLC		20,152		930,950
Royal Dutch Shell Plc, Class A		56,423		1,922,285
Xstrata PLC		21,739		289,060
				8,034,262

	Shares		Value (Note 2)
United States (17.67%)
AGCO Corp.(a)		17,067	$	748,217
Agnico-Eagle Mines, Ltd.		6,706		293,924
Agrium, Inc.		23,575		2,238,682
Alcoa, Inc.		12,160		102,995
Allegheny Technologies, Inc.		357		10,721
Allied Nevada Gold Corp.(a)		2,120		54,802
Anadarko Petroleum Corp.		6,505		451,707
Apache Corp.		3,097		266,714
Archer-Daniels-Midland Co.		57,392		1,497,357
Baker Hughes, Inc.		7,483		346,613
Barrick Gold Corp.		50,444		1,658,599
Cameron International Corp.(a)		1,860		93,502
CF Industries Holdings, Inc.		9,837		1,925,691
Chevron Corp.		30,452		3,336,930
Cliffs Natural Resources, Inc.		3,127		127,863
Coeur d’Alene Mines Corp.(a)		55,022		897,409
ConocoPhillips		20,491		1,115,530
Deere & Co.		57,049		4,382,504
Devon Energy Corp.		6,637		392,379
EOG Resources, Inc.		3,288		322,257
Exxon Mobil Corp.		73,289		6,365,150
Freeport-McMoRan Copper & Gold, Inc.		7,154		240,875
Halliburton Co.		12,755		422,573
Hecla Mining Co.		5,069		22,811
Hess Corp.		1,990		93,848
Ingredion, Inc.		12,786		663,849
Intrepid Potash, Inc.(a)		9,180		214,261
Kinder Morgan, Inc.		4,090		146,463
Marathon Oil Corp.		14,565		385,536
Monsanto Co.		75,077		6,428,093
The Mosaic Co.		41,150		2,391,227
National Oilwell Varco, Inc.		4,921		355,788
Newmont Mining Corp.		25,492		1,133,629
Noble Energy, Inc.		1,556		136,041
Nucor Corp.		3,279		128,537
Occidental Petroleum Corp.		12,066		1,050,104
Peabody Energy Corp.		6,680		139,478
Pioneer Natural Resources Co.		797		70,638
Royal Gold, Inc.		1,885		142,657
Southern Copper Corp.		1,508		48,678
Southwestern Energy Co.(a)		6,739		224,072
Valero Energy Corp.		13,930		383,075
The Williams Co., Inc.		9,340		296,919
				41,748,698
TOTAL COMMON STOCKS
(Cost $86,385,676)				89,889,253
EXCHANGE TRADED FUNDS (3.17%)
iShares® Dow Jones US Basic Materials Sector Index Fund		30,000		1,911,600
iShares® Gold Trust(a)		218,898		3,441,077

	Shares		Value (Note 2)
EXCHANGE TRADED FUNDS (continued)
SPDR® Gold Trust(a)		13,688	$	2,142,719
TOTAL EXCHANGE TRADED FUNDS
(Cost $7,665,957)				7,495,396
WARRANTS (0.00%)(d)
Canada (0.00%)(d)
Kinross Gold Corp., Strike Price $21.30, Expires 9/17/14(a)		19		8
United States (0.00%)
Magnum Hunter Resources, Inc.(a)		629		0
TOTAL WARRANTS
(Cost $70)				8

	Principal Amount		Value (Note 2)
GOVERNMENT BONDS (52.60%)
U.S. Treasury Bonds (52.60%)
United States Treasury Inflation Indexed Bonds
0.625%, 4/15/13(e)(f)	$	11,340,852		11,404,644
1.875%, 7/15/13(e)(f)		10,498,455		10,792,086
2.000%, 1/15/14(f)		7,120,812		7,430,682
1.250%, 4/15/14		4,289,503		4,455,386
2.000%, 7/15/14		33,529,100		35,724,217
1.625%, 1/15/15(e)(f)		13,510,522		14,461,541
0.500%, 4/15/15(f)		5,753,213		6,023,792
1.875%, 7/15/15		8,565,948		9,402,464
0.125%, 4/15/16		17,700,400		18,611,687
0.125%, 4/15/17		5,565,010		5,940,648
				124,247,147
TOTAL GOVERNMENT BONDS
(Cost $124,583,120)				124,247,147

	7-Day Yield			Shares		Value (Note 2)
SHORT TERM INVESTMENTS (9.54%)
Money Market Fund (9.54%)
Dreyfus Treasury Prime Cash Management, Investor Shares		0.00004	%		22,534,324		22,534,324
TOTAL SHORT TERM INVESTMENTS
(Cost $22,534,324)							22,534,324
TOTAL INVESTMENTS (103.36%)
(Cost $241,169,147)						$	244,166,128
Liabilities in Excess of Other Assets - (-3.36%)							(7,929,680)
NET ASSETS - 100.00%						$	236,236,448

^(a)  Non-Income Producing Security.

^(b)  Security exempt from registration under rule 144A of the securities act of 1933. This security may be resold in transactions exempt from registration, normally to qualified institutional buyers. At period end, the market value of those securities was $291,571, representing 0.12% of the Fund’s net assets.

^(c)  These securities initially sold to other parties pursuant to Regulation S under the 1933 Act and subsequently resold to the Fund. At period end, the aggregate market value of those securities was $1,897,939, representing 0.80% of the Fund’s net assets.

^(d)  Less than 0.005%.

^(e)  Security, or portion of security, is being held as collateral for futures contracts.

^(f)  Security, or portion of security, is being held as collateral for total return swap contracts.

Common Abbreviations:

ADR - American Depositary Receipt.

AG - Aktiengesellschaft is a German term that refers to a corporation that is limited by shares, i.e., owned by shareholders.

ASA - Allmennaksjeselskap is the Norwegian term for public limited company.

GDR - Global Depositary Receipt.

Ltd. - Limited.

N.V. - Naamloze vennootschap.

PLC - Public Limited Co.

SA - Generally designated corporations in various countries, mostly those employing the civil law.

SAB de CV - A variable capital company.

SpA - Societa per Azioni.

SPDR - Standard & Poor’s Depository Receipt.

For Fund compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications for reporting ease. Industries are shown as a percent of net assets. These industry classifications are based on third party definitions and are unaudited. The definitions are industry terms and do not reflect the legal status of any of the investments or the companies in which the Fund has invested.

See Notes to Quarterly Statement of Investments.

FUTURES CONTRACTS

At July 31, 2012, the Fund had outstanding futures contracts:

Description	Position	Contracts	Expiration Date	Value (Note 2)		Unrealized Appreciation
Platinum Future	Long	8	10/29/2012		$566,760		$6,813
					$566,760		$6,813
Description	Position	Contracts	Expiration Date	Value (Note 2)		Unrealized Depreciation
Gold 100 Oz. Future	Short	4	10/29/2012		$(644,960)		$(808)
Gold 100 Oz. Future	Long	12	12/27/2012		1,937,520		(49,195)
S&P 500 E-Mini Future	Short	105	09/21/2012		(7,216,650)		(390,114)
					$(15,640,280)		$(440,117)

SCHEDULE OF WRITTEN OPTIONS	Expiration Date	Exercise Price		Contracts		Value
Written Call Options
Natural Gas Option	08/2012	$	3.35		(25)	$	(33,000)
TOTAL WRITTEN CALL OPTIONS
(Premiums received $32,500)							(33,000)

TOTAL RETURN SWAP CONTRACTS(a)
Swap Counterparty	Reference Obligation	Notional Amount		Rate Paid by the Fund	Termination Date	Unrealized Appreciation
Bank of America - Merrill Lynch	CRB 3m Fwd TR Index	$	96,849,182	0.48%	6/29/13		4,544,445
Bank of America - Merrill Lynch	ML eXtra Coffee GA6		5,053,453	0.10%	6/29/13		98,826
Bank of America - Merrill Lynch	ML eXtra Corn GA6		6,554,498	0.10%	6/29/13		1,604,314
Bank of America - Merrill Lynch	ML eXtra Silver GA6		906,445	0.10%	6/29/13		10,535
Bank of America - Merrill Lynch	MLCS Copper J-F3		(5,958,985)	0.10%	6/29/13		131,212
Bank of America - Merrill Lynch	MLCX Aluminum J-F3		5,396,404	0.10%	6/29/13		104,244
UBS	CRB 3m Fwd TR Index		41,324,962	0.40%	6/29/13		1,814,623
						$	8,308,199
Swap Counterparty	Reference Obligation	Notional Amount		Rate Paid by the Fund	Termination Date	Unrealized Depreciation
Bank of America - Merrill Lynch	LME Zinc 3MO	$	287,250	0.00%	6/29/13		(11,925)
Bank of America - Merrill Lynch	ML Aluminum GA6		5,396,404	0.10%	6/29/13		(108,353)
Bank of America - Merrill Lynch	MLCS Coffee J-F3		5,053,453	0.10%	6/29/13		(102,233)
Bank of America - Merrill Lynch	MLCS Corn J-F3		(6,554,498)	0.10%	6/29/13		(1,761,306)
Bank of America - Merrill Lynch	MLCS Silver J-F3		906,445	0.10%	6/29/13		(10,027)
Bank of America - Merrill Lynch	MLCX GoldT-F3		(6,304,459)	0.10%	6/29/13		(23,660)
Bank of America - Merrill Lynch	ML eXtra Copper GA6		5,958,985	0.10%	6/29/13		(124,993)
						$	(2,142,497)

^(a) The Fund receives monthly payments based on any positive monthly return of the Reference Obligation. The fund makes payments on any negative monthly return of such Reference Obligation.

RiverFront Global Growth Fund

STATEMENT OF INVESTMENTS

July 31, 2012 (Unaudited)

	Shares		Value (Note 2)
COMMON STOCKS (29.80%)
Basic Materials (0.58%)
Forest Products & Paper (0.58%)
MeadWestvaco Corp.		9,752		$276,957
TOTAL BASIC MATERIALS				276,957
Communications (4.89%)
Internet (1.00%)
VeriSign, Inc.(a)		10,853		482,090
Media (1.66%)
Scripps Networks Interactive, Inc., Class A		7,531		405,545
Time Warner, Inc.		10,019		391,943
				797,488
Telecommunications (2.23%)
Anixter International, Inc.		6,283		357,565
BCE, Inc.		7,578		322,368
QUALCOMM, Inc.		6,541		390,367
				1,070,300
TOTAL COMMUNICATIONS				2,349,878
Consumer Staples (0.88%)
Food & Staples Retailing (0.88%)
Wal-Mart Stores, Inc.		5,703		424,474
TOTAL CONSUMER STAPLES				424,474
Consumer, Cyclical (4.07%)
Hotels, Restaurants & Leisure (0.67%)
Penn National Gaming, Inc.(a)		8,264		321,635
Leisure Equipment & Products (0.71%)
Hasbro, Inc.		9,487		339,824
Retail (2.69%)
Cracker Barrel Old Country Store, Inc.		5,014		314,177
Family Dollar Stores, Inc.		4,724		312,162
McDonald’s Corp.		4,048		361,730
Nordstrom, Inc.		5,694		308,273
				1,296,342
TOTAL CONSUMER, CYCLICAL				1,957,801
Consumer, Non-cyclical (3.90%)
Commercial Services (0.46%)
Sotheby’s		7,493		219,920

	Shares		Value (Note 2)
Health Care Providers & Services (0.81%)
Johnson & Johnson		5,659		$391,716
Household Products/Wares (0.06%)
ACCO Brands Corp.(a)		3,162		26,782
Pharmaceuticals (2.57%)
Merck & Co., Inc.		15,304		675,978
Pfizer, Inc.		23,258		559,122
				1,235,100
TOTAL CONSUMER, NON-CYCLICAL				1,873,518
Energy (2.87%)
Oil & Gas (2.87%)
Chevron Corp.		5,959		652,987
ExxonMobil Corp.		4,086		354,869
Occidental Petroleum Corp.		3,317		288,679
Phillips 66		2,248		84,525
				1,381,060
TOTAL ENERGY				1,381,060
Financials (3.57%)
Banks (1.94%)
East West Bancorp, Inc.		18,706		407,791
PNC Financial Services Group, Inc.		8,857		523,449
				931,240
Diversified Financial Services (0.77%)
American Express Co.		6,416		370,267
Insurance (0.86%)
HCC Insurance Holdings, Inc.		13,473		412,813
TOTAL FINANCIALS				1,714,320
Industrials (4.36%)
Aerospace & Defense (0.98%)
L-3 Communications Holdings, Inc.		6,681		473,616
Containers & Packaging (1.23%)
Ball Corp.		14,241		591,856
Engineering & Construction (0.03%)
Engility Holdings, Inc.(a)		1,114		16,257
Hand & Machine Tools (0.74%)
Snap-on, Inc.		5,228		354,354

	Shares		Value (Note 2)
Miscellaneous Manufacturing (1.38%)
General Electric Co.		31,938		$662,713
TOTAL INDUSTRIALS				2,098,796
Technology (4.68%)
Computers & Peripherals (2.44%)
Apple, Inc.		1,415		864,225
Synopsys, Inc.(a)		10,182		308,413
				1,172,638
Software (2.24%)
CA, Inc.		8,997		216,558
Microsoft Corp.		20,492		603,899
Oracle Corp.		8,454		255,311
				1,075,768
TOTAL TECHNOLOGY				2,248,406
TOTAL COMMON STOCKS
(Cost $11,835,708)				14,325,210
EXCHANGE TRADED FUNDS (67.14%)
Emerging Markets (13.95%)
iShares® MSCI All Country Asia ex Japan Index Fund		28,525		1,511,255
iShares® MSCI Emerging Markets Index Fund		37,362		1,461,601
Vanguard MSCI Emerging Markets ETF		93,310		3,734,266
				6,707,122
Equity (45.54%)
Global X FTSE ASEAN 40 ETF		30,820		501,749
Health Care Select Sector SPDR® Fund(b)		14,035		538,804
iShares® MSCI ACWI Index Fund		23,078		860,579
iShares® MSCI EMU Index Fund		43,736		1,188,744
iShares® MSCI Germany Index Fund		55,677		1,125,232
iShares® MSCI Pacific ex-Japan Index Fund		19,448		832,763
iShares® MSCI United Kingdom Index Fund		83,113		1,365,546
iShares® Russell Microcap Index Fund		9,468		466,299
iShares® S&P SmallCap 600® Index Fund		45,627		3,317,083
Powershares DWA Technical Leaders Portfolio		26,557		704,026
PowerShares International Dividend Achievers Portfolio		66,240		971,476
PowerShares S&P® SmallCap Health Care Portfolio		10,902		376,664

	Shares		Value (Note 2)
Equity (continued)
SPDR® Dow Jones REIT ETF		38,699		$2,873,788
Utilities Select Sector SPDR® Fund(b)		20,939		794,007
Vanguard Consumer Staples ETF		7,595		686,512
Vanguard Large-Cap ETF		44,558		2,800,025
Vanguard MSCI European ETF		33,732		1,449,464
WisdomTree Emerging Markets Small-Cap Dividend Fund		23,872		1,039,626
				21,892,387
Growth (1.88%)
Wilshire Micro-Cap ETF		51,563		902,868
International Equity (4.79%)
iShares® MSCI Canada Index Fund		8,284		217,787
Vanguard MSCI EAFE ETF		65,948		2,087,254
				2,305,041
Micro-Cap (0.98%)
First Trust Dow Jones Select Micro-Cap Index Fund		22,323		471,685
TOTAL EXCHANGE TRADED FUNDS
(Cost $30,105,255)				32,279,103

	7-Day Yield			Shares		Value (Note 2)
SHORT TERM INVESTMENTS (2.99%)
Money Market Fund (2.99%)
Dreyfus Cash Management Fund, Institutional Class		0.096	%		1,440,002		1,440,002
TOTAL SHORT TERM INVESTMENTS
(Cost $1,440,002)							1,440,002
TOTAL INVESTMENTS (99.93%)
(Cost $43,380,965)						$	48,044,315
Other Assets In Excess Of Liabilities (0.07%)							33,978
NET ASSETS (100.00%)						$	48,078,293

^(a)  Non-Income Producing Security.

^(b)  Affiliated Company. See Note 3 to Quarterly Statement of Investments.

Common Abbreviations:

ACWI - All Country World Index.

ASEAN - Association of Southeast Asian Nations.

EAFE - Europe, Australia, and Far East.

ETF - Exchange Traded Fund.

EMU - European Monetary Union

FTSE - Financial Times and the London Stock

     Exchange.

MSCI - Morgan Stanley Capital International.

REIT - Real Estate Investment Trust.

S&P - Standard and Poor’s.

SPDR - Standard and Poor’s Depositary Receipt.

For Fund compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications for reporting ease. Industries are shown as a percent of net assets. These industry classifications are based on third party definitions and are unaudited. The definitions are industry terms and do not reflect the legal status of any of the investments or the companies in which the Fund has invested.

See Notes to Quarterly Statement of Investments.

RiverFront Dynamic Equity Income Fund

STATEMENT OF INVESTMENTS

July 31, 2012 (Unaudited)

	Shares		Value (Note 2)
COMMON STOCKS (31.84%)
Basic Materials (1.05%)
Forest Products & Paper (1.05%)
MeadWestvaco Corp.		9,855	$	279,882
TOTAL BASIC MATERIALS				279,882
Communications (4.47%)
Media (1.30%)
Time Warner, Inc.		8,903		348,285
Telecommunications (3.17%)
BCE, Inc.		8,845		376,266
QUALCOMM, Inc.		7,886		470,637
				846,903
TOTAL COMMUNICATIONS				1,195,188
Consumer Staples (1.57%)
Retail (1.57%)
Wal-Mart Stores, Inc.		5,648		420,381
TOTAL CONSUMER STAPLES				420,381
Consumer, Cyclical (4.27%)
Retail (2.96%)
McDonald’s Corp.		5,505		491,927
Nordstrom, Inc.		2,953		159,875
Tiffany & Co.		2,551		140,126
				791,928
Toys, Games & Hobbies (1.31%)
Hasbro, Inc.		9,740		348,887
TOTAL CONSUMER, CYCLICAL				1,140,815
Consumer, Non-cyclical (5.77%)
Healthcare Products (1.29%)
Johnson & Johnson		4,980		344,716
Household Products/Wares (0.10%)
ACCO Brands Corp.(a)		3,253		27,553
Pharmaceuticals (4.38%)
Merck & Co., Inc.		14,232		628,627
Pfizer, Inc.		22,576		542,727
				1,171,354
TOTAL CONSUMER, NON-CYCLICAL				1,543,623

	Shares		Value (Note 2)
Energy (3.01%)
Oil & Gas (3.01%)
Chevron Corp.		3,416	$	374,325
Occidental Petroleum Corp.		3,986		346,902
Phillips 66		2,239		84,186
				805,413
TOTAL ENERGY				805,413
Financials (3.49%)
Banks (1.72%)
PNC Financial Services Group, Inc.		7,800		460,980
Diversified Financial Services (1.77%)
American Express Co.		8,209		473,741
TOTAL FINANCIALS				934,721
Industrials (3.39%)
Aerospace & Defense (1.24%)
L-3 Communications Holdings, Inc.		4,684		332,049
Engineering & Construction (0.04%)
Engility Holdings, Inc.(a)		781		11,398
Miscellaneous Manufacturing (2.11%)
General Electric Co.		27,176		563,902
TOTAL INDUSTRIALS				907,349
Technology (4.82%)
Computers (1.67%)
Apple, Inc.		729		445,244
Software (3.15%)
CA, Inc.		13,029		313,608
Microsoft Corp.		17,955		529,134
				842,742
TOTAL TECHNOLOGY				1,287,986
TOTAL COMMON STOCKS
(Cost $7,515,981)				8,515,358
EXCHANGE TRADED FUNDS (58.27%)
Aggressive Growth (5.98%)
Vanguard Dividend Appreciation ETF		9,201		531,818
WisdomTree LargeCap Dividend Fund		19,978		1,068,623
				1,600,441

	Shares		Value (Note 2)
Consumer Staples (1.73%)
Vanguard Consumer Staples ETF		5,132	$	463,881
Debt (6.55%)
iShares® iBoxx $ High Yield Corporate Bond Fund		14,394		1,319,930
iShares® JPMorgan USD Emerging Markets Bond Fund		3,636		431,048
				1,750,978
Emerging Market Equity (5.16%)
Vanguard MSCI Emerging Markets ETF		24,373		975,408
WisdomTree Emerging Markets Small-Cap Dividend Fund		9,288		404,492
				1,379,900
Equity (20.79%)
Global X FTSE ASEAN 40 ETF		16,106		262,206
Health Care Select Sector SPDR® Fund(b)		14,772		567,097
iShares® MSCI Emerging Markets Index Fund		9,851		385,371
iShares® MSCI Pacific ex-Japan Index Fund		8,155		349,197
PowerShares International Dividend Achievers Portfolio		38,366		562,676
SPDR® Dow Jones REIT ETF		11,738		871,664
Utilities Select Sector SPDR® Fund(b)		17,239		653,703
Vanguard Large-Cap ETF		12,861		808,185
Vanguard MSCI European ETF		25,648		1,102,094
				5,562,193
Fixed Income / High Yield (10.96%)
SPDR® Barclays Capital High Yield Bond ETF		73,491		2,930,821
Mid-Cap (4.92%)
iShares® S&P Mid-Cap 400® Index Fund		13,989		1,315,526
Real Estate Investment Trusts (2.18%)
iShares® Dow Jones U.S. Real Estate Index Fund		8,912		583,112
TOTAL EXCHANGE TRADED FUNDS
(Cost $14,889,051)				15,586,852

	Shares		Value (Note 2)
EXCHANGE TRADED NOTES (1.23%)
Master Limited Partnerships (MLPs) (1.23%)
UBS E-TRACS Alerian MLP Infrastructure ETN		9,992	$	329,337
TOTAL EXCHANGE TRADED NOTES
(Cost $314,907)				329,337

	7-Day Yield			Shares		Value (Note 2)
SHORT TERM INVESTMENTS (8.59%)
Money Market Fund (8.59%)
Dreyfus Cash Management Fund, Institutional Class		0.096	%		2,298,026		2,298,026
TOTAL SHORT TERM INVESTMENTS
(Cost $2,298,026)							2,298,026
TOTAL INVESTMENTS (99.93%)
(Cost $25,017,965)						$	26,729,573
Other Assets In Excess Of Liabilities (0.07%)							18,230
NET ASSETS (100.00%)						$	26,747,803

^(a) Non-Income Producing Security.

^(b) Affiliated Company. See Note 3 to Quarterly Statement of Investments.

Common Abbreviations:

ASEAN - Association of Southeast Asian Nations.

ETF - Exchange Traded Fund.

ETN - Exchange Traded Note.

FTSE - Financial Times and the London Stock Exchange.

MLP - Master Limited Partnership.

MSCI - Morgan Stanley Capital International.

REIT - Real Estate Investment Trust.

S&P - Standard and Poor’s.

SPDR - Standard and Poor’s Depositary Receipt.

For Fund compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications for reporting ease. Industries are shown as a percent of net assets. These industry classifications are based on third party definitions and are unaudited. The definitions are industry terms and do not reflect the legal status of any of the investments or the companies in which the Fund has invested.

See Notes to Quarterly Statement of Investments.

RiverFront Global Allocation Fund

STATEMENT OF INVESTMENTS

July 31, 2012 (Unaudited)

	Shares		Value (Note 2)
COMMON STOCKS (25.14%)
Basic Materials (0.60%)
Forest Products & Paper (0.60%)
MeadWestvaco Corp.		3,942	$	111,953
TOTAL BASIC MATERIALS				111,953
Communications (4.10%)
Internet (0.75%)
VeriSign, Inc.(a)		3,153		140,056
Media (1.28%)
Scripps Networks Interactive, Inc., Class A		2,320		124,932
Time Warner, Inc.		2,908		113,761
				238,693
Telecommunications (2.07%)
Anixter International, Inc.		1,910		108,698
BCE, Inc.		2,676		113,837
QUALCOMM, Inc.		2,711		161,793
				384,328
TOTAL COMMUNICATIONS				763,077
Consumer Staples (0.80%)
Retail (0.80%)
Wal-Mart Stores, Inc.		2,009		149,530
TOTAL CONSUMER STAPLES				149,530
Consumer, Cyclical (3.40%)
Entertainment (0.55%)
Penn National Gaming, Inc.(a)		2,648		103,060
Retail (2.32%)
Cracker Barrel Old Country Store, Inc.		1,473		92,298
Family Dollar Stores, Inc.		1,404		92,776
McDonald’s Corp.		1,371		122,513
Nordstrom, Inc.		2,275		123,168
				430,755
Toys, Games & Hobbies (0.53%)
Hasbro, Inc.		2,740		98,147
TOTAL CONSUMER, CYCLICAL				631,962
Consumer, Non-cyclical (3.38%)
Commercial Services (0.38%)
Sotheby’s		2,437		71,526

	Shares		Value (Note 2)
Healthcare Products (0.61%)
Johnson & Johnson		1,626	$	112,552
Household Products/Wares (0.06%)
ACCO Brands Corp.(a)		1,300		11,011
Pharmaceuticals (2.33%)
Merck & Co., Inc.		4,741		209,410
Pfizer, Inc.		9,293		223,403
				432,813
TOTAL CONSUMER, NON-CYCLICAL				627,902
Energy (2.86%)
Oil & Gas (2.86%)
Chevron Corp.		2,444		267,814
ExxonMobil Corp.		1,606		139,481
Occidental Petroleum Corp.		1,090		94,863
Phillips 66		802		30,155
				532,313
TOTAL ENERGY				532,313
Financials (2.74%)
Banks (1.49%)
East West Bancorp, Inc.		5,442		118,636
PNC Financial Services Group, Inc.		2,671		157,856
				276,492
Diversified Financial Services (0.68%)
American Express Co.		2,206		127,308
Insurance (0.57%)
HCC Insurance Holdings, Inc.		3,450		105,708
TOTAL FINANCIALS				509,508
Industrials (3.27%)
Aerospace & Defense (0.73%)
L-3 Communications Holdings, Inc.		1,921		136,180
Engineering & Construction (0.03%)
Engility Holdings, Inc.(a)		320		4,675
Hand & Machine Tools (0.54%)
Snap-on, Inc.		1,472		99,772
Miscellaneous Manufacturing (1.04%)
General Electric Co.		9,335		193,701

	Shares		Value (Note 2)
Packaging & Containers (0.93%)
Ball Corp.		4,161	$	172,931
TOTAL INDUSTRIALS				607,259
Technology (3.99%)
Computers (1.75%)
Apple, Inc.		532		324,924
Computers & Peripherals (0.50%)
Synopsys, Inc.(a)		3,083		93,384
Software (1.74%)
CA, Inc.		2,693		64,821
Microsoft Corp.		6,186		182,301
Oracle Corp.		2,534		76,527
				323,649
TOTAL TECHNOLOGY				741,957
TOTAL COMMON STOCKS
(Cost $4,073,159)				4,675,461
EXCHANGE TRADED FUNDS (67.38%)
Aggressive Growth (2.39%)
WisdomTree LargeCap Dividend Fund		8,296		443,753
Debt (2.09%)
iShares® iBoxx $ High Yield Corporate Bond Fund		2,041		187,160
iShares® JPMorgan USD Emerging Markets Bond Fund		1,706		202,246
				389,406
Emerging Market Equity (9.33%)
iShares® MSCI All Country Asia ex Japan Index Fund		5,280		279,735
iShares® MSCI Emerging Markets Index Fund		10,336		404,344
Vanguard MSCI Emerging Markets ETF		26,251		1,050,565
				1,734,644
Equity (35.24%)
Global X FTSE ASEAN 40 ETF		11,825		192,511
Health Care Select Sector SPDR® Fund(b)		5,588		214,524
iShares® MSCI ACWI ex US Index Fund		8,897		331,769
iShares® MSCI Germany Index Fund		16,495		333,364
iShares® MSCI Pacific ex-Japan Index Fund		5,655		242,147

	Shares		Value (Note 2)
Equity (continued)
iShares® Russell Microcap Index Fund		6,491	$	319,682
iShares® S&P SmallCap 600® Index Fund		15,263		1,109,620
Powershares DWA Technical Leaders Portfolio		10,377		275,094
PowerShares International Dividend Achievers Portfolio		18,634		273,286
PowerShares S&P® SmallCap Health Care Portfolio		3,179		109,835
SPDR® Dow Jones REIT ETF		11,078		822,652
Vanguard Consumer Staples ETF		2,275		205,637
Vanguard Large-Cap ETF		27,346		1,718,423
WisdomTree Emerging Markets Small-Cap Dividend Fund		9,300		405,015
				6,553,559
Fixed Income / Corporate Bonds (2.48%)
Vanguard Short-Term Corporate Bond ETF		5,789		461,499
Fixed Income / High Yield (7.28%)
PowerShares Fundamental High Yield Corporate Bond Portfolio		16,295		307,324
SPDR® Barclays Capital High Yield Bond ETF		26,255		1,047,049
				1,354,373
International Equity (7.31%)
iShares® MSCI Canada Index Fund		3,213		84,470
iShares® MSCI United Kingdom Index Fund		32,553		534,846
Vanguard MSCI EAFE ETF		23,402		740,673
				1,359,989
Utilities (1.26%)
Utilities Select Sector SPDR® Fund(b)		6,184		234,497
TOTAL EXCHANGE TRADED FUNDS
(Cost $12,240,133)				12,531,720

	7-Day Yield			Shares		Value (Note 2)
SHORT TERM INVESTMENTS (7.44%)
Money Market Fund (7.44%)
Dreyfus Cash Management Fund, Institutional Class		0.096	%		1,383,359		1,383,359
TOTAL SHORT TERM INVESTMENTS (Cost $1,383,359)							1,383,359

	7-Day Yield	Shares	Value (Note 2)
TOTAL INVESTMENTS (99.96%) (Cost $17,696,651)			$	18,590,540
Other Assets In Excess Of Liabilities (0.04%)				8,254
NET ASSETS (100.00%)			$	18,598,794

^(a) Non-Income Producing Security.

^(b) Affiliated Company. See Note 3 to Quarterly Statement of Investments.

Common Abbreviations:

ASEAN - Association of Southeast Asian Nations.

ACWI - All Country World Index.

EAFE - Europe, Australia, and Far East.

ETF - Exchange Traded Fund.

FTSE - Financial Times and the London Stock Exchange.

MSCI - Morgan Stanley Capital International.

REIT - Real Estate Investment Trust.

S&P - Standard and Poor’s.

SPDR - Standard and Poor’s Depositary Receipt.

For Fund compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications for reporting ease. Industries are shown as a percent of net assets. These industry classifications are based on third party definitions and are unaudited. The definitions are industry terms and do not reflect the legal status of any of the investments or the companies in which the Fund has invested.

See Notes to Quarterly Statement of Investments.

RiverFront Moderate Growth & Income Fund

STATEMENT OF INVESTMENTS

July 31, 2012 (Unaudited)

	Shares		Value (Note 2)
COMMON STOCKS (26.01%)
Basic Materials (0.87%)
Forest Products & Paper (0.87%)
MeadWestvaco Corp.		23,379		$663,964
TOTAL BASIC MATERIALS				663,964
Communications (3.86%)
Media (1.02%)
Time Warner, Inc.		20,031		783,613
Telecommunications (2.84%)
BCE, Inc.		23,895		1,016,493
QUALCOMM, Inc.		19,329		1,153,555
				2,170,048
TOTAL COMMUNICATIONS				2,953,661
Consumer Staples (1.31%)
Retail (1.31%)
Wal-Mart Stores, Inc.		13,469		1,002,498
TOTAL CONSUMER STAPLES				1,002,498
Consumer, Cyclical (3.52%)
Retail (2.53%)
McDonald’s Corp.		13,814		1,234,419
Nordstrom, Inc.		7,051		381,741
Tiffany & Co.		5,778		317,386
				1,933,546
Toys, Games & Hobbies (0.99%)
Hasbro, Inc.		21,203		759,491
TOTAL CONSUMER, CYCLICAL				2,693,037
Consumer, Non-cyclical (4.71%)
Healthcare Products (1.00%)
Johnson & Johnson		11,070		766,265
Household Products/Wares (0.09%)
ACCO Brands Corp.(a)		7,846		66,456
Pharmaceuticals (3.62%)
Merck & Co., Inc.		33,396		1,475,101
Pfizer, Inc.		53,900		1,295,756
				2,770,857
TOTAL CONSUMER, NON-CYCLICAL				3,603,578

	Shares		Value (Note 2)
Energy (2.38%)
Oil & Gas (2.38%)
Chevron Corp.		7,619		$834,890
Occidental Petroleum Corp.		8,982		781,703
Phillips 66		5,371		201,950
				1,818,543
TOTAL ENERGY				1,818,543
Financials (2.83%)
Banks (1.51%)
PNC Financial Services Group, Inc.		19,478		1,151,150
Diversified Financial Services (1.32%)
American Express Co.		17,525		1,011,367
TOTAL FINANCIALS				2,162,517
Industrials (2.58%)
Aerospace & Defense (0.96%)
L-3 Communications Holdings, Inc.		10,352		733,853
Engineering & Construction (0.03%)
Engility Holdings, Inc.(a)		1,721		25,127
Miscellaneous Manufacturing (1.59%)
General Electric Co.		58,370		1,211,177
TOTAL INDUSTRIALS				1,970,157
Technology (3.95%)
Computers (1.49%)
Apple, Inc.		1,867		1,140,289
Software (2.46%)
CA, Inc.		29,249		704,023
Microsoft Corp.		40,084		1,181,276
				1,885,299
TOTAL TECHNOLOGY				3,025,588
TOTAL COMMON STOCKS (Cost $17,634,997)				19,893,543
EXCHANGE TRADED FUNDS (60.54%)
Aggressive Growth (4.46%)
Vanguard Dividend Appreciation ETF		58,984		3,409,275
Consumer Staples (1.27%)
Vanguard Consumer Staples ETF		10,807		976,845

	Shares		Value (Note 2)
Debt (12.65%)
iShares® Barclays 1-3 Year Credit Bond Fund		10,856		$1,142,920
iShares® iBoxx $ High Yield Corporate Bond Fund		42,334		3,882,028
iShares® JPMorgan USD Emerging Markets Bond Fund		26,538		3,146,080
PowerShares Senior Loan Portfolio		61,235		1,504,544
				9,675,572
Emerging Market Equity (6.41%)
Vanguard MSCI Emerging Markets ETF		122,537		4,903,931
Equity (13.45%)
Health Care Select Sector SPDR® Fund(b)		34,980		1,342,882
iShares® MSCI Emerging Markets Index Fund		40,434		1,581,778
iShares® MSCI Pacific ex-Japan Index Fund		17,521		750,249
iShares® S&P Mid-Cap 400® Index Fund		7,986		751,003
PowerShares International Dividend Achievers Portfolio		75,099		1,101,402
SPDR® Dow Jones REIT ETF		44,414		3,298,184
Utilities Select Sector SPDR® Fund(b)		38,565		1,462,385
				10,287,883
Fixed Income / Corporate Bonds (7.65%)
Vanguard Short-Term Corporate Bond ETF		73,397		5,851,209
Fixed Income / High Yield (14.65%)
PowerShares Fundamental High Yield Corporate Bond Portfolio		221,818		4,183,487
SPDR® Barclays Capital High Yield Bond ETF		176,068		7,021,592
				11,205,079
TOTAL EXCHANGE TRADED FUNDS (Cost $44,476,391)				46,309,794
EXCHANGE TRADED NOTES (1.13%)
Master Limited Partnerships (MLPs) (1.13%)
UBS E-TRACS Alerian MLP Infrastructure ETN		26,125		861,080
TOTAL EXCHANGE TRADED NOTES (Cost $827,225)				861,080

	7-Day Yield			Shares		Value (Note 2)
SHORT TERM INVESTMENTS (12.27%)
Money Market Fund (12.27%)
Dreyfus Cash Management Fund, Institutional Class		0.096	%		9,387,550		$9,387,550
TOTAL SHORT TERM INVESTMENTS (Cost $9,387,550)							9,387,550
TOTAL INVESTMENTS (99.95%) (Cost $72,326,163)						$	76,451,967
Other Assets In Excess Of Liabilities (0.05%)							38,465
NET ASSETS (100.00%)						$	76,490,432

^(a) Non-Income Producing Security.

^(b) Affiliated Company. See Note 3 to Quarterly Statement of Investments.

Common Abbreviations:

ETF - Exchange Traded Fund.

ETN - Exchange Traded Note.

MLP - Master Limited Partnership.

MSCI - Morgan Stanley Capital International.

REIT - Real Estate Investment Trust.

S&P - Standard and Poor’s.

SPDR - Standard and Poor’s Depositary Receipt.

For Fund compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications for reporting ease. Industries are shown as a percent of net assets. These industry classifications are based on third party definitions and are unaudited. The definitions are industry terms and do not reflect the legal status of any of the investments or the companies in which the Fund has invested.

See Notes to Quarterly Statement of Investments.

Notes to Quarterly Statement of Investments

July 31, 2012 (Unaudited)

1. ORGANIZATION

Financial Investors Trust (the “Trust”) was organized as a Delaware statutory trust on November 30, 1993 and registered as an open-end management investment company under the Investment Company Act of 1940, as amended (“1940 Act”). ALPS | Kotak India Growth Fund, ALPS | Red Rocks Listed Private Equity Fund, ALPS | WMC Value Intersection Fund, Clough China Fund, Jefferies Asset Management Commodity Strategy Allocation Fund, RiverFront Global Growth Fund (prior to January 1, 2012 known as RiverFront Long-Term Growth Fund), RiverFront Dynamic Equity Income Fund (prior to January 1, 2012 known as RiverFront Long-Term Growth and Income Fund), RiverFront Global Allocation Fund (prior to January 1, 2012 known as RiverFront Moderate Growth Fund), and RiverFront Moderate Growth & Income Fund (each, a “Fund” and collectively, the “Funds”) are nine of twenty-three separate funds offered to the public under the Trust as of July 31, 2012.

ALPS | Kotak India Growth Fund seeks to achieve long-term capital appreciation. ALPS | Red Rocks Listed Private Equity Fund seeks to maximize total return, which consists of appreciation on its investments and a variable income stream ALPS | WMC Value Intersection Fund seeks long-term capital appreciation. Dividend income may be a factor in portfolio selection but is secondary to the Fund’s principal objective. The Clough China Fund seeks to provide investors with long-term capital appreciation. The Jefferies Asset Management Commodity Strategy Allocation Fund seeks to maximize real returns, consistent with prudent investment management. The RiverFront Global Growth Fund seeks to achieve long-term capital appreciation through a fully managed investment policy utilizing United States and foreign equity securities, debt and money market securities, the combination of which will be varied from time to time both with respect to types of securities and markets in response to changing market and economic trends. The RiverFront Dynamic Equity Income Fund seeks to achieve long-term growth and income through a combination of capital appreciation and rising dividend payments that exceeds the average yield on global stocks generally. The RiverFront Global Allocation Fund seeks to provide high total investment return through a fully managed investment policy utilizing United States and foreign equity securities, debt and money market securities, the combination of which will be varied from time to time both with respect to types of securities and markets in response to changing market and economic trends. Total investment return means the combination of capital appreciation and investment income. The RiverFront Moderate Growth & Income Fund has two primary investment objectives. It seeks (1) to provide a level of current income that exceeds the average yield on U.S. stocks in general and (2) to provide a growing stream of income over the years. The Fund’s secondary objective is to provide growth of capital.

The classes differ principally in the applicable distribution and shareholder service fees. Shareholders of each class also bear certain expenses that pertain to that particular class. All shareholders bear the common expenses of the Fund and earn income and realized gains/losses from the Fund pro rata based on the average daily net assets of each class, without distinction between share classes. Dividends to shareholders are determined separately for each class based on income and expenses allocable to each class. Realized gain distributions to shareholders are allocated to each class pro rata based on the shares outstanding of each class on the date of distribution. Differences in per share dividend rates generally result from differences in separate class expenses, including distribution and shareholder service fees, if applicable.

On September 24, 2010, RiverFront Long-Term Growth Fund (the “Predecessor RiverFront Fund”), a series of Baird Funds, Inc., participated in a tax-free reorganization whereby the Predecessor RiverFront Fund merged into the newly created RiverFront Long-Term Growth Fund, a series of the Financial Investors Trust. For financial reporting purposes, the Predecessor RiverFront Fund was considered the acquirer and as such the Fund has carried over the historic performance and financial results of the Predecessor RiverFront Fund. The Predecessor RiverFront Fund commenced operations on October 28, 2008.

Basis of Consolidation for the ALPS | Kotak India Growth Fund

ALPS | Kotak India Growth Fund, (the “Kotak Fund”) invests in the equity securities of Indian companies through its wholly owned, collective investment vehicle, the India Premier Equity Portfolio (the “Portfolio”). The Portfolio is registered with and regulated by the Mauritius Financial Services Commission. The Portfolio was formed for the purpose of facilitating the Kotak Fund’s purchase of securities of a wide selection of Indian companies, consistent with the Kotak Fund’s investment strategies. The Portfolio is a private company limited by shares incorporated under the Mauritius Companies Act 2001. As a wholly owned subsidiary of the Kotak Fund, financial statements of the Portfolio are included in the consolidated financial statements and financial highlights of the Kotak Fund. All investments held by the Portfolio are disclosed in the accounts of the Kotak Fund.

The Portfolio established residency in Mauritius allowing the Fund to receive the beneficial tax treatment under the Treaty between India and Mauritius. If the benefits of the Treaty are denied or if the Portfolio is held to have a permanent establishment in India, gains derived by the Portfolio due to the sale of securities, may be subject to taxation in India. Currently, India has introduced legislation on General Anti-Avoidance Rules (“GAAR”) which contain treaty override provisions. The GAAR may be used by the Indian tax authorities to declare any arrangement whose main purpose or one of the main purposes is to obtain a tax benefit, as an “impermissible avoidance arrangement”. Originally, GAAR was to be effective from April 1, 2012; however GAAR has been deferred until April 1, 2013.

Basis of Consolidation for the Jefferies Asset Management Commodity Strategy Allocation Fund

Jefferies Asset Management Cayman Commodity Fund Ltd. (the “Subsidiary”), a Cayman Islands exempted company, was incorporated on April 23, 2010 and is a wholly owned subsidiary of the Jefferies Asset Management Commodity Strategy Fund (“the Jefferies Fund”). The Subsidiary acts as an investment vehicle for the Jefferies Fund in order to effect certain commodity-related investments on behalf of the Jefferies Fund. Jefferies Fund is the sole shareholder of the Subsidiary pursuant to a subscription agreement dated as of June 14, 2010, and it is intended that the Jefferies Fund will remain the sole shareholder and will continue to wholly own and control the Subsidiary. Under the Articles of Association of the Subsidiary, shares issued by the Subsidiary confer upon a shareholder the right to vote at general meetings of the Subsidiary and certain rights in connection with any winding-up or repayment of capital, as well as the right to participate in the profits or assets of the Subsidiary. The Jefferies Fund may invest up to 25% of its total assets in shares of the Subsidiary. As a wholly owned subsidiary of the Jefferies Fund, the financial statements of the Subsidiary are included in the consolidated financial statements and financial highlights of the Jefferies Fund. All investments held by the Subsidiary are disclosed in the accounts of the Jefferies Fund. As of July 31, 2012, net assets of the Jefferies Fund were $236,236,448, of which $48,278,752, or 20.44%, represented the Jefferies Fund’s ownership of all issued shares and voting rights of the Subsidiary.

2. SIGNIFICANT ACCOUNTING POLICIES

The accompanying financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the period. Actual results could differ from those estimates. The following is a summary of significant accounting policies consistently followed by the Funds and subsidiaries, as applicable, in preparation of their financial statements.

Investment Valuation: The Funds generally value their securities based on market prices determined at the close of regular trading on the New York Stock Exchange (“NYSE”), normally 4:00 p.m. Eastern Time, on each day the NYSE is open for trading.

For equity securities and mutual funds that are traded on an exchange, the market price is usually the closing sale or official closing price on that exchange. In the case of equity securities not traded on an exchange, or if such closing prices are not otherwise available, the securities are valued at the mean of the most recent bid and ask prices on such day.

The market price for debt obligations is generally the price supplied by an independent third-party pricing service approved by the Board of Trustees (the “Board”), which may use a matrix, formula or other objective method that takes into consideration quotations from dealers, market transactions in comparable investments, market indices and yield curves. If vendors are unable to supply a price, or if the price supplied is deemed to be unreliable, the market price may be determined using quotations received from one or more brokers–dealers that make a market in the security. Short–term debt obligations that will mature in 60 days or less are valued at amortized cost, unless it is determined that using this method would not reflect an investment’s fair value. Investments in non-exchange traded funds are fair valued at their respective net asset values.

Futures contracts that are listed or traded on a national securities exchange, commodities exchange, contract market or comparable over the counter market, and that are freely transferable, are valued at their closing settlement price on the exchange on which they are primarily traded or based upon the current settlement price for a like instrument acquired on the day on which the instrument is being valued. A settlement price may not be used if the market makes a limit move with respect to a particular commodity. Over-the-counter swap contracts for which market quotations are readily available are valued based on quotes received from independent pricing services or one or more dealers that make markets in such securities.

Equity securities that are primarily traded on foreign securities exchanges are valued at the closing values of such securities on their respective foreign exchanges, except when an event occurs subsequent to the close of the foreign exchange and the close of the NYSE that was likely to have changed such value. In such an event, the fair value of those securities are determined in good faith through consideration of other factors in accordance with procedures established by and under the general supervision of the Board. The Funds will use a fair valuation model provided by an independent pricing service, which is intended to reflect fair value when a security’s value or a meaningful portion of the Fund’s portfolio is believed to have been materially affected by an valuation event that has occurred between the close of the exchange or market on which the security is traded and the close of the regular trading day on the NYSE. The Funds’ valuation procedures set forth certain triggers which instruct when to use the fair valuation model.

Forward currency exchange contracts have a market value determined by the prevailing foreign currency exchange daily rates and current foreign currency exchange forward rates. The foreign currency exchange forward rates are calculated using an automated system that estimates rates on the basis of the current day foreign currency exchange rates and forward foreign currency exchange rates supplied by a pricing service. Foreign exchange rates and forward foreign currency exchange rates may generally be obtained at the close of the NYSE, normally 4:00 p.m. Eastern Time.

When such prices or quotations are not available, or when the Fair Value Committee appointed by the Board believes that they are unreliable, securities may be priced using fair value procedures approved by the Board.

Investment Transactions and Investment Income: Investment transactions are accounted for on the date the investments are purchased or sold (trade date basis). Net realized gains and losses from investment transactions are reported on an identified cost basis. Interest income, which includes accretion of discounts and amortization of premiums, is accrued and recorded as earned. Dividend income is recognized on the ex-dividend date or for certain foreign securities, as soon as information is available to each Fund.

Foreign Securities: Each Fund may directly purchase securities of foreign issuers. Investing in securities of foreign issuers involves special risks not typically associated with investing in securities of U.S. issuers. The risks include possible reevaluation of currencies, the inability to repatriate foreign currency, less complete financial information about companies and possible future adverse political and economic developments. Moreover, securities of many foreign issuers and their markets may be less liquid and their prices more volatile than those of securities of comparable U.S. issuers.

Foreign Currency Translation: The books and records of the Funds are maintained in U.S. dollars. Investment valuations and other assets and liabilities initially expressed in foreign currencies are converted each business day into U.S. dollars based upon current exchange rates. The portion of realized and unrealized gains or losses on investments due to fluctuations in foreign currency exchange rates is not separately disclosed and is included in realized and unrealized gains or losses on investments, when applicable.

Foreign Currency Spot Contracts: The Funds may enter into foreign currency spot contracts to facilitate transactions in foreign securities or to convert foreign currency receipts into U.S. dollars. A foreign currency spot contract is an agreement between two parties to buy and sell currencies at the current market rate, for settlement generally within two business days. The U.S. dollar value of the contracts is determined using current currency exchange rates supplied by a pricing service. The contract is marked-to-market daily for settlements beyond one day and any change in market value is recorded as an unrealized gain or loss. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value on the open and close date. Losses may arise from changes in the value of the foreign currency, or if the counterparties do not perform under the contract’s terms. The maximum potential loss from such contracts is the aggregate face value in U.S. dollars at the time the contract was opened.

Real Estate Investment Trusts (“REITs”): The Funds may invest a portion of their assets in REITs and are subject to certain risks associated with direct investment in REITs. REITs may be affected by changes in the value of their underlying properties and by defaults by borrowers or tenants. REITs depend generally on their ability to generate cash flow to make distributions to shareowners, and certain REITs have self-liquidation provisions by which mortgages held may be paid in full and distributions of capital returns may be made at any time. In addition, the performance of a REIT may be affected by its failure to qualify for tax-free pass-through of income under the Internal Revenue Code of 1986, as amended (the “Code”), or its failure to maintain exemption from registration under the 1940 Act.

Treasury Inflation Protected-Securities: The Funds may invest in treasury inflation protected securities (“TIPS”), including structured bonds in which the principal amount is adjusted daily to keep pace with inflation, as measured by the U.S. Consumer Pricing Index for Urban Consumers. The adjustments to principal due to inflation/ deflation are reflected as increases/decreases to interest income with a corresponding adjustment to cost. Such adjustments may have a significant impact on a Fund’s distributions and may result in a return of capital to shareholders. The repayment of the original bond principal upon maturity is guaranteed by the full faith and credit of the U.S. Government.

Fair Value Measurements: The Funds disclose the classification of their fair value measurements following a three-tier hierarchy based on the inputs used to measure fair value. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability that are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability that are developed based on the best information available.

Various inputs are used in determining the value of each Fund’s investments as of the end of the reporting period. When inputs used fall into different levels of the fair value hierarchy, the level in the hierarchy within which the fair value measurement falls is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The designated input levels are not necessarily an indication of the risk or liquidity associated with these investments. These inputs are categorized in the following hierarchy under applicable financial accounting standards:

Level 1 - Unadjusted quoted prices in active markets for identical investments, unrestricted assets or liabilities that a Fund has the ability to access at the measurement date;

Level 2 - Quoted prices which are not active, quoted prices for similar assets or liabilities in active markets or inputs other than quoted prices that are observable (either directly or indirectly) for substantially the full term of the asset or liability; and

Level 3 - Significant unobservable prices or inputs (including the Funds’ own assumptions in determining the fair value of investments) where there is little or no market activity for the asset or liability at the measurement date.

The following is a summary of each Fund’s investments/financial instruments in the fair value hierarchy as of July 31, 2012:

ALPS | Kotak India Growth Fund

Investments in Securities at Value	Level 1 – Unadjusted Quoted Prices		Level 2 - Other Significant Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Common Stocks
Basic Materials	$	–	$	224,419	$	–	$	224,419
Communications		–		161,637		–		161,637
Consumer, Cyclical		–		434,803		–		434,803
Consumer, Non-cyclical		–		824,131		–		824,131
Energy		67,016		336,697		–		403,713
Financials		–		1,104,909		–		1,104,909
Industrials		46,931		341,977		–		388,908
Technology		–		498,690		–		498,690
Utilities		–		98,292		–		98,292
Short Term Investments		15,913		–		–		15,913
TOTAL	$	129,860	$	4,025,555	$	–	$	4,155,415

ALPS | Red Rocks Listed Private Equity Fund

Investments in Securities at Value	Level 1 – Unadjusted Quoted Prices		Level 2 – Other Significant Observable Inputs		Level 3 – Significant Unobservable Inputs		Total
Common Stocks(a)	$	159,891,835	$	–	$	–	$	159,891,835
Total	$	159,891,835	$	–	$	–	$	159,891,835

ALPS | WMC Value Intersection Fund

Investments in Securities at Value	Level 1 – Unadjusted Quoted Prices		Level 2 – Other Significant Observable Inputs		Level 3 – Significant Unobservable Inputs		Total
Common Stocks(a)	$	74,245,560	$	–	$	–	$	74,245,560
Exchange Traded Funds		605,528		–		–		605,528
Short Term Investments		229,390		–		–		229,390
Total	$	75,080,478	$	–	$	–	$	75,080,478

Clough China Fund

Investments in Securities at Value*	Level 1 – Unadjusted Quoted Prices		Level 2 – Other Significant Observable Inputs		Level 3 – Significant Unobservable Inputs		Total
Common Stocks	$	–	$	50,079,649	$	–	$	50,079,649
Short Term Investments		3,450,867		–		–		3,450,867
Total	$	3,450,867	$	50,079,649	$	–	$	53,530,516

Jefferies Asset Management Commodity Strategy Allocation Fund

Investments in Securities at Value	Level 1 – Unadjusted Quoted Prices		Level 2 - Other Significant Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Common Stocks	$	89,889,253	$	–	$	–	$	89,889,253
Exchange Traded Funds		7,495,396		–		–		7,495,396
Government Bonds		–		124,247,147		–		124,247,147
Warrants		8		–		–		8
Short Term Investments		22,534,324		–		–		22,534,324
TOTAL	$	119,918,981	$	124,247,147	$	–	$	244,166,128
Other Financial Instruments
Assets:
Futures Contracts	$	6,813	$	–	$	–	$	6,813
Total Return Swap Contracts		–		8,308,199		–		8,308,199
Liabilities:
Futures Contracts		(440,117)		–		–		(440,117)
Options		(33,000)		–		–		(33,000)
Total Return Swap Contracts		–		(2,142,497)		–		(2,142,497)
TOTAL	$	(466,304)	$	6,165,702	$	–	$	5,731,898

RiverFront Dynamic Equity Income Fund

Investments in Securities at Value	Level 1 - Unadjusted Quoted Prices		Level 2 - Other Significant Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Common Stocks(a)	$	8,515,358	$	–	$	–	$	8,515,358
Exchange Traded Funds		15,586,852		–		–		15,586,852
Exchange Traded Notes		329,337		–		–		329,337
Short Term Investments		2,298,026		–		–		2,298,026
Total	$	26,729,573	$	–	$	–	$	26,729,573

RiverFront Global Growth Fund

Investments in Securities at Value	Level 1 - Unadjusted Quoted Prices		Level 2 - Other Significant Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Common Stocks(a)	$	14,325,210	$	–	$	–	$	14,325,210
Exchange Traded Funds		32,279,103		–		–		32,279,103
Short Term Investments		1,440,002		–		–		1,440,002
Total	$	48,044,315	$	–	$	–	$	48,044,315

RiverFront Moderate Growth & Income Fund

Investments in Securities at Value	Level 1 - Unadjusted Quoted Prices		Level 2 - Other Significant Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Common Stocks(a)	$	19,893,543	$	–	$	–	$	19,893,543
Exchange Traded Funds		46,309,794		–		–		46,309,794
Exchange Traded Notes		861,080		–		–		861,080
Short Term Investments		9,387,550		–		–		9,387,550
Total	$	76,451,967	$	–	$	–	$	76,451,967

RiverFront Global Allocation Fund

Investments in Securities at Value	Level 1 - Unadjusted Quoted Prices		Level 2 - Other Significant Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Common Stocks(a)	$	4,675,461	$	–	$	–	$	4,675,461
Exchange Traded Funds		12,531,720		–		–		12,531,720
Short Term Investments		1,383,359		–		–		1,383,359
Total	$	18,590,540	$	–	$	–	$	18,590,540

The Funds recognize transfers between levels as of the end of the fiscal year. For the three months ended July 31, 2012, the Funds did not have any transfers between Level 1 and Level 2 securities, except ALPS | Kotak India Growth Fund which utilizes a fair value evaluation service with respect to international securities with an earlier market closing than the Fund’s net asset value computation cutoff.

Risk of Investing in Derivatives: The Funds’ use of derivatives can result in losses due to unanticipated changes in the market risk factors and the overall market. In instances where the Funds are using derivatives to decrease, or hedge, exposures to market risk factors for securities held by the Funds, there are also risks that those derivatives may not perform as expected resulting in losses for the combined or hedged positions.

Derivatives may have little or no initial cash investment relative to their market value exposure and therefore can produce significant gains or losses in excess of their cost. This use of embedded leverage allows the Fund to increase its market value exposure relative to it net assets and can substantially increase the volatility of the Funds’ performance.

Additional associated risks from investing in derivatives also exist and potentially could have significant effects on the valuation of the derivative and the Funds. Typically, the associated risks are not the risks that the Funds are attempting to increase or decrease exposure to, per their investment objectives, but are the additional risks from investing in derivatives.

Examples of these associated risks are liquidity risk, which is the risk that the Funds will not be able to sell or close out the derivative in a timely manner, and counterparty credit risk, which is the risk that the counterparty will not fulfill its obligation to the Funds. In addition, use of derivatives may increase or decrease exposure to the following risk factors:

Equity Risk: Equity risk relates to the change in value of equity securities as they relate to increases or decreases in the general market. Associated risks can be different for each type of derivative and are discussed by each derivative type in the notes that follow.

Commodity Risk: Exposure to the commodities markets may subject the Fund to greater volatility than investments in traditional securities. Prices of various commodities may also be affected by factors, such as drought, floods, weather, livestock disease, embargoes, tariffs and other regulatory developments, which are unpredictable. The prices of commodities can also fluctuate widely due to supply and demand disruptions in major producing or consuming regions.

Foreign Currency Risk: Currency trading involves significant risks, including market risk, interest rate risk, country risk, counterparty credit risk and short sale risk. Market risk results from the price movement of foreign currency values in response to shifting market supply and demand. Interest rate risk arises whenever a country changes its stated interest rate target associated with its currency. Country risk arises because virtually every country has interfered with international transactions in its currency.

Interest Rate Risk: Interest rate risk is the risk that fixed income securities will decline in value because of changes in interest rates. As nominal interest rates rise, the value of fixed income securities held by the Fund are likely to decrease. Securities with longer durations tend to be more sensitive to changes in interest rates, and are usually more volatile than securities.

Swap Contracts: The Jefferies Asset Management Commodity Strategy Allocation Fund may enter into swap transactions for hedging purposes or to seek to increase total return. At the present time, the Jefferies Asset Management Commodity Strategy Allocation Fund primarily enters into swap transactions for the purpose of increasing total return. Risks may arise as a result of the failure of the counterparty to the swap contract to comply with the terms of the swap contract. The loss incurred by the failure of a counterparty is generally limited to the net payment to be received by the Jefferies Asset Management Commodity Strategy Allocation Fund and/or the termination value at the end of the contract.

Therefore, the Jefferies Asset Management Commodity Strategy Allocation Fund considers the creditworthiness of each counterparty to a contract in evaluating potential credit risk. Additionally, risks may arise from unanticipated movements in interest rates or in the value of the underlying reference asset or index. Entering into these agreements involves, to varying degrees, market risk, liquidity risk and elements of credit, legal and documentation risk that are not directly reflected in the amounts recognized in the Statements of Assets and Liabilities.

The Jefferies Asset Management Commodity Strategy Allocation Fund may pay or receive cash as collateral on these contracts which may be recorded as an asset and/or liability. The Jefferies Asset Management Commodity Strategy Allocation Fund must set aside liquid assets, or engage in other appropriate measures, to cover its obligations under these contracts. Swaps are marked to market daily using either pricing vendor quotations, counterparty prices or model prices and the change in value, if any, is recorded as an unrealized gain or loss. Upfront payments made and/or received by the Jefferies Asset Management Commodity Strategy Allocation Fund are recorded as an asset and/or liability and realized gains or losses are recognized ratably over the contract’s term/event, with the exception of forward starting interest rate swaps, whose realized gains or losses are recognized ratably from the effective start date. Periodic payments received or made on swap contracts are recorded as realized gains or losses. Gains or losses are realized upon termination of a swap contract and are recorded on the Statements of Operations.

The Jefferies Asset Management Commodity Strategy Allocation Fund invests in total return swaps to obtain exposure to a security or market without owning such security or investing directly in that market or to transfer the risk/return of one market (e.g., fixed income) to another market (e.g., equity) (equity risk and/or interest rate risk). Total return swaps are agreements in which there is an exchange of cash flows whereby one party commits to make payments based on the total return (coupons plus capital gains/losses) of an underlying instrument in exchange for fixed or floating rate interest payments. To the extent the total return of the instrument or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the Fund will receive a payment from or make a payment to the counterparty. Swap agreements held at July 31, 2012 are disclosed in the Statement of Investments.

The number of swap contracts held at July 31, 2012 is representative of swap contract activity during the three months ended July 31, 2012.

Futures: Certain Funds may invest in futures contracts in accordance with their investment objectives. Each Fund does so for a variety of reasons including for cash management, hedging or non-hedging purposes in an attempt to achieve investment returns consistent with the Fund’s investment objective. A futures contract provides for the future sale by one party and purchase by another party of a specified quantity of the security or other financial instrument at a specified price and time. A futures contract on an index is an agreement pursuant to which two parties agree to take or make delivery of an amount of cash equal to the difference between the value of the index at the close of the last trading day of the contract and the price at which the index contract was originally written. Futures transactions may result in losses in excess of the amount invested in the futures contract. There can be no guarantee that there will be a correlation between price movements in the hedging vehicle and in the portfolio securities being hedged. An incorrect correlation could result in a loss on both the hedged securities in a Fund and the hedging vehicle so that the portfolio return might have been greater had hedging not been attempted. There can be no assurance that a liquid market will exist at a time when a Fund seeks to close out a futures contract or a futures option position. Lack of a liquid

market for any reason may prevent a Fund from liquidating an unfavorable position, and the Fund would remain obligated to meet margin requirements until the position is closed. In addition, a Fund could be exposed to risk if the counterparties to the contracts are unable to meet the terms of their contracts. With exchange traded futures, there is minimal counterparty credit risk to the Funds since futures are exchange traded and the exchange’s clearinghouse, as counterparty to all exchange traded futures, guarantees the futures against default.

When a purchase or sale of a futures contract is made by a Fund, the Fund is required to deposit with its custodian (or broker, if legally permitted) a specified amount of liquid assets (“initial margin”). The margin required for a futures contract is set by the exchange on which the contract is traded and may be modified during the term of the contract. The initial margin is in the nature of a performance bond or good faith deposit on the futures contract that is returned to a Fund upon termination of the contract, assuming all contractual obligations have been satisfied. Each day a Fund may pay or receive cash, called “variation margin,” equal to the daily change in value of the futures contract. Such payments or receipts are recorded for financial statement purposes as unrealized gains or losses by a Fund. Variation margin does not represent a borrowing or loan by a Fund but is instead a settlement between a Fund and the broker of the amount one would owe the other if the futures contract expired. When the contract is closed, a Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. As of July 31, 2012, Jefferies Asset Management Commodity Strategy Allocation Fund had futures contracts outstanding with a net unrealized appreciation/(depreciation) of ($433,304). The other Funds held no futures contracts at July 31, 2012. The number of futures contracts held at July 31, 2012 is representative of futures contracts activity during the three months ended July 31, 2012.

Unrealized Appreciation and Depreciation on Investments: As of July 31, 2012, the costs of investments for federal income tax purposes and accumulated net unrealized appreciation/(depreciation) on investments were as follows:

Fund	Gross Appreciation (excess of value over tax cost)		Gross Depreciation (excess of tax cost over value)		Net Unrealized Appreciation		Cost of Investments for Income Tax Purposes
ALPS | Kotak India Growth Fund		(96,965)		(412,362)		(509,327)		4,664,742
ALPS | Red Rocks Listed Private Equity Fund		8,292,234		(11,400,499)		(3,108,265)		163,000,132
ALPS | WMC Value Intersection Fund		13,829,104		(3,499,598)		10,329,506		64,750,972
Clough China Fund		5,288,458		(1,163,855)		4,124,603		49,405,913
Jefferies Asset Management Commodity Strategy Allocation Fund		3,759,897		(8,035,478)		(4,275,581)		248,441,709
RiverFront Global Growth Fund		5,083,303		(465,874)		4,617,429		43,426,886
RiverFront Dynamic Equity Income Fund		1,821,334		(183,052)		1,638,282		25,091,291
RiverFront Global Allocation Fund		1,022,392		(273,926)		748,466		17,842,074
RiverFront Moderate Growth and Income		4,268,322		(219,005)		4,049,317		72,402,650

3. TRANSACTIONS WITH AFFILIATES

For the three months ended July 31, 2012, the following Funds recorded distributions from affiliated investment companies as affiliated dividend income, and had the following affiliated purchases and sales:

RiverFront Global Growth Fund

Security Name	Share Balance April 30, 2012		Purchases		Sales		Share Balance July 31, 2012		Dividend Income		Realized Gain/(Loss)		Market Value July 31, 2012
Consumer Discretionary Select Sector SPDR® Fund		17,524		-		17,524		-	$	2,526	$	114,259	$	-
Health Care Select Sector SPDR® Fund		14,866		-		831		14,035		2,827		1,120		538,804
Utilities Select Sector SPDR® Fund		-		22,249		1,310		20,939		7,270		444		794,007
									$	12,623	$	115,823	$	1,332,811

RiverFront Dynamic Equity Income Fund

Security Name	Share Balance April 30, 2012		Purchases		Sales		Share Balance July 31, 2012		Dividend Income		Realized Loss		Market Value July 31, 2012
Consumer Discretionary Select Sector SPDR® Fund		-		7,432		7,432		-	$	1,095	$	(3,850)	$	-
Health Care Select Sector SPDR® Fund		15,042		111		381		14,772		2,935		15		567,097
Utilities Select Sector SPDR® Fund		17,503		141		405		17,239		5,904		(4)		653,703
									$	9,934	$	(3,839)	$	1,220,800

RiverFront Global Allocation Fund

Security Name	Share Balance April 30, 2012		Purchases		Sales		Share Balance July 31, 2012		Dividend Income		Realized Gain		Market Value July 31, 2012
Consumer Discretionary Select Sector SPDR® Fund		5,993		-		5,993		-	$	910	$	39,069	$	-
Health Care Select Sector SPDR® Fund		5,588		-		-		5,588		1,110		-		214,524
Utilities Select Sector SPDR® Fund		-		6,184				6,184		2,118		-		234,497
									$	4,138	$	39,069	$	449,021

RiverFront Moderate Growth & Income Fund

Security Name	Share Balance April 30, 2012		Purchases		Sales		Share Balance July 31, 2012		Dividend Income		Realized Gain/(Loss)		Market Value July 31, 2012
Consumer Discretionary Select Sector SPDR® Fund		-		16,595		16,595		-	$	2,492	$	(18,487)	$	-
Health Care Select Sector SPDR® Fund		33,164		1,816		-		34,980		6,605		-		1,342,882
Utilities Select Sector SPDR® Fund		36,892		1,673		-		38,565		12,721		-		1,462,385
									$	21,818	$	(18,487)	$	2,805,267

The above securities are deemed affiliated investment companies because the Fund’s Distributor, ALPS Distributors, Inc. (the “Distributor” or “ADI”) is also the distributor of the Select Sector SPDR exchange traded funds (the “Underlying Sector ETFs”). As required by exemptive relief obtained by the Underlying Sector ETFs, the Adviser will reimburse the Fund an amount equal to the distribution fee received by ADI from the Underlying Sector ETFs attributable to the Fund’s investment in the Underlying Sector ETFs, for so long as ADI acts as the distributor to the Fund and the Underlying Sector ETFs.

ASPEN MANAGED FUTURES STRATEGY FUND

CONSOLIDATED STATEMENT OF INVESTMENTS

July 31, 2012 (UNAUDITED)

	7-Day Yield			Shares		Value (Note 2)
SHORT TERM INVESTMENTS (18.28%)
MONEY MARKET FUND (18.28%)
Dreyfus Treasury & Agency Cash Management Fund - Institutional Shares		0.010	%		9,384,355	$	9,384,354
HighMark 100% U.S. Treasury Money Market Fund		0.000	%		9,384,355		9,384,355
							18,768,709
TOTAL SHORT TERM INVESTMENTS (Cost $18,768,709)							18,768,709
TOTAL INVESTMENTS (18.28%) (Cost $18,768,709)						$	18,768,709
Other Assets In Excess Of Liabilities (81.72%)							83,879,346	(a)
NET ASSETS (100.00%)						$	102,648,055

^(a)  Includes cash which is being held as collateral for futures contracts.

Percentages are stated as a percent of net assets.

FUTURES CONTRACTS

At July 31, 2012, the Fund had outstanding futures contracts:

Description	Position		Contracts		Expiration Date		Underlying Face Amount at Value		Unrealized Appreciation
Australian Dollar Currency Future		Long		122		09/18/12	$	12,770,960	$	424,168
Canadian 10 Year Bond Future		Long		141		09/20/12		19,534,866		108,537
Corn Future		Long		66		09/15/12		2,661,450		522,310
Crude Oil Future		Short		20		08/22/12		(1,761,200)		42,131
Euro FX Currency Future		Short		82		09/18/12		(12,620,825)		103,553
Euro-Bond Future		Long		111		09/07/12		19,744,654		30,567
Long Gilt Future		Long		102		09/27/12		19,491,016		265,366
New Zealand Dollar Future		Long		107		09/18/12		8,641,320		210,923
S&P 500® Emini Future		Long		43		09/22/12		2,955,390		19,892
Soybean Future		Long		32		09/15/12		2,650,800		95,990
Swiss Franc Currency Future		Short		66		09/18/12		(8,462,025)		50,961
U.S. 10-Year Treasury Notes Future		Long		144		09/20/12		19,390,507		85,394
							$	84,996,913	$	1,959,792

Description	Position		Contracts		Expiration Date		Underlying Face Amount at Value		Unrealized Depreciation
Canadian Dollar Currency Future		Short		42		09/19/12	$	(4,184,040)	$	(49,712)
Copper Future		Short		11		09/27/12		(939,813)		(17,451)
Euro STOXX 50 Index Future		Short		110		09/22/12		(3,150,823)		(234,641)
FTSE 100 IDX Future		Long		17		09/22/12		1,494,183		(4,866)
Gold 100 Oz Future		Short		6		12/31/12		(968,760)		(921)
Heating Oil Future		Short		14		09/01/12		(1,674,624)		(813)
Japanese Yen Currency Future		Short		2		09/18/12		(320,175)		(4,495)
Nikkei 225 Index Future		Short		68		09/14/12		(2,927,400)		(33,352)
Silver Future		Short		12		09/27/12		(1,674,840)		(49,852)
Sugar No. 11 (World) Future		Long		32		09/29/12		811,418		(11,575)
							$	(13,534,874)	$	(407,678)

Common Abbreviations:

FTSE - Financial Times and the London Stock Exchange

FX - Foreign

No. - Number

Oz - Ounce

S&P - Standard and Poor’s

See Notes to Consolidated Quarterly Statement of Investments.

Notes to Consolidated Quarterly Statement of Investments

July 31, 2012 (Unaudited)

1. ORGANIZATION

Financial Investors Trust (the “Trust”) a Delaware statutory trust, is an open-end management investment company registered under the Investment Company Act of 1940, as amended (“1940 Act”). As of July 31, 2012, the Trust has twenty-three registered funds. This quarterly report describes the Aspen Managed Futures Strategy Fund (the “Fund”). The Fund seeks investment results that replicate as closely as possible, before fees and expenses, the price and yield performance of the Aspen Managed Futures Beta Index (the “MFBI” or “Index”).

Basis of Consolidation for the Aspen Futures Fund, Ltd.

Aspen Futures Fund, Ltd. (the “Subsidiary”), a Cayman Islands exempted company is a wholly owned subsidiary of the Aspen Managed Futures Strategy Fund. The Subsidiary acts as an investment vehicle for the Fund in order to effect certain commodity-related investments on behalf of the Fund. Investments in the Subsidiary are expected to provide the Fund with exposure to the commodity markets within the limitations of Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”), and recent IRS revenue rulings, as discussed below under “Dividends and Distribution” and “Taxes.” The Fund is the sole shareholder of the Subsidiary pursuant to a subscription agreement dated as of August 2, 2011, and it is intended that the Fund will remain the sole shareholder and will continue to control the Subsidiary. Under the Articles of Association of the Subsidiary, shares issued by the Subsidiary confer upon a shareholder the right to vote at general meetings of the Subsidiary and certain rights in connection with any winding-up or repayment of capital, as well as the right to participate in the profits or assets of the Subsidiary. The Fund may invest up to 25% of its total assets in shares of the Subsidiary. As a wholly owned subsidiary of the Fund, all assets and liabilities, income and expenses of the Subsidiary are consolidated in the financial statements and financial highlights of the Fund. All investments held by the Subsidiary are disclosed in the accounts of the Fund.

The Subsidiary prices its portfolio investments pursuant to the same pricing and valuation methodologies and procedures used by the Fund, which require, among other things, that each of the Subsidiary’s portfolio investments be marked-to-market (that is, the value on the Subsidiary’s books changes) each business day to reflect changes in the market value of each investment. The value of shares of the Subsidiary fluctuates with the value of the Subsidiary’s portfolio investments.

2. SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies consistently followed by the Funds. These policies are in conformity with U.S. generally accepted accounting principles, (“GAAP”).

The preparation of Statement of Investments in accordance with GAAP requires management to make certain estimates and assumptions that affect the reported amounts and disclosures in the financial statements during the reporting period. Management believes the estimates and security valuations are appropriate; however, actual results may differ from those estimates, and the security valuations reflected in the Statement of Investments may differ from the value the Fund ultimately realizes upon sale of the securities. The Statement of Investments have been prepared as of the close of the New York Stock Exchange (“NYSE”) on July 31, 2012.

Investment Valuation: The Fund generally values its securities based on market prices determined at the close of regular trading on the NYSE, normally 4:00 p.m. Eastern Time, on each day the NYSE is open for trading.

For equity securities that are traded on an exchange, the market price is usually the closing sale or official closing price on that exchange. In the case of equity securities not traded on an exchange, or if such closing prices are not otherwise available, the securities are valued at the mean of the most recent bid and ask prices on such day.

The market price for debt obligations is generally the price supplied by an independent third-party pricing service approved by the Board of Trustees (the “Board”), which may use a matrix, formula or other objective method that takes into consideration quotations from dealers, market transactions in comparable investments, market indices and yield curves. If vendors are unable to supply a price, or if the price supplied is deemed to be unreliable, the market price may be determined using quotations received from one or more broker–dealers that make a market in the security. Short–term debt obligations that will mature in 60 days or less are valued at amortized cost, unless it is determined that using this method would not reflect an investment’s fair value. Investments in non-exchange traded funds are fair valued at their respective net asset values.

Futures contracts that are listed or traded on a national securities exchange, commodities exchange, contract market or comparable over-the-counter market, and that are freely transferable, are valued at their closing settlement price on the

exchange on which they are primarily traded or based upon the current settlement price for a like instrument acquired on the day on which the instrument is being valued. A settlement price may not be used if the market makes a limit move with respect to a particular commodity.

Forward currency exchange contracts have a market value determined by the prevailing foreign currency exchange daily rates and current foreign currency exchange forward rates. The foreign currency exchange forward rates are calculated using an automated system that estimates rates on the basis of the current day foreign currency exchange rates and forward foreign currency exchange rates supplied by a pricing service.

Redeemable securities issued by open-end registered investment companies are valued at the investment company’s applicable net asset value.

Investment securities that are primarily traded on foreign securities exchanges are valued at the preceding closing values of such securities on their respective exchanges, except when an occurrence subsequent to the time a value was so established is likely to have changed such value. In such an event, the fair value of those securities is determined in good faith through consideration of other factors in accordance with procedures established by and under the general supervision of the Board.

When such prices or quotations are not available, or when the Fair Value Committee appointed by the Board believes that they are unreliable, securities may be priced using fair value procedures approved by the Board. The Funds may also use fair value procedures if the Fair Value Committee determines that a significant event has occurred between the time at which a market price is determined and the time at which a Fund’s NAV is calculated. In particular, the value of non-U.S. securities may be materially affected by events occurring after the close of the foreign exchange on which they are traded, but before a Fund prices its shares.

Investment Transactions: Investment and shareholder transactions are accounted for on the date the investments are purchased or sold (trade date). Realized gains and losses from investment transactions are reported on an identified cost basis. Interest income, which includes accretion of discounts, is accrued and recorded as earned. Dividend income is recognized on the ex-dividend date or for certain foreign securities, as soon as information is available to the Fund.

Foreign Securities: The Fund may directly purchase securities of foreign issuers. Investing in securities of foreign issuers involves special risks not typically associated with investing in securities of U.S. issuers. The risks include possible reevaluation of currencies, the inability to repatriate foreign currency, less complete financial information about companies and possible future adverse political and economic developments. Moreover, securities of many foreign issuers and their markets may be less liquid and their prices more volatile than those of securities of comparable U.S. issuers.

Foreign Currency Translation: The books and records of the Fund are maintained in U.S. dollars. Investment valuations and other assets and liabilities initially expressed in foreign currencies are converted each business day into U.S. dollars based upon current exchange rates. Prevailing foreign exchange rates may generally be obtained at the close of the NYSE (normally, 4:00 p.m. Eastern time). The portion of realized and unrealized gains or losses on investments due to fluctuations in foreign currency exchange rates is not separately disclosed and is included in realized and unrealized gains or losses on investments, when applicable.

Foreign Currency Spot Contracts: The Fund may enter into foreign currency spot contracts to facilitate transactions in foreign securities or to convert foreign currency receipts into U.S. dollars. A foreign currency spot contract is an agreement between two parties to buy and sell currencies at the current market rate, for settlement generally within two business days. The U.S. dollar value of the contracts is determined using current currency exchange rates supplied by a pricing service. The contract is marked-to-market daily for settlements beyond one day and any change in market value is recorded as an unrealized gain or loss. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value on the open and close date. Losses may arise from changes in the value of the foreign currency, or if the counterparties do not perform under the contract’s terms. The maximum potential loss from such contracts is the aggregate face value in U.S. dollars at the time the contract was opened.

Fair Value Measurements: The Fund discloses the classification of its fair value measurements following a three-tier hierarchy based on the inputs used to measure fair value. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability that are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability that are developed based on the best information available.

Various inputs are used in determining the value of the Fund’s investments as of the end of the reporting period. When inputs used fall into different levels of the fair value hierarchy, the level in the hierarchy within which the fair value measurement falls is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The designated input levels are not necessarily an indication of the risk or liquidity associated with these investments. These inputs are categorized in the following hierarchy under applicable financial accounting standards:

Level 1 –	Unadjusted quoted prices in active markets for identical investments, unrestricted assets or liabilities that a Fund has the ability to access at the measurement date;
Level 2 –	Quoted prices which are not active, quoted prices for similar assets or liabilities in active markets or inputs other than quoted prices that are observable (either directly or indirectly) for substantially the full term of the asset or liability; and
Level 3 –	Significant unobservable prices or inputs (including the Fund’s own assumptions in determining the fair value of investments) where there is little or no market activity for the asset or liability at the measurement date.

The following is a summary of each input used to value the Fund as of July 31, 2012:

Aspen Managed Futures Strategy Fund

Investments in Securities at Value	Level 1 - Quoted Prices			Level 2 - Other Significant Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Short Term Investments	$	18,768,709		$	–	$	–	$	18,768,709
TOTAL	$	18,768,709		$	–	$	–	$	18,768,709
Other Financial Instruments
Assets:
Futures Contracts	$	1,959,792		$	–	$	–	$	1,959,792
Liabilities:
Futures Contracts		(407,678	)		–		–		(407,678	)
TOTAL	$	1,552,114		$	–	$	–	$	1,552,114

For the period ended July 31, 2012, the Fund did not have any significant transfers between Level 1 and Level 2 securities. As such, international securities can transfer between Level 1 and Level 2 based on triggers being met without disclosure detailing the transfers into and out of Level 1 and Level 2.

Futures: The Fund and the Subsidiary may enter into futures contracts. Futures contracts are agreements between two parties to buy and sell a particular commodity, instrument or index for a specified price on a specified future date. When the Fund or the Subsidiary enters into a futures contract, it is required to deposit with (or for the benefit of) its broker an amount of cash or short-term high-quality securities as “initial margin”. As the value of the contract changes, the value of the futures contract position increases or declines. Subsequent payments, known as “variation margin”, are made or received by the Fund or the Subsidiary, depending on the price fluctuations in the fair value of the contract and the value of cash or securities on deposit with the broker. Fluctuations in the value of the contracts are recorded as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized gains (losses). Realized gain or loss on a futures position is equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed, minus brokerage commissions. When the Fund or the Subsidiary enters into a futures contract certain risks may arise, such as illiquidity in the futures market, which may limit the Fund’s or the Subsidiary’s ability to close out a futures contract prior to settlement date, and unanticipated movements in the value of securities, commodities or interest rates. Futures contracts are exchange-traded. Exchange-traded futures are standardized contracts and are settled through a clearing house with fulfillment supported by the credit of the exchange. Therefore, counterparty credit risk to the Fund and the Subsidiary is reduced.

Unrealized Appreciation and Depreciation on Investments: The differences between book-basis and tax-basis are primarily due to the deferral of wash sale losses. As of July 31, 2012, the cost of securities on a tax basis and gross unrealized appreciation/ (depreciation) on investments for federal income tax purposes were as follows:

	Aspen Managed Futures Strategy Fund
Gross appreciation (excess of value over tax cost)	$	520,139
Gross depreciation (excess of tax cost over value)		(670,904	)
Net unrealized depreciation	$	(150,765	)
Cost of investments for income tax purposes	$	18,919,474

DISCIPLINED GROWTH INVESTORS FUND

STATEMENT OF INVESTMENTS

July 31, 2012 (UNAUDITED)

	Shares		Value (Note 2)
COMMON STOCKS (70.56%)
CONSUMER DISCRETIONARY (21.51%)
Auto & Auto Parts (1.16%)
Gentex Corp.		25,575	$	409,456
Consumer Products (7.14%)
Ethan Allen Interiors, Inc.		24,794		511,500
Garmin Ltd.		13,488		520,772
Ralph Lauren Corp.		4,781		690,090
Select Comfort Corp.(a)		30,312		788,415
				2,510,777
Consumer Services (0.28%)
Nutrisystem, Inc.		9,532		99,943
Leisure (1.75%)
The Cheesecake Factory, Inc.(a)		7,100		237,992
Royal Caribbean Cruises Ltd.		15,150		378,447
				616,439
Media (0.84%)
DreamWorks Animation SKG, Inc. - Class A(a)		15,287		293,510
Retail (10.34%)
Cabela’s, Inc.(a)		20,175		926,839
Limited Brands, Inc.		21,380		1,016,619
TJX Cos., Inc.		38,300		1,695,924
				3,639,382
TOTAL CONSUMER DISCRETIONARY				7,569,507
ENERGY (1.54%)
Energy Equipment & Services (1.54%)
Noble Corp.		14,682		543,234
TOTAL ENERGY				543,234
FINANCIAL SERVICES (2.88%)
Consumer Finance & Credit Services (1.86%)
FactSet Research Systems, Inc.		7,044		654,810
Investment Banking & Brokerage (1.02%)
E*Trade Financial Corp.(a)		16,184		123,484
Janus Capital Group, Inc.		32,475		234,794
				358,278
TOTAL FINANCIAL SERVICES				1,013,088

	Shares		Value (Note 2)
FINANCIALS (0.66%)
Banks (0.66%)
TCF Financial Corp.
		22,600	$	233,458
TOTAL FINANCIALS				233,458
HEALTH CARE (7.23%)
Medical Equipment & Services (7.13%)
Edwards Lifesciences Corp.(a)		14,950		1,512,940
Intuitive Surgical, Inc.(a)		1,087		523,391
Varian Medical Systems, Inc.(a)		8,700		474,846
				2,511,177
Pharmaceuticals & Biotech (0.10%)
Incyte Corp. Ltd.(a)		1,400		34,986
TOTAL HEALTH CARE				2,546,163
PRODUCER DURABLES (11.04%)
Commercial Services (2.01%)
The Corporate Executive Board Co.		9,975		460,147
Paychex, Inc.		7,600		248,444
				708,591
Machinery (1.93%)
Middleby Corp.(a)		6,918		677,411
Manufacturing & Production (2.50%)
Eaton Corp.		20,025		877,896
Scientific Instruments & Services (2.72%)
Brady Corp. - Class A		6,900		183,057
Trimble Navigation Ltd.(a)		17,525		775,656
				958,713
Transportation & Freight (1.88%)
JetBlue Airways Corp.(a)		17,450		96,149
Landstar System, Inc.		11,450		565,745
				661,894
TOTAL PRODUCER DURABLES				3,884,505
TECHNOLOGY (24.35%)
Computers (0.01%)
Imation Corp.(a)		800		4,456
Electronics (8.04%)
Advanced Micro Devices, Inc.(a)		38,056		154,507
ARM Holdings PLC ADR		25,962		674,493
Microchip Technology, Inc.		11,300		377,194
Open Text Corp.(a)		16,031		721,395
Plexus Corp.(a)		31,350		900,372
				2,827,961

	Shares		Value (Note 2)
TECHNOLOGY (continued)
Information Technology (14.26%)
Akamai Technologies, Inc.(a)		18,500	$	650,830
Apple, Inc.(a)		863		527,086
Autodesk, Inc.(a)		22,000		746,240
Dolby Laboratories, Inc. - Class A(a)		7,975		281,119
Intuit, Inc.		24,800		1,438,896
Seagate Technology PLC		29,713		891,984
Yahoo!, Inc.(a)		30,375		481,140
				5,017,295
Telecommunications (2.04%)
Aviat Networks, Inc.(a)		27,275		61,641
Plantronics, Inc.		15,400		505,428
ViaSat, Inc.(a)		3,969		152,013
				719,082
TOTAL TECHNOLOGY				8,568,794
UTILITIES (1.35%)
Utilities (1.35%)
tw telecom, Inc. - Class A(a)		18,900		474,957
TOTAL UTILITIES				474,957
TOTAL COMMON STOCKS (Cost $22,723,526)				24,833,706
	Principal Amount		Value (Note 2)
ASSET/MORTGAGE BACKED SECURITIES (0.20%)
Government National Mortgage Association, Series 2005-93
5.500% 12/20/2034	$	63,000		70,441
TOTAL ASSET/MORTGAGE BACKED SECURITIES (Cost $70,602)				70,441
CORPORATE BONDS (25.72%)
Abbott Laboratories
5.125% 04/01/2019		91,000		110,862
Affiliated Computer Services, Inc.
5.125% 06/01/2015		100,000		107,907
Alliant Energy Corp.
4.000% 10/15/2014		200,000		210,581
Ameren Illinois Co.
9.750% 11/15/2018		40,000		54,486
American Express Co.
4.875% 07/15/2013		102,000		106,089
Anheuser-Busch InBev Worldwide, Inc.
5.375% 01/15/2020		176,000		216,225
Arizona Public Service Co.
8.750% 03/01/2019		78,000		104,033
AT&T, Inc.
5.500% 02/01/2018		177,000		214,561
BB&T Corp.
5.700% 04/30/2014		8,000		8,672

	Principal Amount		Value (Note 2)
CORPORATE BONDS (continued)
BP Capital Markets PLC
5.250% 11/07/2013	$	191,000	$	202,605
Burlington Northern Santa Fe LLC
4.875% 01/15/2015		194,000		212,322
Carolina Power & Light Co.
5.125% 09/15/2013		96,000		100,944
CenterPoint Energy Resources Corp.
4.500% 01/15/2021		98,000		108,506
Coca-Cola HBC Finance BV
5.500% 09/17/2015		180,000		196,031
Comcast Cable Communications Holdings, Inc.
9.455% 11/15/2022		140,000		210,830
Commonwealth Edison Co.
5.800% 03/15/2018		88,000		107,427
The Connecticut Light & Power Co., Series 09-A
5.500% 02/01/2019		91,000		109,993
Consolidated Edison Co. of New York, Inc.
7.125% 12/01/2018		175,000		230,540
Corporacion Andina de Fomento
5.750% 01/12/2017		1,000		1,139
8.125% 06/04/2019		148,000		191,945
CSX Corp.
7.375% 02/01/2019		85,000		110,165
The Dayton Power & Light Co.
5.125% 10/01/2013		101,000		106,166
Diageo Capital PLC
5.750% 10/23/2017		89,000		107,525
Emerson Electric Co.
5.000% 04/15/2019		93,000		111,177
Energy Transfer Partners LP
9.700% 03/15/2019		81,000		105,346
Florida Power & Light Co.
4.850% 02/01/2013		103,000		105,283
Fluor Corp.
3.375% 09/15/2021		105,000		114,225
General Electric Capital Corp.
5.875% 01/14/2038		191,000		233,568
Hewlett-Packard Co.
3.750% 12/01/2020		108,000		108,218
Historic TW, Inc.
9.125% 01/15/2013		192,000		199,169
The Home Depot, Inc.
5.250% 12/16/2013		49,000		52,232
International Business Machines Corp.
7.625% 10/15/2018		150,000		202,756
Johnson & Johnson
5.850% 07/15/2038		156,000		231,046
JPMorgan Chase & Co.
2.050% 01/24/2014		202,000		205,235
Kraft Foods, Inc.
5.375% 02/10/2020		182,000		219,869
Lockheed Martin Corp.
4.250% 11/15/2019		191,000		216,657
Lubrizol Corp.
8.875% 02/01/2019		74,000		103,408
McDonald’s Corp.
6.300% 03/01/2038		154,000		228,895

	Principal Amount		Value (Note 2)
CORPORATE BONDS (continued)
Merck & Co., Inc
5.950% 12/01/2028	$	85,000	$	114,686
National Rural Utilities Cooperative Finance Corp.
10.375% 11/01/2018		75,000		109,401
Nevada Power Co.
7.125% 03/15/2019		134,000		173,937
News America, Inc.
6.900% 03/01/2019		90,000		113,189
Nisource Finance Corp.
6.800% 01/15/2019		91,000		110,243
Noble Energy, Inc.
8.250% 03/01/2019		161,000		208,866
Northeast Utilities
5.650% 06/01/2013		5,000		5,204
Ohio Power Co., Series M
5.375% 10/01/2021		175,000		211,955
Oncor Electric Delivery Co. LLC
7.000% 09/01/2022		161,000		201,477
Plains All American Pipeline LP / Plains All American Finance Corp.
5.625% 12/15/2013		7,000		7,448
8.750% 05/01/2019		155,000		206,901
PPL Energy Supply LLC
6.300% 07/15/2013		96,000		101,038
PSEG Power LLC
5.000% 04/01/2014		102,000		108,278
Republic Services, Inc.
5.500% 09/15/2019		98,000		115,648
Rio Tinto Finance USA Ltd.
9.000% 05/01/2019		146,000		203,771
Safeway, Inc.
5.625% 08/15/2014		9,000		9,667
Sempra Energy
8.900% 11/15/2013		92,000		101,312
Tennessee Valley Authority, Series B
4.700% 07/15/2033		184,000		228,173
TransCanada PipeLines Ltd.
7.250% 08/15/2038		160,000		246,124
Unilever Capital Corp.
4.800% 02/15/2019		94,000		111,940
United Parcel Service, Inc.
6.200% 01/15/2038		156,000		227,287
United Technologies Corp.
5.375% 12/15/2017		7,000		8,528
US Bank
3.778%(b) 04/29/2020		197,000		207,283
4.800% 04/15/2015		13,000		14,344
Wal-Mart Stores, Inc.
6.200% 04/15/2038		158,000		232,732
Waste Management, Inc.
7.375% 03/11/2019		84,000		107,311
TOTAL CORPORATE BONDS
(Cost $8,662,522)				9,053,381

	Principal Amount		Value (Note 2)
FOREIGN GOVERNMENT BONDS (1.90%)
Israel Government AID Bond
5.500% 12/04/2023	$	161,000	$	215,556
Israel Government AID Bond, Zero Coupon, Series 8-Z
02/15/2020		20,000		17,869
Province of British Columbia
4.300% 05/30/2013		10,000		10,336
Province of Ontario Canada
0.950% 05/26/2015		200,000		201,978
Province of Quebec Canada, Series NN
7.125% 02/09/2024		157,000		221,399
TOTAL FOREIGN GOVERNMENT BONDS (Cost $646,299)				667,138
GOVERNMENT & AGENCY OBLIGATIONS (0.04%)
U.S. Treasury Bonds
6.500% 11/15/2026		3,000		4,712
U.S. Treasury Notes
4.500% 11/15/2015		4,000		4,543
4.500% 02/15/2016		3,000		3,436
TOTAL GOVERNMENT & AGENCY OBLIGATIONS (Cost $12,392)				12,691

	7-Day Yield			Shares	Value (Note 2)
SHORT TERM INVESTMENTS (1.25%)
Fidelity Institutional Money Market Government Portfolio - Class I		0.01	%	438,944		438,944
TOTAL SHORT TERM INVESTMENTS (Cost $438,944)						438,944
TOTAL INVESTMENTS (99.67%) (Cost $32,554,285)					$	35,076,301
Other Assets In Excess Of Liabilities (0.33%)						116,101
NET ASSETS (100.00%)					$	35,192,402

(a) Non-Income Producing Security.

(b) The coupon rate shown on floating or adjustable rate

securities represents the rate at period end.

Percentages are stated as a percent of net assets.

Common Abbreviations:

ADR - American Depository Receipt.

AID - Agency for International Development.

BV - Besloten Vennootschap.

LLC - Limited Liability Company.

LP - Limited Partnership.

Ltd. - Limited.

PLC - Public Limited Company.

Holdings are subject to change.

For Fund compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications for reporting ease. Industries are shown as a percent of net assets. These industry classifications are based on third party definitions. The definitions are industry terms and do not reflect the legal status of any of the investments or the companies in which the Fund has invested.

See Notes to Quarterly Statement of Investments.

Notes to Quarterly Statement of Investments

July 31, 2012 (Unaudited)

1. ORGANIZATION

Financial Investors Trust (the “Trust”) a Delaware statutory trust, is an open-end management investment company registered under the Investment Company Act of 1940, as amended (“1940 Act”). As of July 31, 2012, the Trust has twenty-three registered funds. This quarterly report describes The Disciplined Growth Investors Fund (the “Fund”). The Fund seeks long-term capital growth and as a secondary objective, modest income with reasonable risk. The Fund pursues its investment objective by normally investing approximately 60% of its assets in equity securities and approximately 40% in fixed-income securities and cash equivalent.

2. SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies consistently followed by the Fund. These policies are in conformity with U.S. generally accepted accounting principles, (“GAAP”).

The preparation of the Statement of Investments in accordance with GAAP requires management to make certain estimates and assumptions that affect the reported amounts and disclosures in the Statement of Investments during the reporting period. Management believes the estimates and security valuations are appropriate; however, actual results may differ from those estimates, and the security valuations reflected in the Statement of Investments may differ from the value the Fund ultimately realizes upon sale of the securities. The Statement of Investments have been prepared as of the close of the New York Stock Exchange (“NYSE”) on July 31, 2012.

Investment Valuation: The Fund generally values its securities based on market prices determined at the close of regular trading on the NYSE, normally 4:00 p.m. Eastern Time, on each day the NYSE is open for trading.

For equity securities that are traded on an exchange, the market price is usually the closing sale or official closing price on that exchange. In the case of equity securities not traded on an exchange, or if such closing prices are not otherwise available, the securities are valued at the mean of the most recent bid and ask prices on such day.

The market price for debt obligations is generally the price supplied by an independent third-party pricing service approved by the Board of Trustees (the “Board”), which may use a matrix, formula or other objective method that takes into consideration market indices, yield curves and other specific adjustments. Short–term debt obligations that will mature in 60 days or less are valued at amortized cost, unless it is determined that using this method would not reflect an investment’s fair value.

Redeemable securities issued by open-end registered investment companies are valued at the investment company’s or subsidiary’s applicable net asset value, with the exception of exchange-traded open-end investment companies, which are priced as equity securities.

When such prices or quotations are not available, or when the Fair Value Committee appointed by the Board believes that they are unreliable, securities may be priced using fair value procedures approved by the Board.

Investment Transactions: Investment and shareholder transactions are accounted for on the date the investments are purchased or sold (trade date). Realized gains and losses from investment transactions are reported on an identified cost basis. Interest income, which includes accretion of discounts, is accrued and recorded as earned. Dividend income is recognized on the ex-dividend date or for certain foreign securities, as soon as information is available to the Fund.

Fair Value Measurements: The Fund discloses the classification of their fair value measurements following a three-tier hierarchy based on the inputs used to measure fair value. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability that are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability that are developed based on the best information available.

Various inputs are used in determining the value of the Fund’s investments as of the end of the reporting period. When inputs used fall into different levels of the fair value hierarchy, the level in the hierarchy within which the fair value measurement falls is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The designated input levels are not necessarily an indication of the risk or liquidity associated with these investments. These inputs are categorized in the following hierarchy under applicable financial accounting standards:

Level 1 – Unadjusted quoted prices in active markets for identical investments, unrestricted assets or liabilities that a Fund has the ability to access at the measurement date;

Level 2 –	Quoted prices which are not active, quoted prices for similar assets or liabilities in active markets or inputs other than quoted prices that are observable (either directly or indirectly) for substantially the full term of the asset or liability; and
Level 3 –	Significant unobservable prices or inputs (including the Fund’s own assumptions in determining the fair value of investments) where there is little or no market activity for the asset or liability at the measurement date.

The following is a summary of each input used to value the Fund as of July 31, 2012:

Disciplined Growth Investors Fund

Investments in Securities at                 Value	Level 1 - Unadjusted Quoted Prices		Level 2 - Other Significant Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Common Stocks	$	24,833,706	$	–	$	–	$	24,833,706
Asset/Mortgage Backed Securities		–		70,441		–		70,441
Corporate Bonds		–		9,053,381		–		9,053,381
Foreign Government Bonds		–		667,138		–		667,138
Government & Agency Obligations		–		12,691		–		12,691
Short Term Investments		438,944		–		–		438,944
TOTAL	$	25,272,650	$	9,803,651	$	–	$	35,076,301

For detailed descriptions, see the accompanying Statement of Investments.

There were no transfers into or out of Levels 1 and 2 during the three months ended July 31, 2012.

For the period ended July 31, 2012, the Fund did not have significant unobservable inputs (Level 3) used in determining fair value. Therefore, a reconciliation of assets in which significant unobservable inputs (Level 3) were used in determining fair value is not applicable.

Unrealized Appreciation and Depreciation on Investments: The differences between book-basis and tax-basis are primarily due to the deferral of wash sale losses. As of July 31, 2012, the cost of securities on a tax basis and gross unrealized appreciation/(depreciation) on investments for federal income tax purposes were as follows:

Gross appreciation (excess of value over tax cost)	$	3,577,441
Gross depreciation (excess of tax cost over value)		(1,055,425	)
Net unrealized appreciation	$	2,522,016
Cost of investments for income tax purposes	$	32,554,285

Statement of Investments

Emerald Banking and Finance Fund

July 31, 2012 (Unaudited)

Shares			Value (Note 2)
COMMON STOCKS: 97.87%
Financial Services: 97.87%
Asset Management & Custodian: 1.39%
4,580	Affiliated Managers Group, Inc.(a)	$	511,082
Banks: Diversified: 76.04%
7,430	Access National Corp.		102,683
22,620	American Business Bank(a)		588,346
18,806	Bank of Marin Bancorp		703,721
48,358	Bank of the Ozarks, Inc.		1,556,644
8,540	BofI Holding, Inc.(a)		172,252
3,500	Bridge Bancorp, Inc.		70,175
12,180	Bryn Mawr Bank Corp.		251,882
77,229	California United Bank(a)		868,826
60,020	Cardinal Financial Corp.		768,256
40,000	Carolina Trust Bank(a)		114,200
17,704	Center Bancorp, Inc.		195,629
34,580	Central Valley Community Bancorp(a)		249,495
7,211	Citizens Financial Services, Inc.		311,893
13,600	Citizens Republic Bancorp, Inc.(a)		244,800
60,000	CoBiz Financial, Inc.		402,000
7,800	Community Bank System, Inc.		214,578
7,426	Cortland Bancorp(a)		74,698
49,542	Eagle Bancorp, Inc.(a)		879,370
27,440	East West Bancorp, Inc.		598,192
11,356	Enterprise Financial Services Corp.		142,518
14,050	Evans Bancorp, Inc.		217,775
14,570	EverBank Financial Corp.(a)		174,549
83,760	Farmers National Banc Corp.		492,509
18,400	Financial Institutions, Inc.		316,480
55,492	First California Financial Group, Inc.(a)		372,351
3,371	First Citizens BancShares, Inc., Class A		553,822
6,140	First Community Bancshares, Inc.		88,969
28,866	First Financial Bancorp		460,701
21,150	First Financial Bankshares, Inc.		729,569
30,190	First of Long Island Corp.		866,151
87,530	Guaranty Bancorp(a)		168,058
11,416	Hancock Holding Co.		347,960
67,860	Heritage Oaks Bancorp(a)		366,444
13,160	Home BancShares, Inc.		396,774
16,003	HopFed Bancorp, Inc.		120,022
45,399	Horizon Bancorp		1,224,865
54,800	Howard Bancorp, Inc.(a)		415,110
16,750	Independent Bank Corp.		497,642
28,473	Investors Bancorp, Inc.(a)		463,256
29,063	Lakeland Financial Corp.		748,082
18,885	MidSouth Bancorp, Inc.		269,111
6,320	NBT Bancorp, Inc.		132,783
30,000	Northeast Bancorp		253,200
19,950	Old National Bancorp		244,188
3,500	Oriental Financial Group, Inc.		36,330
10,492	Orrstown Financial Services, Inc.		84,251

Shares			Value (Note 2)
	38,910	Pacific Premier Bancorp, Inc.(a)	$	346,688
	15,000	Peoples Bancorp, Inc.		327,900
	16,460	Pinnacle Financial Partners, Inc.(a)		321,793
	15,550	PrivateBancorp, Inc.		238,226
	16,870	Prosperity Bancshares, Inc.		684,416
	21,279	Signature Bank(a)		1,372,495
	31,188	Southern National Bancorp of Virginia, Inc.		230,479
	8,750	State Bank Financial Corp.(a)		139,213
	40,926	Susquehanna Bancshares, Inc.		436,271
	11,858	SVB Financial Group(a)		685,511
	4,260	SY Bancorp, Inc.		99,556
	38,023	Texas Capital Bancshares, Inc.(a)		1,638,411
	8,520	Tompkins Financial Corp.		334,495
	4,760	UMB Financial Corp.		228,766
	36,593	ViewPoint Financial Group, Inc.		644,220
	21,740	Virginia Commerce Bancorp, Inc.(a)		175,442
	28,463	Washington Banking Co.		397,913
	58,387	Western Alliance Bancorp(a)		538,328
	15,520	Wintrust Financial Corp.		569,739
				27,960,972
	Banks: Savings, Thrift & Mortgage: 6.04%
	6,810	Berkshire Hills Bancorp, Inc.		152,952
	30,225	Capitol Federal Financial, Inc.		354,237
	6,750	Dime Community Bancshares, Inc.		97,875
	12,500	Flushing Financial Corp.		176,375
	25,050	Heritage Financial Corp.		346,942
	5,780	Home Bancorp, Inc.(a)		97,220
	16,830	Provident New York Bancorp		139,016
	16,999	Teche Holding Co.		649,192
	8,830	Territorial Bancorp, Inc.		207,505
				2,221,314
	Commercial Finance & Mortgage: 1.42%
	41,410	Walker & Dunlop, Inc.(a)		523,422
	Diversified Financial Services: 0.52%
	12,050	Bankrate, Inc.(a)		192,198
	Financial Data & Systems: 2.37%
	22,931	Cass Information Systems, Inc.		871,378
	Insurance: Property-Casualty: 1.61%
	12,280	Amtrust Financial Services, Inc.		365,821
	6,840	Axis Capital Holdings, Ltd.		224,763
				590,584
	Real Estate: 1.01%
	22,220	Ares Commercial Real Estate Corp.		371,963
	Real Estate Investment Trusts (REITs): 7.47%
	8,270	American Campus Communities, Inc.		394,148
	19,733	Campus Crest Communities, Inc.		216,274

Shares			Value (Note 2)
7,920	CubeSmart	$	94,961
4,030	Mid-America Apartment Communities, Inc.		278,997
10,670	National Retail Properties, Inc.		314,765
3,100	Saul Centers, Inc.		129,084
6,690	Tanger Factory Outlet Centers, Inc., REIT		215,418
22,180	Urstadt Biddle Properties, Inc., Class A		421,198
50,000	Whitestone REIT, Class B		682,500
			2,747,345
	Total Common Stocks (Cost $25,909,499)		35,990,258
SHORT TERM INVESTMENTS: 2.95%
$1,087,370	Dreyfus Government Cash Management Fund - Institutional Class 0.010% (7 Day Yield)		1,087,370
	Total Short Term Investments (Cost $1,087,370)		1,087,370
	Total Investments: 100.82% (Cost $26,996,869)		37,077,628
	Net Other Assets and Liabilities: (0.82)%		(303,087	)
	Net Assets: 100.00%		$36,774,541

^(a) Non-income producing security.

For Fund compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications for reporting ease. Industries are shown as a percent of net assets. These industry classifications are based on third party definitions and are unaudited. The definitions are industry terms and do not reflect the legal status of any of the investments or the companies in which the Fund has invested.

See Notes to Quarterly Statement of Investments.

Statement of Investments

Emerald Growth Fund

July 31, 2012 (Unaudited)

Shares			Value (Note 2)
COMMON STOCKS: 98.94%
Consumer Discretionary: 24.78%
61,823	Aeropostale, Inc.(a)	$	1,219,150
33,909	BJ’s Restaurants, Inc.(a)		1,342,118
76,722	Black Diamond, Inc.(a)		754,945
67,289	Body Central Corp.(a)		695,768
60,716	Bravo Brio Restaurant Group, Inc.(a)		1,097,138
40,038	Carmike Cinemas, Inc.(a)		556,528
87,891	Crocs, Inc.(a)		1,349,127
93,300	Fifth & Pacific Cos., Inc.(a)		1,033,764
61,359	Francesca’s Holdings Corp.(a)		1,927,286
39,114	Hibbett Sports, Inc.(a)		2,376,958
20,545	HomeAway, Inc.(a)		471,713
459,467	Hovnanian Enterprises, Inc., Class A(a)		1,065,963
83,682	Martha Stewart Living Omnimedia, Class A		271,967
44,162	Mattress Firm Holding Corp.(a)		1,287,764
34,169	Meritage Homes Corp.(a)		1,199,332
17,710	Pandora Media, Inc.(a)		174,798
22,758	Red Robin Gourmet Burgers, Inc.(a)		679,326
25,290	Select Comfort Corp.(a)		657,793
130,759	Shuffle Master, Inc.(a)		1,910,389
58,843	Sinclair Broadcast Group, Inc., Class A		600,199
47,797	Skullcandy, Inc.(a)		688,755
46,856	Teavana Holdings, Inc.(a)		524,787
17,560	Tenneco, Inc.(a)		514,332
67,180	Texas Roadhouse, Inc., Class A		1,162,886
52,245	Tilly’s, Inc., Class A(a)		867,790
23,131	Ulta Salon Cosmetics & Fragrance, Inc.		1,963,359
27,585	Vitamin Shoppe, Inc.(a)		1,514,968
73,144	Zagg, Inc.(a)		811,898
			28,720,801
Consumer Staples: 1.33%
39,945	GNC Holdings, Inc., Class A		1,539,081
Energy: 4.54%
47,558	Cheniere Energy, Inc.(a)		648,216
19,121	Forum Energy Technologies, Inc.(a)		398,482
65,008	Gevo, Inc.(a)		252,231
38,935	Gulfport Energy Corp.(a)		802,061
21,370	Hornbeck Offshore Services, Inc.(a)		905,019
365,414	Magnum Hunter Resources Corp.(a)		1,388,573
68,082	Rex Energy Corp.(a)		863,280
			5,257,862
Financial Services: 9.69%
69,562	Bank of the Ozarks, Inc.		2,239,201
21,986	CoBiz Financial, Inc.		147,306
18,032	Financial Engines, Inc.(a)		338,461

Shares			Value (Note 2)
118,203	Howard Bancorp, Inc.(a)	$	895,388
21,194	Signature Bank(a)		1,367,013
124,571	Susquehanna Bancshares, Inc.		1,327,927
30,001	SVB Financial Group(a)		1,734,358
13,330	Tanger Factory Outlet Centers, Inc., REIT		429,226
42,346	Texas Capital Bancshares, Inc.(a)		1,824,689
73,740	Walker & Dunlop, Inc.(a)		932,073
			11,235,642
Health Care: 22.06%
94,725	Acadia Healthcare Co., Inc.(a)		1,528,861
114,168	Achillion Pharmaceuticals, Inc.(a)		755,792
76,089	Akorn, Inc.(a)		1,040,137
40,696	Align Technology, Inc.(a)		1,382,036
44,062	Alnylam Pharmaceuticals, Inc.(a)		823,519
32,412	Cepheid, Inc.(a)		1,038,480
113,480	Dusa Pharmaceuticals, Inc.(a)		620,736
40,450	Greatbatch, Inc.(a)		923,474
28,190	Idenix Pharmaceuticals, Inc.(a)		285,565
68,490	Incyte Corp., Ltd.(a)		1,711,565
36,025	IPC The Hospitalist Co., Inc.(a)		1,549,075
40,920	Jazz Pharmaceuticals PLC(a)		1,967,024
19,938	Medivation, Inc.(a)		1,987,819
37,987	MWI Veterinary Supply, Inc.(a)		3,460,236
189,076	NPS Pharmaceuticals, Inc.(a)		1,457,776
2,345	Par Pharmaceutical Cos., Inc.(a)		117,156
41,079	PhotoMedex, Inc.(a)		570,587
69,474	Sagent Pharmaceuticals, Inc.(a)		1,354,743
14,361	Salix Pharmaceuticals, Ltd.(a)		643,660
24,716	Sarepta Therapeutics, Inc.(a)		224,174
163,254	Sequenom, Inc.(a)		458,744
14,086	Synageva BioPharma Corp.(a)		705,145
37,482	Verastem, Inc.(a)		350,082
28,900	Vivus, Inc.(a)		607,767
			25,564,153
Materials & Processing: 2.51%
33,488	Allied Nevada Gold Corp.(a)		865,665
31,686	Apogee Enterprises, Inc.		512,996
17,480	Carpenter Technology Corp.		836,593
27,084	Trex Co., Inc(a)		690,100
			2,905,354
Miscellaneous: 0.20%
13,399	Chuy’s Holdings, Inc.(a)		233,277
Producer Durables: 14.48%
20,195	Chart Industries, Inc.(a)		1,309,848
64,043	FARO Technologies, Inc.(a)		2,755,770
19,370	Lindsay Corp.		1,373,333
18,472	Middleby Corp.(a)		1,808,778
29,498	Raven Industries, Inc.		965,470
11,980	Rexnord Corp.(a)		232,412

Shares			Value (Note 2)
67,296	Roadrunner Transportation Systems, Inc.(a)	$	1,175,661
25,199	Rush Enterprises, Inc., Class A(a)		406,964
58,847	Spirit Airlines, Inc.(a)		1,265,799
21,590	Terex Corp.(a)		421,005
37,436	Triumph Group, Inc.		2,340,873
31,354	United Rentals, Inc.(a)		906,444
32,610	WESCO International, Inc.(a)		1,816,703
			16,779,060
Technology: 19.35%
21,387	3D Systems Corp.(a)		812,706
99,307	Aruba Networks, Inc.(a)		1,408,173
22,570	Bazaarvoice, Inc.(a)		349,835
36,547	Brightcove, Inc.(a)		541,261
42,526	Cavium, Inc.(a)		1,149,053
31,444	ExactTarget, Inc.(a)		716,923
29,180	Finisar Corp.(a)		362,707
54,910	Fortinet, Inc.(a)		1,318,389
45,920	II-VI, Inc.(a)		800,845
27,128	Infoblox, Inc.(a)		569,959
42,415	Inphi Corp.(a)		466,565
118,688	Integrated Device Technology, Inc.(a)		598,188
42,219	IPG Photonics Corp.(a)		2,188,211
65,747	Ixia, Inc.(a)		1,019,079
43,373	Jive Software, Inc.(a)		868,761
31,870	Kenexa Corp.(a)		758,825
32,145	Microsemi Corp.(a)		622,327
43,634	Monolithic Power Systems, Inc.(a)		845,627
74,790	Neonode, Inc.(a)		377,689
37,347	QLIK Technologies, Inc.(a)		746,940
125,261	Saba Software, Inc.(a)		1,044,677
1,656	ServiceNow, Inc.(a)		44,712
32,263	Sourcefire, Inc.(a)		1,647,026
43,970	Synchronoss Technologies, Inc.(a)		840,706
25,960	Ultimate Software Group, Inc.(a)		2,322,641
			22,421,825
	Total Common Stocks
	(Cost $91,694,046)		114,657,055
WARRANTS: 0.00%
22,283	Magnum Hunter Resources Corp., Warrants, Strike Price $10.50 (expiring 10/14/13)(a)(b)		0
	Total Warrants
	(Cost $0)		0

Shares		Value (Note 2)
SHORT TERM INVESTMENTS: 0.91%
1,055,739	Dreyfus Government Cash Management Fund - Institutional Class 0.010% (7 Day Yield)	$1,055,739
	Total Short Term Investments
	(Cost $1,055,739)	1,055,739
	Total Investments: 99.85% (excluding investments purchased with cash collateral from securities loaned)
	(Cost $92,749,785)	115,712,814
INVESTMENTS PURCHASED WITH CASH COLLATERAL FROM SECURITIES LOANED: 0.02%
22,051	Short-Term Investment Trust, Liquid Assets Portfolio Institutional Class, 0.160% (7 day-yield)(c)	22,051
	Total Investments Purchased with Cash Collateral From Securities Loaned
	(Cost $22,051)	22,051
	Total Investments: 99.87%
	(Cost $92,771,836)	115,734,845
	Net Other Assets and Liabilities: 0.13%	154,218
	Net Assets: 100.00%	$115,889,063

^(a)  Non-income producing security.

^(b)  Security, or portion of security, is currently on loan.

^(c)  The security has been segregated to satisfy the commitment to return the cash collateral received in securities lending transactions upon the borrower’s return of the securities loaned. (Note 2).

For Fund compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications for reporting ease. Industries are shown as a percent of net assets. These industry classifications are based on third party definitions and are unaudited. The definitions are industry terms and do not reflect the legal status of any of the investments or the companies in which the Fund has invested.

See Notes to Quarterly Statement of Investments.

Notes to Quarterly Statement of Investments

July 31, 2012 (Unaudited)

1. ORGANIZATION

Financial Investors Trust (the “Trust”), Delaware statutory trust, is an open-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”). As of July 31, 2012, the Trust had twenty-three registered funds. This quarterly report describes the Emerald Banking and Finance Fund (prior to the close of business on March 16, 2012 known as the Forward Banking and Finance Fund) and Emerald Growth Fund (prior to the close of business on March 16, 2012 known as the Forward Growth Fund) (each a “Fund” and collectively, the “Funds”). The Funds are successors to previously operational funds which were a series of the Forward Funds, a Delaware statutory trust, and were organized into series of the Trust effective as of the close of business on March 16, 2012.

The Emerald Banking and Finance Fund seeks to achieve long term growth through capital appreciation with income as a secondary objective and invest primarily in equity securities of companies principally engaged in the banking or financial services industries. The Emerald Growth Fund seeks to achieve long-term growth through capital appreciation and invests in equity securities, including common stocks, preferred stocks, and securities convertible into common or preferred stocks.

2. SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies consistently followed by the Funds. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).

The preparation of the Statement of Investments in accordance with GAAP requires management to make certain estimates and assumptions that affect the reported amounts in the Statement of Investments during the reporting period. Management believes these the estimates and security valuations are appropriate; however, actual results may differ from those estimates and the security valuations reflected in the Statement of Investments may differ from the value the Funds ultimately realize upon sale of the securities. The Statement of Investments have been prepared as of the close of the New York Stock Exchange (“NYSE”) on July 31, 2012.

Investment Valuation: The Funds generally value their securities based on market prices determined at the close of regular trading on the NYSE, normally, 4:00 p.m. Eastern time, on each business day the NYSE is open for trading.

For equity securities and mutual funds that are traded on an exchange, the market price is usually the closing sale or official closing price on that exchange. In the case of equity securities not traded on an exchange, or if such closing prices are not otherwise available, the securities are valued at the mean of the most recent bid and ask prices on such day.

The market price for debt obligations is generally the price supplied by an independent third-party pricing service approved by the Board of Trustees (the “Board”), which may use a matrix, formula or other objective method that takes into consideration quotations from dealers, market transactions in comparable investments, market indices and yield curves. If vendors are unable to supply a price, or if the price supplied is deemed to be unreliable, the market price may be determined using quotations received from one or more broker–dealers that make a market in the security. Short–term debt obligations that will mature in 60 days or less are valued at amortized cost, unless it is determined that using this method would not reflect an investment’s fair value. Investments in non-exchange traded funds are fair valued at their respective net asset values.

Investment securities that are primarily traded on foreign securities exchanges are valued at the preceding closing values of such securities on their respective exchanges, except when an occurrence subsequent to the time a value was so established is likely to have changed such value. In such an event, the fair values of those securities are determined in good faith through consideration of other factors in accordance with procedures established by and under the general supervision of the Board.

The Funds may determine the fair value of investments based on information provided by pricing services and other third- party vendors, which may recommend fair value prices or adjustments with reference to other securities, indices or assets. In considering whether fair value pricing is required and in determining fair values, the Funds may, among other things, consider significant events (which may be considered to include changes in the value of U.S. securities or securities indices) that occur after the close of the relevant market and before the Funds value their securities. The Funds’ use of fair value pricing may help deter “stale price arbitrage.”

Fair Value Measurements: A three-tier hierarchy has been established to classify fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability that are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability that are developed based on the best information available. Various inputs are used in determining the value of the Funds’ investments as of the reporting period end. The designated input levels are not necessarily an indication of the risk or liquidity associated with these investments. These inputs are categorized in the following hierarchy under applicable financial accounting standards:

Level 1 – Unadjusted quoted prices in active markets for identical investments, unrestricted assets or liabilities that the Funds have the ability to access at the measurement date;

Level 2 – Quoted prices which are not active, quoted prices for similar assets or liabilities in active markets or inputs other than quoted prices that are observable (either directly or indirectly) for substantially the full term of the asset or liability; and

Level 3 – Significant unobservable prices or inputs (including the Funds’ own assumptions in determining the fair value of investments) where there is little or no market activity for the asset or liability at the measurement date.

The following is a summary of the inputs used to value the Funds’ investments as of July 31, 2012.

Investments in Securities at Value(a)	Level 1 - Quoted Prices		Level 2 - Other Significant Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Emerald Banking and Finance Fund
Common Stocks
Banks: Diversified	$	27,297,928	$	663,044	$	–	$	27,960,972
Other		8,029,286		–		–		8,029,286
Short Term Investments		1,087,370		–		–		1,087,370
TOTAL	$	36,414,584	$	663,044	$	–	$	37,077,628
(a) For detailed descriptions of sector and industry, see the accompanying Statement of Investments.

Investments in Securities at Value(a)	Level 1 - Quoted Prices		Level 2 - Other Significant Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Emerald Growth Fund
Common Stocks	$	114,657,055	$	–	$	–	$	114,657,055
Warrants		–		0		–		–
Short Term Investments		1,055,739		–		–		1,055,739
Investments Purchased with Cash Collateral From Securities Loaned		22,051		–		–		22,051
TOTAL	$	115,734,845	$	–	$	–	$	115,734,845
(a) For detailed descriptions of sector and industry, see the accompanying Statement of Investments.

For the period ended July 31, 2012, the Funds did not have any transfers between Level 1 and Level 2 securities.

For the period ended July 31, 2012, the Funds did not have transfers between significant unobservable inputs (Level 3) used in determining fair value. Therefore, a reconciliation of assets in which unobservable inputs (Level 3) were used in determining fair value is not applicable.

Investment Transactions: Investment and shareholder transactions are accounted for on the date the investments are purchased or sold (trade date). Realized gains and losses from investment transactions are reported on an identified cost basis, which is the same basis the Funds use for federal income tax purposes. Interest income, which includes accretion of discounts, is accrued and recorded as earned. Dividend income is recognized on the ex-dividend date or for certain foreign securities, as soon as information is available to the Funds.

Real Estate Investment Trusts (“REITs”): The Funds may invest a portion of their assets in REITs and are subject to certain risks associated with direct investment in REITs. REITs may be affected by changes in the value of their underlying properties and by defaults by borrowers or tenants. REITs depend generally on their ability to generate cash flow to make distributions to shareowners, and certain REITs have self-liquidation provisions by which mortgages held may be paid in full and distributions of capital returns may be made at any time. In addition, the performance of a REIT may be affected by its failure to qualify for tax-free pass-through of income under the Internal Revenue Code of 1986, as amended (the “Code”), or its failure to maintain exemption from registration under the Investment Company Act of 1940, as amended (the “1940 Act”).

Lending of Portfolio Securities: Prior to March 16, 2012, the Funds from time to time had lent portfolio securities to broker-dealers, banks or institutional borrowers of securities. The loans were secured by collateral in the form of cash that is equal to at least 102% of the fair value of the securities loaned plus accrued interest, if any. Upon lending its securities to third parties, a Fund receives compensation in the form of income on the investment of the cash collateral. Gain or loss in the fair value of the securities loaned that may occur during the term of the loan will be for the account of the Funds. The Funds have the right under the lending agreement to recover the securities from the borrower on demand, and loans are subject to termination by the lending Fund or the borrower at any time. While the lending Funds do not have the right to vote securities on loan, it intends, to the extent practicable, to terminate the loan and regain the right to vote if the matter to be voted upon is considered significant with respect to the investment. Additionally, the Funds do not have the right to sell or repledge collateral received in the form of securities unless the borrower goes into default. The Funds receive cash collateral which is invested in the Short-Term Investment Trust Liquid Assets Portfolio Institutional Class. The risks to the Funds of securities lending are that the borrower may not provide additional collateral when required or return the securities when due. This collateral must be valued daily and should the market value of the loaned securities increase, the borrower must furnish additional collateral to the lending Funds. The Fund bears the risk of any income or gains and losses from investing and reinvesting cash pledged as collateral. During the time portfolio securities are on loan, the borrower pays the lending Funds the economic equivalent of any dividends or interest paid on such securities. In the event the borrower defaults on its obligation to the lending Funds, the lending Funds could experience delays in recovering its securities and possible capital losses. As of July 31, 2012, the Emerald Growth Fund had securities on loan valued at $0 and received cash collateral with a value of $22,051. The current security on loan (Magnum Hunter Resources Corp., Warrants) is held at the custodian Brown Brothers Harriman & Co. (“BBH”), the warrants are due to expire on October 14, 2013. Once the security expires, BBH can recall the warrants and transfer the current quantity to Union Bank of California the custodian to the Funds after March 16, 2012.

Unrealized Appreciation and Depreciation on Investments: The differences between book-basis and tax-basis are primarily due to the deferral of wash sale losses. As of July 31, 2012, the cost of securities on a tax basis and gross unrealized appreciation/(depreciation) on investments for federal income tax purposes were as follows:

FUND	COST OF INVESTMENTS		GROSS UNREALIZED APPRECIATION		GROSS UNREALIZED DEPRECIATION		NET UNREALIZED APPRECIATION
Emerald Banking and Finance Fund		$27,030,089		$10,687,653		$(640,114)		$10,047,539
Emerald Growth Fund		$93,424,315		$28,749,423		$(6,438,893)		$22,310,530

Pre-Enactment Capital Losses

Capital Losses: As of December 31, 2011 the following Funds had available for Federal income tax purposes unused capital losses as follows:

FUND	Expiring in 2016		Expiring in 2017		Expiring in 2018
Emerald Banking and Finance Fund		$1,437,967		$13,757,241		$1,370,886

Under the recently enacted Regulated Investment Company Modernization Act of 2010, capital losses incurred by each Fund after January 1, 2011 will not be subject to expiration. In addition, such losses must be utilized prior to the losses incurred in the years preceding enactment.

Post-Enactment Capital Losses*

The Fund elects to defer to the period ending December 31, 2012, capital losses recognized during the period November 1, 2011—December 31, 2011 in the amount of:

FUND	AMOUNT
Emerald Banking and Finance Fund	$	40,240
Emerald Growth Fund		1,213,223

*Post-Enactment Capital Losses arise in fiscal years beginning after December 22, 2010, and exclude any elective late-year capital losses (during the period November 1st to December 31st) deferred for the current fiscal year. As a result of the enactment of the Regulated Investment Company Act of 2010, pre-enactment capital loss carryforwards may be more likely to expire unused. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long-term losses rather than being considered all short-term as under previous law.

Grandeur Peak Global Opportunities

STATEMENT OF INVESTMENTS

July 31, 2012 (Unaudited)

	Shares		Value (Note 2)
COMMON STOCKS (96.00%)
Australia (6.60%)
Ausenco, Ltd.		107,515	$	350,260
Billabong International, Ltd.		164,543		234,303
Campbell Brothers, Ltd.		13,480		664,388
carsales.com, Ltd.		76,795		509,239
DWS, Ltd.		241,873		393,984
Lycopodium, Ltd.		90,815		634,656
Magellan Financial Group, Ltd.		1,238,845		3,163,607
Navitas, Ltd.		65,505		267,095
Oroton Group, Ltd.		42,921		353,176
The Reject Shop, Ltd.		44,790		463,635
Sirtex Medical, Ltd.		19,900		132,796
SMS Management & Technology, Ltd.		37,910		227,881
Super Retail Group, Ltd.		261,257		2,103,081
Webjet, Ltd.		273,586		983,285
				10,481,386
Belgium (2.36%)
Melexis NV		250,892		3,753,779
Brazil (3.46%)
Banco ABC Brasil SA		219,655		1,127,645
Banco Daycoval SA		451,900		2,108,220
CETIP SA - Mercados Organizados		62,000		781,505
Fleury SA		27,400		289,484
Marcopolo SA		78,600		329,865
Tegma Gestao Logistica		51,500		859,506
				5,496,225
Britain (6.53%)
Abcam PLC		51,565		327,223
CVS Group PLC		43,680		85,946
Fidessa Group PLC		4,620		101,553
Halma PLC		56,800		352,206
Highland Gold Mining, Ltd.		74,690		134,960
Michael Page International PLC		37,375		215,348
N Brown Group PLC		301,580		1,243,068
Premier Oil PLC(a)		305,355		1,847,488
Robert Walters PLC		203,500		598,229
RPS Group PLC		1,045,684		3,967,507
Sthree PLC		156,747		707,772
Ted Baker PLC		29,470		408,677
Ultra Electronics Holdings PLC		16,235		373,918
				10,363,895
Canada (7.25%)
Atrium Innovations, Inc.(a)		28,705		325,448
Churchill Corp., Class A		28,500		234,741
Gildan Activewear, Inc.		14,770		416,508
Gran Tierra Energy, Inc.(a)		331,275		1,513,927
Home Capital Group, Inc.		41,664		1,884,508

	Shares		Value (Note 2)
Canada (continued)
Inmet Mining Corp.		17,130	$	681,374
Pan American Silver Corp.		10,725		160,525
Richelieu Hardware, Ltd.		21,555		752,066
SEMAFO, Inc.		166,725		525,354
ShawCor, Ltd., Class A		83,645		2,953,452
Stantec, Inc.		14,364		412,651
TransGlobe Energy Corp.(a)		54,540		524,271
Westfire Energy, Ltd.(a)		249,420		1,129,149
				11,513,974
China (4.07%)
Airtac International Group		100,000		506,793
China Lilang, Ltd.		469,175		286,174
China Medical System Holdings, Ltd.		3,334,428		1,651,154
Golden Eagle Retail Group, Ltd.		193,000		348,932
Minth Group, Ltd.		607,460		622,759
O2Micro International, Ltd., ADR(a)		510,163		1,979,432
Pacific Online, Ltd.		3,248,853		1,068,330
				6,463,574
France (1.62%)
1000mercis SA		16,730		731,168
Audika Groupe		20,667		228,859
Neurones		43,508		420,765
Sartorius Stedim Biotech		7,113		588,914
Thermador Groupe		8,892		605,681
				2,575,387
Germany (5.32%)
Adler Modemaerkte AG(a)		62,882		413,931
Amadeus Fire AG		20,205		855,942
Bertrandt AG		26,585		1,890,658
CompuGroup Medical AG		74,765		1,049,621
Gerry Weber International AG		11,800		486,089
Nexus AG		55,000		505,106
Softing AG(a)		20,820		154,727
Viscom AG		9,800		92,593
Wirecard AG		124,085		2,458,066
zooplus AG(a)		16,120		535,224
				8,441,957
Hong Kong (0.80%)
Ports Design, Ltd.		144,030		141,714
Trinity, Ltd.		465,000		304,015
Vitasoy International Holdings, Ltd.		553,483		492,480
Yingde Gases Group Co.		381,320		326,507
				1,264,716
Indonesia (0.25%)
Arwana Citramulia Tbk PT		4,000,000		393,027

	Shares		Value (Note 2)
Ireland (0.79%)
Beazley PLC		504,400	$	1,255,029
Israel (0.88%)
Caesar Stone Sdot Yam, Ltd.(a)		33,200		389,768
Camtek, Ltd.(a)		114,351		232,133
SodaStream International, Ltd.(a)		20,100		784,101
				1,406,002
Japan (4.61%)
CMIC Co., Ltd.		26,220		408,445
CyberAgent, Inc.		398		788,104
Daiken Medical Co., Ltd.		17,500		240,800
EPS Co., Ltd.		450		1,227,456
Future Architect, Inc.		203		77,302
Kakaku.com, Inc.		37,000		1,183,526
MonotaRO Co., Ltd.		97,245		1,994,067
Nihon M&A Center, Inc.		13,900		412,952
Simplex Holdings, Inc.		786		294,480
Trancom Co., Ltd.		33,470		687,179
				7,314,311
Luxembourg (1.48%)
L’Occitane International SA		900,153		2,350,587
Malaysia (1.58%)
Aeon Credit Service M Bhd		133,700		471,656
JobStreet Corp. Bhd		228,300		156,115
My EG Services Bhd		1,775,500		394,304
Padini Holdings Bhd		2,037,650		1,334,776
Uzma Bhd(a)		337,500		157,453
				2,514,304
Netherlands (2.55%)
Brunel International NV		25,745		981,981
LMA International NV		1,859,000		612,496
VistaPrint NV(a)		71,020		2,450,190
				4,044,667
Norway (0.06%)
Oslo Bors VPS Holding ASA		11,835		102,101
Russia (0.07%)
Exillon Energy PLC(a)		68,749		104,554
Singapore (2.07%)
ARA Asset Management, Ltd.		698,080		782,563
Breadtalk Group, Ltd.		948,625		411,650
CSE Global, Ltd.		1,135,550		780,212
Goodpack, Ltd.		312,000		433,751
Petra Foods, Ltd.		460,000		887,175
				3,295,351
South Africa (0.98%)
Advtech, Ltd.		159,299		109,529

	Shares		Value (Note 2)
South Africa (continued)
Clicks Group, Ltd.		98,785	$	651,997
EOH Holdings, Ltd.		118,300		511,194
Foschini Group, Ltd.		16,535		284,723
				1,557,443
South Korea (2.73%)
Hy-Lok Corp.		93,500		1,579,525
iMarketKorea, Inc.		41,000		823,173
Koh Young Technology, Inc.		25,410		523,651
LG Fashion Corp.		30,350		723,434
MKTrend Co., Ltd.		39,340		238,345
Shinsegae Food Co., Ltd.		5,930		454,732
				4,342,860
Sweden (2.13%)
AddTech AB, B Shares		45,537		1,185,188
Connecta AB		14,140		129,951
DIBS Payment Services AB		52,699		354,909
HIQ International AB		148,304		782,883
Indutrade AB		24,564		662,803
Swedol AB, B Shares		58,310		259,798
				3,375,532
Taiwan (4.52%)
Cub Elecparts, Inc.		155,000		263,566
Global Mixed Mode Technology, Inc.		143,000		405,268
Pacific Hospital Supply Co.		392,150		1,032,920
Polyronics Tech Corp.		420,200		742,539
Power Mate Technology Co., Ltd.		100,000		112,695
Richtek Technology Corp.		19,200		106,907
Sporton International, Inc.		339,300		788,504
Taiwan Hon Chuan Enterprise Co., Ltd.		871,000		1,934,103
Test Research, Inc.		667,234		1,028,910
TXC Corp.		491,600		757,253
				7,172,665
Thailand (0.11%)
Coastal Energy Co.(a)		11,888		171,661
United Arab Emirates (0.07%)
Aramex PJSC		218,553		104,130
United States (33.11%)
Abaxis, Inc.(a)		15,530		554,266
Allegiant Travel Co.(a)		6,255		444,480
American Software, Inc., Class A		128,548		1,036,097
Amphenol Corp., Class A		20,920		1,231,770
Amsurg Corp.(a)		42,330		1,250,428
Ares Capital Corp.		122,665		2,039,919
AtriCure, Inc.(a)		39,550		331,033
Big 5 Sporting Goods Corp.		33,250		250,705

	Shares		Value (Note 2)
United States (continued)
Capstead Mortgage Corp.		75,410	$	1,061,773
Cardtronics, Inc.(a)		38,450		1,192,334
Cempra, Inc.(a)		103,600		819,476
Colony Financial, Inc.		43,800		803,730
Core Molding Technologies, Inc.(a)		39,975		321,599
Covance, Inc.(a)		16,632		780,706
CRA International, Inc.(a)		30,573		473,576
DFC Global Corp.(a)		58,740		1,126,046
Echo Global Logistics, Inc.(a)		26,300		474,452
Ellie Mae, Inc.(a)		53,200		1,090,600
Endeavour International Corp.(a)		31,700		271,669
Exa Corp.(a)		5,000		50,125
ExamWorks Group, Inc.(a)		61,550		803,227
ExlService Holdings, Inc.(a)		34,000		838,100
First Cash Financial Services, Inc.(a)		18,900		757,890
The First of Long Island Corp.		13,610		390,471
First Republic Bank		22,805		741,847
Forward Air Corp.		3,370		112,760
FTI Consulting, Inc.(a)		8,190		209,091
Gordmans Stores, Inc.(a)		106,000		1,795,640
Houston Wire & Cable Co.		43,205		494,697
ICU Medical, Inc.(a)		7,100		378,643
IDEX Corp.		56,495		2,155,284
inContact, Inc.(a)		69,600		357,744
InnerWorkings, Inc.(a)		63,100		756,569
Intevac, Inc.(a)		68,000		399,160
KBW, Inc.		44,126		710,870
Knight Transportation, Inc.		68,595		1,051,561
Linear Technology Corp.		39,370		1,269,682
Littelfuse, Inc.		8,600		461,304
LKQ Corp.(a)		8,735		308,608
MarketAxess Holdings, Inc.		38,400		1,160,448
Market Leader, Inc.(a)		125,000		667,500
Maxim Integrated Products, Inc.		41,175		1,121,195
MEDNAX, Inc.(a)		2,765		182,849
Meridian Bioscience, Inc.		49,900		833,829
Mesa Laboratories, Inc.		5,100		236,130
Micrel, Inc.		39,675		370,565
Microchip Technology, Inc.		35,445		1,183,154
Monro Muffler Brake, Inc.		5,200		171,964
MSC Industrial Direct Co., Inc., Class A		15,470		1,063,253
Myriad Genetics, Inc.(a)		9,595		238,436
Navigant Consulting, Inc.(a)		54,910		638,603
Newpark Resources, Inc.(a)		62,200		424,826
Opnet Technologies, Inc.		32,450		857,978
Pegasystems, Inc.		21,400		594,492
Perficient, Inc.(a)		90,396		1,201,363
Pericom Semiconductor Corp.(a)		107,614		865,217
Pool Corp.		5,410		199,413
Portfolio Recovery Associates, Inc.(a)		15,455		1,308,729
Power Integrations, Inc.		22,675		799,067
Procera Networks, Inc.(a)		16,000		407,680
Quality Systems, Inc.		26,100		421,776
ReachLocal, Inc.(a)		22,650		265,458

	Shares		Value (Note 2)
United States (continued)
Resources Connection, Inc.		58,675	$	662,441
Rimage Corp.		17,077		118,685
Roadrunner Transportation Systems, Inc.(a)		24,200		422,774
Robert Half International, Inc.		17,605		475,511
rue21, Inc.(a)		33,700		830,368
SEI Investments Co.		37,700		798,486
Silicon Laboratories, Inc.(a)		8,540		315,553
Tetra Tech, Inc.(a)		15,305		393,492
Tilly’s, Inc., A Shares(a)		62,000		1,029,820
TTM Technologies, Inc.(a)		19,475		213,057
Universal Truckload Services, Inc.		29,935		445,732
Vera Bradley, Inc.(a)		19,500		444,405
Volterra Semiconductor Corp.(a)		29,435		676,416
WageWorks, Inc.(a)		48,000		681,120
Zumiez, Inc.(a)		7,285		264,664
				52,584,381
TOTAL COMMON STOCKS (Cost $150,438,086)				152,443,498
EXCHANGE TRADED FUNDS (0.26%)
Market Vectors® India Small-Cap Index ETF		43,465		412,917
TOTAL EXCHANGE TRADED FUNDS (Cost $549,820)				412,917
SHORT TERM INVESTMENTS (4.03%)
BlackRock Liquidity Funds Treasury Trust Fund Portfolio - Institutional Class (7 Day Yield 0.000%)(b)		6,389,524		6,389,524
TOTAL SHORT TERM INVESTMENTS
(Cost $6,389,524)				6,389,524
TOTAL INVESTMENTS (100.29%) (Cost $157,377,430)			$	159,245,939
Liabilities In Excess Of Other Assets (-0.29%)				(454,912	)
NET ASSETS (100.00%)			$	158,791,027

^(a) Non-Income Producing Security.

^(b) Less than 0.0005% 7 Day Yield.

Percentages stated as a percent of net assets.

Common Abbreviations:

AB - Aktiebolag is the Swedish equivalent of the term corporation.

ADR - American Depositary Receipt.

AG - Aktiengesellschaft is a German term that refers to a corporation that is limited by shares, i.e., owned by shareholders.

ASA - Allmennaksjeselskap is the Norwegian term for a public limited company.

Bhd - Berhad is the Malaysian term for public limited company.

ETF - Exchange Traded Fund.

Ltd. - Limited.

NV - Naamloze Vennootschap is the Dutch term for a public limited liability corporation.

PLC - Public Limited Company.

PJSC - Public Joint Stock Company.

SA - Generally designates corporations in various countries, mostly those employing the civil law.

For Fund compliance purposes, the Fund’s country classifications refer to any one or more of the country sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine country sub-classifications for reporting ease. Countries are shown as a percent of net assets. These country classifications are based on third party definitions. The definitions are industry terms and do not reflect the legal status of any of the investments or the companies in which the Fund has invested.

See Notes to Quarterly Statement of Investments.

Grandeur Peak International Opportunities

STATEMENT OF INVESTMENTS

July 31, 2012 (Unaudited)

	Shares		Value (Note 2)
COMMON STOCKS (94.15%)
Australia (10.25%)
Ausenco, Ltd.		88,775	$	289,209
Billabong International, Ltd.		95,643		136,192
Campbell Brothers, Ltd.		8,385		413,271
carsales.com, Ltd.		58,275		386,430
Countplus, Ltd.		37,500		50,837
DWS, Ltd.		140,151		228,290
Lycopodium, Ltd.		64,102		447,974
Magellan Financial Group, Ltd.		783,555		2,000,944
Navitas, Ltd.		42,280		172,395
Oroton Group, Ltd.		38,754		318,887
The Reject Shop, Ltd.		26,295		272,188
Sirtex Medical, Ltd.		48,000		320,313
SMS Management & Technology, Ltd.		25,875		155,538
Super Retail Group, Ltd.		108,848		876,211
Webjet, Ltd.		170,136		611,479
				6,680,158
Belgium (2.83%)
Melexis NV		123,426		1,846,667
Brazil (5.49%)
Banco ABC Brasil SA		144,676		742,725
Banco Daycoval SA		273,700		1,276,875
CETIP SA - Mercados Organizados		27,500		346,635
Fleury SA		23,850		251,978
Marcopolo SA		67,000		281,183
Tegma Gestao Logistica		40,700		679,260
				3,578,656
Britain (8.59%)
Abcam PLC		27,010		171,401
CVS Group PLC		44,320		87,206
Fidessa Group PLC		3,465		76,165
Halma PLC		65,900		408,633
Highland Gold Mining, Ltd.		52,450		94,774
Michael Page International PLC		27,425		158,018
N Brown Group PLC		128,495		529,637
Premier Oil PLC(a)		151,380		915,894
Robert Walters PLC		90,900		267,219
RPS Group PLC		537,726		2,040,226
Sthree PLC		68,116		307,570
Ted Baker PLC		16,878		234,056
Tracsis PLC		34,100		66,027
Ultra Electronics Holdings PLC		10,240		235,843
				5,592,669
Canada (8.69%)
Atrium Innovations, Inc.(a)		19,105		216,607
Churchill Corp., Class A		34,300		282,513
Gran Tierra Energy, Inc.(a)		144,450		660,136

	Shares		Value (Note 2)
Canada (continued)
Home Capital Group, Inc.		20,230	$	915,025
Inmet Mining Corp.		7,435		295,739
Pan American Silver Corp.		12,345		184,772
Petroamerica Oil Corp.(a)		112,695		16,856
Richelieu Hardware, Ltd.		15,650		546,037
SEMAFO, Inc.		64,575		203,477
ShawCor, Ltd., Class A		36,645		1,293,912
Stantec, Inc.		9,476		272,228
TransGlobe Energy Corp.(a)		33,480		321,830
Westfire Energy, Ltd.(a)		100,230		453,751
				5,662,883
China (5.61%)
Airtac International Group		40,000		202,717
China Lilang, Ltd.		253,045		154,345
China Medical System Holdings, Ltd.		2,570,924		1,273,079
Golden Eagle Retail Group, Ltd.		144,000		260,343
Minth Group, Ltd.		245,815		252,006
O2Micro International, Ltd., ADR(a)		251,714		976,650
Pacific Online, Ltd.		1,628,152		535,390
				3,654,530
Finland (0.46%)
BasWare OYJ		11,400		300,170
France (3.10%)
1000mercis SA		13,894		607,224
Audika Groupe		15,755		174,465
Neurones		40,220		388,967
Sartorius Stedim Biotech		6,712		555,713
Thermador Groupe		4,265		290,512
				2,016,881
Germany (7.87%)
Adler Modemaerkte AG(a)		39,200		258,041
Amadeus Fire AG		12,845		544,151
Bertrandt AG		13,722		975,874
CompuGroup Medical AG		32,700		459,073
Gerry Weber International AG		10,295		424,092
Nexus AG		33,000		303,064
Softing AG(a)		22,086		164,135
Viscom AG		15,850		149,755
Wirecard AG		74,170		1,469,273
zooplus AG(a)		11,400		378,509
				5,125,967
Hong Kong (1.37%)
EcoGreen Fine Chemicals Group, Ltd.		118,375		19,539
Ports Design, Ltd.		83,660		82,315
Trinity, Ltd.		271,000		177,179
Vitasoy International Holdings, Ltd.		462,338		411,381

	Shares		Value (Note 2)
Hong Kong (continued)
Yingde Gases Group Co.		232,855	$	199,383
				889,797
Indonesia (0.49%)
Arwana Citramulia Tbk PT		3,261,000		320,415
Ireland (1.09%)
Beazley PLC		286,600		713,107
Israel (0.56%)
Caesar Stone Sdot Yam, Ltd.(a)		21,500		252,410
Camtek, Ltd.(a)		56,296		114,281
				366,691
Japan (7.21%)
Benefit One, Inc.		54		54,812
CMIC Co., Ltd.		14,555		226,732
CyberAgent, Inc.		166		328,707
Daiken Medical Co., Ltd.		20,700		284,832
EPS Co., Ltd.		344		938,322
Future Architect, Inc.		214		81,491
Kakaku.com, Inc.		19,000		607,757
MonotaRO Co., Ltd.		46,745		958,534
Nihon M&A Center, Inc.		12,600		374,331
Simplex Holdings, Inc.		948		355,174
Trancom Co., Ltd.		23,690		486,384
				4,697,076
Luxembourg (2.11%)
L’Occitane International SA		527,362		1,377,111
Malaysia (2.65%)
Aeon Credit Service M Bhd		96,900		341,836
JobStreet Corp. Bhd		108,000		73,852
My EG Services Bhd		970,800		215,596
Padini Holdings Bhd		1,172,850		768,283
Uzma Bhd(a)		694,200		323,864
				1,723,431
Netherlands (3.29%)
Brunel International NV		18,175		693,241
LMA International NV		1,283,000		422,718
VistaPrint NV(a)		29,770		1,027,065
				2,143,024
Norway (0.10%)
Oslo Bors VPS Holding ASA		7,635		65,868
Russia (0.16%)
Exillon Energy PLC(a)		66,740		101,499
Singapore (3.21%)
ARA Asset Management, Ltd.		437,920		490,918
Breadtalk Group, Ltd.		785,375		340,809

	Shares		Value (Note 2)
Singapore (continued)
CSE Global, Ltd.		728,055	$	500,231
Goodpack, Ltd.		262,000		364,240
Petra Foods, Ltd.		204,000		393,442
				2,089,640
South Africa (2.78%)
Advtech, Ltd.		144,325		99,233
Clicks Group, Ltd.		60,485		399,211
Ellies Holdings, Ltd.(a)		528,940		428,237
EOH Holdings, Ltd.		68,156		294,513
Foschini Group, Ltd.		13,770		237,111
Pinnacle Technology Holdings, Ltd.		129,500		248,185
Value Group, Ltd.		157,300		103,593
				1,810,083
South Korea (4.79%)
Daewoong Pharma Co.		2,969		64,730
Hy-Lok Corp.		52,028		878,925
iMarketKorea, Inc.		19,960		400,745
Koh Young Technology, Inc.		14,800		304,999
LEENO Industrial, Inc.		13,300		283,498
LG Fashion Corp.		24,370		580,892
MKTrend Co., Ltd.		40,660		246,343
Shinsegae Food Co., Ltd.		4,674		358,418
				3,118,550
Sweden (3.81%)
AddTech AB, B Shares		27,011		703,013
Connecta AB		9,670		88,870
DIBS Payment Services AB		83,100		559,649
HIQ International AB		92,416		487,856
Indutrade AB		15,950		430,374
Swedol AB, B Shares		47,310		210,788
				2,480,550
Taiwan (7.39%)
Cub Elecparts, Inc.		170,000		289,072
Global Mixed Mode Technology, Inc.		114,500		324,498
Leadtrend Technology Corp.		142,000		238,146
Pacific Hospital Supply Co.		227,700		599,760
Polyronics Tech Corp.		346,300		611,950
Power Mate Technology Co., Ltd.		131,000		147,630
Richtek Technology Corp.		34,000		189,314
Sporton International, Inc.		190,400		442,473
Taiwan Hon Chuan Enterprise Co., Ltd.		441,800		981,041
Test Research, Inc.		304,880		470,141
TXC Corp.		336,900		518,956
				4,812,981
Thailand (0.12%)
Coastal Energy Co.(a)		5,218		75,347

	Shares		Value (Note 2)
United Arab Emirates (0.13%)
Aramex PJSC		181,447	$	86,450
TOTAL COMMON STOCKS (Cost $61,333,743)				61,330,201
EXCHANGE TRADED FUNDS (0.42%)
Market Vectors® India Small-Cap Index ETF		28,770		273,315
TOTAL EXCHANGE TRADED FUNDS (Cost $364,130)				273,315
SHORT TERM INVESTMENTS (1.81%)
BlackRock Liquidity Funds Treasury Trust Fund Portfolio - Institutional Class (7 Day Yield 0.000%)(b)		1,178,462		1,178,462
TOTAL SHORT TERM INVESTMENTS (Cost $1,178,462)				1,178,462
TOTAL INVESTMENTS (96.38%) (Cost $62,876,335)			$	62,781,978
Assets In Excess Of Other Liabilities (3.62%)				2,355,056
NET ASSETS (100.00%)			$	65,137,034

^(a) Non-Income Producing Security.

^(b) Less than 0.0005% 7 Day Yield.

Percentages stated as a percent of net assets.

Common Abbreviations:

AB - Aktiebolag is the Swedish equivalent of the term corporation.

ADR - American Depositary Receipt.

AG - Aktiengesellschaft is a German term that refers to a corporation that is limited by shares, i.e., owned by shareholders.

ASA - Allmennaksjeselskap is the Norwegian term for a public limited company.

Bhd - Berhad is the Malaysian term for public limited company.

ETF - Exchange Traded Fund.

Ltd. - Limited.

NV - Naamloze Vennootschap is the Dutch term for a public limited liability corporation.

PLC - Public Limited Company.

PJSC - Public Joint Stock Company.

SA - Generally designates corporations in various countries, mostly those employing the civil law.

For Fund compliance purposes, the Fund’s country classifications refer to any one or more of the country sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine country sub-classifications for reporting ease. Countries are shown as a percent of net assets. These country classifications are based on third party definitions. The definitions are industry terms and do not reflect the legal status of any of the investments or the companies in which the Fund has invested.

See Notes to Quarterly Statement of Investments.

Notes to Quarterly Statement of Investments

July 31, 2012 (Unaudited)

1. ORGANIZATION

Financial Investors Trust (the “Trust”) a Delaware statutory trust, is an open-end management investment company registered under the Investment Company Act of 1940, as amended (“1940 Act”). As of July 31, 2012, the Trust has twenty-three registered funds. This quarterly report describes the Grandeur Peak Global Opportunities Fund and Grandeur Peak International Opportunities Fund (collectively, the “Funds”). The Funds seek long-term growth of capital. The Funds offer Investor Class and Institutional Class shares. All classes of shares have identical rights to earnings, assets and voting privileges, except for class specific expenses and exclusive rights to vote on matters affecting only individual classes.

2. SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies consistently followed by the Funds. These policies are in conformity with U.S. generally accepted accounting principles, (“GAAP”).

The preparation of Statement of Investments in accordance with GAAP requires management to make certain estimates and assumptions that affect the reported amounts and disclosures in the financial statements during the reporting period. Management believes the estimates and security valuations are appropriate; however, actual results may differ from those estimates, and the security valuations reflected in the Statement of Investment may differ from the value the Funds ultimately realizes upon sale of the securities. The Statement of Investments has been prepared as of the close of the New York Stock Exchange (“NYSE”) on July 31, 2012.

Investment Valuation: The Funds generally value their securities based on market prices determined at the close of regular trading on the NYSE, normally 4:00 p.m. Eastern Time, on each day the NYSE is open for trading.

For equity securities and mutual funds that are traded on an exchange, the market price is usually the closing sale or official closing price on that exchange. In the case of equity securities not traded on an exchange, or if such closing prices are not otherwise available, the securities are valued at the mean of the most recent bid and ask prices on such day.

Equity securities that are primarily traded on foreign securities exchanges are valued at the closing values of such securities on their respective foreign exchanges, except when an event occurs subsequent to the close of the foreign exchange and the close of the NYSE that was likely to have changed such value. In such an event, the fair value of those securities are determined in good faith through consideration of other factors in accordance with procedures established by and under the general supervision of the Board of Trustees (the “Board”). The Funds will use a fair valuation model provided by an independent pricing service, which is intended to reflect fair value when a security’s value or a meaningful portion of the Funds’ portfolio is believed to have been materially affected by an valuation event that has occurred between the close of the exchange or market on which the security is traded and the close of the regular trading day on the NYSE. The Funds’ valuation procedures set forth certain triggers which instruct when to use the fair valuation model.

Forward currency exchange contracts have a market value determined by the prevailing foreign currency exchange daily rates and current foreign currency exchange forward rates. The foreign currency exchange forward rates are calculated using an automated system that estimates rates on the basis of the current day foreign currency exchange rates and forward foreign currency exchange rates supplied by a pricing service.

When such prices or quotations are not available, or when the Fair Value Committee appointed by the Board believes that they are unreliable, securities may be priced using fair value procedures approved by the Board.

Investment Transactions: Investment and shareholder transactions are accounted for on the date the investments are purchased or sold (trade date). Realized gains and losses from investment transactions are reported on an identified cost basis. Interest income, which includes accretion of discounts, is accrued and recorded as earned. Dividend income is recognized on the ex-dividend date or for certain foreign securities, as soon as information is available to the Funds.

Foreign Securities: The Funds may directly purchase securities of foreign issuers. Investing in securities of foreign issuers involves special risks not typically associated with investing in securities of U.S. issuers. The risks include possible reevaluation of currencies, the inability to repatriate foreign currency, less complete financial information about companies and possible future adverse political and economic developments. Moreover, securities of many foreign issuers and their markets may be less liquid and their prices more volatile than those of securities of comparable U.S. issuers.

Foreign Currency Translation: The books and records of the Funds are maintained in U.S. dollars. Investment valuations and other assets and liabilities initially expressed in foreign currencies are converted each business day into U.S. dollars based upon current exchange rates. Prevailing foreign exchange rates may generally be obtained at the close of the NYSE (normally, 4:00 p.m. Eastern time). The portion of realized and unrealized gains or losses on investments due to fluctuations in foreign currency exchange rates is not separately disclosed and is included in realized and unrealized gains or losses on investments, when applicable.

Foreign Currency Spot Contracts: The Funds may enter into foreign currency spot contracts to facilitate transactions in foreign securities or to convert foreign currency receipts into U.S. dollars. A foreign currency spot contract is an agreement between two parties to buy and sell currencies at the current market rate, for settlement generally within two business days. The U.S. dollar value of the contracts is determined using current currency exchange rates supplied by a pricing service. The contract is marked-to-market daily for settlements beyond one day and any change in market value is recorded as an unrealized gain or loss. When the contract is closed, a realized gain or loss is recorded equal to the difference between the value on the open and close date. Losses may arise from changes in the value of the foreign currency, or if the counterparties do not perform under the contract’s terms. The maximum potential loss from such contracts is the aggregate face value in U.S. dollars at the time the contract was opened.

Fair Value Measurements: The Funds disclose the classification of their fair value measurements following a three-tier hierarchy based on the inputs used to measure fair value. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability that are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability that are developed based on the best information available.

Various inputs are used in determining the value of the Funds’ investments as of the end of the reporting period. When inputs used fall into different levels of the fair value hierarchy, the level in the hierarchy within which the fair value measurement falls is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The designated input levels are not necessarily an indication of the risk or liquidity associated with these investments. These inputs are categorized in the following hierarchy under applicable financial accounting standards:

Level 1 –	Unadjusted quoted prices in active markets for identical investments, unrestricted assets or liabilities that a Fund has the ability to access at the measurement date;
Level 2 –	Quoted prices which are not active, quoted prices for similar assets or liabilities in active markets or inputs other than quoted prices that are observable (either directly or indirectly) for substantially the full term of the asset or liability; and
Level 3 –	Significant unobservable prices or inputs (including the Funds’ own assumptions in determining the fair value of investments) where there is little or no market activity for the asset or liability at the measurement date.

The following is a summary of each input used to value the Funds as of July 31, 2012:

Investments in Securities at Value (a)	Level 1 - Quoted and Unadjusted Prices		Level 2 - Other Significant Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Grandeur Peak Global Opportunities
Common Stocks
Australia	$	10,481,386	$	–	$	–	$	10,481,386
Belgium		3,753,779		–		–		3,753,779
Brazil		5,496,225		–		–		5,496,225
Britain		10,363,895		–		–		10,363,895
Canada		11,513,974		–		–		11,513,974
Cayman Islands		506,793		–		–		506,793
China		5,956,781		–		–		5,956,781
France		2,575,387		–		–		2,575,387
Germany		8,441,957		–		–		8,441,957
Hong Kong		1,264,716		–		–		1,264,716
Indonesia		393,027		–		–		393,027
Ireland		1,255,029		–		–		1,255,029
Israel		1,406,002		–		–		1,406,002
Japan		7,314,311		–		–		7,314,311
Luxembourg		2,350,587		–		–		2,350,587
Malaysia		2,514,304		–		–		2,514,304
Netherlands		4,044,667		–		–		4,044,667
Norway		102,101		–		–		102,101
Russia		104,554		–		–		104,554
Singapore		3,295,351		–		–		3,295,351
South Africa		1,557,443		–		–		1,557,443
South Korea		4,342,860		–		–		4,342,860
Spain		667,500		–		–		667,500
Sweden		3,375,532		–		–		3,375,532
Taiwan		7,172,665		–		–		7,172,665
Thailand		171,661		–		–		171,661
United Arab Emirates		104,130		–		–		104,130
United States		51,916,881		–		–		51,916,881
Exchange Traded Funds		412,917		–		–		412,917
Short Term Investments		6,389,524		–		–		6,389,524
Total	$	159,245,939	$	–	$	–	$	159,245,939

^a) For detailed descriptions, see the accompanying Statement of Investments.

Investments in Securities at Value (a)	Level 1 - Quoted and Unadjusted Prices		Level 2 - Other Significant Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Grandeur Peak International Opportunities
Common Stocks
Australia	$	6,680,158	$	–	$	–	$	6,680,158
Belgium		1,846,667		–		–		1,846,667
Brazil		3,578,656		–		–		3,578,656
Britain		5,592,669		–		–		5,592,669
Canada		5,662,883		–		–		5,662,883
Cayman Islands		202,717		–		–		202,717
China		3,451,813		–		–		3,451,813
Finland		300,170		–		–		300,170
France		2,016,881		–		–		2,016,881
Germany		5,125,967		–		–		5,125,967
Hong Kong		889,797		–		–		889,797
Indonesia		320,415		–		–		320,415
Ireland		713,107		–		–		713,107
Israel		366,691		–		–		366,691
Japan		4,697,076		–		–		4,697,076
Luxembourg		1,377,111		–		–		1,377,111
Malaysia		1,723,431		–		–		1,723,431
Netherlands		2,143,024		–		–		2,143,024
Norway		65,868		–		–		65,868
Russia		101,499		–		–		101,499
Singapore		2,089,640		–		–		2,089,640
South Africa		1,810,083		–		–		1,810,083
South Korea		3,118,550		–		–		3,118,550
Sweden		2,480,550		–		–		2,480,550
Taiwan		4,812,981		–		–		4,812,981
Thailand		75,347		–		–		75,347
United Arab Emirates		86,450		–		–		86,450
Exchange Traded Funds		273,315		–		–		273,315
Short Term Investments		1,178,462		–		–		1,178,462
Total	$	62,781,978	$	–	$	–	$	62,781,978

^(a) For detailed descriptions, see the accompanying Statement of Investments.

For the period ended July 31, 2012, the Funds did not have any significant transfers between Level 1 and Level 2 securities. The following is a reconciliation of assets in which significant unobservable inputs (Level 3) were used in determining fair value:

Grandeur Peak Global Opportunities

Investments in Securities at Value	Balance as of April 30, 2012		Realized gain/(loss)		Change in unrealized appreciation/ (depreciation)			Net purchases/ (sales)		Transfer in and/or (out) of Level 3			Balance as of July 31, 2012		Net change in unrealized appreciation/ (depreciation) attributable to level 3 investments still held at July 31, 2012
Common Stocks	$	190,464	$	-	$	(48,750	)	$	-	$	(141,714	)	$	-	$	-
Total	$	190,464	$	-	$	(48,750	)	$	-	$	(141,714	)	$	-	$	-

Grandeur Peak International

Opportunities

Investments in Securities at Value	Balance as of April 30, 2012		Realized gain/(loss)		Change in unrealized appreciation/ (depreciation)			Net purchases/ (sales)		Transfer in and/or (out) of Level 3			Balance as of July 31, 2012		Net change in unrealized appreciation/ (depreciation) attributable to level 3 investments still held at July 31, 2012
Common Stocks	$	110,632	$	-	$	(28,317	)	$	-	$	(82,315	)	$	-	$	-
Total	$	110,632	$	-	$	(28,317	)	$	-	$	(82,315	)	$	-	$	-

Unrealized Appreciation and Depreciation on Investments: The differences between book-basis and tax-basis are primarily due to the deferral of wash sale losses. As of July 31, 2012, the cost of securities on a tax basis and gross unrealized appreciation/(depreciation) on investments for federal income tax purposes were as follows:

	Grandeur Peak Global Opportunities Fund			Grandeur Peak International Opportunities Fund
Gross appreciation (excess of value over tax cost)	$	12,479,135		$	5,196,271
Gross depreciation (excess of tax cost over value)		(10,651,624	)		(5,307,432	)
Net unrealized appreciation/(depreciation)	$	1,827,511		$	(111,161	)
Cost of investments for income tax purposes	$	157,418,428		$	62,893,139

PATHWAY ADVISORS AGGRESSIVE GROWTH FUND

STATEMENT OF INVESTMENTS

July 31, 2012 (Unaudited)

Description				Shares		Value (Note 2)
EXCHANGE TRADED FUNDS (52.26%)
iShares® Dow Jones International Select Dividend Index Fund					1,132	$	34,549
SPDR® Barclays Capital High Yield Bond ETF					616		24,565
Vanguard MSCI Emerging Markets ETF					120		4,802
Vanguard Small-Cap Value ETF					254		17,241
Vanguard Total Stock Market ETF					556		39,091
WisdomTree Emerging Markets SmallCap Dividend Fund					228		9,929
							130,177
TOTAL EXCHANGE TRADED FUNDS (Cost $130,739)							130,177
OPEN-END MUTUAL FUNDS (27.95%)
Akre Focus Fund - Retail Class					1,487		22,128
Mairs & Power Growth Fund - Investor Class					285		22,500
T. Rowe Price Capital Appreciation Fund					1,118		25,000
							69,628
TOTAL OPEN-END MUTUAL FUNDS (Cost $70,000)							69,628
	7-Day Yield			Shares		Value (Note 2)
SHORT TERM INVESTMENTS (91.35%)
Dreyfus Cash Management, Institutional Shares		0.096	%		227,517		227,517
TOTAL SHORT TERM INVESTMENTS (Cost $227,517)							227,517
TOTAL INVESTMENTS (171.56%) (Cost $428,256)						$	427,322
Liabilities in Excess of Other Assets (-71.56%)							(178,247)
NET ASSETS (100.00%)						$	249,075

Common Abbreviations:

ETF - Exchange Traded Fund.

MSCI - Morgan Stanley Capital International.

SPDR - Standard & Poor’s Depository Receipts.

See Notes to Quarterly Statement of Investments.

PATHWAY ADVISORS CONSERVATIVE FUND

STATEMENT OF INVESTMENTS

July 31, 2012 (Unaudited)

Description				Shares		Value (Note 2)
EXCHANGE TRADED FUNDS (20.56%)
iShares® Dow Jones International Select Dividend Index Fund					243	$	7,416
SPDR® Barclays Capital High Yield Bond ETF					184		7,338
Vanguard MSCI Emerging Markets ETF					120		4,802
Vanguard REIT ETF					110		7,341
Vanguard Small-Cap Value ETF					108		7,331
Vanguard Total Stock Market ETF					244		17,155
							51,383
TOTAL EXCHANGE TRADED FUNDS (Cost $51,688)							51,383
OPEN-END MUTUAL FUNDS (59.02%)
DoubleLine Total Return Bond Fund - Class I					3,754		42,274
Loomis Sayles Bond Fund - Institutional Class					857		12,526
PIMCO Real Return Fund - Institutional Class					2,006		25,100
PIMCO Total Return Fund - Institutional Class					2,838		32,557
Templeton Global Bond Fund - Class A					954		12,529
Vanguard GNMA Fund - Admiral Shares					2,027		22,500
							147,486
TOTAL OPEN-END MUTUAL FUNDS (Cost $147,500)							147,486
	7-Day Yield			Shares		Value (Note 2)
SHORT TERM INVESTMENTS (60.03%)
Dreyfus Cash Management, Institutional Shares		0.096	%		150,017		150,017
TOTAL SHORT TERM INVESTMENTS (Cost $150,017)							150,017
TOTAL INVESTMENTS (139.61%) (Cost $349,205)						$	348,886
Liabilities in Excess of Other Assets (-39.61%)							(98,985	)
NET ASSETS (100.00%)						$	249,901

Common Abbreviations:

ETF - Exchange Traded Fund.

GNMA - Government National Mortgage Association.

MSCI - Morgan Stanley Capital International.

PIMCO - Pacific Investment Management Company, LLC.

REIT - Real Estate Investment Trust.

SPDR - Standard & Poor’s Depository Receipts.

See Notes to Quarterly Statement of Investments.

PATHWAY ADVISORS GROWTH AND INCOME FUND

STATEMENT OF INVESTMENTS

July 31, 2012 (Unaudited)

Description	Shares		Value (Note 2)
EXCHANGE TRADED FUNDS (34.43%)
iShares® Dow Jones International Select Dividend Index Fund		565	$	17,244
iShares® Dow Jones Select Dividend Index Fund		210		12,047
Vanguard Large-Cap ETF		590		37,075
Vanguard Small-Cap Value ETF		178		12,082
WisdomTree Emerging Markets SmallCap Dividend Fund		172		7,490
				85,938
TOTAL EXCHANGE TRADED FUNDS
(Cost $86,408)				85,938
OPEN-END MUTUAL FUNDS (45.02%)
DoubleLine Total Return Bond Fund - Class I		3,313		37,301
PIMCO GNMA Fund - Institutional Class		1,049		12,500
PIMCO Real Return Fund - Institutional Class		1,404		17,570
PIMCO Total Return Fund - Institutional Class		2,183		25,044
T. Rowe Price Capital Appreciation Fund		893		19,973
				112,388
TOTAL OPEN-END MUTUAL FUNDS (Cost $112,500)				112,388

	7-Day Yield			Shares		Value (Note 2)
SHORT TERM INVESTMENTS (67.11%)
Dreyfus Cash Management, Institutional Shares		0.096	%		167,517		167,517
TOTAL SHORT TERM INVESTMENTS (Cost $167,517)							167,517
TOTAL INVESTMENTS (146.56%) (Cost $366,425)						$	365,843
Liabilities in Excess of Other Assets (-46.56%)							(116,230)
NET ASSETS (100.00%)						$	249,613

Common Abbreviations:

ETF - Exchange Traded Fund.

GNMA - Government National Mortgage Association.

PIMCO - Pacific Investment Management Company, LLC.

See Notes to Quarterly Statement of Investments.

Notes to Quarterly Statement of Investments

July 31, 2012 (Unaudited)

1. ORGANIZATION

Financial Investors Trust (the “Trust”) a Delaware statutory trust, is an open-end management investment company registered under the Investment Company Act of 1940, as amended (“1940 Act”). As of July 31, 2012, the Trust has twenty-three registered funds. This quarterly report describes Pathway Advisors Aggressive Growth Fund, Pathway Advisors Conservative Fund and Pathway Advisors Growth and Income Fund (collectively, the “Funds”). Pathway Advisors Aggressive Growth Fund seeks total return through a primary emphasis on growth with a secondary emphasis on income, Pathway Advisors Conservative Fund seeks total return through a primary emphasis on income with a secondary emphasis on growth of capital and Pathway Advisors Growth and Income Fund seeks total return through growth of capital and income.

2. SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies consistently followed by the Funds. These policies are in conformity with U.S. generally accepted accounting principles, (“GAAP”).

The preparation of the Statement of Investments in accordance with GAAP requires management to make certain estimates and assumptions that affect the reported amounts and disclosures in the Statement of Investments during the reporting period. Management believes the estimates and security valuations are appropriate; however, actual results may differ from those estimates, and the security valuations reflected in the Statement of Investments may differ from the value the Funds ultimately realize upon sale of the securities. The Statement of Investments have been prepared as of the close of the New York Stock Exchange (“NYSE”) on July 31, 2012.

Investment Valuation: The Funds generally value their securities based on market prices determined at the close of regular trading on the NYSE, normally 4:00 p.m. Eastern Time, on each day the NYSE is open for trading.

For equity securities and mutual funds that are traded on an exchange, the market price is usually the closing sale or official closing price on that exchange. In the case of equity securities not traded on an exchange, or if such closing prices are not otherwise available, the securities are valued at the mean of the most recent bid and ask prices on such day.

The market price for debt obligations is generally the price supplied by an independent third-party pricing service approved by the Board of Trustees (the “Board”), which may use a matrix, formula or other objective method that takes into consideration market indices, yield curves and other specific adjustments. Short–term debt obligations that will mature in 60 days or less are valued at amortized cost, unless it is determined that using this method would not reflect an investment’s fair value.

Redeemable securities issued by open-end registered investment companies are valued at the investment company’s or subsidiary’s applicable net asset value, with the exception of exchange-traded open-end investment companies, which are priced as equity securities.

When such prices or quotations are not available, or when the Fair Value Committee appointed by the Board believes that they are unreliable, securities may be priced using fair value procedures approved by the Board.

Investment Transactions: Investment and shareholder transactions are accounted for on the date the investments are purchased or sold (trade date). Realized gains and losses from investment transactions are reported on an identified cost basis. Interest income, which includes accretion of discounts, is accrued and recorded as earned. Dividend income is recognized on the ex-dividend date or for certain foreign securities, as soon as information is available to the Funds.

Fair Value Measurements: The Funds disclose the classification of their fair value measurements following a three-tier hierarchy based on the inputs used to measure fair value. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability that are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability that are developed based on the best information available.

Various inputs are used in determining the value of the Funds’ investments as of the end of the reporting period. When inputs used fall into different levels of the fair value hierarchy, the level in the hierarchy within which the fair value measurement falls is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The designated input levels are not necessarily an indication of the risk or liquidity associated with these investments. These inputs are categorized in the following hierarchy under applicable financial accounting standards:

Level 1 –	Unadjusted quoted prices in active markets for identical investments, unrestricted assets or liabilities that the Funds have the ability to access at the measurement date;
Level 2 –	Quoted prices which are not active, quoted prices for similar assets or liabilities in active markets or inputs other than quoted prices that are observable (either directly or indirectly) for substantially the full term of the asset or liability; and
Level 3 –	Significant unobservable prices or inputs (including the Funds’ own assumptions in determining the fair value of investments) where there is little or no market activity for the asset or liability at the measurement date.

The following is a summary of each input used to value the Funds as of July 31, 2012:

Pathway Advisors Aggressive Growth Fund
Investments in Securities at Value	Level 1 - Quoted Prices		Level 2 - Other Significant Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
EXCHANGE TRADED FUNDS	$	130,177	$	–	$	–	$	130,177
Open-End Mutual Funds		69,628		–		–		69,628
Short Term Investments		227,517		–		–		227,517
Total	$	427,322	$	–	$	–	$	427,322
Pathway Advisors Conservative Fund
Investments in Securities at Value	Level 1 - Quoted Prices		Level 2 - Other Significant Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
EXCHANGE TRADED FUNDS	$	51,383	$	–	$	–	$	51,383
Open-End Mutual Funds		147,486		–		–		147,486
Short Term Investments		150,017		–		–		150,017
Total	$	348,886	$	–	$	–	$	348,886

Pathway Advisors Growth and Income Fund
Investments in Securities at Value	Level 1 - Quoted Prices		Level 2 - Other Significant Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
EXCHANGE TRADED FUNDS	$	85,938	$	–	$	–	$	85,938
Open-End Mutual Funds		112,388		–		–		112,388
Short Term Investments		167,517		–		–		167,517
Total	$	365,843	$	–	$	–	$	365,843

There were no transfers into or out of Levels 1 and 2 during the period ended July 31, 2012.

For the period ended July 31, 2012, the Funds did not have significant unobservable inputs (Level 3) used in determining fair value. Therefore, a reconciliation of assets in which significant unobservable inputs (Level 3) were used in determining fair value is not applicable.

Unrealized Appreciation and Depreciation on Investments: The differences between book-basis and tax-basis are primarily due to the deferral of wash sale losses. As of July 31, 2012, the cost of securities on a tax basis and gross unrealized appreciation/(depreciation) on investments for federal income tax purposes were as follows:

Pathway Advisors Aggressive Growth Fund
Gross appreciation (excess of value over tax cost)	$	20
Gross depreciation (excess of tax cost over value)		(954)
Net unrealized depreciation	$	(934)
Cost of investments for income tax purposes	$	428,256
Pathway Advisors Conservative Fund
Gross appreciation (excess of value over tax cost)	$	211
Gross depreciation (excess of tax cost over value)		(530)
Net unrealized depreciation	$	(319)
Cost of investments for income tax purposes	$	349,205
Pathway Advisors Growth and Income Fund
Gross appreciation (excess of value over tax cost)	$	114
Gross depreciation (excess of tax cost over value)		(696)
Net unrealized depreciation	$	(582)
Cost of investments for income tax purposes	$	366,425

REDMONT RESOLUTE FUND I

STATEMENT OF INVESTMENTS

July 31, 2012 (Unaudited)

Description	Shares		Value (Note 2)
OPEN-END MUTUAL FUNDS (99.39%)
AQR Multi Strategy Alternative Fund, Class I		14,402	$	143,592
AQR Risk Parity Fund, Class I		12,399		143,453
ASG Diversifying Strategies Fund, Class A		5,978		56,972
ASG Managed Futures Strategy Fund, Class A		5,886		57,090
BlackRock Global Allocation Fund, Inc., Class I		5,451		103,239
Diamond Hill Long-Short Fund, Class Y(a)		3,198		56,158
FPA Crescent Fund		3,747		103,519
Marketfield Fund(a)		8,934		134,271
PIMCO Global Multi-Asset Fund, Institutional Class		12,307		137,595
Robeco Boston Partners Long/Short Research Fund, Institutional Class		8,657		100,599
Turner Spectrum Fund, Institutional Class		9,955		108,314
				1,144,802
TOTAL OPEN-END MUTUAL FUNDS (Cost $1,137,650)				1,144,802

	7-Day Yield			Shares		Value (Note 2)
SHORT TERM INVESTMENTS (0.45%)
Dreyfus Treasury Cash Management Fund, Institutional Class		0.010	%		5,220		5,220
TOTAL SHORT TERM INVESTMENTS (Cost $5,220)							5,220
TOTAL INVESTMENTS (99.84%) (Cost $1,142,870)						$	1,150,022
Other Assets In Excess Of Liabilities (0.16%)							1,857
NET ASSETS (100.00%)						$	1,151,879

^(a) Non-income producing security.

See Notes to Quarterly Statement of Investments.

REDMONT RESOLUTE FUND II

STATEMENT OF INVESTMENTS

July 31, 2012 (Unaudited)

Description				Shares		Value (Note 2)
OPEN-END MUTUAL FUNDS (65.74%)
AQR Multi Strategy Alternative Fund, Class I					1,158,666	$	11,551,905
AQR Risk Parity Fund, Class I					985,646		11,403,923
ASG Diversifying Strategies Fund, Class Y					476,451		4,554,869
ASG Managed Futures Strategy Fund, Class Y					468,696		4,551,036
BlackRock Global Allocation Fund, Inc., Class I					438,259		8,300,622
Diamond Hill Long-Short Fund, Class Y(a)					327,423		5,749,542
FPA Crescent Fund					297,070		8,208,047
Marketfield Fund(a)					715,393		10,752,364
PIMCO Global Multi-Asset Fund, Institutional Class					982,956		10,989,445
Robeco Boston Partners Long/Short Research Fund, Institutional Class					574,891		6,680,228
Turner Spectrum Fund, Institutional Class					789,965		8,594,822
							91,336,803
TOTAL OPEN-END MUTUAL FUNDS (Cost $89,948,873)							91,336,803
	7-Day Yield			Shares		Value (Note 2)
SHORT TERM INVESTMENTS (0.06%)
Dreyfus Treasury Cash Management Fund, Institutional Class		0.010	%		89,058		89,058
TOTAL SHORT TERM INVESTMENTS (Cost $89,058)							89,058
TOTAL INVESTMENTS (65.80%) (Cost $90,037,931)						$	91,425,861
Other Assets In Excess Of Liabilities (34.20%)							47,517,133
NET ASSETS (100.00%)						$	138,942,994

^(a)  Non-income producing security.

See Notes to Quarterly Statement of Investments.

Notes to Quarterly Statement of Investments

July 31, 2012 (Unaudited)

1. ORGANIZATION

Financial Investors Trust (the “Trust”) a Delaware statutory trust, is an open-end management investment company registered under the Investment Company Act of 1940, as amended (“1940 Act”). As of July 31, 2012, the Trust has twenty-three registered funds. This quarterly report describes the Redmont Resolute Fund I and Redmont Resolute Fund II (collectively, the “Funds”). The Funds seek to provide long-term total return with reduced volatility and reduced correlation to the conventional stock and bond markets. The Funds are structured as fund-of-funds and under normal circumstances, the Funds pursue their objectives by investing primarily in managed portfolios of other open-end investment companies registered under the Investment Company of 1940, as amended (the “1940 Act”), that use alternative or hedging strategies. The Redmont Resolute Fund I offers Class A and Class I shares and the Redmont Resolute Fund II offers Class I shares. All classes of shares have identical rights to earnings, assets and voting privileges, except for class specific expenses and exclusive rights to vote on matters affecting only individual classes.

2. SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies consistently followed by the Funds. These policies are in conformity with U.S. generally accepted accounting principles, (“GAAP”).

The preparation of Statement of Investments in accordance with GAAP requires management to make certain estimates and assumptions that affect the reported amounts and disclosures in the financial statements during the reporting period. Management believes the estimates and security valuations are appropriate; however, actual results may differ from those estimates, and the security valuations reflected in the Statement of Investment may differ from the value the Funds ultimately realizes upon sale of the securities. The Statement of Investments has been prepared as of the close of the New York Stock Exchange (“NYSE”) on July 31, 2012.

Investment Valuation: The Funds generally value their securities based on market prices determined at the close of regular trading on the NYSE, normally 4:00 p.m. Eastern Time, on each day the NYSE is open for trading.

For equity securities and mutual funds that are traded on an exchange, the market price is usually the closing sale or official closing price on that exchange. In the case of equity securities not traded on an exchange, or if such closing prices are not otherwise available, the securities are valued at the mean of the most recent bid and ask prices on such day.

The market price for debt obligations is generally the price supplied by an independent third-party pricing service approved by the Board of Trustees (the “Board”), which may use a matrix, formula or other objective method that takes into consideration quotations from dealers, market transactions in comparable investments, market indices and yield curves. If vendors are unable to supply a price, or if the price supplied is deemed to be unreliable, the market price may be determined using quotations received from one or more broker–dealers that make a market in the security. Short–term debt obligations that will mature in 60 days or less are valued at amortized cost, unless it is determined that using this method would not reflect an investment’s fair value. Investments in non-exchange traded funds are fair valued at their respective net asset values.

Redeemable securities issued by open-end registered investment companies are valued at the investment company’s applicable net asset value. When such prices or quotations are not available, or when the Fair Value Committee appointed by the Board believes that they are unreliable, securities may be priced using fair value procedures approved by the Board.

Investment Transactions: Investment and shareholder transactions are accounted for on the date the investments are purchased or sold (trade date). Realized gains and losses from investment transactions are reported on an identified cost basis. Interest income, which includes accretion of discounts, is accrued and recorded as earned. Dividend income is recognized on the ex-dividend date or for certain foreign securities, as soon as information is available to the Funds.

Fair Value Measurements: The Funds disclose the classification of their fair value measurements following a three-tier hierarchy based on the inputs used to measure fair value. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability that are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability that are developed based on the best information available.

Various inputs are used in determining the value of the Funds’ investments as of the end of the reporting period. When inputs used fall into different levels of the fair value hierarchy, the level in the hierarchy within which the fair value measurement falls is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The designated input levels are not necessarily an indication of the risk or liquidity associated with these investments. These inputs are categorized in the following hierarchy under applicable financial accounting standards:

Level 1 – Unadjusted quoted prices in active markets for identical investments, unrestricted assets or liabilities that a Fund has the ability to access at the measurement date;

Level 2 – Quoted prices which are not active, quoted prices for similar assets or liabilities in active markets or inputs other than quoted prices that are observable (either directly or indirectly) for substantially the full term of the asset or liability; and

Level 3 – Significant unobservable prices or inputs (including the Funds’ own assumptions in determining the fair value of investments) where there is little or no market activity for the asset or liability at the measurement date.

The following is a summary of each input used to value the Funds as of July 31, 2012:

Redmont Resolute Fund I

Investments in Securities at Value	Level 1 - Quoted Prices		Level 2 - Other Significant Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Open-End Mutual Funds	$	1,144,802	$	–	$	–	$	1,144,802
Short Term Investments		5,220		–		–		5,220
Total	$	1,150,022	$	–	$	–	$	1,150,022

Redmont Resolute Fund II

Investments in Securities at Value	Level 1 - Quoted Prices		Level 2 - Other Significant Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Open-End Mutual Funds	$	91,336,803	$	–	$	–	$	91,336,803
Short Term Investments		89,058		–		–		89,058
Total	$	91,425,861	$	–	$	–	$	91,425,861

Unrealized Appreciation and Depreciation on Investments: The differences between book-basis and tax-basis are primarily due to the deferral of wash sale losses. As of July 31, 2012, the cost of securities on a tax basis and gross unrealized appreciation/(depreciation) on investments for federal income tax purposes were as follows:

	Redmont Resolute Fund I			Redmont Resolute Fund II
Gross appreciation (excess of value over tax cost)	$	12,623		$	1,631,376
Gross depreciation (excess of tax cost over value)		(6,601	)		(254,199	)
Net unrealized appreciation	$	6,022		$	1,377,177
Cost of investments for income tax purposes	$	1,144,000		$	90,048,684

SEAFARER OVERSEAS GROWTH AND INCOME FUND

STATEMENT OF INVESTMENTS

July 31, 2012 (Unaudited)

	Currency	Shares		Value
COMMON STOCKS* (82.7%)
Australia (1.2%)
Telstra Corp., Ltd.	AUD		23,000	$	96,594
Total Australia					96,594
Brazil (3.8%)
Odontoprev SA	BRL		60,700		292,955
Total Brazil					292,955
China / Hong Kong (20.2%)
Digital China Holdings, Ltd.	HKD		210,000		325,820
Citic Telecom International Holdings, Ltd.	HKD		1,625,000		309,954
Hang Lung Properties, Ltd.	HKD		66,000		233,186
Kingdee International Software Group Co., Ltd.(a)	HKD		1,346,000		154,971
Vitasoy International Holdings, Ltd.	HKD		140,000		124,133
Shandong Weigao Group Medical Polymer Co., Ltd., Class H	HKD		108,000		119,727
China Communications Services Corp., Ltd., Class H	HKD		208,000		106,235
Television Broadcasts, Ltd.	HKD		14,000		100,060
CLP Holdings, Ltd.	HKD		11,500		99,228
Total China / Hong Kong					1,573,314
India (4.2%)
Infosys, Ltd. ADR	USD		8,200		324,556
Total India					324,556
Indonesia (2.8%)
Perusahaan Gas Negara Persero Tbk PT	IDR		550,000		219,430
Total Indonesia					219,430
Japan (4.2%)
OBIC Business Consultants, Ltd.	JPY		2,900		152,518
Hisamitsu Pharmaceutical Co., Inc.	JPY		2,600		130,871
Hamamatsu Photonics K.K.	JPY		1,300		45,423
Total Japan					328,812
Malaysia (4.6%)
AMMB Holdings Bhd	MYR		94,500		193,309
Hartalega Holdings Bhd	MYR		117,600		165,048
Total Malaysia					358,357

	Currency	Shares		Value
Mexico (5.3%)
Kimberly-Clark de Mexico SAB de CV, Class A	MXN		112,400	$	233,953
Grupo Herdez SAB de CV	MXN		73,847		180,196
Total Mexico					414,149
Poland (8.8%)
PGE SA	PLN		53,500		297,581
Bank Pekao SA	PLN		5,000		208,633
Asseco Poland SA	PLN		13,000		176,576
Total Poland					682,790
Singapore (9.5%)
SIA Engineering Co., Ltd.	SGD		96,000		313,943
Singapore Technologies Engineering, Ltd.	SGD		62,000		164,059
Cerebos Pacific, Ltd.	SGD		32,000		138,348
Hong Leong Finance, Ltd.	SGD		64,000		123,675
Total Singapore					740,025
South Africa (1.1%)
Life Healthcare Group Holdings, Ltd.	ZAR		21,402		86,722
Total South Africa					86,722
Taiwan (4.9%)
Taiwan Semiconductor Manufacturing Co., Ltd.	TWD		68,000		184,062
Taiwan Hon Chuan Enterprise Co., Ltd.	TWD		68,000		149,815
Taiwan Semiconductor Manufacturing Co., Ltd. ADR	USD		3,400		47,498
Total Taiwan					381,375
Thailand (7.3%)
Bangkok Bank PCL NVDR	THB		40,000		247,780
PTT PCL	THB		22,800		234,889
Thai Reinsurance PCL	THB		840,000		81,988
Total Thailand					564,657
Turkey (4.8%)
Aselsan Elektronik Sanayi Ve Ticaret AS	TRY		38,000		263,028
Asya Katilim Bankasi AS(a)	TRY		100,000		107,356
Total Turkey					370,384
TOTAL COMMON STOCKS (Cost $6,384,106)					6,434,120

				Currency		Shares		Value
EXCHANGE TRADED FUNDS (3.2%)
Vietnam (3.2%)
Market Vectors Vietnam ETF					USD		14,300	$	252,395
Total Vietnam									252,395
TOTAL EXCHANGE TRADED FUNDS (Cost $265,872)									252,395
PREFERRED STOCKS* (7.0%)
South Korea (7.0%)
Samsung Fire & Marine Insurance Co., Ltd.					KRW		4,404		292,140
S-Oil Corp.					KRW		5,173		250,453
Total South Korea									542,593
TOTAL PREFERRED STOCKS (Cost $549,221)									542,593
	Currency Rate			Maturity Date		Principal Amount		Value
CONVERTIBLE CORPORATE BOND (3.2%)
India (1.3%)
Tata Power Co., Ltd., Series TPWR	USD	1.75	%		11/21/2014	$	100,000		100,150
Total India									100,150
South Africa (1.9%)
Steinhoff International Holdings Ltd., Series SHF	ZAR	9.63	%		07/20/2015		1,000,000		146,093
Total South Africa									146,093
TOTAL CONVERTIBLE CORPORATE BOND (Cost $247,383)									246,243
				Currency		Shares		Value
WARRANTS (0.0%)(b)
Hartalega Holdings, Strike Price 4.14 (expiration 5/29/15)					MYR		6,860		2,630
									2,630
TOTAL WARRANTS (Cost $–)									2,630

	Value
TOTAL INVESTMENTS
(Cost $7,446,582) (96.1%)	$	7,477,981
Cash and Other Assets, Less Liabilities (3.9%)		302,555
NET ASSETS (100.0%)	$	7,780,536

^*  Certain securities were fair valued in good faith through consideration of other factors in accordance with procedures established by and under the general supervision of the Board (Note 2).

^(a)  Non-income producing security.

^(b)  Less than 0.05%.

Currency Abbreviations
AUD	-	Australia Dollar
BRL	-	Brazil Real
HKD	-	Hong Kong Dollar
IDR	-	Indonesia Rupiah
JPY	-	Japan Yen
KRW	-	South Korea Won
MXN	-	Mexico Peso
MYR	-	Malaysia Ringgit
PLN	-	Poland Zloty
SGD	-	Singapore Dollar
THB	-	Thailand Baht
TRY	-	Turkey Lira
TWD	-	Taiwan New Dollar
USD	-	United States Dollar
ZAR	-	South Africa Rand

Common Abbreviations:
ADR	-	American Depositary Receipt.
AS	-	Andonim Sirketi, Joint Stock Company in Turkey.
Bhd	-	Berhad, Public Limited Company in Malaysia.
ETF	-	Exchange Traded Fund.
K.K.	-	Kabushiki Kaisha, Stock Company in Japan.
Ltd.	-	Limited.
NVDR	-	Non-Voting Depository Receipt.
PCL	-	Public Company Limited.
PLC	-	Public Limited Company.
PT	-	Perseroan Terbata, Limited Liability Company in Indonesia.
SA	-	Generally designates corporations in various countries, mostly those employing the civil law. This translates literally in all languages mentioned as anonymous company.
SAB de CV	-	A variable capital company.

For Fund compliance purposes, the Fund’s country classifications refer to any one or more of the country sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine country sub-classifications for reporting ease. Countries are shown as a percent of net assets. These country classifications are based on third party definitions. The definitions are industry terms and do not reflect the legal status of any of the investments or the companies in which the Fund has invested.

See Notes to Quarterly Statement of Investments.

Notes to Quarterly Statement of Investments

July 31, 2012 (Unaudited)

1. ORGANIZATION

Financial Investors Trust (the “Trust”) a Delaware statutory trust, is an open-end management investment company registered under the Investment Company Act of 1940, as amended (“1940 Act”). As of July 31, 2012, the Trust has twenty-three registered funds. This quarterly report describes the Seafarer Overseas Growth and Income Fund (the “Fund”). The Fund seeks to provide long-term capital appreciation along with some current income; it also seeks to mitigate adverse volatility in returns. The Fund offers Investor Class and Institutional Class shares. All classes of shares have identical rights to earnings, assets and voting privileges, except for class specific expenses and exclusive rights to vote on matters affecting only individual classes.

2. SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies consistently followed by the Fund. These policies are in conformity with U.S. generally accepted accounting principles, (“GAAP”).

The preparation of Statement of Investments in accordance with GAAP requires management to make certain estimates and assumptions that affect the reported amounts and disclosures in the financial statements during the reporting period. Management believes the estimates and security valuations are appropriate; however, actual results may differ from those estimates, and the security valuations reflected in the Statement of Investment may differ from the value the Fund ultimately realizes upon sale of the securities. The Statement of Investments has been prepared as of the close of the New York Stock Exchange (“NYSE”) on July 31, 2012.

Investment Valuation: The Fund generally values its securities based on market prices determined at the close of regular trading on the NYSE, normally 4:00 p.m. Eastern Time, on each day the NYSE is open for trading.

For equity securities and mutual funds that are traded on an exchange, the market price is usually the closing sale or official closing price on that exchange. In the case of equity securities not traded on an exchange, or if such closing prices are not otherwise available, the securities are valued at the mean of the most recent bid and ask prices on such day.

Equity securities that are primarily traded on foreign securities exchanges are valued at the closing values of such securities on their respective foreign exchanges, except when an event occurs subsequent to the close of the foreign exchange and the close of the NYSE that was likely to have changed such value. In such an event, the fair value of those securities are determined in good faith through consideration of other factors in accordance with procedures established by and under the general supervision of the Board of Trustees (the “Board”). The Fund will use a fair valuation model provided by an independent pricing service, which is intended to reflect fair value when a security’s value or a meaningful portion of the Fund’s portfolio is believed to have been materially affected by an valuation event that has occurred between the close of the exchange or market on which the security is traded and the close of the regular trading day on the NYSE. The Fund’s valuation procedures set forth certain triggers which instruct when to use the fair valuation model.

The market price for debt obligations is generally the price supplied by an independent third-party pricing service approved by the Board, which may use a matrix, formula or other objective method that takes into consideration quotations from dealers, market transactions in comparable investments, market indices and yield curves. If vendors are unable to supply a price, or if the price supplied is deemed to be unreliable, the market price may be determined using quotations received from one or more broker–dealers that make a market in the security. Short–term debt obligations that will mature in 60 days or less are valued at amortized cost, unless it is determined that using this method would not reflect an investment’s fair value. Investments in non-exchange traded funds are fair valued at their respective net asset values.

Forward currency exchange contracts have a market value determined by the prevailing foreign currency exchange daily rates and current foreign currency exchange forward rates. The foreign currency exchange forward rates are calculated using an automated system that estimates rates on the basis of the current day foreign currency exchange rates and forward foreign currency exchange rates supplied by a pricing service.

Investment securities that are primarily traded on foreign securities exchanges are valued at the preceding closing values of such securities on their respective exchanges, except when an occurrence subsequent to the time a value was so established is likely to have changed such value. In such an event, the fair values of those securities are determined in good faith through consideration of other factors in accordance with procedures established by and under the general supervision of the Board.

When such prices or quotations are not available, or when the Fair Value Committee appointed by the Board believes that they are unreliable, securities may be priced using fair value procedures approved by the Board.

Investment Transactions: Investment and shareholder transactions are accounted for on the date the investments are purchased or sold (trade date). Realized gains and losses from investment transactions are reported on an identified cost basis. Interest income, which includes accretion of discounts, is accrued and recorded as earned. Dividend income is recognized on the ex-dividend date or for certain foreign securities, as soon as information is available to the Fund.

Foreign Securities: The Fund may directly purchase securities of foreign issuers. Investing in securities of foreign issuers involves special risks not typically associated with investing in securities of U.S. issuers. The risks include possible reevaluation of currencies, the inability to repatriate foreign currency, less complete financial information about companies and possible future adverse political and economic developments. Moreover, securities of many foreign issuers and their markets may be less liquid and their prices more volatile than those of securities of comparable U.S. issuers.

Foreign Currency Translation: The books and records of the Fund are maintained in U.S. dollars. Investment valuations and other assets and liabilities initially expressed in foreign currencies are converted each business day into U.S. dollars based upon current exchange rates. Prevailing foreign exchange rates may generally be obtained at the close of the NYSE (normally, 4:00 p.m. Eastern time). The portion of realized and unrealized gains or losses on investments due to fluctuations in foreign currency exchange rates is not separately disclosed and is included in realized and unrealized gains or losses on investments, when applicable.

Foreign Currency Spot Contracts: The Fund may enter into foreign currency spot contracts to facilitate transactions in foreign securities or to convert foreign currency receipts into U.S. dollars. A foreign currency spot contract is an agreement between two parties to buy and sell currencies at the current market rate, for settlement generally within two business days. The U.S. dollar value of the contracts is determined using current currency exchange rates supplied by a pricing service. The contract is marked-to-market daily for settlements beyond one day and any change in market value is recorded as an unrealized gain or loss. When the contract is closed, a realized gain or loss is recorded equal to the difference between the value on the open and close date. Losses may arise from changes in the value of the foreign currency, or if the counterparties do not perform under the contract’s terms. The maximum potential loss from such contracts is the aggregate face value in U.S. dollars at the time the contract was opened.

Fair Value Measurements: The Fund discloses the classification of their fair value measurements following a three-tier hierarchy based on the inputs used to measure fair value. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability that are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability that are developed based on the best information available.

Various inputs are used in determining the value of the Fund’s investments as of the end of the reporting period. When inputs used fall into different levels of the fair value hierarchy, the level in the hierarchy within which the fair value measurement falls is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The designated input levels are not necessarily an indication of the risk or liquidity associated with these investments. These inputs are categorized in the following hierarchy under applicable financial accounting standards:

Level 1 –	Unadjusted quoted prices in active markets for identical investments, unrestricted assets or liabilities that a Fund has the ability to access at the measurement date;
Level 2 –	Quoted prices which are not active, quoted prices for similar assets or liabilities in active markets or inputs other than quoted prices that are observable (either directly or indirectly) for substantially the full term of the asset or liability; and
Level 3 –	Significant unobservable prices or inputs (including the Fund’s own assumptions in determining the fair value of investments) where there is little or no market activity for the asset or liability at the measurement date.

The following is a summary of each input used to value the Funds as of July 31, 2012:

Investments in Securities at Value(a)	Level 1 - Quoted Prices		Level 2 - Other Significant Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Common Stocks
Australia	$	–	$	96,594	$	–	$	96,594
Brazil		292,955		–		–		292,955
China / Hong Kong		–		1,573,314		–		1,573,314
India		324,556		–		–		324,556
Indonesia		–		219,430		–		219,430
Japan		–		328,812		–		328,812
Malaysia		–		358,357		–		358,357
Mexico		414,149		–		–		414,149
Poland		–		682,790		–		682,790
Singapore		–		740,025		–		740,025
South Africa		–		86,722		–		86,722
Taiwan		47,498		333,877		–		381,375
Thailand		–		564,657		–		564,657
Turkey		–		370,384		–		370,384
Exchange Traded Funds		252,395		–		–		252,395
Preferred Stocks
South Korea		292,140		250,453		–		542,593
Convertible Corporate Bond		–		246,243		–		246,243
Warrants		2,630		–		–		2,630
Total	$	1,626,323	$	5,851,658	$	–	$	7,477,981

^(a) For detailed descriptions of countries, see the accompanying Statement of Investments.

The Fund recognizes transfers between levels as of the end of the fiscal year. For the period ended July 31, 2012, the Fund did not have any transfers between Level 1 and Level 2 securities. The Fund utilizes a fair value evaluation service with respect to international securities with an earlier market closing than the Fund’s net asset value computation cutoff. There were no Level 3 securities held during the period.

Unrealized Appreciation and Depreciation on Investments: The differences between book-basis and tax-basis are primarily due to the deferral of wash sale losses. As of July 31, 2012, the cost of securities on a tax basis and gross unrealized appreciation/(depreciation) on investments for federal income tax purposes were as follows:

Gross appreciation (excess of value over tax cost)	$	305,573
Gross depreciation (excess of tax cost over value)		(274,174)
Net unrealized appreciation	$	31,399
Cost of investments for income tax purposes	$	7,446,582

VULCAN VALUE PARTNERS FUND
STATEMENT OF INVESTMENTS
July 31, 2012 (Unaudited)
	Shares		Value (Note 2)
COMMON STOCKS (98.92%)
Communications (21.99%)
Internet (4.27%)
Google, Inc., Class A(a)		15,414	$	9,756,600
Media (13.53%)
Discovery Communications, Inc., Class C(a)		218,810		10,200,922
Time Warner, Inc.		263,210		10,296,775
The Walt Disney Co.		212,438		10,439,204
				30,936,901
Telecommunications (4.19%)
Cisco Systems, Inc.		601,131		9,588,039
TOTAL COMMUNICATIONS				50,281,540
Consumer, Cyclical (4.63%)
Lodging (4.63%)
Intercontinental Hotels Group PLC, ADR		428,574		10,585,778
TOTAL CONSUMER, CYCLICAL				10,585,778
Consumer, Non-cyclical (14.01%)
Beverages (3.54%)
The Coca-Cola Co.		100,310		8,105,048
Commercial Services (2.91%)
Mastercard, Inc., Class A		15,220		6,644,595
Food (7.56%)
TESCO PLC		2,049,246		10,256,476
Unilever NV, New York Registry Shares		203,021		7,034,678
				17,291,154
TOTAL CONSUMER, NON-CYCLICAL				32,040,797
Financials (32.37%)
Banks (4.87%)
The Bank of New York Mellon Corp.		523,447		11,138,952
Diversified Financial Services (18.80%)
CME Group, Inc.		213,395		11,120,014
Franklin Resources, Inc.		97,689		11,229,351
The NASDAQ OMX Group, Inc.		449,336		10,199,927
Visa, Inc., Class A		80,849		10,435,180
				42,984,472
Insurance (8.70%)
The Chubb Corp.		139,189		10,117,648

	Shares		Value (Note 2)
Insurance (continued)
Everest Re Group, Ltd.		95,920	$	9,755,064
				19,872,712
TOTAL FINANCIALS				73,996,136
Industrials (12.61%)
Aerospace/Defense (3.40%)
United Technologies Corp.		104,514		7,780,022
Miscellaneous Manufacturers (9.21%)
Dover Corp.		189,251		10,308,502
Parker Hannifin Corp.		133,780		10,745,210
				21,053,712
TOTAL INDUSTRIALS				28,833,734
Technology (13.31%)
Computers (4.52%)
Apple, Inc.		16,935		10,343,220
Software (8.79%)
Microsoft Corp.		332,431		9,796,742
Oracle Corp.		340,791		10,291,888
				20,088,630
TOTAL TECHNOLOGY				30,431,850
TOTAL COMMON STOCKS (Cost $207,910,709)				226,169,835

	7-Day Yield	Shares		Value (Note 2)
SHORT TERM INVESTMENTS (1.09%)
Money Market Fund (1.09%)
Dreyfus Treasury Prime Cash Management Fund, Institutional Shares	0.010%		2,486,265		2,486,265
TOTAL SHORT TERM INVESTMENTS (Cost $2,486,265)					2,486,265
TOTAL INVESTMENTS (100.01%) (Cost $210,396,974)				$	228,656,100
Liabilities In Excess Of Other Assets (-0.01%)					(24,340)
NET ASSETS (100.00%)				$	228,631,760

^(a) Non-Income Producing Security.

Common Abbreviations:

ADR - American Depositary Receipt.

Ltd. - Limited.

NV - Naamloze Vennootschap is the Dutch term for a public limited liability corporation.

PLC - Public Limited Company.

Holdings are subject to change.

For Fund compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications for reporting ease. Industries are shown as a percent of net assets. These industry classifications are based on third party definitions. The definitions are industry terms and do not reflect the legal status of any of the investments or the companies in which the Fund has invested.

See Notes to Quarterly Statement of Investments.

VULCAN VALUE PARTNERS SMALL CAP FUND
STATEMENT OF INVESTMENTS
July 31, 2012 (Unaudited)
	Shares		Value (Note 2)
COMMON STOCKS (94.39%)
Basic Materials (4.00%)
Chemicals (4.00%)
KMG Chemicals, Inc.		117,098	$	2,093,712
TOTAL BASIC MATERIALS				2,093,712
Communications (4.06%)
Telecommunications (4.06%)
NeuStar, Inc., Class A(a)		59,876		2,120,209
TOTAL COMMUNICATIONS				2,120,209
Consumer, Cyclical (15.80%)
Apparel (3.96%)
Iconix Brand Group, Inc.(a)		116,730		2,069,623
Leisure Time (2.25%)
Interval Leisure Group, Inc.		64,256		1,178,455
Retail (9.59%)
Jos A Bank Clothiers, Inc.(a)		55,378		2,340,274
Nathan’s Famous, Inc.(a)		54,943		1,664,224
Sonic Corp.(a)		101,963		1,009,434
				5,013,932
TOTAL CONSUMER, CYCLICAL				8,262,010
Consumer, Non-cyclical (16.82%)
Commercial Services (10.08%)
Heartland Payment Systems, Inc.		34,035		1,078,909
Towers Watson & Co., Class A		34,731		2,036,279
Universal Technical Institute, Inc.		187,516		2,154,559
				5,269,747
Household Products/Wares (6.74%)
Jarden Corp.		34,875		1,576,350
Tupperware Brands Corp.		37,173		1,948,609
				3,524,959
TOTAL CONSUMER, NON-CYCLICAL				8,794,706
Financials (29.63%)
Diversified Financial Services (16.32%)
Eaton Vance Corp.		93,359		2,476,814
Janus Capital Group, Inc.		285,087		2,061,179
The NASDAQ OMX Group, Inc.		102,503		2,326,818
Netspend Holdings, Inc.(a)		189,525		1,667,820
				8,532,631

				Shares		Value (Note 2)
Insurance (13.31%)
Endurance Specialty Holdings, Ltd.					64,748	$	2,244,813
Everest Re Group, Ltd.					19,610		1,994,337
The Navigators Group, Inc.(a)					46,605		2,257,080
ProAssurance Corp.					5,206		466,302
							6,962,532
TOTAL FINANCIALS							15,495,163
Industrials (14.03%)
Electronics (2.73%)
Ituran Location and Control, Ltd.					126,578		1,430,331
Machinery-Diversified (8.85%)
Altra Holdings, Inc.					114,312		1,888,434
Gardner Denver, Inc.					24,780		1,411,964
IDEX Corp.					34,764		1,326,247
							4,626,645
Miscellaneous Manufacturers (2.45%)
Donaldson Co., Inc.					37,528		1,280,831
TOTAL INDUSTRIALS							7,337,807
Technology (10.05%)
Software (10.05%)
Dun & Bradstreet Corp.					43,270		3,469,821
Fair Isaac Corp.					41,224		1,784,587
							5,254,408
TOTAL TECHNOLOGY							5,254,408
TOTAL COMMON STOCKS (Cost $45,452,117)							49,358,015
	7-Day Yield			Shares		Value (Note 2)
SHORT TERM INVESTMENTS (5.45%)
Money Market Fund (5.45%)
Dreyfus Treasury Prime Cash Management Fund, Institutional Shares		0.010	%		2,847,948		2,847,948
TOTAL SHORT TERM INVESTMENTS (Cost $2,847,948)							2,847,948
TOTAL INVESTMENTS (99.84%) (Cost $48,300,065)						$	52,205,963
Other Assets In Excess Of Liabilities (0.16%)							85,513
NET ASSETS (100.00%)						$	52,291,476

^(a) Non-Income Producing Security.

Common Abbreviations:

Ltd. - Limited.

Holdings are subject to change.

For Fund compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications for reporting ease. Industries are shown as a percent of net assets. These industry classifications are based on third party definitions. The definitions are industry terms and do not reflect the legal status of any of the investments or the companies in which the Fund has invested.

See Notes to Quarterly Statement of Investments.

Notes to Quarterly Statement of Investments

July 31, 2012 (Unaudited)

1. ORGANIZATION

Financial Investors Trust (the “Trust”) a Delaware statutory trust, is an open-end management investment company registered under the Investment Company Act of 1940, as amended (“1940 Act”). As of July 31, 2012, the Trust has twenty-three registered funds. This quarterly report describes Vulcan Value Partners Fund and Vulcan Value Partners Small Cap Fund (the “Funds”). The Vulcan Value Partners Fund seeks to achieve long-term capital appreciation by investing primarily in publicly traded mid- and large- capitalization U.S. companies believed to be both undervalued and possessing a sustainable competitive advantage. The Vulcan Value Partners Small Cap Fund seeks to achieve long-term capital appreciation by investing primarily in publicly traded small-capitalization U.S. companies believed to be both undervalued and possessing a sustainable competitive advantage.

2. SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies consistently followed by the Funds. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).

The preparation of Statement of Investments in accordance with GAAP requires management to make certain estimates and assumptions that affect the reported amounts in the Statement of Investments during the reporting period. Management believes the estimates and security valuations are appropriate; however, actual results may differ from those estimates, and the security valuations reflected in the Statement of Investments may differ from the value the Funds ultimately realize upon sale of the securities. The Statement of Investments have been prepared as of the close of the New York Stock Exchange (“NYSE”) on July 31, 2012.

Investment Valuation: The Board of Trustees (“Board” or “Trustees”) has approved procedures to be used to value each Fund’s securities for the purposes of determining each Fund’s net asset value (“NAV”). The valuation of the securities of the Funds is determined in good faith by or under the direction of the Board. The Board has delegated certain valuation functions for the Funds to ALPS Fund Services, Inc., the Administrator.

For equity securities that are traded on an exchange, the market price is usually the closing sale or official closing price on that exchange. In the case of securities not traded on an exchange, or if such closing prices are not otherwise available, the market price is typically provided by independent third party pricing vendors approved by the Board using a variety of pricing techniques and methodologies.

When such prices or quotations are not available, or when Vulcan Value Partners, LLC (“Vulcan” or “Adviser”) believes that they are unreliable, securities may be priced using fair value procedures approved by the Board. Because the Funds may invest in securities that may be thinly traded or for which market quotations may not be readily available or may be unreliable (such as securities of small capitalization companies), the Funds may use fair valuation procedures more frequently than funds that invest primarily in securities that are more liquid (such as equity securities of large capitalization domestic issuers). The Funds may also use fair value procedures if the Adviser determines that a significant event has occurred between the time at which a market price is determined and the time at which the Funds’ NAV is calculated. In particular, the value of non-U.S. securities may be materially affected by events occurring after the close of the market on which they are traded, but before the Funds price shares.

The Funds may determine the fair value of investments based on information provided by pricing services and other third-party vendors, which may recommend fair value prices or adjustments with reference to other securities, indices or assets. In considering whether fair value pricing is required and in determining fair values, the Funds may, among other things, consider significant events (which may be considered to include changes in the value of U.S. securities or securities indices) that occur after the close of the relevant market and before the Funds value their securities. In addition, the Funds may utilize modeling tools provided by third-party vendors to determine fair values of non-U.S. securities. The Funds’ use of fair value pricing may help deter “stale price arbitrage.”

Valuing securities at fair value involves greater reliance on judgment than valuation of securities based on readily available market quotations. A fund that uses fair value to price securities may value those securities higher or lower than another fund using market quotations or its own fair value methodologies to price the same securities. There can be no assurance that the Funds could obtain the fair value assigned to a security if it were to sell the security at approximately the time at which the Funds determine the net asset value, and the difference between fair value and the price of the securities may be material.

Investment Transactions: Investment transactions are accounted for on the date the investments are purchased or sold (trade date). Realized gains and losses from investment transactions are reported on an identified cost basis, which is the same basis the Funds use for federal income tax purposes. Interest income, which includes accretion of discounts, is accrued and recorded as earned. Dividend income is recognized on the ex-dividend date or for certain foreign securities, as soon as information is available to the Funds.

Foreign Securities: The Funds may directly purchase securities of foreign issuers. Investing in securities of foreign issuers involves special risks not typically associated with investing in securities of U.S. issuers. The risks include possible reevaluation of currencies, the inability to repatriate foreign currency, less complete financial information about companies and possible future adverse political and economic developments. Moreover, securities of many foreign issuers and their markets may be less liquid and their prices more volatile than those of securities of comparable U.S. issuers.

Fair Value Measurements: A three-tier hierarchy has been established to classify fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability that are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability that are developed based on the best information available.

Various inputs are used in determining the value of the Funds’ investments as of the reporting period end. The designated input levels are not necessarily an indication of the risk or liquidity associated with these investments. These inputs are categorized in the following hierarchy under applicable financial accounting standards:

Level 1 –	Unadjusted quoted prices in active markets for identical investments, unrestricted assets or liabilities that the Funds have the ability to access at the measurement date;
Level2 –	Quoted prices which are not active, quoted prices for similar assets or liabilities in active markets or inputs other than quoted prices that are observable (either directly or indirectly) for substantially the full term of the asset or liability; and
Level3 –	Significant unobservable prices or inputs (including the Funds’ own assumptions in determining the fair value of investments) where there is little or no market activity for the asset or liability at the measurement date.

The following is a summary of the inputs used to value the Funds’ investments as of July 31, 2012.

Vulcan Value Partners Fund:

Investments in Securities at Value	Level 1 - Unadjusted Quoted Prices		Level 2 - Other Significant Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Common Stocks(a)	$	226,169,835	$	–	$	–	$	226,169,835
Short Term Investments		2,486,265		–		–		2,486,265
TOTAL	$	228,656,100	$	–	$	–	$	228,656,100

Vulcan Value Partners Small Cap Fund:

Investments in Securities at Value	Level 1 - Unadjusted Quoted Prices		Level 2 - Other Significant Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Common Stocks(a)	$	49,358,015	$	–	$	–	$	49,358,015
Short Term Investments		2,847,948		–		–		2,847,948
TOTAL	$	52,205,963	$	–	$	–	$	52,205,963

^(a) For detailed descriptions, see the accompanying Statements of Investments.

For the period ended July 31, 2012, the Funds did not have any significant transfers between Level 1 and Level 2 securities. For the period ended July 31, 2012, the Funds did not have any securities that used significant unobservable inputs (Level 3) in determining fair value. Therefore, a reconciliation of assets in which significant unobservable inputs (Level 3) were used in determining fair value is not applicable.

Unrealized Appreciation and Depreciation on Investments: The differences between book-basis and tax-basis are primarily due to the deferral of wash sale losses. As of July 31, 2012, the cost of securities on a tax basis and gross unrealized appreciation/(depreciation) on investments for federal income tax purposes were as follows:

	Vulcan Value Partners Fund			Vulcan Value Partners Small Cap Fund
Gross appreciation (excess of value over tax cost)	$	20,162,923		$	6,382,817
Gross depreciation (excess of tax cost over value)		(2,044,487	)		(2,530,676	)
Net unrealized appreciation		18,118,436			3,852,141
Cost of investments for income tax purposes	$	210,537,664		$	48,353,822

Item 2. Controls and Procedures.

(a) The Registrant’s principal executive officer and principal financial officer have concluded that the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended) are effective based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this Report.

(b) There was no change in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940, as amended) that occurred during the Registrant’s last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

Item 3. Exhibits.

Separate certifications for the Registrant’s principal executive officer and principal financial officer, as required by Section 302 of the Sarbanes-Oxley Act of 2002 and Rule 30a-2(a) under the Investment Company Act of 1940, as amended, are attached as Exhibit 99.CERT.

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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.

FINANCIAL INVESTORS TRUST
By:	/s/ Edmund J. Burke
	Edmund J. Burke
	President (Principal Executive Officer)
Date:	September 28, 2012

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:	/s/ Edmund J. Burke
	Edmund J. Burke
	President (Principal Executive Officer)
Date:	September 28, 2012
By:	/s/ Jeremy O. May
	Jeremy O. May
	Treasurer (Principal Financial Officer)
Date:	September 28, 2012

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