facctg.htm

AMENDMENT TO THE

ADVISORS SERIES TRUST

FUND ACCOUNTING SERVICING AGREEMENT

THIS AMENDMENT dated as of the 6th day of December 2012, to the Fund Accounting Servicing Agreement, dated as of June 8, 2006, as amended (the "Agreement"), is entered into by and between Advisors Series Trust, a Delaware statutory trust (the "Trust") on behalf of its separate series listed on Exhibit CC attached hereto (as amended from time to time), and U.S. Bancorp Fund Services, LLC, a Wisconsin limited liability company ("USBFS").

RECITALS

WHEREAS, the parties have entered into a Fund Accounting Servicing Agreement; and

WHEREAS, the parties desire to amend the funds of a series of the Trust; and

WHEREAS, Section 15 of the Agreement allows for its amendment by a written instrument executed by both parties.

NOW, THEREFORE, the parties agree as follows:

Exhibit CC is hereby superseded and replaced with Amended Exhibit CC attached hereto.

Except to the extent amended hereby, the Agreement shall remain in full force and effect.

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by a duly authorized officer on one or more counterparts as of the date and year first written above.

ADVISORS SERIES TRUST		U.S. BANCORP FUND SERVICES, LLC


By:	/s/ Douglas G. Hess	By:	/s/ Michael R. McVoy

Name:	Douglas G. Hess	Printed Name:	Michael R. McVoy

Title:	President	Title:	Executive Vice President

Scharf - 2012

Amended Exhibit CC to the Advisors Series Trust Fund Accounting Servicing Agreement

Name of Series

Scharf Fund

Scharf Balanced Opportunity Fund

Multiple Series Trust

FUND ACCOUNTING, FUND ADMINISTRATION & PORTFOLIO COMPLIANCE,

AND CHIEF COMPLIANCE OFFICER (CCO) SERVICES

FEE SCHEDULE at December, 2011

Annual Fee Based Upon Average Net Assets Per Fund*

10 basis points on the first $___

8 basis points on the next $___

5 basis points on the balance

Minimum annual fee: $___ per fund for the first 4 years, $___ thereafter

§ Additional fee of $___ for each additional class

§ Additional fee of $___ per manager/sub-advisor per fund

Services Included in Annual Fee Per Fund

§ Daily Performance Reporting

§ Advisor Information Source Web Portal

§ USBFS Legal Administration (e.g., registration statement update)

CCO Annual Fees (Per Advisor Relationship/Fund)*

§ $___ /fund (subject to change based on Board review and approval)

§ $___ / sub-advisor per fund

Out-Of-Pocket Expenses

Including but not limited to pricing services, corporate action services, fair value pricing services, factor services, customized reporting, third-party data provider costs (including GICS, MSCI, etc), postage, stationery, programming, special reports, proxies, insurance, EDGAR/XBRL filing, retention of records, federal and state regulatory filing fees, expenses from Board of directors meetings, third party auditing and legal expenses, wash sales reporting (GainsKeeper), tax e-filing, conversion expenses (if necessary), and CCO team travel related costs to perform due diligence reviews at advisor or sub-advisor facilities.

Additional Services

Available but not included above are the following services – Daily compliance testing (Charles River), Section 15(c) reporting, equity attribution, electronic Board book portal (BookMark), and additional services mutually agreed upon.

*Subject to annual CPI increase, Milwaukee MSA.

Fees are billed monthly.

Advisor’s Signature not required at December 6, 2012 as the fund accounting fees are not changing.

Scharf - 2012

Amended Exhibit CC (continued) to the Advisors Series Trust Fund Accounting Servicing Agreement

FUND ACCOUNTING SERVICES

SUPPLEMENTAL SERVICES

FEE SCHEDULE at December, 2011

Pricing Services*

§ $___ - Domestic Equities, Options, ADRs

§ $___ - Domestic Corporate/Convertible/Gov’t/Agency Bonds, Foreign Equities, Futures, Forwards, Currency

Rates

§ $___ - CMOs, Municipal Bonds, Money Market Instruments, Foreign Corporate/Convertible/Gov’t/Agency

Bonds, Asset Backed Securities, Mortgage Backed Securities

§ $___ - Bank Loans

§ $___ - Credit Default Swaps

§ $___ - Swaptions, Index Swaps

§ $___ - Interest Rate Swaps, Foreign Currency Swaps, Total Return Swaps, Total Return Bullet Swaps

Corporate Action & Manual Pricing Services

§ $___ /Foreign Equity Security per Month for Corporate Action Service

§ $___ /Domestic Equity Security per Month for Corporate Action Service

§ $___ /Month Manual Security Pricing (>10/day)

Fair Value Services (Interactive Data)*

§ $___ on the First 100 Securities

§ $___ on the Balance of Securities

* Per security per fund per pricing day.

NOTE: Prices above are based on using IDC as the primary pricing service and are subject to change. Use of alternative and/or additional sources may result in additional fees.

Scharf - 2012